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Finnish Associations Act

No. 503 of 26 May 1989 as amended by Acts No. 1331 of 29 December 1989, No. 1426 of 18 December 1992, No. 1614 of 30 December 1992, No. 941 of 28 October 1994, No. 1177 of 13 December 1994, No. 1380 of 8 December 1995, No. 685 of 21 May 1999 and No. 894 of 1 November 2002

Chapter 1

General provisions

Section 1

Application

An association may be founded for the common realisation of a non-profit purpose. The purpose may not be contrary to law or proper behaviour.

Associations are governed by this Act.

Section 2

Restrictions for application

This Act shall not apply to a corporation whose purpose is to attain profit or other direct financial benefit for a member or whose purpose or activities otherwise are primarily financial.

This Act shall apply to a corporation which has been founded by statute for a special purpose only if specifically so provided.

Religious communities are governed by separate provisions.

Section 3

Prohibited associations

An association which due to the obedience required of members, to the division into units or groups, or to the equipping with arms is to be deemed, in full or in part, militarily organised, shall be prohibited.

Section 4

Associations subject to permission

An association whose activities include training in the use of firearms and whose sole purpose is not hunting, may only be founded with the permission of the County Government.

Section 5

Economic activities

An association may only practice a trade or other economic activity that has been provided for in its rules or that otherwise relates to the realisation of its purpose or that is to be deemed economically insignificant.

Section 6

Legal effects of registration

An association may obtain rights, make commitments and appear before a court or other authority as a party if it has been registered in accordance with the provisions of this Act.

The members of a registered association shall not be personally liable for the commitments of the association.

Chapter 2

Founding of associations

Section 7

Charter

A charter shall be drawn up on the founding of an association and the rules of the association shall be annexed thereto. The charter shall be dated and be signed by three or more persons joining the association. A natural person as a founder shall be 15 years of age or over.

Section 8

Rules

The rules of an association shall state:

  1. the name of the association;
  2. the municipality in Finland which shall be the domicile of the association;
  3. the purpose and forms of activity of the association;
  4. any obligation of the member to pay membership and other fees to the association;
  5. the number or the minimum and maximum number of the members of the executive committee and the auditors and their term of office;
  6. the accounting period of the association;
  7. the time for electing the executive committee and the auditors, adopting the annual accounts and deciding on discharging from liability for the accounts;
  8. the manner in which and the period within which a meeting of the association shall be convened; and
  9. the manner in which the assets of the association shall be used if the association is dissolved or terminated.

Section 9

Bilingual associations, name of the association

The rules of an association may lay down that the association is both Finnish and Swedish-speaking. An association of this kind may, under conditions prescribed in Section 51, be entered in the register as a bilingual one.

In addition to what follows from the provisions of paragraph 1, the rules of any association may contain a provision that the association has a Finnish, Swedish and Sami language name, or a name in two of the said languages, in which case any of those names may be used as the name of the association.

Chapter 3

Membership

Section 10

Members

An association may have private individuals, corporations and foundations as members.

If the primary purpose of the association is to exercise influence over State affairs, it may have as members only Finnish citizens, foreigners residing in Finland and associations whose members or whose direct or indirect member association members are Finnish citizens or foreigners residing in Finland. (29 December 1989/1331)

Paragraph 3 was repealed by Act 1614/1992 of December 30, 1992.

Section 11

List of members

The executive committee must keep a list of the members of the association. For each member the full name and domicile shall be entered in the list. (30.12.1992/1614)

A member of the association shall, on request, be reserved an opportunity to acquaint himself with the information referred to in paragraph 1. Provisions on other delivery of the information contained in the list are given in the Personal Data Act (523/99). Decisions concerning delivery may be made by the executive committee of the association.

Section 12

Joining an association

A person wishing to join an association must inform the association of his intention. Decisions concerning admission of members shall be taken by the executive committee, unless the rules lay down otherwise.

Section 13

Resigning from an association

A member is entitled to resign from an association at any time by informing the executive committee or its chairperson thereof in writing. A member may also resign by giving a notice thereof at a meeting of the association for entry in the minutes. A provision may be taken in the rules that the resignation will not enter into force until after a specified period of time has passed from the submitting of the notice of resignation. Such period of time may not exceed one year.

