Hannes Snellman’s Tax Team provides domestic and cross-border advice on all aspects of taxation, including corporate tax, transfer pricing, indirect tax, and private wealth. The team is a trusted advisor to leading domestic and international corporations, financial institutions, investors, and family offices. The team has extensive experience in complex transactions as well as defending taxpayers’ rights in high-end tax litigation. Hannes Snellman’s Tax Team combines technical excellence with a pragmatic and business-oriented approach to deliver optimal results for its clients.
Hannes Snellman’s Tax Team has a proven track record of representing clients in demanding high-profile tax cases. Our team has the expertise to defend the taxpayer’s position in audits and disputes related to, for instance, corporate taxation, transfer taxation, personal income taxation, VAT and other indirect taxation, and transfer pricing. With our substantial experience, we assist clients in every step of the process.
We represent our clients in pre-emptive discussions with the Tax Administration and in applying for advance rulings from the Tax Administration and the Central Tax Board. In addition to representing clients in appeals before the Tax Board of Adjustment, administrative courts, and the Supreme Administrative Court, we leave no stone unturned in protecting taxpayers’ rights. We also have experience assisting clients in more exceptional processes, such as alternative dispute resolution, extraordinary appeals, complaints to the Chancellor of Justice, the Parliamentary Ombudsman and the European Commission as well as in appeals to the European Court of Human Rights.
Hannes Snellman’s Tax Team has acted as counsel for taxpayers in several significant cases that have resulted in important case law precedents in Finnish tax law.
Be it passing on wealth to the next generation or finding a more tax-efficient way of managing your income and assets, private wealth tax matters can be highly complex. Individuals and families all have their unique needs and circumstances that require a personalised approach from expert legal advisers. Hannes Snellman offers a first-class client experience built on trust and long-term relationships.
Our Tax Team supports high-net-worth individuals and family businesses in a variety of matters, including tax matters of family offices and investment companies, succession, generation shifts, relocation, trusts, and investment structures. The team is experienced in handling complex cross-border matters, where needed, in seamless collaboration with our networks of foreign lawyers.
We also assist our private clients in tax controversy, in which frequent topics include, among other things, tax residency and insurance products. At the worst, tax controversy concerning private persons may lead to criminal proceedings. Should this happen, Hannes Snellman’s criminal law experts are ready to assist our clients.
Incentivising key individuals and employees has an important impact on the success of a company. In this respect, it is crucial to build the incentives so that they give the desired outcomes. The Tax Team regularly advises clients on tax and social security consequences of incentive plans, such as bonus programmes, employee offerings, share awards, and options. Hannes Snellman also assists clients in obtaining rulings on tax and social security treatment as well as drafting plan documentation.
Businesses operating in any industry can, and likely will, encounter questions concerning value added taxation and other indirect taxation. Our indirect tax team offers personalised, first-class solutions tailored to address the client’s needs.
Our tax professionals have extensive expertise in VAT, customs, and excise duties with special proficiency in VAT questions concerning the real estate business, real estate transactions, and VAT exempt sectors such as financing. Our indirect tax experts are also well-versed in assisting clients operating in new, ground-breaking sectors where the tax questions are unchartered territory.
Our indirect tax team assists clients within a broad variety of industries with, for instance, transactional VAT advisory, deductibility of VAT, and detecting VAT risks. We also advise clients in excise duty, customs, and other indirect tax related matters.
Our indirect tax experts Piia Ahonen and Marika Sorsa have published a hardcover book on value added taxation in the real estate business.
Transfer pricing is not an exact science but nevertheless requires exact expertise. The Finnish transfer pricing landscape requires businesses to navigate through a complex combination of obligatory requirements and flexible procedures to obtain tax certainty.
Our transfer pricing team has broad experience of, for instance, transfer pricing audits, pre-emptive discussion processes, TP model planning, APA, MAP, cross-border dialogue processes, and cooperative compliance programmes. We assist clients in business reorganisations, transfer pricing litigation, and various domestic and cross-border procedures.
Hannes Snellman’s Tax Team provides advice in major public and private M&A, capital markets, real estate, infrastructure, and renewable energy transactions, and fund structures. Our experienced and dedicated tax practitioners help clients with, for instance, tax structuring, advance tax ruling proceedings, and tax due diligence.
Our Tax Team regularly advises clients in the largest and most high-profile transactions on the Finnish market. Hannes Snellman’s tax specialists are highly accomplished in advising taxpayers in cases involving complex cross-border tax elements. The team is trusted by clients to navigate new legal phenomena and find solutions to complex issues. With excellent understanding of our clients’ business, the team has great ability to provide practical, tailored solutions.
References
Tax Controversy | Private Wealth | VAT, Customs, and Excise Duties | Transactional Tax | Transfer Pricing
Counsel to a Finnish listed company in a dispute concerning Finnish withholding tax on dividends paid abroad between 2014 and 2016.
The matter concerned dividend payments to a foreign financial institution. In accordance with the applicable tax treaty, the company had applied a withholding tax (WHT) of 0% at source on the dividends.
