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Audit requirements in Finland: when does an Oy need an auditor?

Karma Accounts · Published 29 October 2026

A Finnish limited company (Oy) must have an auditor unless, in both its last completed financial year and the year before it, it exceeded at most one of three limits: a balance sheet total of 100 000 euros, turnover of 200 000 euros and an average of three employees (Auditing Act 1141/2015, 2:2). Even under the limits it needs one if its articles of association require an audit, if it is a holding company with significant influence over another entity that keeps accounts, or if shareholders with a tenth of the shares demand it.

The audit limits

A limit counts only when the figure is over it: exactly 200 000 euros of turnover does not exceed it.

The two-year test

The Act writes the rule as an exemption: an Oy may leave the auditor unelected only if both the financial year that has ended and the one before it exceeded at most one limit. So:

• One limit exceeded, by however much, never ends the exemption on its own.
• Two years in a row with at most one limit exceeded keeps the company exempt.
• A new company that does not yet have the financial years the test compares may start without an auditor, unless it is obvious that it will not qualify (2:2).

Because both years must qualify, a single year with two limits exceeded ends the exemption. Some guides describe the rule as two years running over the limits. That reading differs in the first year over the line, and when the earlier year exceeded two limits but the latest only one: the Act's test still fails then. If either year has two limits exceeded, confirm the audit question with an auditor before the board signs the financial statements.

A worked example: growing past the limits

Nordlight Oy's financial year is the calendar year (figures: balance sheet / turnover / average employees):

• After 2025. 2025 exceeded one limit and 2024 none. Both years qualify, so the exemption holds.
• After 2026. Three employees is not more than three, so staff does not count yet, but two limits are exceeded. 2026 does not qualify, so the exemption ends (guides that read the rule as two years running would wait a year). Talk to an auditor now.
• After 2027. Both years exceeded two or more limits: Nordlight must have an auditor, elected by the general meeting and notified to PRH.

If Nordlight later shrinks to one limit in 2028, the test after 2028 still fails because 2027 does not qualify. The exemption returns after 2029 if 2029 also exceeds at most one limit.

When an audit is always required

• The articles of association require it, whatever the company's size. The general meeting can amend them, but the amendment cannot be put into effect until it is entered in the Trade Register.
• A holding company. A company whose main business is owning and managing securities, and which has significant influence as meant in the Accounting Act (KPL 1:8) in directing the business or financing of another entity that keeps accounts (kirjanpitovelvollinen), must always elect an auditor (2:2).
• Shareholders demand it. Holders of at least a tenth of all shares, or a third of those represented, can demand an auditor at the annual general meeting or a meeting where it is on the agenda. If the meeting does not elect one, PRH appoints one when a shareholder applies within a month of the meeting (OYL 7:5).
• A group over the limits. The same rules apply to a parent company when the group as a whole meets at least two of the three conditions, and at least one of the parent's auditors must also audit each subsidiary unless there is good reason not to (2:6). Whether the group must also consolidate is a separate question, covered in consolidated financial statements in Finland.

At least one auditor must be a KHT auditor, or an audit firm whose principal auditor is KHT, in three cases: a public-interest entity, every public limited company (Oyj) (OYL 7:6), and a company that in the last completed year exceeded at least two of 25 million euros of balance sheet, 50 million euros of turnover and 300 employees on average (2:5; for a parent also at group level, 2:6).

Choosing an auditor and the deputy rule

The general meeting elects the auditor (OYL 7:2); the AGM minutes record it. The auditor must be an approved HT or KHT auditor or an audit firm, which names its principal auditor (1:2, 2:7). If you elect a single auditor who is a person rather than an audit firm, you must also elect at least one deputy auditor (varatilintarkastaja) (2:3). Electing an audit firm avoids the deputy. In a private Oy the auditor's term runs until further notice unless the articles say otherwise (OYL 7:4).

The person who keeps your books cannot audit them (4:7). Auditors are supervised by the Auditor Oversight unit (Tilintarkastusvalvonta) at PRH (7:1–7:2), and you can check a name in PRH's auditor search.

