Company Registration, incl. state fee!
Features of the OÜ company and the service
- Estonian OÜ (osaühing) – equivalent to Limited Liability or Private Limited Company
- fully operational EU company
- share capital 2,500 € paid later
- unlimited number of members (share holders)
- no annual levy
- suits for most profiles of business
- Set up in 1-2 days with your e-residency ID
- OÜ company is ideal for overseas remote management of your European trading and -business, as well as intra-EU management from another EU member state. Join us to benefit from advantages digital nation.
- includes state fee €190 (yes, our service fee is just 9 Euros on top of it!)
- sold only in conjunction with Virtual office and Authorized contact person services
- VAT, OSS/IOSS, EORI, LEI compatible*
- bank account/IBAN service/payment gateway compatible*
- No corporate income tax payable if distribution of profits are deferred**
* subject to additional services and third party terms. We advise and introduce you to third party options and requirements. Opening of their services is up to discretion of third party.
** subject to tax laws
The provider of this service is e-resident store OÜ, reg. code 12490601, licence #FIU000124 for Financial Services, Service of Trust Funds and Companies.
Your Key Undertakings when operating a company
- The details of your company, shareholders and directors must be updated in the business register as soon as they are changed. This also applies about your registered Contact Person and Virtual Office in Estonia. If failing to submit the required data, the company as well as all its management board members can be fined repeatedly.
- Before starting the activity of the business, you must ensure that the company has all mandatory activity licences and tax registrations. Note, that with international activity the company may be subject to various requirements set forth by different countries. If Estonian company carries out business in other country, then it is likely a subject to licences and taxes in other country, rather than in Estonia.
- If your company won’t start the activity immediately and remains as dormant, then certain obligations will still be required, such as preparation and submitting of annual report (in some countries also called yearly tax return/statement). If the company is Standard VAT registered but has no taxable sales, then monthly VAT reports are still mandatory to submit.
- Note, that some of the company expenses may be subject to monthly reporting, even if the company has no income yet. These costs would include non-business related costs, daily allowances, salaries, payments without eligible receipt (credit card receipts do not qualify)
- An annual report must be submitted online no later than within 6 months after the end of the fiscal year. Fiscal year can be either 12 months from the month of incorporation of the company, or a calendar year. You can check the fiscal year of your company at any time from online business register. If you do not submit the report in due time, the court maintaining the business register may fine both the company and its management board members without advance warning.
- We hope that your company will never have financial difficulties. Still, you must make sure that the company’s net assets (equity capital) do not decrease below one half of its share capital, and never below the lower limit of share capital set forth in the law. This usually happens when expenses are higher than income, or these are reported incorrectly. Common measures to restore the equity are earning of profits, adding some capital by shareholders or converting shareholder loan onto equity reserve. Otherwise the management board must summon the shareholders to decide a merger, a reconstruction or dissolution of the company, etc. In the case of long-term insolvency, the management board must immediately present the court with a bankruptcy petition. Failure to react can bring about proprietary and criminal liability for the management board.
- When the company will cease to operate and shareholders are not interested to keep it anymore, then you must not leave the company idle without duly submitting the reports as referred above, nor forgetting about the company at all. The company must then be dissolved by carrying out voluntary liquidation procedure.