The Tax Administration conducted a tax audit and claimed that the company had failed their investigation duty, that the financial institution was not the beneficial owner of the dividend income due to the shares being subject to a share lending agreement, and that the company should have thus withheld a WHT of 20% on the dividends. The Tax Administration issued a new tax assessment decision, imposing not only a WHT of 20% but also a tax increase on the company. The circumstances were peculiar in the sense that the dividends had already been paid to the foreign dividend recipient, and now the Tax Administration approached the Finnish listed company (unable to recall the dividend payments made) with a claim to settle the foreign dividend recipient’s tax from the company’s own funds. The Tax Administration alleged that the dividend payer would, under law, have a duty to investigate whether each dividend recipient is entitled to tax treaty benefits in accordance with their respective tax treaties (including “beneficial owner” concepts of such treaties, if any). The Tax Administration made this allegation even though the wording of the relevant Finnish law clearly stated that the dividend payer shall only obtain the name, address, and ID number of each dividend recipient to be able to apply tax treaty WHT rates on dividends paid abroad.
The company applied for adjustment and received a unanimously positive decision from the Tax Adjustment Board, who found that the company had fulfilled its duties under law when applying the WHT 0% on the dividends. However, the state’s representative appealed the adjustment decision to the Administrative Court.
The Administrative Court, similarly, unanimously found that the company had fulfilled its investigation duties under Section 10 of the Finnish WHT Act by obtaining the information exhaustively listed in the law (name, address, and ID number of dividend recipient) and that the tax auditors’ interpretation of the law (i.e. wider investigation duty, including interpretation of the “beneficial owner” concept in tax treaties) was found to be without merit. With these arguments, no WHT or tax increase was to be imposed on the company. The Court, thus, abided by the very basic source of law doctrine, whereby taxes can only be levied based on Finnish law, as enacted by the Finnish Parliament, and international tax treaties can only limit the taxing rights of a country, not create them. As the ruling was based directly on domestic law, the Administrative Court did not examine or rule on the tax treaty concept of “beneficial owner”. The Administrative Court also ordered the Tax Administration to compensate the company’s legal costs of the Administrative Court proceedings to the full amount claimed. The state’s representative did not seek a leave of appeal from the Supreme Administrative Court and the decision of the Administrative Court is now binding.
The whole process began in 2018, which yields an overall duration of six years for the dispute. A material overhanging tax risk (for what were ultimately the taxes of another tax subject) was present for the client for the lengthy duration of the process, but the matter was finally resolved with the positive outcome by the Administrative Court.
This Administrative Court ruling is an important landmark on the application of the principle of legality. Interpretations made based on tax treaties cannot supersede the domestic law as basis for taxation (the so-called “golden rule” of tax treaty law).
Parties
Accel-KKR, Aico Group, Juuri Partners
Transaction
Accel-KKR’s majority equity investment in Aico Group
Deal Value
Value not public
Role
Counsel to Accel-KKR, a global technology-focused investment firm
Counsel in a Supreme Administrative Court Yearbook case on taxation of dividend paid on merger consideration shares.
Counsel a real estate company in a case regarding the VAT deduction of real estate investments. The Finnish Tax Administration had not accepted the VAT deductions made by the company because it had found that the premises were used for both VAT taxable and VAT exempt activities. In the case, it was evaluated from the VAT perspective how the leasing area can be determined per floor of the building while also considering how the premises are described in the articles of association.
Assisted by Hannes Snellman's tax team, the company appealed the Tax Administration’s decision to the Administrative Court and was able to prove that the premises were mostly used for purposes entitling to a VAT deduction, wherefore the company had had the right to deduct the VAT of the costs related to these premises that were used for VATable purposes. The company won the case in the Administrative Court, after which Hannes Snellman assisted the company with the preparation of corrective VAT returns and the refund of VAT that had been groundlessly left unrefunded.
Hannes Snellman acted as counsel to Finnish state enterprise Metsähallitus in the negotiation of contractual arrangements with Vattenfall for the expansion of the Korsnäs offshore wind farm development project.
Hannes Snellman advises NYAB Plc on its re-domiciliation and transfer of listing from Finland to Sweden. The re-domiciliation to Sweden is planned to be executed as a cross-border conversion, pursuant to the so-called EU Mobility Directive, whereby NYAB Plc, without being dissolved or liquidated, would be converted from a Finnish to a Swedish public limited liability company with its registered office in Sweden.
Parties:
SULO Group, (Buyer), Molok Group Oy (Target)
Transaction:
Hannes Snellman counsel to SULO Group, a global waste management leader, in its acquisition of Molok Group Oy from Vaaka Partners.
Deal value:
Value not public
Role:
Counsel to SULO Group
Parties:
OP Suomi Infra Ky, (investor), Aurora Infrastructure (target), Equitix (majority owner)
Transaction:
Hannes Snellman acted as counsel to OP Suomi Infra Ky in their minority investment in Aurora Infrastructure
Deal value:
Value not public
Role:
Counsel to OP Suomi Infra Ky
Parties:
Uponor Corporation (target), Georg Fischer Ltd (buyer)
Transaction:
Counsel to Uponor Corporation in the recommended public cash tender offer by Georg Fischer Ltd to purchase all of the issued and outstanding shares of Uponor Corporation.
