Services

Corporate Advisory

Our corporate advisory team assists our clients in complex corporate affairs in the context of corporate transactions as well as board level and shareholder matters. Hannes Snellman has extensive experience from decades of advising leading domestic and foreign corporations on corporate law, securities regulation and compliance matters.

We provide a dedicated team of experts covering the spectrum of corporate law, as well as market-leading tax, M&A, capital markets and finance teams. Lawyers from our corporate advisory team participate as experts in regulatory work at the national and EU level in takeovers and corporate finance matters. We emphasize the importance of combining high quality legal expertise with a pragmatic commercial approach.

Our practice includes, for example, board advisory and corporate governance work, general meetings, takeovers and different M&A situations, disclosure issues and internal investigations.

Klaus Ilmonen is a member of the Consultative Working Group on Corporate Finance with ESMA (European Securities Markets Authority). He has also participated in legislative and regulatory work in Finland. He was involved in implementing the Takeover Directive and in drafting the Helsinki Takeover Code.

ESMA is an EU regulatory authority with a mandate to “safeguard the stability of the European Union’s financial system by ensuring the integrity, transparency, efficiency and orderly functioning of securities markets, as well as enhancing investor protection”. The role of ESMA has become increasingly important with the development of the EU legislative procedures. EU directives and regulations set out the higher level objectives of regulation, but the detailed regulation is increasingly included in delegated acts, where interpretive guidance and standards developed at the ESMA level have a greater role. ESMA also participates in coordinating the work of national market regulators and ESMA guidance is generally applied throughout the EU.

ESMA has established working groups of market experts to provide informal advice for developing policy or in relation to specific regulatory and technical matters. Members of the CWG are appointed and participate in their personal capacity and do not represent any interest groups or organizations. The working groups can provide market insights on regulatory initiatives, and contribute on their part to better regulation at the EU level.

ESMA currently has a comprehensive work programme for the different work streams.

Sören Lindström has been a member of the the Swedish Securities Council for more than 20 years and continuously participates in meetings with the Council.

The Swedish Securities Council (Sw. Aktiemarknadsnämnden) promotes good practices in the Swedish stock market through statements, advice and information. The Council began its operations in 1986 at the initiative of the Federation of Swedish Industries and the Stockholm Chamber of Commerce. Today the Council is one of three organizations that make up the Association for Generally Accepted Principles in the Securities Market in Sweden. The Council is comprised of experienced and well established representatives of the Swedish business community. The Council consists of a Chairman, Vice Chairman and 24 other members. No less than four and no more than eight members must be present to evaluate a case. A particularly important case can be considered by a plenary session at the initiative of the Chairman. The Council’s statements are issued in writing. To contribute to the development of good practices in the stock market, the Council releases its statements publicly, unless a specific case must be kept confidential for certain reasons.

Riikka Rannikko chairs the working group set by the Finnish Securities Market Association in January 2015 for the purpose of reviewing and revising the Finnish Corporate Governance Code (see www.cgfinland.fi). The proposal for the revised Code was presented for market review and comments in June 2015, and the revised Code is expected to be finalised and published in autumn 2015.

The Finnish Securities Market Association is a cooperation organ established in December 2006 by the Confederation of Finnish Industries (EK), NASDAQ OMX Helsinki Ltd, and Finland Chamber of Commerce. The purpose of the Association is to ensure that by strengthening self-regulation, companies operating on the securities market observe uniform principles and standards of conduct. The Association participates in the drafting of self-regulation standards and, when necessary, in interpreting them. The Association administers the Finnish Corporate Governance Code, the Guidelines for Insiders, and the Helsinki Takeover Code.

Reflections on the AGM Season 2017

Please read our Reflections on the AGM Season 2017 (currently available only in Finnish).

EU Market Abuse Regulation (MAR) Takes Effect on 3 July 2016

Please read our Legal Update: EU Market Abuse Regulation (MAR) Takes Effect on 3 July 2016 (currently available only in Finnish).

New Finnish Corporate Governance Code and Update on Other Topical Securities Market Regulation

Please read also our Legal Update: New Finnish Corporate Governance Code and Update on Other Topical Securities Market Regulation (currently available only in Finnish).

