Estonia has attracted many foreign entrepreneurs who have founded their businesses here because of the successful e-Residency
program. With the e-Residency card, it is possible to establish and manage an Estonian company completely online.
The whole process is now easier than ever with 1Office as we recently launched my1Office platform that includes all the business services needed for remote company management, such as virtual office and post service, creating and sending out invoices, calendar with important tax and accounting deadlines, filling in the KYC form, and an informative knowledge base.
Thanks to the recent changes in the legislation, Estonia managed to remove yet another obstacle for foreign entrepreneurs which was related to the process of selling the company’s shares that involved a lot of bureaucracy, and until now could only be done at the notary’s office. However, on 1 March 2020 Estonian Parliament accepted the changes in the Commercial Code to lose the formal requirement of selling the shares at the notary’s office in certain cases, which will be in effect from 1 August 2020.
To take advantage of the changes, these requirements have to be fulfilled:
- The share capital has to be paid in at least in the amount of 10 000 €. Meaning that selling the shares without the notary can only be done if the share capital is at least 10 000 € and registered in the Business Register. If these two requirements are not met, selling the shares without the notary is not possible.
- It has to be stated in the articles of association that there is no formal requirement of selling the shares at the notary’s office. Therefore, the share sale transaction can only be done without the notary if the changes are made in the companies’ articles of association. The respective amendment of the articles of association requires the unanimous agreement of all the shareholders.
- Thirdly, even if the shareholders agree to eliminate the formal requirement of selling the shares at the notary’s office, by law, the share sale still has to be done in the written form.
- The new list of shareholders must be submitted to the Business Register.
These changes in the Commercial Code make it easier for company owners to sell their shares and saves money and time in the end. The greatest impact is expected to have by the companies who plan to include foreign investments.
1Office will be happy to assist you with the implementation of the necessary amendments to benefit from these new regulations.
Solution for the Companies That Are Not Eligible
Understandably, there are still a considerable number of companies that are not eligible for these changes as they don’t meet the requirements for the share capital. We have a solution for those companies as well and can organize adding a shareholder without the bureaucracy of notary ’s appointment.
Our lawyers can also offer assistance with many other legal topics related to your Estonian company by providing consultations about trading licenses, registering a trademark, reorganizing or selling the company, taxation, changing the articles of association, employment, immigration and much more.
Additionally, you can order various professional legal services including but not limited to:
- Drafting legal documents and contracts
- Amending the articles of associations
- Registration of share capital
- Registration of the Beneficial Owner
- Liquidation and merger of companies
- Registering subsidiaries, branches and permanent establishments of foreign legal entities
- Selling the companies
- Ordering certified corporate documents and translations into various languages
Please send your request for the legal matter at firstname.lastname@example.org and we will provide you with the quote.