Value:
EUR 2.1 billion
Role:
Counsel to Uponor Corporation
Counsel to Beneq, a leading developer and manufacturer of atomic layer disposition (ALD) technology and provider of R&D services in restructuring the group’s intellectual property holding to correspond to the requirements of the group’s business.
Parties:
Rebellion, Vihtan Oy
Transaction:
The acquisition of Vihtan Oy, a leading manufacturer of shower screens and glass doors, marked Rebellion’s establishment in Finland.
Deal Value:
Value not public
Role:
Counsel to Rebellion
Parties
Citycon Oyj
Transaction
Counsel to Citycon Oyj in its tender offers of outstanding notes due 2024 of Citycon Treasury B.V. and capital securities issued by it in November 2019 and June 2021.
Deal value
Over EUR 40 million
Role
Counsel to Citycon Oyj
Parties
A consortium consisting of Security Trading, Fennogens Investments, Corbis, and Bain Capital (buyer), Caverion Oyj (Target)
Transaction
Counsel to the offeror consortium consisting of Security Trading, Fennogens Investments, Corbis, and Bain Capital in the recommended public cash tender offer for all shares in Caverion Oyj.
Deal value
EUR 955 million
Role
Counsel to the offeror consortium consisting of Security Trading, Fennogens Investments, Corbis, and Bain Capital
Parties
Orange Capital Partners (Buyer), Starwood Capital Group and Avara Oy (Sellers)
Transaction
Hannes Snellman acted as counsel to Orange Capital Partners in the acquisition of a residential portfolio of 2,200 apartments located across 16 cities from Starwood Capital Group and Avara Oy
Deal Value
Value not public
Role
Counsel to Orange Capital Partners
Parties:
Esperi Care (target), Danske Bank, SEB, and Ilmarinen (majority owners), Triton (buyer)
Transaction:
Counsel to Esperi Care and its majority owners Danske Bank, SEB, and Ilmarinen in the acquisition of the majority of Esperi Care’s shares by Triton Smaller Mid Cap Fund II advised by Triton.
Deal Value:
Value not public.
Role:
Counsel to Esperi Care and its majority owners
Counsel to Finnish Customs in the public procurement of bitcoin brokerage services. The assignment is related to the Finnish Government’s decision to sell the Bitcoins and other cryptocurrencies seized by Finnish Customs and allocate a significant share of the additional revenue to support Ukraine in the current war.
Parties
Basware Corporation (target), a consortium consisting of Accel-KKR, Long Path Partners, and Briarwood Chase Management (buyer)
Transaction
Counsel to the offeror consortium of Accel-KKR, Long Path Partners, and Briarwood Chase Management in the tender offer for all outstanding securities in Basware Corporation.
Deal Value
EUR 620 million
Role
Counsel to the consortium
Parties
Paulig Group (seller), Valio (buyer), Gold&Green brand, intellectual property and R&D function (target)
Transaction
The divestment of Paulig’s Gold&Green brand, intellectual property and R&D function to Valio
Deal Value
Value not public
Role
Counsel to Paulig Group
Parties
Orange Capital Partners and another global investor (Buyers), Morgan Stanley (Seller)
Transaction
Orange Capital Partners' and another global investor's acquisition of a residential portfolio with 37 assets and 1,900 apartments from Morgan Stanley
Deal Value
Value not public
Role
Counsel to Orange Capital Partners and another global investor
Parties
Smartly.io (Buyer), Ad-Lib.io (Target) and various sellers
Transaction
Acquisition of Ad-Lib.io, the next-generation creative optimization platform, by Smartly.io, the leading social advertising SaaS platform for creative and performance marketers.
Deal Value
Value not public
Role
Finnish counsel to Smartly.io
Parties
Anora Group Plc (Altia Plc, Arcus ASA) and Galatea AB
Transaction
Required pre-closing divestment of Altia’s brands Skåne Akvavit, Hallands Fläder, and Brøndums and cognac brand Grönstedts (along with Arcus’s aquavit brand Akevitt Spesial and spirits brands S.P.R.T. and Dworek) to Galatea AB. The divestment to a suitable buyer was required by the Finnish, Norwegian, and Swedish competition authorities as a condition to their approval of the merger between Altia and Arcus to form Anora Group.
Deal value
Not public
Role
Lead counsel to Altia Plc (Anora Group Plc)
Counsel to a Finnish private equity fund in a Supreme Administrative Court Yearbook case confirming the correct application of equity ratio exemption in interest deduction limitations.
Parties
Virala Acquisition Company Plc, Purmo Group Ltd
Transaction
Virala Acquisition Company Plc's merger with Purmo Group Ltd.
Deal Value
EUR 685 million
Role
Counsel to Virala Acquisition Company Plc
Parties
LähiTapiola Yhteiskuntakiinteistöt Suomi Ky
Transaction
The acquisition of two properties providing community services in Oulu, Finland.
