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Registration of a company in Estonia

Registration of a company in Estonia
  • Price:1800 EUR
  • Term:1-3 weeks
About jurisdiction

Estonia is a Baltic country that attracts investors and businessmen with its special tax system. Among all OECD countries, it is Estonia that leads the tax competitiveness rating, is one of the three most attractive places for creating start-ups, and also appears in the top 10 economically free jurisdictions. This place is ideal for starting in the European market and looking for new investments. This region is now actively developing in the field of fintech, and plans to take a leading place in Europe in this direction.

Registration and opening of a company in Estonia is suitable for all types of activities, the most popular are the following areas: online trading, export and import of goods, international transportation, IT, FinTech, blockchain, cryptocurrency, consulting services. 

Cost and terms of company registration in Estonia
Company registration:
1800 EUR
...
  • initial identification of the founder and board member (director)
  • data reconciliation for company registration
  • company name verification for registration
  • preparation of statutory documents and documents for starting registration
  • legal address services for a year
  • contact person services in Estonia for a year
  • translation of documents for one founder and board member (director) into Estonian
  • notary services during company registration
  • payment of registration fee
  • registration actions
  • translation of company registration statement into English
  • production of corporate seal (if necessary)
  • one courier delivery
  • opening an account in the payment system Payoneer or Emerald24
  • selection of other options for opening an account
  • consulting support for the company for a year
Company registration period:
1-3 weeks
Company renewal:
850 EUR
...
  • annual audit of the company for compliance with legal requirements and international compliance standards
  • annual KYC audit of the founder and board member (director)
  • legal address services for a year
  • contact person services in Estonia for a year
  • legal support for the company for a year
  • consulting support for the company for a year
Accounting support:
from 500 EUR
Payoneer or Emerald24 account:
0 EUR (excluding bank fees)
...

Opening a business account for a company in the Payoneer or Emerald24 payment systems is a comprehensive service from our company. This service does not require additional payment, as we strive to ensure the most comfortable start of your company and emphasize the importance of our cooperation. You pay only bank fees in accordance with the requirements of the payment system, and we take full responsibility for communication with the payment system and collection of documents.

Please note that this offer is valid only if the company's activities comply with the specified payment systems (high and ultra-high risk are not included in the list of permitted activities).

Assistance in obtaining e-Residency:
250 EUR
...
  • individual consultation on the benefits of e-Residency
  • preparation and verification of the application package
  • support in submitting an online application through the official e-Residency portal
  • selection and confirmation of the card collection point in one of the available locations around the world
  • interaction with Estonian authorities in case of additional requests or clarifications
  • instructions for activating and using the card

State duty is paid separately - 150 EUR.

If you need to register a company in Estonia with additional services (open a bank account via the Internet, obtain a VAT number or a business license), check the total price individually with our lawyers.
Advantages of registering a business in Estonia
  • 1Estonia is not an offshore, but a prestigious jurisdiction with a high status
  • 2Access to the European market, trade within the EU is not subject to VAT
  • 3Retained earnings are not subject to taxation
  • 4There are no restrictions on the residency of the founders and managers of the company
  • 5Fast and simple company incorporation procedure
  • 6Through investment in business, you can get a residence permit of the country
  • 7Registration of a company in Estonia is available without a personal visit to the country, all procedures are carried out online (via the Internet)
Estonian taxes
Corporate tax – 0%/22%
Personal income tax – 22%
VAT - 24% (preferential 9%, 0%)
Interest - 0%
Royalty - 10%
Land tax – 0,1-2,5%
Social contributions - 33%
Unemployment insurance – 2,4%

When setting up a company in Estonia, it should be noted that the country has a special tax system. The jurisdiction does not impose corporate tax on companies’ profits that are accumulated, not distributed or reinvested.

Profit tax in Estonia is paid only when it is distributed or used for non-business purposes. The tax rate is 22/78 of the gross distributed profit (or 22% in net form). It applies to:
  • — distributed profits (dividends);
  • — income and payments not related to entrepreneurial activity;
  • — gifts, donations, representation expenses exceeding the established limits;
  • — employee benefits (for example, personal use of a corporate car);
  • — reduction of authorized capital, redemption of shares or units, liquidation dividends, if they exceed contributions to capital.

This tax is paid by the legal entity that pays dividends (income tax paid on distributed dividends). The tax amount can be paid after the actual payment of dividends before submitting the relevant declaration. When dividends are first paid, the tax is not divided between the company and the individual — only the total amount is indicated.

The main tax for Estonian citizens is the personal income tax (Income Tax), which has a flat rate of 22% and is applied to salaries, business income, rent, dividends, interest and sale of assets. For example, a rate of 22% is applied at the level of the income recipient, for income that individuals receive from a company (interest, rent, sale of assets).