The New Market Abuse Regulation and Directive on Criminal Sanctions

The Market Abuse Regulation and the Market Abuse Directive proposed by the European Commission were published in the Official Journal on 12 June 2014. The new legislation aims to solve the problems identified with the application of the current Market Abuse Directive and to ensure market integrity and investor protection by setting a common legislative framework for investigative and administrative sanctioning powers of national authorities and criminal sanctions within EU member states. The scope of the new legislation aims to cover a broader range of financial instruments as well as the full range of emission allowances and certain rules and principles, for example on “market soundings” have been formalised.

ESMA is currently preparing relevant guidelines and technical standards to be submitted to the Commission by 3 July 2015. The Market Abuse Regulation enters into application on 3 July 2016 and the Member States have two years to implement the Market Abuse Directive into their national law.

How will this affect the current Finnish legislation?

The current Finnish Criminal Code already covers for the most part the obligations introduced by the Market Abuse Directive, although some amendments, regarding for example the manipulation of interest rates and benchmarks, would be needed. Also the scope of the essential elements of an offence with regards to market places and financial instruments would be extended. There have been discussions around the efficiency of the criminalisation as the burden of proof required is rather high and there are some challenges for the regulators to master the constantly changing market and the complexity of it.

Market Abuse Regulation introduces several changes the most relevant being (i) the notification time for transactions by permanent insiders which will change from seven days to three days; and (ii) administrative measures and sanctions, which will rise significantly. For example the maximum sanction for market manipulation for natural persons will be raised from EUR 100 thousand to EUR 5 million and for legal entities from EUR 10 million to EUR 15 million or from 10 per cent of the total annual turnover to 15 per cent.