Deal Value
Value not public
Role
Counsel to LähiTapiola
Parties
Quadoro Investment GmbH, EKE-Construction Ltd.
Transaction
Counsel to a fund managed by Quadoro Investment GmbH in an acquisition of an office property located in Espoo with a lettable area of approximately 4,200 square metres from the constructor EKE-Construction Ltd.
Deal Value
Value not public
Role
Counsel to Quadoro Investment GmbH
Parties
Quadoro Investment GmbH, YIT Construction Ltd.
Transaction
Counsel to a fund managed by Quadoro Investment GmbH in an acquisition of a MEUR 32 office property located in Järvenpää with a lettable area of approximately 6,500 square metres from YIT Construction Ltd
Deal Value
EUR 32 million
Role
Counsel to Quadoro Investment GmbH
Parties
Valmet, Neles
Transaction
Hannes Snellman acted as lead counsel to Valmet, a leading global developer and supplier of process technologies, automation, and services for the pulp, paper, and energy industries, in its merger with Neles, one of the leading providers of mission-critical flow control solutions and services for process industries in Finland.
Deal Value
The combined value of the merging companies is approximately EUR 7 billion.
Role
Lead counsel to Valmet
Parties
Virala Acquisition Company Plc
Transaction
Hannes Snellman acted as legal counsel to Virala Acquisition Company Plc on its IPO and the listing of its Class C shares on the SPAC segment of the regulated market of Nasdaq Helsinki
Deal Value
EUR 107.5 million
Role
Counsel to Virala Acquisition Company Plc
Counsel to a tax payer in Supreme Administrative Court Yearbook case confirming US GAAP as acceptable basis for transfer pricing.
Parties Vungle, Inc. (Buyer), GameRefinery Oy (Target)
Transaction Vungle, Inc.’s acquisition of GameRefinery Oy
Deal Value Value not public
Role Counsel to Vungle, Inc.
Parties
Amazon (Buyer), Umbra (Target)
Transaction
The acquisition of Umbra by Amazon.
Deal Value
Value not public
Role
Counsel to Umbra
Counsel in a Supreme Administrative Court Yearbook case clarifying taxation related to dividend in natura.
Parties
Ahlstrom-Munksjö Oyj (target), a consortium consisting of Ahlström Capital, Bain Capital Private Equity, Viknum and Belgrano Inversiones (buyer)
Transaction
Recommended public cash tender offer for all shares in Ahlstrom-Munksjö Oyj by Spa Holdings 3 Oy
Deal value
Approximately EUR 2.1 billion
Role
Counsel to the consortium
Counsel to a taxpayer in the Supreme Administrative Court Yearbook case outlining VAT treatment of coworking services.
Parties
A fund managed by Quadoro Investment GmbH
Transaction
Acquisition of Hermia 5 and Hermia 6 office properties located in the Hermia Science Park in Tampere with a lettable area of approximately 30,000 square metres
Deal value
Value not public
Hannes role
Counsel to a fund managed by Quadoro Investment GmbH
City of Espoo, Kumppanuuskoulut Oy, YIT Oyj, Meridiam Investments II
Transaction
The City of Espoo signed a service agreement with Kumppanuuskoulut Oy on the implementation of five schools and three daycare centres
Deal Value
Approx. EUR 300 million
Role
Counsel to City of Espoo
Team
Rabbe Sittnikow, Jussi Ekonen, Janna Pihanurmi, Janne Veneranta, Roosa Väre, Markus Bremer, Maria Landtman, Samuli Pirinen, Heikki Vesikansa, Harri Vehviläinen, Piia Ahonen, Joakim Lavér
Counsel in Administrative Court case confirming mutual real estate company’s taxation under Business Income Tax Act.
Parties
DWS (buyer), Regenero (Seller)
Transaction
DWS's acquisition of the Accountor Tower, a 24,000 sq. m. office development in Keilaniemi, Espoo, from YIT and HGR Property Partners’ joint venture Regenero
Deal Value
Value not public
Role
Counsel to DWS
Parties
Optomed Plc
Transaction
Optomed’s IPO and listing on the Nasdaq Helsinki stock exchange
Deal Value
The offering by the company and its shareholders amounted to approximately EUR 44 million
Role
Counsel to Optomed Plc
Parties
FSN Capital, eCraft, Orango, Fellowmind
Transaction
Fellowmind, eCraft and Orango merge to create European Microsoft Business Applications platform
Deal Value
Value not public
Role
Counsel to eCraft and its owners
Counsel in Supreme Administrative Court case confirming equal treatment of a Swedish real estate investor in Finnish taxation
Parties
Outotec Oyj, Metso Corporation
Transaction
The combination of Outotec and Metso Minerals through a demerger
Deal Value
EUR 3.9 billion (illustrative combined sales)
Role
Counsel to Outotec Oyj
Counsel in Supreme Administrative Court case confirming that Refinancing of real estate company’s bank loans is not subject to transfer tax.
