Company Law in Estonia

Companies in Estonia are governed by the Commercial Code, which was firstly introduced in 1995. However, it has been lately modified in order to meet the modern requirements and also to adapt to the European legislation. As a matter of fact, Estonia had an agreement with the European Union regarding the Estonian company law, even before Estonia became a member state of the EU in 2004. The latest changes brought to the corporate law in Estonia turned the incorporation procedure for any type of company in a simple and fast process. By using electronical means, a company in Estonia can be set up in a matter of hours. It is only necessary that the founder provides the information required via internet to the Commercial Register. 

TYPES OF COMPANIES

The possibilities for establishing a company in Estonia are a private limited liability company (Osaühing), public limited liability company (Aktsiaselts), a general partnership or a limited partnership. 

A private limited liability company in Estonia requires at least 2,500 EUR for incorporation. This capital is formed of shares, owned by one or more shareholders. The minimum capital required for setting up a public limited liability company in Estonia is 25,500. Partnerships have two or more partners, who are liable for the obligations of the company.

OTHER RULES

A resident’s permit and a work permit are required by law for anyone who wants to set up a business in Estonia, as well as an activity license. Besides, it might be necessary that self-employed individuals register with the Estonian Tax and Customs Board. 

According to the corporate law in Estonia, the name of a company cannot be similar to other companies’ name in the Commercial Register. Besides, it must clearly stated the legal form of the business and its activity. There might also be combinations of letters or numbers that are protected by the Estonian law as trademarks. The name of the company may also be in English. As far as the incorporation documents are regarded, they should be translated in Estonian, but a parallel text in English or Russian can also be attached to the files.