Types of Companies in Estonia
Estonia offers several types of legal entities suitable for different business needs. The primary types of companies are:
1. Private Limited Company (OÜ - Osaühing)
-
Minimum Capital: No minimum requirement, can be established with as little as €0.01.
-
Liability: Limited to the amount of the capital contribution.
-
Management: Managed by at least one management board member; shareholders can also serve as managers.
-
Ideal for: Small to medium-sized enterprises, startups, and entrepreneurs looking for limited liability.
2. Public Limited Company (AS - Aktsiaselts)
-
Minimum Capital: €25,000.
-
Liability: Limited to the value of shares held.
-
Management: Requires a supervisory board in addition to a management board. A minimum of one management board member and at least three supervisory board members.
-
Ideal for: Larger businesses aiming to attract investment, publicly trade shares, or have more complex governance.
3. Sole Proprietorship (FIE - Füüsilisest Isikust Ettevõtja)
-
Minimum Capital: No minimum capital requirement.
-
Liability: Unlimited personal liability for all debts and obligations.
-
Management: Managed directly by the sole proprietor.
-
Ideal for: Individuals engaging in smaller-scale business activities or freelance professionals.
4. General Partnership (TÜ - Täisühing)
-
Minimum Capital: No minimum capital requirement.
-
Liability: Unlimited liability shared among partners.
-
Management: Managed equally by partners unless otherwise stipulated in a partnership agreement.
-
Ideal for: Businesses operated jointly by partners who trust each other, typically smaller-scale.
5. Limited Partnership (UÜ - Usaldusühing)
-
Minimum Capital: No minimum capital requirement.
-
Liability: At least one partner (general partner) has unlimited liability; other partners (limited partners) have limited liability.
-
Management: General partners handle daily management; limited partners typically invest without participating in management.
-
Ideal for: Businesses where some partners wish to remain passive investors.
Branch Office (Filiaal)
-
Not a separate legal entity. A branch office acts as an extension of the foreign parent company.
-
Liability: Full liability rests with the foreign parent company.
-
Management: Managed by a representative appointed by the parent company.
-
Ideal for: Foreign businesses testing or expanding their presence in Estonia without establishing a separate legal entity.
Estonia’s straightforward business structure and transparent regulatory environment make it attractive for international entrepreneurs and investors.