Counsel in Supreme Administrative Court case confirming real estate investor’s right to deduct VAT on transaction expenses
Counsel in Supreme Administrative Court case confirming that share transfer tax is not due on purchase price of shareholder loans
Parties
Peab AB (Buyer), YIT Corporation (Seller), YIT’s Nordic paving and mineral aggregates businesses (Targets)
Transaction
YIT’s sale of its Nordic paving and mineral aggregates businesses in Finland, Sweden, Norway and Denmark to Peab
Deal Value
EUR 280 million
Role
Counsel to YIT Corporation
Parties
Tieto Corporation, EVRY ASA
Transaction
The combination of Tieto and EVRY through a cross-border merger
Deal Value
Value not public
Role
Counsel to EVRY ASA
Counsel to a taxpayer receiving confirmation that a transfer of a business at an early stage qualifies as a transfer of a going concern for VAT purposes.
Counsel in legal proceedings before the Helsinki Administrative Court confirming an earlier Supreme Administrative Court decision that transfer taxes are not payable on the termination of share options.
Parties
Ilmarinen Mutual Pension Insurance Company, Kesko Corporation, Kesko Pension Fund, Kruunuvuoren Satama Oy
Transaction
A series of transactions, whereby Ilmarinen, Kesko, and Kesko Pension Fund, among other things, dissolve their joint ownership of Kruunuvuoren Satama and Ilmarinen acquires all 3,438,885 Kesko A shares held by Kruunuvuoren Satama.
Deal Value
EUR 164 million
Role
Counsel to Ilmarinen Mutual Pension Insurance Company, Kesko Corporation, Kesko Pension Fund, and Kruunuvuoren Satama Oy
Parties
Funds managed by Sentica Partners Oy (Buyer), Mikael Swanljung and his family (Sellers), Picnic Finland Oy, Europicnic Oy and La Torrefazione Oy (Targets)
Transaction
Sentica Partners’ acquisition of majority ownership in Picnic Company Group from Mikael Swanljung and his family
Deal Value
Value not public
Role
Counsel to Mikael Swanljung and his family
The Finnish Supreme Administrative Court issued a resolution concerning the VAT treatment of intermediary services to Finnish students aiming to study abroad in the U.S. Piia Ahonen successfully defended the client’s position through instances, and the resolution issued by the Supreme Administrative Court as a yearbook decision finally confirms that the client’s position is right and that the tax assessments were unlawful. The intermediary services are not subject to Finnish VAT due to the fact that the client acted as an intermediary between U.S. schools and Finnish students in relation to U.S.-based education and accommodation services that are not taxed in Finland.
Parties
Nordic Healthcare Group Oy, Vaaka Partners Oy
Transaction
Vaaka Partner's investment in Nordic Healthcare Group
Deal Value
Value not public
Role
Counsel to Vaaka Partners
Parties
Nexit Ventures (Seller), Ekahau, Inc. (Target), Ookla (Buyer)
Transaction
Nexit Ventures' sale of shares of Ekahau to Ookla
Deal Value
Value not public
Role
Counsel for Nexit Ventures and Ekahau, Inc.
Parties
Areim Fund III (Buyer), Avant Capital Partners, Varma Mutual Pension Insurance Company, EPISO 4 fund (Sellers)
Transaction
Areim Fund's acquisition of a portfolio of eight office properties from Avant Capital Partners, Varma Mutual Pension Insurance Company and EPISO 4 fund advised by Tristan Capital Partners
Deal Value
Value not public
Role
Counsel to Areim Fund III
Parties
Skandia Fastigheter AB (Seller), Castellum AB (Buyer)
Transaction
Skandia Fastigheter AB's divestment of a 14,400 sqm of office property in Helsinki to Castellum AB
Deal Value
Value not public
Role
Counsel to Skandia Fastigheter AB
Parties
CapMan Infra (Bidder), Elenia Group (Target)
Transaction
CapMan Infra signed to invest in Elenia, a leading Finnish electricity network and district heat company
Deal Value
EUR 70 million
Role
Counsel to CapMan Infra
Parties
CVC Capital Partners, LocalTapiola, Varma, Ilmarinen, Mehiläinen management (Buyers), Mehiläinen Oy (Target), Kohlberg Kravis Roberts & Co. L.P., Triton Partners (Sellers)
Transaction
LocalTapiola's co-investment with CVC Capital Partners, Varma and Ilmarinen to Mehiläinen Oy, a leading Finnish private health- and social care provider
Deal Value
Value not public
Role
Counsel to LocalTapiola
Handled pilot cases concerning the tax treatment of debt pushdown in the Supreme Administrative Court.
Counsel to a tax payer in a court proceeding which confirmed that earn out payments cannot be taxed as salary income subject to highest progressive tax rates.
Counsel to several landlords defeating Finnish Tax Authorities’ attempt to deny VAT deductions on the basis of tenant’s bankruptcy.
Counsel to a client receiving confirmation from the Supreme Administrative Court that despite domestic tax law provisions the treaty dividend participation exemption prevents Finland from taxing a capital repayment from paid-in capital by a US subsidiary.