Section 14

Expulsion from an association

An association may expel a member on a ground stated in the rules. Nevertheless, the association invariably has the right to expel a member who:

Section 15

Expulsion procedure

A decision to expel a member shall be taken by the association in its meeting, unless otherwise laid down by the rules. The reason for expulsion must be given in the decision. A member is not disqualified from voting in a case concerning his expulsion from the association at a meeting of the association.

Before a decision is taken, the member concerned must be reserved an opportunity to give an explanation in the matter, except where the reason for expulsion is failure to pay the membership fee.

If, according to the rules, decisions concerning expulsion shall be taken by the executive committee, a provision may be included in the rules to the effect that the member is entitled, within a time limit laid down by the rules, to bring his expulsion to a meeting of the association for a decision.

The rules may contain a provision that the meeting may deem a member to have resigned from the association if the member has failed to pay the membership fee for a period specified in the rules.

Chapter 4

Power of decision

Section 16

Making of decisions

Decisions of an association shall be made by its members. The rules may nevertheless lay down that decisions shall, in a manner to be specified below, be made by:

  1. delegates of the association;
  2. private individuals who are members of the association or of associations either direct or indirect members thereof, in a federation vote.

Section 17

Power of decision of members

The members exercise their power of decision at the meetings of the association.

The rules may contain a provision to the effect that in matters specified by the rules the members make decisions in separately organised votes or by mail.

Section 18

Power of decision of delegates

If delegates are given power of decision, the rules must specify the number of delegates, or the manner in which the number is determined, as well as their term, manner of election and duties.

The rules may also stipulate that the seats of the delegates or part of these must be divided among the members or groups formed by the members of the association on grounds specified by the rules. In such case it may also be provided that the delegates must be elected among candidates appointed by those particular members or groups. If one of them has failed to appoint candidates, the delegates may be elected among the candidates put up by the others.

The delegates exercise their power of decision at meetings.

Section 19

Federation vote

The rules may contain provisions concerning the exercise of power of decision in a federation vote in an association which in accordance with its rules only has associations, or both associations and private individuals, as members. The rules must specify the matters in which or the conditions under which the power of decision is exercised in the federation vote.

A federation vote is organised to take place as separate votes or by mail.

Chapter 5

Taking decisions

Section 20

Meetings of associations

A meeting of an association must be organised at a date determined by the rules. If it has not been convened, every member of the association has the right to demand that a meeting be held.

An extraordinary meeting of an association must be organised when a meeting of the association so decides, or the executive committee considers it justified, or at least one tenth of the members of the association entitled to vote so demands for the handling of a matter notified by them. If the association, according to its rules, may have only associations or both associations and private individuals as members, it may be provided for by the rules that the minority that is entitled to demand an extraordinary meeting to be held shall be smaller or greater than one tenth. The rules of other types of associations may only provide for a smaller majority.

A demand that a meeting be held is to be submitted in writing to the executive committee of the association. The committee must immediately on receipt of the demand convene the meeting. If it fails to do so, or it has not been possible to present the demand to the committee, the County Government shall, at the request of the member who demanded that a meeting be held, authorize the applicant to convene the meeting at the cost of the association or oblige the committee to do so under penalty of a fine.

Section 21

Meeting of delegates

The provisions of this Act in respect of a meeting of the association, shall mutatis mutandis apply to meetings of delegates. An extraordinary meeting of delegates must nevertheless only be held where the delegates so decide, or the committee considers it justified, or the number of delegates stated in paragraph 2 of Section 20 so demands for the handling of a matter they shall notify.

Section 22

Organisation of other forms of decision-making

If a matter specified in the rules is to be decided on by the association at a specified date on separate voting occasions or by mail and that has not been the case, any member of the association is entitled to demand in writing that the committee organise this kind of decision-making opportunity. If the committee, despite the request, has failed to organise an opportunity for the decision-making or it has not been possible to present the demand to the committee, the County Government shall, at the request of the member who required that the meeting be held, authorize the applicant to organise the voting event at the cost of the association or oblige the committee to do so under penalty of a fine.