Rankings

  • 'Johan Aalto is described by a client as "a steady hand when you are going through difficult situations."'
  • 'Clients hail Mikko Heinonen as "one of the best lawyers in Helsinki," and endorse him for being "extremely knowledgeable." He receives further praise for being "very pragmatic, a good thinker and getting things done efficiently."'
  • 'Riikka Rannikko...Sources hail her as a "great project leader," adding: "She is responsive, very responsible and gets the things done, while keeping a strategic partner role in the mandate."'
  • 'Sources describe Sten Olsson as "very intelligent" and a "skilled negotiator," and highlight his ability to "identify important issues."'
  • 'Claes Kjellberg...Clients say: "He is very commercial, easy to get hold of, fast in responding and service-minded."'
  • 'Mattias Friberg...One client appreciates that Friberg is "structured, organised, goes the extra mile and delivers above expectations."'
  • 'Mikael Klang...Clients praise his availability and speed of response, and one source describes him as "pragmatic, solution-oriented and highly creative."'
  • 'Sören Lindström...One client describes him as "proactive" and "always available."'
  • "Excellent depth of knowledge in relation to public M&A and is able to give succinct and helpful strategic advice. The supporting associates are professional and efficient."
  • "High quality, well structured, good service."
  • 'Clients highlight that the firm "has a solid team with strong experts in all relevant practice areas."'
  • 'Sources praise the team's "in-depth coverage of the legal issues throughout the process."'
  • 'Senior Partner Johan Aalto has a long-standing reputation in the M&A arena.'
  • 'Managing Partner Mikko Heinonen is a leading figure in the market.'
  • 'Partner Sten Olsson’s clients describe him as an "excellent M&A lawyer with vast experience and good commercial judgement."'
  • 'Partner Riikka Rannikko has "excellent expertise and a very proactive approach," according to clients. One client states she is constructive and has the "ability to listen and act independently within the agreed limits."'
  • 'Partner Claes Kjellberg’s clients report that he is "very customer-oriented, easy to talk to and responsive to our needs." The highly experienced'
  • 'Sören Lindström is widely acknowledged for his long-standing involvement in takeovers, with one source describing him as "sought after for public M&A mandates."'
  • 'Clients appreciate Partner Christoffer Saidac's market experience, with one claiming that "whatever the situation, he has been there before."'
  • 'The team's outstanding dedication to client satisfaction stands out: “They are prepared to help the client and go over their normal scope to get the deal done.”
  • ‘Another client appreciates the group's depth of knowledge, saying: “We appreciated the experience they showed during transactions,” and adding that “they make themselves available, which is very helpful as it is not difficult to have access to them.”'
  • 'Johan Aalto has a wealth of experience in M&A matters...Clients appreciate that he is “very experienced, solution-driven and easy to deal with.”'
  • 'Mikko Heinonen...offers broad knowledge of corporate and M&A matters. Clients enthuse that “he is very analytical.” Another source adds that “he is well connected and aware of developments in the local market.”'
  • 'Riikka Rannikko...is noted as “a true expert in the field of disclosure requirements.” Clients appreciate her dedication: “She is very pragmatic, she works extremely hard and provides excellent advice.”'
  • 'Sten Olsson...is noted as an expert on funds work. One client highlights that “he makes clear and concrete recommendations which take commercial perspectives into account.”'
  • ‘Sören Lindström typically acts on public and private M&A mandates and also advises on corporate finance and takeover regulation. He represented Intrum Justitia in the merger of Intrum Justitia and Lindorff. Sources comment that he is respected as a "successful lawyer in the transaction market."‘
  • ‘A respected lawyer in the market, Richard Åkerman advises clients on a broad range of M&A mandates and has recent experience assisting clients from the food and pharmaceutical industries. He assisted Fazer Group with its acquisition of Frebaco.‘
  • ‘Christoffer Saidac offers clients broad knowledge covering public M&A, capital markets and regulatory advice. He is experienced in both domestic and cross-border transactions.’
  • ‘"The M&A team has demonstrated a strong combination of long-term partnership thinking, good commercial judgment and excellent technical skills."’
  • 'Hannes Snellman has "an outstanding team that takes a solution-oriented approach."'
  • 'Clients admire the team's responsiveness and the quality of advice provided: "They have been excellent. They respond promptly, they are practical, and the advice is concrete and sound."'
  • 'Other impressed clients describe the lawyers within the practice as "business-minded, flexible and deal-oriented."'
  • '"The firm is very good at handling mergers, acquisitions and tough commercial law."'
  • '"We are very impressed. The firm has a much more dynamic approach and understands how to distribute work. They did an outstanding job. I always get great access and everything complicated that we do goes to them."'
  • 'Sources label Sören Lindström "a very knowledgeable lawyer within public M&A."'
  • 'One client says that Richard Åkerman "is not only a very experienced M&A lawyer, but he is very business-oriented and understands which matters to focus on," also appreciating that he is "very pleasant to work with and has great social skills."'
  • 'Christoffer Saidac has earned a solid reputation in the market and is praised by clients for being "very responsive and getting back to clients quickly."'
  • 'Considered "excellent in all respects"'
  • '"The lawyers are responsive, efficient, practical and give incredibly thoughtful advice. They really take the time to listen, read, pay attention and give you their opinion - not just what you want to hear.", "It's a big firm so it has lots of experience, lots of good people and can always find the right person for the job."'
  • '"The lawyers are commercial, hard-working, dedicated and pragmatic in their approach."
  • "For the purposes of our transaction the team was able to provide the input and expertise required and effectively collaborate with law firms in other countries."'
  • 'Sören Lindström is noted for his extensive experience on transactional mandates, in particular public M&A deals. He advised the Nordgren/Pihl family on a targeted issue of new shares, through which FAM became a co-owner of the Nefab group.'
  • 'Richard Åkerman heads the firm's private M&A practice. He is recommended for his transactional experience, particularly in the information and communications technology sectors. His recent work highlights include advising Powerflute on its acquisition of Corenso from Stora Enso.'
  • 'Christoffer Saidac focuses on public M&A and is noted for his experience in cross-border mergers. He regularly acts on transactions in the financial services sector, and is recognised for his capital markets experience.'
  • 'Superb team with an outstanding track record advising on high-value, complex M&A mandates. Clients say that Hannes Snellman "is a great firm - our preferred choice for M&A transactions" and "the lawyers are solution-oriented, extremely helpful and easy to work with."'
  • "The team is highly experienced at dealing with transactional issues and is also good fun to work with."
  • 'Sören Lindström has an excellent reputation for public M&A as well as capital markets work.'
  • 'Department head Richard Åkerman is "to the point in his advice and focused on the deal fundamentals," according to sources.'
  • ‘Sten Olsson heads the practice at Hannes Snellman...Johan Aalto and Mikko Heinonen are also recommended.’
  • ‘Johan Aalto is 'one of the best M&A lawyers in Finland. He is smart, excellent in negotiations and offers great depth of legal expertise.' Clients say that Mikko Heinonen '... is splendid – a top choice for leading transactions.' One client comments: 'If you need a lawyer to drive the deal forward, go to Sten Olsson. He is well connected with lots of experience and is very commercial.' Riikka Rannikko is acknowledged for her expertice in public and private M&A as well as IPOs, public tender offers and share offerings, as well as compliance matters.