Counsel to a taxpayer in a case concerning the VAT treatment of coworking services.
Parties
A fund managed by J.P. Morgan Asset Management (Seller), a fund managed by Genesta (Buyer)
Transaction
J.P. Morgan Asset Management's disposal of a 66,680 sqm logistics property in Espoo to a fund managed by Genesta
Deal Value
Value not public
Role
Counsel to J.P. Morgan
Parties
Santander Consumer Finance Oy, SFC Rahoituspalvelut Kimi VI DAC
Transaction
Issue of EUR 634,700,000 Class A Notes and EUR 64,800,000 Class B Notes by SFC Rahoituspalvelut Kimi VI DAC secured by a portfolio of hire purchase agreements made by Santander Consumer Finance Oy
Deal Value
EUR 699,500,000
Role
Counsel to Santander Consumer Finance Oy
Parties
Vaaka Partners (Buyer), management and minority shareholders (Sellers), Smoothie Heaven Oy (Target)
Transaction
Vaaka Partners acquired majority of shares in Smoothie Heaven Oy, a juice and smoothie bar company known as Jungle Juice Bar, from management and minority shareholders
Deal Value
Value not public
Role
Counsel to Vaaka Partners
Parties
Ahlström Capital (Buyer), Oy GW Sohlberg Ab (Seller), 39% of shares in Detection Technology and 18% of shares in Glaston (Targets)
Transaction
Ahlström Capital’s acquisition of shares in Detection Technology and Glaston from Oy GW Sohlberg Ab
Deal Value
Approx. EUR 110 million
Role
Counsel to Oy GW Sohlberg Ab
Parties
Lemminkäinen Corporation and YIT Corporation
Transaction
The combination of Lemminkäinen Corporation and YIT Corporation through a statutory merger
Deal Value
EUR 771 million
Role
Counsel to Lemminkäinen
Parties
J.P. Morgan Asset Management fund (Seller), Alma Property Partners I AB (Buyer)
Transaction
The disposal of four office properties in the Keilaniemi business district of Espoo, Finland by a J.P. Morgan Asset Management fund to Alma Property Partners I AB
Deal Value
Value not public
Role
Counsel to J.P. Morgan
Parties
J.P. Morgan Asset Management (Seller); Genesta (Buyer)
Transaction
Disposal of a 11,200 sqm office property in Helsinki by a fund managed by J.P. Morgan Asset Management to a fund managed by Genesta
Deal Value
Value not public
Role
Counsel to J.P. Morgan Asset Management
Parties
Ahlstrom Oyj, Munksjö Oyj
Transaction
The combination of Ahlstrom and Munksjö through a merger
Deal Value
Approx. EUR 1,2 billion
Role
Lead counsel to Ahlstrom
Parties
Powerflute Oyj (Target), Madison Dearborn Partners, LLC (Bidder)
Transaction
Recommended cash offer for Powerflute Oyj by Nordic Packaging and Container (Finland) Holdings Oy an affiliate of Madison Dearborn Partners, LLC
Deal Value
GBP 268 million
Role
Counsel to Powerflute Oyj
Parties
SoftBank Group Corporation (Seller), Tencent Holdings Limited (Buyer), Supercell (Target)
Transaction
SoftBank Group Corporation's and its affiliates' sale of all of their 72.2% stake in Supercell to an affiliate of Tencent Holdings Limited
Deal Value
Approx. USD 10.2 billion
Role
Counsel to SoftBank and its affiliates
Parties
State of Finland (Seller), Patria Oyj (Target), Kongsberg Defence & Aerospace AS (Buyer)
Transaction
The Finnish government's sale of 49.9% of its shares in Patria Oyj to Kongsberg Defence & Aerospace AS
Deal Value
EUR 272 million
Role
Counsel to Patria and its shareholder
Parties
Veolia, Neste and Borealis
Transaction
A transaction creating a JV with Neste and Borealis to build a new combined heat and power plant and produce and supply steam and other utilities to Neste's refinery and Borealis' petrochemical plant in Porvoo, Finland
Deal Value
Approximately EUR 350 million
Role
Counsel to Veolia
Parties
Ahlstrom (Seller), Ahlstrom’s building and wind business unit (Target), Owens Corning (Buyer)
Transaction
Ahlstrom’s divestment of its building and wind business unit to Owens Corning
Acorda Therapeutics' public tender offer of the shares and other securities in Biotie Therapies
Deal Value
USD 363 million
Role
Counsel to Biotie Therapies Corp.
