Equity Capital Markets(en) Archives - Castrén & Snellman

The IPO window is open – How to identify the right time for listing?

Equity capital markets issues call for a reliable, skilled and innovative partner. We regularly advise issuers and manager banks in share and rights issues as well as in listings on the Helsinki Stock Exchange’s main list and First North.

We will coordinate the drafting of the prospectus, handle the due diligence review and support your company in fulfilling its IPO and listing obligations. Several of our lawyers also have a degree in finance, which enables us to make the drafting process easy and smooth both for the issuer and the manager.

As our client, you will also benefit from our efficient project management and processes, our excellent contacts with the authorities and our experience and expertise relating to the book-entry system.

We also have experience and expertise relating to listing on markets outside of Finland. We participate actively in drafting market regulation and model documentation. We have participated in the drafting of the Issuer’s Handbook published by the Finnish Foundation for Share Promotion since 2012, when Nasdaq First North started operating in Helsinki. Latest edition of the Issuer’s Handbook (for a MTF) was published in August 2022. In addition, we have assisted the Finnish Foundation for Share Promotion in the preparation Issuer’s Handbook aimed for the main list of the Helsinki Stock Exchange.

Drafting prospectuses and releases for the company’s approval
Planning and implementation of the due diligence review of the listing company or issuer
Support in corporate governance
Corporate law decisions and registrations
Reporting and disclosure obligations
Legal opinions
Advice relating to the book-entry system
Private placement exemptions
Fulfilment of obligations of listed companies
International securities offerings

We represent both companies and manager banks in Finnish and international share issues and listings.

The Legal 500, IFLR1000, Chambers Europe and Chambers Global rank our services among Finland’s best.

Latest references

Fortum – AI workshop

We delivered two AI workshops for Fortum Corporation’s Mergers and Acquisitions team, with both legal and business professionals participating. The sessions combined fundamental AI principles with custom use cases for commercially available AI tools tailored to Fortum’s needs. We also presented a bespoke solution merging AI with a script-based tool developed by our Legal Tech team, enabling a more automated way of working. Our experts conducted the training drawing on their legal background and leading experience in this emerging field of legal technology. Participants particularly appreciated the clarity and relevance of the implementations demonstrated. ‘C&S delivered an excellent, well-structured series of workshops, with directly applicable takeaways,’ says Sabina Hautaviita, Legal Counsel for M&A at Fortum.

VR – Supreme Court decision clarifies working time practices

We successfully represented VR Group before the Supreme Court in a case concerning the meal break practice of commuter train drivers. On 6 February 2026, the Supreme Court ruled in VR’s favour (decision KKO:2026:12), confirming that VR had the right to amend the commuter train drivers’ meal break practice in 2021 by rendering the break unpaid in accordance with the applicable collective agreement. This decision clarifies the interpretation of collective agreements and employment legislation as well as the limits of the employer’s right to direct work. Over 250 commuter train drivers challenged the unpaid meal break practice which VR introduced in April 2021. Before the change, meal breaks had a long history of being paid. The change was based on the train drivers’ collective agreement, which allows for meal breaks to be organised either as paid or unpaid time. The Supreme Court ruled that the scheduling and managing of breaks falls within the core area of the employer’s right to direct work. This increases the threshold for an established practice becoming a binding condition for the parties. Merely following a practice consistently and over a long period of time does not make the practice binding; instead, the employer’s intent to commit to the practice must be clearly evident from the employer’s conduct or other circumstances. As both alternatives – paid and unpaid – for organising meal breaks had been retained in the collective agreement despite other amendments over the years, it could not be considered that VR had intended to commit to the paid break practice and waive its right to direct work as regards break scheduling. It was also significant that the employment contracts explicitly referred only to the collective agreement as regards working time. The Supreme Court deemed that the employees’ paid meal break was not an established term of employment and that VR was entitled to change the practice based on the collective agreement. The employer had the right, by virtue of its right to direct work, to unilaterally change the meal break practice by choosing to apply the other arrangement permitted by the collective agreement.

CapMan Growth – Investment in Kuntokeskus Liikku

We are assisting CapMan Growth in its significant investment in Kuntokeskus Liikku, a Finnish gym chain known for its high-quality self-service facilities and excellent value for money. The investment will further strengthen Liikku’s position as a market leader and support the continued execution of its growth strategy. Liikku is one of Finland’s leading fitness chains, with more than 70 locations across the country serving nearly 90,000 members. The company’s concept is to offer high-quality self-service gyms at an exceptionally competitive price point which, combined with strong operational efficiency, provides a solid foundation for profitable growth. The company’s main shareholder is COR Group, a long-time partner of CapMan Growth, and a Finnish health and wellness conglomerate known for active ownership and long-term value creation. CapMan Growth is a leading Finnish growth investor that makes significant investments in entrepreneur-led growth companies with a turnover of €10–200 million. CapMan Growth is part of CapMan, which is a leading Nordic private equity investor engaged in active value creation work. CapMan has been listed on the Helsinki Stock Exchange since 2001.

Terrafame – Environmental and water management permit processes concerning the company’s entire operations and the KL1 side rock area

Castrén & Snellman successfully assisted Terrafame Ltd in environmental and water management permit processes concerning the company’s entire operations and the KL1 side rock area, on which the Supreme Administrative Court issued its decision on 12 February 2026 (KHO 366/2026 and 367/2026). The changes made to the decisions of the Vaasa Administrative Court as a result of Terrafame’s appeals, enable the company to implement its new strategy and develop its operations as planned. The decisions of the Supreme Administrative Court brought the nearly ten-year-long permit process to a close.

Latest insights

3.3.2026 – Employment The threshold for dismissal is lowered: what should be taken into account in practice?

Aleksandra Särkelä

Aleksandra Särkelä

2.3.2026 – Environment, Energy & Green Transition Energy security is a matter of investment and competitiveness

Samuli Tarkiainen

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Samuli Tarkiainen & Marius af Schultén

6.2.2026 – Tax & Structuring Electricity sector Profit Tax Act in conflict with EU law – SAC denied leave to appeal

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Janne Juusela & Mikko Alakare

2.2.2026 – Data & Technology Avoid costly risks with well-drafted distribution agreements

Topi Lusenius

Samuli Salminen

Topi Lusenius & Samuli Salminen

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