Section 23

Matters to be decided at meetings

Matters to be decided on by a meeting of the association or, if so provided by the rules, a meeting of the delegates, include:

  1. any amendments to the rules of the association;
  2. assignment or mortgaging of real estate or assignment of other property of significance to the activities of the association;
  3. voting and election rules referred to in Section 30;
  4. election or expulsion of the committee or its member or an auditor;
  5. adoption of the annual accounts and discharging from liability for the accounts; and
  6. dissolution of association.

The rules may contain a provision that the executive committee may decide on selling, exchanging or mortgaging property of the association.

Section 24

Invitations to meetings

A meeting of the association must be convened in a manner laid down in the rules. The invitation to the meeting shall state the date and place of the meeting. A matter referred to in Section 23 and/or other comparable matter may not be decided on at the meeting, unless the matter has been stated in the invitation.

Section 25

Voting rights of members

Unless otherwise provided in the rules, each member of 15 years or over has the right to vote and each member entitled to vote has one vote. A private person may not use his voting right through a representative, unless so provided in the rules.

The rules may contain a provision that a member who has failed to pay his membership fee for a specified period, may not use his voting right. The rules may provide that, to have the right to vote at a meeting, a member has to inform the association in advance of his participation in the meeting, no later than by a date given in the invitation to the meeting.

Section 26

Disqualification at meetings of associations

At a meeting of an association, a member shall neither vote nor propose any decision when a decision is to be taken on a contract between himself and the association or on other matter where there is a conflict of interest between himself and the association.

A member of the committee or other person entrusted with a function in the administration of the association shall not vote when a decision is taken in respect of electing or expelling an auditor, adopting the annual accounts, or discharging from liability for the accounts, in a matter relating to the administration for which he is accountable.

The provisions concerning disqualification of persons referred to in Section 1 and 2, shall also apply to their agents or representatives.

Section 27

Rules for decision-making

Unless otherwise provided in the rules, the motion to be carried by the association shall be:

  1. the motion supported by more than half of the votes cast;
  2. in the case of a tie, the motion supported by the chairman of the meeting, or, if the decision is taken in separately organized votes or by mail, the result obtained by drawing lots; and
  3. in a case relating to amendment of the rules, dissolution of the association or assignment of the main part of the association’s property, the motion supported by at least three quarters of the votes cast.

A decision to amend the rules in a manner referred to in Section 17, paragraph 2, or in Section 19, paragraph 1, or by replacing the majority vote system by the proportional electoral system, shall nevertheless be valid if more than half of the votes cast have supported the motion and the decision has in other respects been taken in compliance with the provisions or regulations concerning amendment of rules.

Notwithstanding the provisions below on voidness of decisions, a decision to amend the rules that relates to the manner of carrying out elections, the number of votes of a member, composition of a body, or a member’s liability to pay, shall be valid even if the amendment would result in infringing a special interest guaranteed him in the rules or the equality of members, if the decision, in cases referred to at item 3 of paragraph 1 or in paragraph 2, has been taken in the manner laid down in said paragraph.

If the association according to its rules is a member of another association, the rules may provide that amendment of the rules also requires the approval of the association in which the association is directly or indirectly a member.

Section 28

Elections

In an election to be held at a meeting, a majority vote system shall be followed, unless the election of persons is unanimous or unless otherwise provided for in the rules. In an election organised to take place in separate votes or by mail, a proportional electoral system shall be followed, unless otherwise provided for in the rules. The right to participate in appointing candidates for the election shall be reserved to everyone entitled to make decisions.

Section 29

Holding an election

When a majority vote system is applied, candidates given the highest numbers of votes will be elected, unless other provisions on the majority required have been given in the rules.

Where an election under law or the rules has to be held as a proportional one, the rules shall contain provisions on the manner in which the election in that case shall be arranged.