Parties
Adven Group (Target), EQT (Seller), AMP Capital, Infracapital (Buyers)
Transaction
EQT Infrastructure Limited’s sale of Adven Group to a consortium comprising of AMP Capital Investors and Infracapital Partners II
Deal Value
Value not public
Role
Counsel to EQT
Parties
Faron Pharmaceuticals Ltd
Transaction
Faron Pharmaceuticals Ltd's IPO and listing on the AIM market of the London Stock Exchange as well as the preceding fundraising of approx. GBP 10 million
Deal Value
Approx. GBP 10 million
Role
Counsel to Faron Pharmaceuticals Ltd
Parties
Summit Partners (Buyer), Retail Logistics Excellence - RELEX Oy and certain shareholders of RELEX (Seller), Retail Logistics Excellence - RELEX Oy (Target)
Transaction
Summit Partners' acquisition of a EUR 20 million minority stake in RELEX, a Finnish provider of supply chain software solutions for retailers
Deal Value
EUR 20 million
Role
Counsel to Summit Partners
Parties
SoftBank (Buyer), Supercell (Target)
Transaction
SoftBank's acquisition of an additional 22.7% stake in Supercell, a Finnish online gaming company
Deal Value
Value not public
Role
Finnish counsel to SoftBank
Parties
Biotie Therapies Corp.
Transaction
Public offering and listing of Biotie Therapies Corp.’s shares on the NASDAQ Global Select Market New York
Deal Value
Approx. EUR 83 million
Role
Counsel to Biotie Therapies Corp.
Parties
Trimble Finland Oy (Buyer), Key employees of and investors in Fifth Element Oy (Seller), Fifth Element Oy (Target)
Transaction
Trimble Finland Oy’s acquisition of Fifth Element Oy from key employees of and investors in Fifth Element Oy
Deal Value
Value not public
Role
Counsel to Trimble Finland Oy
Parties
Asiakastieto Group Plc
Transaction
Asiakastieto Group Plc’s IPO and listing on the Helsinki Stock Exchange
Deal Value
Approx. EUR 170 million
Role
Counsel to Asiakastieto Group Plc
Parties
Metso Oyj (Seller) and Valmet Oyj (Buyer)
Transaction
Valmet Oyj’s acquisition of the process automation systems business from Metso Oyj
Deal Value
EUR 340 million
Role
Counsel to Valmet Oyj
Counsel to Henri Juva in the sale of a majority of shares in Quattro Mikenti Group Oy to Adelis Equity Partners Fund I AB by Henri Juva and other sellers.
Represented P Oy in a state aid case (C-6/12) related to the selectivity in the Finnish special permission procedure concerning the utilisation of tax losses following a significant change in the ownership of a Finnish company. In the case, the Finnish Supreme Administrative Court had requested preliminary ruling from the European Court of Justice and as a result, P Oy received the permission to utilise the tax losses.
Prevailed in a published landmark Supreme Administrative Court case where the Supreme Administrative Court annulled res judicata CFC decisions (including its own) because they were in conflict with Cadbury Schweppes (C-196/04) ECJ decision. In 2002, the Supreme Administrative Court had neglected its duty to refer the case to the ECJ.
Counsel to Swedish foundations in dividend withholding tax reclaim cases where the Supreme Administrative Court decided, based on the EU principles, that non-residents should also receive interest for the amounts paid back. The Finnish legislation was later amended to correct the situation.
Prevailed in a case recently published in the Supreme Administrative Court Yearbook concerning the question of whether the tax surcharge should be calculated on the basis of the gross amount or the net amount of the mistake.
Prevailed in a published landmark Supreme Administrative Court case concerning the allocation of income from employee options in cross-border situations. Due to the decision, the Finnish system was changed to better match the OECD principles.
Counsel to Raisio plc in a case against the Finnish Tax Authorities in order to have the profit of MEUR 220 generated from the divestment of Raisio plc’s chemicals business declared tax exempt. The Finnish Supreme Administrative Court decided the case in favour of Raisio plc, thereby “saving” them some MEUR 80.
Counsel in legal proceedings before the Finnish Supreme Administrative Court leading to a ruling whereby Finnish tax authorities are not entitled to raise back taxes from companies by re-characterising legal transactions without relevant mandate given by Finnish domestic tax law.
Counsel in a Central Tax Board case resolving the correct consolidation level indicated in the safe haven rule of the new Finnish interest deduction limitations (earnings stripping).
Counsel to several tax payers successfully claiming a refund for unlawfully imposed transfer tax on issue of employee stock options.
Counsel to a client receiving a confirmation from the Finnish Supreme Administrative Court that an effective redemption clause is to be taken into account when valuing shares for gift tax purposes.
"Excellent tax knowledge, commercially applied with a good understanding of trusts for a non-trust jurisdiction."
"Expert advice, great service, pleasant people."
"Very solid practice group with good experts in important niche areas, such as individual taxation etc."
Heikki Vesikansa and Piia Ahonen ranked in Hall of Fame
Ranked in Band 2
Heikki Vesikansa ranked in Band 2
Jenni Parviainen ranked as an 'Associate to watch'
Heikki Vesikansa recommended in the categories of Controversy and Advisory
Jenni Parviainen recommended in the category of Controversy
Ranked Tier 1 in both Tax Controversy and Transactional Tax.
Heikki Vesikansa ranked as “Highly Regarded” in General Corporate Tax, Tax Controversy, and Transactional Tax
Piia Ahonen ranked as “Highly Regarded” in Indirect Tax, and as “Women in Tax Leader”
Joakim Frände ranked as “Highly Regarded” in Private Client
Ranked Tier 2 in both General Corporate Tax and Indirect Tax.
