3.3.2016

A Grant Foundation – Challenges Related to the New Finnish Foundations Act

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Corporate Governance

We assisted a grant foundation in challenges related to the new Finnish Foundations Act. In particular, we investigated the applicability of the new act’s expansive and complex definition of related parties to the operations of the foundation. We drafted instructions and easy-to-use tools to enable the foundation to determine and manage its related parties. The instructions also covered the regulations concerning the data protection of individuals.

In this case, the reform of the Foundations Act also gave rise to the need to modify the foundation’s by-laws, and we drafted a proposal for the necessary modifications for the foundation’s board. We also drafted new protocols for the foundation’s administration and asset management based on the new act.

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Latest references

Martela Corporation – Directed share issue and combination of share series

We acted as legal adviser to Martela Corporation in its directed share issue, through which Martela raised gross proceeds of approximately EUR 7.2 million to strengthen the company’s financial position and liquidity and to create headroom for continuing the necessary development and efficiency measures. In connection with the directed share issue, Martela’s unlisted series K shares, which carried greater voting rights, were combined with its listed series A shares. Following the combination, the company has only one share series, which is traded on the regulated market maintained by Nasdaq Helsinki Ltd, with each share carrying one vote and otherwise identical rights. Martela is a Nordic leader specialising in user-centric working and learning environments. With over 80 years of experience, Martela creates the best places to work and offers its customers the Martela Lifecycle solutions which combine furniture and related services into a seamless whole.

Aspo – Demerger and finance matters

We advised Aspo Plc, ESL Shipping Ltd and AtoBatC Shipping AB in relation to finance matters in connection with the demerger of Aspo, by which all the shares in ESL Shipping Ltd held by Aspo, together with the related assets and liabilities, will be transferred to a new independent company to be named ESL Shipping Group Plc. Aspo intends to apply for the shares of ESL Shipping Group to be admitted to trading on the regulated market of Nasdaq Helsinki. It is further intended that Aspo be renamed Telko Group Plc.

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