The rules may stipulate that a proportional election be arranged:

  1. by using lists of candidates in such a manner that each vote is given to the list of candidates in its entirety, whereby the candidate occupying the first position on the list is given the total vote given to the list as his comparative index, the candidate occupying the second position is given half of the total vote, the candidate occupying the third position one third of the total vote, and so on, and the persons who become elected will be determined by the order of the comparative indexes of the candidates;
  2. by using lists of candidates, but in such a manner that each vote is given to one of the candidates on the list, whereby on each list the candidate with the highest vote is given the total vote as his comparative index, the candidate occupying the second position is given half of the total vote, the candidate occupying the third position one third of the total vote, and so on, and the persons who become elected will be determined by the order of the comparative indexes of the candidates;
  3. without using lists of candidates in such a manner that in the vote each vote given is divided among the candidates marked on the ballot paper so that the candidate occupying the first position is given one whole vote, the candidate occupying the second position half of a vote, the candidate occupying the third position a third of a vote, and so on, and the persons who become elected will be determined by the order of the number of votes obtained by each candidate;
  4. or in any other manner specified by the rules.

A proportional election shall be carried out by a secret ballot. In the case of a tie, appointments shall be cast by drawing lots.

Section 30

Voting and election rules

If power of decision in an association is exercised in separately organized votes or by mail, the association must for this purpose establish voting and election rules, in which shall be included any regulations on voting and elections needed to supplement the provisions of this Act and the rules of the association.

Section 31

Drawing up of records

The chairman of a meeting shall see to it that a record is drawn up of the resolutions adopted at the meeting. The record must be signed by the chairman of the meeting and examined by at least two persons elected for that purpose at the meeting or by the association itself.

If decisions have been taken in separately organized votes or by mail, the executive committee of the association shall see to it that a record dated and signed by the chairman of the committee is drawn up of the procedure applied in taking decisions, of vote counting and the result thereof and of the resolution adopted.

A member of the association is entitled, on request, to inspect the records referred to in paragraphs 1 and 2.

Section 32

Voidability of resolutions

If a resolution of an association has not been taken in proper order or if it otherwise is contrary to law or the rules of the association, any member, the executive committee or any member of the executive committee of the association may bring action against the association to have the resolution declared void. A person who has contributed to the adoption of the resolution at the meeting has no right to bring action for annulment.

The action has to be brought within three months of adopting the resolution, or, if the resolution has been adopted in separate votes or by mail, within three months of the date of the record concerning the resolution. If no action is brought within the time limit, the resolution is to be deemed valid.

If the executive committee of the association has brought action, a meeting of the association must be convened without delay to elect a representative to answer for the association.

Section 33

Voidness of resolutions

Notwithstanding any action for annulment, a resolution shall be void, if it violates the right of a third party.

Subject to Section 27, paragraph 3, a resolution shall likewise be void if it diminishes the special benefit that a member according to the rules enjoys in the association or if its contents or the procedure followed in adopting it essentially violates the equality of a member.

Any member, the executive committee, or any member of the executive committee of the association may bring action against the association to have a resolution of the association confirmed to be void.

Section 34

Ban on enforcement

When an action has been brought against an association, the court may ban the enforcement of a resolution of the association or order that it be interrupted. Such ban or order may also be lifted.

A resolution referred to in paragraph 1 above may not be appealed against separately.

Chapter 6

Administration of an association

Section 35

Executive Committee

An association shall have an executive committee which shall consist of no less than three members. The executive committee shall carefully attend to the affairs of the association in compliance with the law and the rules of and resolutions adopted by the association. The association shall be represented by the executive committee.

The executive committee shall have a chairman. The chairman may not be a person lacking legal competence. Other members of the committee shall be 15 years of age or over. A person who is bankrupt may not function as a member of the executive committee.

The chairman shall be resident in Finland, unless the National Board of Patents and Registration grants an exception of this provision. If the primary purpose of the association is to exercise influence over State affairs, only persons resident in Finland may function as members of the executive committee. (1.11.2002/894)

Section 36

Persons entitled to sign the name of the association

The chairman of the executive committee has the right to sign the name of the association, unless this right has been limited in the manner referred to in paragraph 3 below.

The rules of the association may stipulate that the name of the association may also be signed by:

  1. one or more members of the executive committee;
  2. other person on the basis of his position; or
  3. a person specifically authorized to do so by the executive committee.