Ranked Tier 1 in Transactional tax and Tax controversy - Finland
Heikki Vesikansa ranked individually in General Corporate Tax, Tax Controversy, and Transactional Tax
Piia Ahonen ranked as “Highly Regarded” in the categories of Indirect Tax and Women in Tax
Ranked Tier 2 in Indirect Tax.
Ranked Band 1 in Finland
Heikki Vesikansa ranked Band 1
Ranked Tier 1 in Finland
"First-class advice in complex, cross-border tax planning."
"Heikki Vesikansa and Joakim Frände both provide excellent tax advice with a deep understanding of international matters. Their associate Stefan Stellato is also one to watch."
"Good knowledge, good service."
"Heikki Vesikansa, Harri Vehviläinen and Jenni Parviainen provide a good service."
"The tax team has been very professional and very flexible in terms of timetables. They have shown great ability to consider complex situations from the client’s perspective and find solutions even in tight schedules."
"Heikki Vesikansa and Piia Ahonen have both shown great dedication and professionalism in the co-operation I have had with them. They have been very quick to respond even in ad hoc cases, and it has always been pleasant to work with them."
"Jenni Parviainen is a name to watch for her work in tax disputes and advance ruling proceedings. Jenni Parviainen provides a good service."
Heikki Vesikansa recognised as a "Leading Individual" and endorsed as"a very talented and respected tax lawyer".
Ranked Tier 1 in Transactional tax and Tax controversy - Finland
Heikki Vesikansa ranked individually in General Corporate Tax, Tax Controversy, and Transactional Tax
Piia Ahonen ranked as “Highly Regarded” in the categories of Indirect Tax
Finland Tax Disputes Firm of the Year, 2022
Ranked Band 1 in Finland
"Piia Ahonen is very experienced and theoretically strong in VAT matters."
"Heikki Vesikansa is very good and pleasant to work with."
"I like how broad the spectrum of areas covered by this team is. It ranges from customs to the finer points of taxation of individuals. The team is very quick to respond and very clear in its communication."
"Heikki Vesikansa is charismatic and very thorough in his advice while keeping the “big picture” in sight."
‘Ranked band 2 in Tax’
Ranked Band 1 in Finland
Finland Tax Disputes Firm of the Year, 2021
"Hannes Snellman’s Finnish tax practice is a highly regarded team with great experience and a solid commercial understanding. They have in my experience great technical skills within the field of VAT and are always available on short term notice."
"Specialist partner Piia Ahonen is very technically skilled within the field of VAT and indirect taxation, where she is second to none. Further, she has a great team of talented practitioners."
"Good overall knowledge of all tax issues and strong on M&A tax services."
"Head of tax practice Heikki Vesikansa has a good customer approach. Furthermore, he has a vast knowledge of different tax types and it is always nice to discuss/share ideas with him relating to different tax topics/issues."
‘Ranked band 2 in Tax’
'Ranked Tier 1 in Transactional tax and Tax controversy - Finland.'
'Tier 2 in General corporate tax and Indirect tax - Finland.'
Ranked Band 1 in Finland
Interviewees describe it as a "solid firm in the market,"and note that "they have one of the biggest tax practices."
One market insider says that "it is one of the leading firms in Finland," adding: "They are always timely, professional and everything is done in a non-bureaucratic manner."
'Ranked Tier 1 in Tax, Finland'
‘Ranked band 2 in Tax’
'A client highlights the practice's commerciality, noting:"They understand the underlying issues and impacts and provide very valuable insights from the tax side, and they understand the business side, too."'
'Another client comments on the team's ability to advise on cross-border matters, saying: "They understand what international clients need and they have excellent language and negotiation skills."'
'Clients report that the team "works very effectively and can provide high-quality statements in a short time period."
‘Another client enthuses that "whenever we needed their help, they were there right away," and adds that "the whole impression of the firm and their expertise is really good."'
‘Ranked tier 1 in transactional tax - Finland.’
'One client said: "I was very pleased how Hannes Snellman served our business during the acquisition process. They were very professional and their deep knowledge of M&A helped me a lot during the process."'
'One client notes that "they are strong performers, very patient, professional and proactive."'
'The team receives praise from interviewees for its "excellent quality and strong resources."'
'The dedicated team consists of seven professionals, including three partners, and recently appointed associate Matleena Pälve, who came from EY. She focuses on corporate and international tax and assists clients in tax litigation. Another significant partner is Heikki Vesikansa, who is a member of the legal committee of the Finnish Venture Capital Association.'
'Outstanding tax team advising on both national and cross-border tax matters. Areas of expertise include the tax aspects in public M&A transactions, financial instruments, private equity deals and venture capital. Scope of expertise also extends to corporate tax issues, EU tax law and tax litigation.'
‘Hannes Snellman specialises in tax planning and structuring public and private M&A transactions. Heikki Vesikansa joined from KPMG to head the transactional structuring practice. He advises clients in tax structuring of investments, divestments and joint ventures.’