1. Finland Non-competition clauses in employment contracts
NIR Copenhagen
Ella Mikkola

2. General principles of non-competition
During the employment – on the basis of law
Competing activities forbidden
After the employment – requires agreement
Employee may freely engage in competing activity
unless there is an agreement on non-competition

3. Agreement on non-competition and employees
Possible only if there is a "particularly weighty reason"
- taking into account, inter alia
the nature of employer's operations
the need for protection related to keeping a business or trade secret or to special training given to the employee by the employer
the employee's status and duties
Maximum period 6 months (no compensation required)
Note, however, that the maximum is 12 months if reasonable compensation is paid for the non-competition
Non-hire and non-solicitation not regulated in law

4. Example – contractual provision
"The director undertakes, during the term of this Agreement for a period of six (6) months after the termination of the Agreement,
not to prepare for competing actions or compete with the Company to the benefit of him/herself or a third party and
not to take a position with a company competing with the Company, and
not to otherwise in any other way support or contribute to in any capacity, such activities, which even in part compete with the activities of the Company."

5. Trade Secrets Confidentiality often agreed in employment contracts
However, in Finland it is a crime to utilise business secrets until two years have passed after the expiry of the employment
Note: this does not require any agreement on confidentiality

6. Supreme Court (KKO 2014:50) A robotics company
Employee was a programmer (programming robots)
Non-competition of 4 months agreed
Court: a "particularly weighty reason" not present because
Non-disclosure agreement between the parties
Court referred to the potential criminal liability as well
Employee did not have any subordinates
Employee did not participate in the sales activities

7. Ella Mikkola Partner, Attorney-at-Law Head of Intellectual Property (Finland) Tel Bird & Bird is an international legal practice comprising Bird & Bird LLP and its affiliated businesses:

8. Act on Employee Inventions - Section 8
Where an application for a patent is filed during the six months following the termination of the employment […] the invention shall be deemed to have been made during the period of employment unless the inventor can give probable reasons why the invention had been made after the employment had terminated. Any agreement between an employer and an employee that limits the employee’s right to dispose of an invention made more than one year after the termination of the employment shall be void.