Then notify PRH in the YTJ service without delay; paper forms are not accepted from 1 January 2026. The fee is 55 euros per item. For an audit firm you notify the firm and its principal auditor. Keep the election decision, as PRH can ask for it.

If the company needs an auditor and has none

• PRH appoints one. Anyone can notify PRH, and the board must if the general meeting does not elect a qualified auditor without delay. After hearing the board, PRH appoints an auditor until the company elects its own, but not once that year's financial statements have been adopted with final effect (2:8).
• Dividends wait. A distribution rests on the last adopted financial statements, and they must be audited if the company is required to have an auditor (OYL 13:3).
• The tax return asks. Form 6B asks whether the accounts were audited, and an audit-obliged company attaches the auditor's report, or sends it within a month of completion if the audit finishes after the deadline (how to fill in Form 6B).

With or without an audit: what the board still does

The board stays responsible for the accounts. Every Oy, audited or not:

• prepares, dates and signs its financial statements within four months of the year end (Accounting Act),
• has them adopted at the general meeting and files them with PRH (financial statements deadlines),
• prepares an annual report (toimintakertomus) if it is larger than a small company under the Accounting Act; a public Oyj and a public-interest entity always do.

With an auditor, two more dates apply: the financial statements go to the auditor at least a month before the meeting that adopts them (2:4), and the signed report goes to the board at least two weeks before it (3:6). For an AGM on Thursday 17 June 2027, that is Monday 17 May and Thursday 3 June. The auditor either notes the audit on the financial statements or identifies them in the report (3:4), and the report goes with the PRH filing. The full order is in year-end closing in Finland.

Audit or review: what each covers

A statutory audit covers the year's bookkeeping, financial statements and administration (3:1), under the EU-adopted international standards on auditing, which may be applied proportionately in a small company's audit (3:3). The report gives opinions on the financial statements and any annual report, and must remark if a board member or the managing director has broken the law governing the company or its articles, or may be liable for damage to the company (3:5).

A review (yleisluonteinen tarkastus) under ISRE 2400 gives limited assurance, mainly from inquiries and analytical procedures. It does not meet a statutory audit duty.

What drives the cost of an audit

Auditors charge for the work: the state of the books (reconciled accounts and complete vouchers save hours), volume and complexity (stock, currencies, group companies), whether it is the first audit, and the administration review.

Frequently asked questions

Does a new Oy need an auditor?

Usually not. A company that does not yet have the financial years the test compares may start without one, unless it is obvious that it will not qualify.

Can my accountant be my auditor?

No. An auditor whose task is the company's bookkeeping is not independent under the Auditing Act.

Does a sole trader (toiminimi) need an auditor?

No. The Auditing Act applies to entities and foundations, not to a sole trader.

How do I stop the audit when the company shrinks?

Once two completed years in a row have each exceeded at most one limit, the general meeting can decide not to elect an auditor. Notify PRH (55 euros). If the articles require an audit, amend them in the same notification (300 euros plus 55 euros); the change can be put into effect only once registered.

About Karma Accounts

Karma Accounts is not an audit firm and does not perform statutory audits. We keep the books and prepare financial statements that are ready for audit, and we work with your auditor through the audit. See limited company accounting or request a quote.

Sources

• Finlex: Auditing Act 1141/2015, chapters 1–4 and 7 (in Finnish)
• Finlex: Limited Liability Companies Act 624/2006, chapters 7 and 13 (in Finnish)
• Finlex: Accounting Act 1336/1997 (in Finnish)
• Government proposal HE 194/2006, reasoning for the audit exemption (in Finnish, PDF)
• PRH: electing an auditor (in Finnish)
• PRH: board, managing director, auditor and other changes (in Finnish)
• PRH: giving up the audit (in Finnish)
• PRH: documents of the financial statements notification (in Finnish)
• PRH: Auditor Oversight (in Finnish)
• Tax Administration: Form 6B filing instructions (in Finnish)
• IAASB: ISRE 2400 (Revised), engagements to review historical financial statements

Please note: this is general information about Finnish rules, not advice for your own situation, and the rules change. Ask us before you act on it.

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