A person who lacks legal competence or is bankrupt may not represent the association nor sign its name. The right to sign the name of the association may be limited in such manner that two or more persons may only sign the name of the association jointly. No other limitations may be entered in the register of associations.

The signature of the association shall contain the name of the association and the signature in own hand of the person or persons authorized to sign the name.

A summons or other communication shall be deemed to have reached the association when it is served upon a person authorized to sign name of the association either by himself or together with another person.

Section 37

Disqualification

A member of the executive committee or a functionary of the association shall not participate in the handling of a contract between himself and the association, nor shall he participate in the handling and deciding of any other issue in which his private interest may be in conflict with the interest of the association.

Section 38 (28.10.1994/941)

Audit

The audit of an association shall be governed by the provisions of this Act and the Audit Act (936/94).

An association shall have a minimum of one auditor and one deputy auditor.

Section 39

Liability to pay damages

A member of the executive committee, as well as a functionary of an association shall be liable to compensate all damage he has in office either wilfully or negligently caused to the association. The same shall apply to damage caused to any member of the association or a third party by an act against this Act or the rules of the association. The liability in damages of an employee shall be governed by specic provisions thereon. (28.10.1994/941)

The adjustment of damages as well as the allocation of the liability in damages among two or more persons liable for the damages shall be governed by the provisions of Chapters 2 and 6 of the Damages Act (412/74).

An action for compensation of damage caused to the association may also be brought in the court of the domicile of the association.

Chapter 7

Dissolution

Section 40

Liquidation measures

When an association has decided to dissolve, the executive committee has to attend to the liquidation measures caused by the dissolution, unless the association has appointed one or more other liquidators for the task to replace the executive committee. No liquidation measures are needed, however, if the association, on deciding on dissolution, has at the same time approved a final account, drawn up by the executive committee, according to which the association has no debts.

The economic activity of an association that has decided to dissolve may be continued only to the extent required by appropriate liquidation proceedings. The liquidators are entitled to request a public summons for creditors and to surrender the property of the association into bankruptcy. If the assets remaining after debts have been paid cannot be used in the manner stipulated by the rules, the liquidators must surrender them to the State to be used to the extent possible to further a cause closely related to that of the activity of the association. The liquidators must draw up a final account on the dissolution and arrange its safekeeping.

An association shall be deemed to have terminated when an entry on the dissolution has been made in the register of associations.

Section 41

Declaring an association dissolved

If the activity of an association has ceased and the association has not been dissolved, its member or any other party involved may request the court of the domicile of the association to declare the association dissolved. The association shall be reserved an opportunity to be heard on account of the request. The request shall be granted if it is shown that the activity of the association has ceased. Unless proven otherwise, the activity of the association shall be deemed to have ceased, if ten years have passed since the filing of the latest notice to the register of associations.

On granting the request, the court shall at the same time, if necessary, appoint the applicant or other person as a liquidator to attend to the liquidation measures. In such case the provisions of Section 40, paragraph 2, shall apply.

Section 42

Contesting liquidation measures

If a member of an association or other party whose right is affected by the dissolution of the association, wishes to contest a measure taken by the liquidators, he must bring action against the liquidators within six months of the entry of the dissolution in the register of associations. The action must be brought before the court of the domicile of the association.

Chapter 8

Terminating of associations

Section 43

Terminating and issuing a caution

The court of first instance of the domicile of an association may on the basis of an action brought by the Ministry of the Interior, Public Prosecutor or a member of the association declare the association terminated:

  1. if the association acts substantially against law or good practice;
  2. if the association acts substantially against the purpose defined for it in its rules; or
  3. if the association acts in violation of the permission referred to in Section 4 or the provision of Section 35, paragraph 3.

If the public interest does not require termination of the association, the association may be cautioned instead of being terminated.

If the association is declared terminated or is cautioned, an association which is its direct or indirect member and which has been summoned to court may also be declared terminated or be cautioned, if that association has contributed to the action referred to in paragraph 1 of the first mentioned association.

If the use of the assets of the terminated association in the manner laid down by the rules is impossible or such use would be against the law or good practice, the assets of the association shall be declared forfeit to the State.

