Owner of Estonia company may be any legal entity or individual. When establishing new company, founding member should directly present in Estonia Notary Public Office to make decision on company establishment and member of the prospective board of management should have notarized agreement in writing showing they shall participate in the management board.
Offshore company maybe the founding member.
In the registration time, an account at an Estonia commercial bank is opened for the company that is going to be established. If purchasing the existing company, such account use right shall be transferred. For foreign investor, in the respect of tax optimization, the most popular types are Estonia OSAUHING and AKTSIASELTS.
Limited liability company: is legal entity paying minimum legal capital: 40 000 EEK (~€2 560)
Osauhing management structure – Management (no director). Rights and obligation of the Board of Management is amended by provisions of commercial law and company Bylaws. There is only individual in the Board of management. Majority of members should be people residing in Estonia. Board of Management of the company may self-control in its business operation performance or employing director.
Osauhing is obliged to perform tax statements and pay business income tax and social tax every month (in the event where the company does not have employees, blank tax statements shall be laid), and sales tax (If Osauhing does not have VAT code). Annually, Osauhing addresses financial settlement to commercial statistics department in a duration of a haft year since the date of ending financial year.
When purchasing available Estonia company – type (Osauhing), new owner should sign notarized share sale and purchase contract with presence of notary and former owner. When purchasing available Estonia company – type (Osauhing), new owner should sign notarized share sale and purchase contract with presence of notary and former owner.
Joint Stock Company: is legal entity paying at least of legal capital:- 400 000 ЕЕК (~ €25 600).
In the Board of Director of Aktsiaselts, there are at least 3 individuals with unlimited nationality. In the board of Management, there is at least 1 individual but the majority should reside in Estonia.
Shares inventory shall be performed by Central Deposit Centre of Estonia. In order to do this work, shareholders must have payment account and deposit account (for valuable paper) in a commercial bank of Estonia. Similar statement is similar with that of Osauhing.
When purchasing joint stock company (Aktsiaselts), new owner should open payment account at a commercial bank of Estonia and Deposit account at Central Deposit Centre. During the progress of sale and purchase, seller should transfer all shares from his deposit account to Deposit account of the new owner.
Company registering in Estonia, is automatically registered at tax authority, tax committee and customs, such authorities grant confirmation of tax residence regime of the company in conformity with the form.
Profit received by non-residing person from taxable business operations is 35% (applied in the event of profit distribution). Individual income tax is 26% and social tax is 33%, other taxes as well as unemployment insurance, retirement fund are about 1.5% – 2%. If gains of the company exceeds 250 000 EEK (€16 000), obliged to receive VAT code, accordingly must pay 18% of tax.
Advantages of Estonia
- Evident laws meet requirements of EU.
- Business income tax has not been distributed yet: 0%
- Do not have tariff barrier with EU
- Wide use of IT
- Developed banking system
- Convenient geology position, developed transit transportation system
For more information, please contact our hotline +84 911 60 22 44 (Multi line)