Προφίλ συναλλασσόμενης χώρας Εσθονία

Setting up a company | FDI in figures | Why you should choose to invest | Procedures relative to foreign investment | Finding assistance for further information

Setting up a company

Legal business entities

Types of companies and capital (max/min)	Number of partners/shareholders and liability	Maximum and/or minimum capital	Liabilities	Registration fees
Sole proprietorship	1 person.	No minimum capital.	Liability is unlimited.	Submit the registration application to the Commercial Register: EEK 2,200 or EEK 2,900 (if electronic application).
Private Limited Company	Minimum 2 partners.	Minimum EEK 40,000 (approximately EUR 2,2256)	Partners' liability is limited to the amount contributed.	0.2% of the registered capital (no more than 20,000 EEK).
Public Limited Company	No minimum.	Minimum EEK 400,000 (approximately EUR 25,560).	Partners' liability is limited to the amount contributed.	0.2% of the registered capital (no more than 40,000 EEK).
General partnership.	Minimum 2 partners.	No minimum capital.	The partners are solitarily liable for the obligations of the partnership with all of their assets.	0.2% of the registered capital (minimum: EEK 3,000).

Business setup procedures

For setting up a company, it should be noted that all documents must be drawn up in Estonian. When a translation is required, legalisation from the Estonian Embassy is required.
Status have to be delivered, within six months after signature by the founders, with the Trade Register where the company is going to be located. Two to three weeks are necessary to carry out all formalities.

The following documents are needed for incorporation: memorandum of association concluded by founders ; they should also approve as well the articles of association to be annexed to the memorandum.

According to the Commercial Code of Estonia, a company shall be considered as founded after its registration in the commercial register.

It should be noted that since 2007, registration with expedited procedure is made possible. Using the possibilities of the Estonian electronic identification system and digital signature, it is possible to register a company electronically with an expedited procedure (target within 2 hours). However, this procedure is limited to founders who are registered as Estonian residents.

For more information, please consult: http://www.doingbusiness.org, (choose Estonia) and http://www.investinestonia.com (section "Investment guide")

The competent organization

Registration should take place at the Commercial Register.

FDI in figures

Foreign Direct Investment	2007	2008	2009
FDI of inward flow (millions USD)	2724.6446094508	1725.9228194195	1680.4343809405
FDI inward stock (millions USD)	16775.689778346	16724.778031913	16248.4347417927
Performance Index*, ranking on 141 economies	17/141	37/141	22/141
Potential Index**, ranking on 141 economies	30/141	31/141	-
Number of Greenfield investments***	32	44	25
FDI inwards (in % of GFCF****)	36.9007782732775	25.0266647771983	22.3548291493013
FDI stock (in % of GDP)	78.4493542405458	71.1199141273983	85.1448622517989

πηγή:

Note: * The UNCTAD Inward FDI Performance index is based on a ratio of the country's share in global FDI inflows and its share in global GDP. ** The UNCTAD Inward FDI Potential index is based on 12 economic and structural variables such as GDP, foreign trade, FDI, infrastructures, energy use, R&D, education, country risk.*** Green field investments are a form of foreign direct investment where a parent company starts a new venture in a foreign country by constructing new operational facilities from the ground up. **** Gross fixed capital formation (GFCF) measures the value of additions to fixed assets purchased by business, government and households less disposals of fixed assets sold off or scrapped.

Why you should choose to invest Estonia

Strong points: The country's main strong points are:
- A sound and liberal economic policy;
- A highly trained and flexible labor force;
- A geographical location at a crossroads between Europe and Russian;
- Its European Union membership, .
Weak points: The country's main weaknesses are:
- A small domestic market;
- The dominance of Finnish and Swedish products;
- A purchansing power well below that shown in the other countries in the region.
Government measures to motivate or restrict FDI: In terms of investment, trade, government intervention and property rights, Estonia developed policies that are amongst the most liberal in Europe. The company taxation rate is relatively low compared to other Nordic countries, a fact which is one of the country's strong points. Since 2000, in order to encourage companies and attract foreign direct investment, all reinvested corporate profits are exempt from income tax.

Procedures relative to foreign investment

Freedom of establishment: Freedom of establishment is guaranteed.
Acquisition of holdings: A majority holding interest in the capital of a local company is legal in Estonia. However, it is possible to get information directly from the Estonian Agency of Investment which is the unique body with the aim of informing foreign investors.
Obligation to declare: Estonia does not apply any restrictions or limitations on foreign investment. However, certain activities (mainly those linked to medicine and safety) remain subject to an "activity license".
Competent organization for the declaration: Estonian Investment Agency
Requests for specific authorizations: Estonia has no exchange controls or restrictions on foreign investment. The amount of foreign capital invested in Estonian business enterprise is unlimited and companies can be in full foreign ownership. Foreign companies enjoy equal rights with local ones. A license should be obtained for activities in the following areas: mining, public utilities, reconstruction of railways, airports, ports and dams, long distance telecommunications, retail sales of pharmaceuticals, production of alcohol and tobacco, gambling, banking. The basic rules for licensing are included in the Regulation of the Estonian Government from May 8, 1990 on Issuing Statutory Activity Licenses.

Finding assistance for further information

Investment aid agency: Invest in Estonia
Other useful resources: Estonian Chamber of Commerce and Industry