Section 44

Provisional prohibition of activities

When legal proceedings have been taken to have an association terminated, the court may in handling the matter, at the request of the interested party, provisionally prohibit the activities of the association, if there is likelihood that the association is acting in violation of the provisions of Section 43, paragraph 1.

In response to a demand of the Ministry of the Interior or the Public Prosecutor, the prohibition referred to in paragraph 1 may already be issued before the legal proceedings to have the association terminated have been taken, if there is likelihood that the association essentially acts in violation of the law or good practice, or illegally continues the activities of a terminated association. Such prohibition shall lapse if a summons for the termination of the association has not been requested within 14 days of issuing the prohibition and shall not be in force any longer than until the case is taken up at a court session.

If the court has issued a provisional prohibition of activities, every time it handles the case, it has to decide on whether or not the prohibition is in force. A decision concerning a prohibition of activities may not be appealed from separately.

If a temporary prohibition of activities has been issued under item 1 of Section 43, paragraph 1, a new association may not be founded to continue the activities of the association.

Section 45

Termination of activities; liquidators

When an association is declared terminated or its activities are provisionally prohibited, the association shall immediately terminate its activities. The executive committee of the association may nevertheless continue the trade or other economic activity carried on by the association and manage the property of the association until the decision to terminate the association has become final, unless otherwise ordered by the court.

If the court does not permit the executive committee to manage the association’s property in the period referred to in paragraph 1, the court shall appoint at least one person, in the capacity of a trustee, to manage the property of the association.

On declaring the association terminated the court shall, where necessary, appoint one or more liquidators. In such case the provisions of this Act in respect of liquidation and contesting of liquidation measures in the dissolving process of an association shall apply mutantis mutandis.

Section 46

Competent Court

An action for termination of an association shall be considered in the court of the municipality where the association has its domicile. This court may at the same time also hear any question concerning termination of the association referred to in Section 43, third paragraph.

Chapter 9

Entering in the Register of Associations

Section 47

Authorities

The Register of Associations is maintained by the National Board of Patents and Registration of Finland. The register offices [referred to in the Register Administration Act (166/1996)] shall serve as local authorities in matters concerning the Register of Associations. (13.12.1994/1177)

The Register of Associations, with related documents, is available to the public. Anyone is entitled to obtain extracts and certificates from the Register and the related documents in the manner prescribed in the Act on the Openness of Government Activities (621/1999). (21.5.1999/685)

Section 48

Basic declarations

A declaration for registration of an association (basic declaration) shall be filed in writing with the National Board of Patents and Registration of Finland or the local authority of the domicile of the association which will forward it to the National Board of Patents and Registration of Finland. (13.12.1994/1177)

The basic declaration, which shall be accompanied by the charter and the rules of the association, shall give the full name, address, domicile and personal identity code of the chairman of the committee and of each person authorized to sign the name of the association as well as the limitation concerning the right to sign the name of the association referred to in Section 36, if any. If such person has no Finnish personal identity code, his date of birth shall be given. (3.12.1994/1177)

The chairman of the executive committee of the association shall sign the declaration and give an affirmation that the particulars given in the declaration are correct and that the persons authorized to sign the name are legally competent.

Section 49

Processing of basic declarations and registration of associations

In respect of a basic declaration the National Board of Patents and Registration shall check that:

  1. it is drawn up in the manner prescribed in Section 48;
  2. the name of the association clearly differs from the names of associations previously entered in the Register, and that it is not misleading;
  3. there are no obstacles under Chapter 1 to registration; and
  4. there is no other obstacle based on the law to registration. (13.12.1994/1177)

If, under the first paragraph there exists an obstacle to registration, but the declaration is nevertheless not deemed inadmissible or registration is not refused immediately, the person filing the declaration shall be reserved an opportunity to supplement or correct the declaration or submit his comments. This must take place within the time limit laid down by the National Board of Patents and Registration of Finland, and on pain that failure to do so shall result in the lapse of the case, unless special reasons exist to the contrary. If an obstacle to registration continues to exist even after the declaration has been supplemented or corrected or comments have been filed, registration is to be refused. The person filing the declaration may nevertheless be given a new time limit if reasons thereto exist. (13.12.1994/1177)

If no obstacle is found to registration, the association shall be entered in the register without delay. (8.12.1995/1380)

Section 50

Note indicating registration

When an association has been entered in the register, the words “rekisteröity yhdistys” or the abbreviation of these words, “ry”, or, if the rules of the association are in Swedish, the words “registrerad förening” or the abbreviation of these, “rf”, are added to its name.

