Practice highlights

See main contacts »

Transactions

Roschier represented Barona Group Oy in the acquisition of the majority stake in Opteam and in the sale of the majority stake in Forenom to CapMan Buyout. Our team was responsible for the structuring of both transactions (2/2017 and 12/2016)

Roschier represented Thunder Software Technology Co., Ltd. in its EUR 64 million acquisition of Rightware Oy from Inventure Fund Ky, Nexit Infocom LP, Visteon Global Electronics Inc., Finnish Industry Investment, the management of Rightware, and a number of private sellers. Our team advised the client on various complex tax and structuring related parts of the deal. (12/2016)
Read more >

Roschier represented Vaaka Partners Oy in the acquisition of the majority stake in Molok Oy. Our team was responsible for structuring the deal together with the seller's' tax advisors (11/2016)

Roschier represented Kongsberg Gruppen ASA in its EUR 283.5 million acquisition of 49.9% of the shares in Patria Oyj from the State of Finland. In this transaction, our team acted as an integrated part of the firm's M&A team, making sure that the investment was made without triggering excess tax burden. (5/2016)
Read more >

Roschier represented Konecranes Plc in a unique transaction process with the US-based Terex Corporation. In August 2015, Konecranes and Terex Corporation announced they would combine their businesses through an all-stock merger of equals. In May 2016, the planned combination was terminated as a result of a competing offer on the Terex business by Chinese Zoomlion, and Konecranes signed an agreement with Terex to acquire the Material Handling & Port Solutions segment from Terex. Our team advised in various stages of the deal, including planning of the first ever inversion transaction between listed Finnish and US companies. (5/2016)
Read more >
Read more >

Roschier represented Acorda Therapeutics, Inc. in its public tender offer for Biotie Therapies Corporation, a pioneering transaction involving a full "Tier 3" public tender offer in both Finland and the United States (meaning one with no exemptions from the U.S. tender offer rules). This particular structure had never been seen on the Finnish market before. The transaction required innovative thinking and creative structures to combine the requirements under both Finnish and U.S. tender offer and tax rules. (5/2016)
Read more >

Tax disputes

Roschier represented one of the largest Nordic private equity firms in the first Finnish landmark case regarding taxation of carried interest. The Supreme Administrative Court confirmed (by not granting a leave to appeal to the Tax Recipients' Legal Services Unit)  the Helsinki Administrative Court decision that carried interest received by Finnish partners of the private equity firm should be taxed as capital income and not as earned income paid for their work contribution as employees. The case (together with a precedent-setting decision in KVL:51/2016 concerning a new, "plain vanilla" fund structure) will likely have a significant impact on the relevant taxation practices. (3/2017)

Roschier represented a multinational enterprise in a dispute regarding the borderline between sales receivables and intra-group loans. The Supreme Administrative Court decided the case in favor of Roschier's client (SAC 14.11.2016 T 4833 (not published)). (11/2016)

Roschier represented a multinational enterprise in a long-running tax dispute on whether to apply the Finnish anti-avoidance rule to the change of domicile of a Finnish limited liability company from Finland to the UK (Helsinki Administrative Court 18.5.2016 16/0592/4). It was successfully demonstrated to the Tax Adjustment Board and the Helsinki Administrative Court that the claimed anti-avoidance purposes were groundless and unjustified. EU law played an important role in the case, too, as discussed in an article written by one of the judges involved in this interesting case (Verotus 4/2016). (8/2016)

Roschier represented the subsidiaries of a multinational group of companies in a dispute related to the allocation of business income between different tax years and the deductibility of group contribution. The Administrative Court decided the case completely in favor of Roschier's clients (Helsinki Administrative Court 21.6.2016 16/0761/3 and 16/0760/3). (6/2016)

Roschier represented a Finnish financial services provider in preliminary tax ruling procedures related to the constitution of a permanent establishment in Finland as a result of alternative investment management services provided to offshore funds. The Supreme Administrative Court resolved the case in favor of Roschier's client (the tax recipients' unsuccessful appeal concerned decision KVL:2/2015 by the Central Tax Board in 2015). There was virtually no case law available in the matter prior to this landmark precedent. (01/2016)

Roschier represented an attorney-at-law in a dispute concerning the subscription price of the shares in a Finnish law firm. The subscription had led to a tax reassessment and earned income tax consequences of an undervalued share subscription. The Supreme Administrative Court confirmed (KHO:2016:18) that the subscription price must be based on the substance, not yield, value of the shares, and therefore the tax reassessment was unfounded. (1/2016)