Sale of ready-made companies in Estonia, company formation, incorporation
Only in Estonia companies Corporate Income tax 0%
Set up a company in Estonia
The tax system of Estonia is considered a success as it contains a flat income tax and no corporate tax, a characteristic quite unique to Estonia. Entrepreneurs prefer establishing Estonian public and private limited companies, which have an easy incorporation process, requiring few steps.
Before registering an Estonian company, the founders must choose a name and ensure it is not in use of another company. The Commercial Register of Estonia refuses to register a company with a name that resembles with the one of another company.
Registering public and private limited companies in Estonia
The state of Estonia empowers the Commercial Register to register all legal entities. In order to register a limited company, public or private, the management board must submit an application within a year of concluding the memorandum of association. The registrar must review the applications within five days of receipt. For positive assessments the registrar must make an entry before the fifth working day. The application for registration must contain the company's articles of association, charter, information on the managing board, legal address and the unique company name.
Registering for VAT at the National Tax Board in Estonia
In order to register for VAT in Estonia the company founders must submit an application at the National Tax Board. The application must contain information on the members of the company, managing board and significant documentation of the company, and it can be submitted electronically via the electronic system of the Commercial Register.
Registering with the Central Sick Fund in Estonia
Health insurance is provided through a scheme under which employers pay social tax for their employees, which is the revenue source for health insurance. The entrepreneur must register all new employees within one week of their employment.
Setting up an Estonian company from abroad
Foreign investors find a welcoming environment for opening a business, as the Estonian government guarantees the same treatment as national investors, without special restrictions. A company may be set up through an assignee authorized to represent the company and incorporate it, or the management board may register the company online, provided that specimen signatures are attached.
How long does it take to set up an Estonian company?
Although most of the procedures are completed in the same day as the founders make their application, registering with the Commercial Register may take up to five days, as the process and information takes longer to review. Applying for VAT at the National Tax Board is also a complex procedure finished in three days. An Estonian company is established and ready for business in a little more over a week.
The price of a limited liability company includes:
- an open bank account, at the sales moment there is 0 EUR at the account
- state duty for the change of management, address and at option also for the name change for ready-made company
- part of the notarial fee for the deed of purchase and for the statement application for ready-made company
- at option a notarial authorisation, enabling to launch immediate business activity after the execution of the purchase-sales transaction at the notary (sign contracts, open/change/terminate/handle a bank account etc.) for ready-made company
- compilation of all the required documents and submitting them to the Commercial Registry for ready-made company
According to the valid commercial code the limited liability company has a shared holding. The shareholder is not individually responsible for the liabilities of the LTD the LTD is responsible with all of its assets for meeting its liabilities.
The minimum size of holding is 2500 EUR. The advance payment of the holding can be whether monetary or nonmonetary. The nonmonetary advance payment is evaluated by the management. If the nonmonetary advance payment is bigger than 2500 EUR or a half from the holding, the auditor inspects the evaluation.
The shareholders pronounce their decisions at the general meeting of the shareholders. A regular general meeting is held at the latest in 6 months from the end of the economic year.
The daily activity of the company is arranged by the management board. The management board has one (manager) or several members. If the management board has over two members, they will choose from their midst a board chairman who will arrange the activities of the board.
Additional service:
* - necessary for registration
** - nececessary for TAX department and Commercial Register