If the association, in accordance with Section 9, has both a Finnish and a Swedish name, the said note is added to its Finnish name in the Finnish form and to the Swedish name in the Swedish form. If the association also has a name in the Sami language, the words “registrerejuvvon searvi” or their abbreviation, “rs”, is added to that name.

Section 51

Registration of bilingual associations

An association shall be entered in the register both in Finnish and Swedish language, if the rules of the association are drawn up and the declaration for registration is filed in both of the languages. On filing a basic declaration or a notice concerning an amendment to the rules, or within a time limit to be laid down by decree, a certificate provided by an authorized translator to the effect that the contents of the rules are identical shall also be submitted.

Section 52

Report for entry of amendment

A notice (report for entry of amendment) shall be filed with the register in respect of an amendment to the rules of an association and of a change of chairman of the executive committee or persons authorized to sign the name of the association, which in the case of amendment of rules must be accompanied by the amended rules. Provisions concerning a basic declaration of Section 48 shall apply to the filing and signing of the notice and to the affirmation to be given.

An amendment of rules enters into force once it is entered in the register.

When a change in the identity of persons authorized to sign the company name has been entered in the register, knowledge of the change shall be deemed to have become available to a third party, except if it is found out that the third party neither had nor was obliged to have knowledge thereof. Prior to entering the change in the register it may not be referred to except against a person who is shown to have had knowledge thereof.

Section 53

Report for entry of dissolution

A report for entry of the dissolution of an association (report for entry of dissolution) shall be filed by the chairman of the executive committee or a liquidator and it shall state the persons who have acted as liquidators as well as the fact that the liquidation measures have been completed.

Section 54

Handling of reports for entry of amendments and of dissolution

The provisions laid down on checking and entering in the register of a basic declaration shall mutatis mutandis apply to the checking and entering in the register of reports for entry of amendments and of dissolution.

Section 55

Preliminary checks

At the request of an association or its founders, the National Board of Patents and Registration may carry out a preliminary check of the rules or amendments to them (preliminary check) where the size of the association, the significance of the amendment to the rules, or other similar reasons justify it. The request may also concern the rules of an association that is or is meant to be a direct or indirect member of the association. (13.12.1994/1177)

The provisions laid down above on the checks of basic declarations and reports for entry of amendments shall be applicable to a preliminary check. A decision given in respect of a preliminary check shall be binding, except if the association has amended the rules or amendments to the rules that have been the subject of a preliminary check in a manner that makes a new check necessary. Such decision shall be in force for two years from the date on which it was given.

Despite of any preliminary check, basic declarations and reports for entry of amendment must be filed as laid down above and they shall also disclose any decision relating to a preliminary check and the parts, if any, in which the rules have been amended after the preliminary check.

The association may decide that an amendment to the rules which has been the subject of a preliminary check and which has been approved in the association without any changes must be complied with in the internal activities of the association although the amendment has not yet been entered in the register.

Section 56

Appeal procedure and revocation of entries in the register

Specific provisions shall apply to the procedure of appealing against a decision taken by the National Board of Patents and Registration under this Act. A decision to the effect that no preliminary check referred to in Section 55 will be carried out may nevertheless not be appealed against. (13.12.1994/1177)

Any person who considers that the name of an association or other entry in the register infringes his right is entitled to bring an action against the association in the court of the domicile of the association to have the register entry revoked.

Section 57

Further provisions

Further provisions concerning the Register of Associations, the entries to be made in it and the processing of applications as well as preliminary checks shall be given by Government decree where necessary.

Chapter 10

Unregistered associations

Section 58

Liability for obligations

An association that is not entered in the register may not acquire rights or undertake obligations, nor sue or be sued in its own name.

Liability for an obligation caused by an act on behalf of an unregistered association rests with the persons who took part in the act or decided on it personally and jointly and severally. Other members of the association shall not be personally liable for such obligation.