Main Contacts

Johan Aalto

Partner | Helsinki
+358 9 2288 4239
johan.aalto
@hannessnellman.com

Heidi Haanpää

Partner | Helsinki
+358 9 2288 4206
heidi.haanpaa
@hannessnellman.com

Mikko Heinonen

Senior Partner | Helsinki
+358 9 2288 4453
mikko.heinonen
@hannessnellman.com

Klaus Ilmonen

Partner, Doctor of Laws | Helsinki
+358 9 2288 4378
klaus.ilmonen
@hannessnellman.com

Mattias Friberg

Partner | Stockholm
mattias.friberg
@hannessnellman.com

Claes Kjellberg

Partner | Stockholm
+46 760 000 082
claes.kjellberg
@hannessnellman.com

Sören Lindström

Senior Advisor | Stockholm
soren.lindstrom
@hannessnellman.com

Christoffer Saidac

Partner | Stockholm
christoffer.saidac
@hannessnellman.com

Tuire Kuronen

Partner | Helsinki
+358 9 2288 4341
tuire.kuronen
@hannessnellman.com

Richard Åkerman

Partner | Stockholm
richard.akerman
@hannessnellman.com

Outi Raitasuo

Partner | Helsinki
+358 9 2288 4263
outi.raitasuo
@hannessnellman.com

Riikka Rannikko

Managing Partner | Helsinki
+358 9 2288 4270
riikka.rannikko
@hannessnellman.com

Sonja Siggberg

Partner | Helsinki
+358 9 2288 4383
sonja.siggberg
@hannessnellman.com

Other Contacts

Heikki Vesikansa

Partner | Helsinki
+358 9 2288 4496
heikki.vesikansa
@hannessnellman.com

Team

Johan Aalto

Johan Aalto

Partner | Helsinki
johan.aalto@hannessnellman.com
Anders Bygglin

Anders Bygglin

Partner | Helsinki
anders.bygglin@hannessnellman.com
Mattias Friberg

Mattias Friberg

Partner | Stockholm
mattias.friberg@hannessnellman.com
Heidi Haanpää

Heidi Haanpää

Partner | Helsinki
heidi.haanpaa@hannessnellman.com
Mikko Heinonen

Mikko Heinonen

Senior Partner | Helsinki
mikko.heinonen@hannessnellman.com
Klaus Ilmonen

Klaus Ilmonen

Partner, Doctor of Laws | Helsinki
klaus.ilmonen@hannessnellman.com
Claes Kjellberg

Claes Kjellberg

Partner | Stockholm
claes.kjellberg@hannessnellman.com
Antti Kuha

Antti Kuha

Managing Associate | Helsinki
antti.kuha@hannessnellman.com
Tuire Kuronen

Tuire Kuronen

Partner | Helsinki
tuire.kuronen@hannessnellman.com
Sören Lindström

Sören Lindström

Senior Advisor | Stockholm
soren.lindstrom@hannessnellman.com
Outi Raitasuo

Outi Raitasuo

Partner | Helsinki
outi.raitasuo@hannessnellman.com
Riikka Rannikko

Riikka Rannikko

Managing Partner | Helsinki
riikka.rannikko@hannessnellman.com
Christoffer Saidac

Christoffer Saidac

Partner | Stockholm
christoffer.saidac@hannessnellman.com
Sonja Siggberg

Sonja Siggberg

Partner | Helsinki
sonja.siggberg@hannessnellman.com
Heikki Vesikansa

Heikki Vesikansa

Partner | Helsinki
heikki.vesikansa@hannessnellman.com
Richard Åkerman

Richard Åkerman

Partner | Stockholm
richard.akerman@hannessnellman.com
Khaled Talayhan

Khaled Talayhan

Senior Associate | Stockholm
khaled.talayhan@hannessnellman.com
Marcus Lehtinen

Marcus Lehtinen

Associate | Stockholm
marcus.lehtinen@hannessnellman.com
Emma Greiff

Emma Greiff

Associate | Stockholm
emma.greiff@hannessnellman.com