Estonia does not have a classic turnover tax, instead there is VAT (käibemaks) - a tax on the sale of goods and services, which is key for business. The standard rate is 24%, reduced rates are 13% and 9%, 0% for exports and international transport. VAT registration is mandatory if the annual turnover exceeds 40,000 EUR. An EORI number may also be required for trade with the EU.

More about taxes in Estonia.
Company Forms
Opening a legal entity in Estonia is possible in the following organizational and legal forms: a private enterprise, a joint-stock company, a limited liability company. For the purposes of conducting international business in Estonia, the registration of an enterprise in the form of an LLC (in Estonian OU) is used.

The LLC (Osaühing, OU) is chosen because it is the most flexible and at the same time the most practical form for doing business in Estonia. It is suitable for work both within the country and internationally. In addition, the Estonian OU company has a good reputation among banks and payment systems of the EU, which makes it easier to open accounts and work with partners around the world.

Legal Requirements
Company form:
OU
  • Capital – the minimum amount is set at 1 EUR. The founders must pay the full amount for their share before submitting an application for entering the company into the register.
  • Shareholder – at least one private or corporate person of any residency.
  • Board - appointed to manage the company. At least one private person of any residency.
  • Secretary - appointment is optional. But, if the shareholders and the board are non-residents, a contact person in Estonia is required, which must be a resident of the country.
  • The register of beneficiaries is public, data on beneficial owners is publicly available.
  • Available information - about the name of the company, legal address, size of the authorized capital, shareholder, members of the board, beneficiary.
  • Substance requirements - not mandatory, a real connection with Estonia in the form of a local office, resident director, employees may be required only when opening a corporate account in the country. For non-resident businesses, we recommend an account in the European payment system.
  • Legal address - a local address is required.
Reporting

Registration of a company in Estonia by a non-resident or resident provides for annual accounting and submission of financial statements to the Commercial Register. Financial statements are submitted every year before the end of the 6th month after the end of the operating year. For example, if a company's financial year ends on December 31, reporting is submitted by June 30.

Medium and large Estonian companies, in addition to reporting, must undergo an audit (in the form of a full audit or review).

A full audit is applied if the company meets any two of the following criteria:

  • annual turnover (income) exceeding EUR 5,000,000;
  • asset value exceeding EUR 2,500,000;
  • employee count of 60 or more.

Large companies with a turnover exceeding EUR 15 million/year, or a total asset value of EUR 7.5 million, or a staff count of more than 180 employees are also subject to the full audit requirements.

The review, in turn, is applied to medium-sized companies that meet any two of the following criteria:

  • annual turnover (income) exceeding EUR 2,000,000;
  • asset value exceeding EUR 1,000,000 EUR;
  • staff of 24 or more employees.

If the company has a turnover of more than 6 million EUR/year, or a total asset value of 3 million, or a staff of more than 72 employees, the review also applies.

In addition, companies that have registered as VAT payers are required to prepare VAT tax returns on a monthly basis. The reporting deadline is the 20th of each month.

Establishing a company in Estonia: stages
1
Consultations and assessment of the client's business
2
Company name selection
3
Preparation and collection of necessary documentation
4
Preparation of a corporate package of documents for the company
5
Translation of documents
6
Formation of the authorized capital, if necessary
7
Payment of duties
8
Registration procedures
9
Formation of final registration documents
10
Delivery of originals
Required documents
The following documents are required to open a company in Estonia:
  • 3 desired company names
  • description of directions of work of the future company
  • national and foreign passports of the shareholder and board members
  • confirmation of the shareholder's registration address (for example, a utility bill)
  • confirmation of the address of registration of a member of each board (for example, a receipt for utility bills)
This list is approximate, when registering a company in Estonia, other documents may be requested.
If you have additional questions, you can always contact us for a free consultation on how to register a company in Estonia. For the possibility of buying a ready-made company in Estonia, check individually with the lawyers of our firm.
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    Popular questions
    Estonia is offshore?
    Estonia is a European jurisdiction offering preferential tax rates. The creation of an offshore company in Estonia is not allowed, but non-resident companies are exempt from corporate tax if they do not distribute or accumulate profits. It is because of this zero rate that one can often come across the concept of “Estonian offshore”.
    What are the terms and costs of setting up a company in Estonia?
    The creation of a new company in Estonia, accompanied by Azola lawyers, takes, on average, 1-3 weeks. The cost is formed specifically for the client and his requests, the base is 1800 euros. For a free consultation on the details of this jurisdiction and the registration procedure, leave a request on our website.
    Should an Estonian company file accounts?
    All companies established in Estonia, regardless of whether they conduct business in the country or not, are required to submit an annual financial report.
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