Section 59

Acting on behalf of an association

In a case concerning an unregistered association before a court of law or other authority, the chairman of the association or of its executive committee or other person attending to its affairs may act on behalf of the association. A communication meant for the association may also be served upon such person.

An action to have an unregistered association terminated may be brought against one or more members of the association or of its executive committee. The action must be brought before the court of the municipality where the defendant or one of defendants is domiciled.

In other respects, unregistered associations shall mutatis mutandis be governed by the provisions of Sections 1-5, 10, 11, 43, 44, 60 and 62.

Chapter 11

Miscellaneous provisions

Section 60

Obligation of the court to notify

The court shall notify the National Board of Patents and Registration of surrendering the assets of an association in bankruptcy and of the end of the bankruptcy proceedings in the court, of a decision it has taken under Section 41, 43, 44, 44 or 45, as well as of a final decision by which an entry in the register has been revoked or which states that a decision taken by the association which shall be reported for entry in the register is invalid, or which orders a ban on the enforcement of such decision or revocation of such ban.

Section 61

Surrendering assets in bankruptcy

Decision on surrendering the assets of an association in bankruptcy shall be taken by the executive committee of the association.

Section 62

Penal provision

Any person who in violation of the provisions of this Act by representing the association or by acting on behalf of it; or by taking new members into the association or by organizing a meeting of the association or in any other such manner continues the activities of an association which has been declared terminated or on which an interim prohibition of activities has been ordered, shall be sentenced, unless a more severe penalty is prescribed elsewhere in law, to a fine for carrying out unlawful association activity.

Any person who gives the National Board of Patents and Registration or its local authority a false notice or affirmation referred to in this Act, shall be punishable as provided for by the Penal Code. (13.12.1994/1177)

Chapter 12

Entry into force and transitory provisions

Section 63

Entry into force

This Act shall enter into force on January 1, 1990. This Act repeals the Act on associations issued on January 4, 1919, with subsequent amendments.

Section 64

Provisions in violation of this Act

If the rules of an association registered before the entry into force of this Act contain provisions in violation of this Act, the provisions of this Act shall apply instead, unless otherwise laid down below.

Section 65

Handling of reports for entry in the Register

If a declaration for registration of an association or a report for entry of amendments in the register is filed before the entry into force of this Act, the declaration or report shall be handled and decided on under the earlier Act. Even if a report for entry of amendment of the rules of an association is made after the entry into force of this Act, the earlier Act shall be applicable in respect of entering it into the Register, if the decision to amend the rules was taken before the entry into force of this Act and the chairman of the executive committee of the association notified this in the report.

Notwithstanding the provisions of subparagraph 1, an association may after the ratification of the Act amend its rules in compliance with the provisions of this Act and file a report of the amendment with the Register before the entry into force of the Act. Such amendment of rules shall be recorded in the Register after the Act has entered into force.

Section 66

Provision on foreigners

Repealed by Act No. 1177 of 13 December 1994.

Section 67

Provisions on qualified minority

The provisions on a required qualified minority of Section 20, paragraph 2, shall not be applicable to an association the rules of which before the entry in the force of this Act have provided for other qualified minority.

Section 68

Mode of election

If the rules of the association at the time this Act enters into force contains provisions to the effect that a federation vote or proportional election system is to be followed in elections, but no provisions concerning the mode of election to be adopted in a federation vote or the manner of holding proportional elections, the procedure decided on by the association shall be followed in the federation vote and in holding proportional elections, until provisions in respect of the matter have been taken in the rules.

Section 69

Composition of the Executive Committee

The composition of an executive committee elected before the entry into force of this Act shall be brought to conform to the provisions of Section 35 within two years from the entry into force of this Act.

Section 70

Limitations to the right to sign the name of the association

Notwithstanding the provisions on limitations to the right to sign the name of the association laid down in Section 36, paragraph 3, any other limitation included in the rules of a registered association and entered in the register of associations shall also be valid until the limitation is changed.

Entry into force and application of statutes of amendment

29.12.1989/1331: This Act shall enter into force on January 1, 1990