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Company liquitation (6)

Digital notarial services in Estonia and selected embassies.

In Estonia, a public notary acts as an official intermediary between private individuals or companies and the Commercial Register, helping to certify applications, transactions, and legal documents. Thanks to Estonia’s advanced digital infrastructure, many notarial services can now be completed remotely using the e-Notary system.

You can access the platform at: https://iseteenindus.notar.ee


What can you do through the e-Notary?

  • Initiate and complete share transfers

  • Certify documents, signatures, and copies

  • Authenticate power of attorney documents

  • Request apostilles

  • Book notary appointments and review draft contracts

  • Access invoices and your full notarial history

e-Notary is available throughout Estonia and in selected Estonian embassies abroad, including:

  • Helsinki

  • Stockholm

  • Brussels

  • London

  • Riga

If you prefer, you can visit an Estonian embassy in one of these cities instead of travelling to Estonia for share transactions or other notarised acts. This is especially convenient for e-residents.


Choosing a notary

You can log in to notar.ee with your digital ID to choose a notary and schedule an appointment. Notary fees are state-regulated, and the quality of service is consistent. You may want to choose one who is able to conduct the procedure in English and supports the e-notary scheme.


Additional rights and services

Estonian law (§ 30 and § 33 of the Notaries Act) gives you the right to request that a notary submit documents to the Business Register on your behalf. If the notary certifies the content of the application, their fee also covers:

  • Legal consultation

  • Preparation of the draft application

  • Guidance on applicable state fees

A notary can also help submit address changes to the Population Register and file certain activity licence applications, as listed in Annex 1 of the Notarial Regulations.

 
 

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The liquidators shall immediately publish a notice of the liquidation proceedings of the private limited company in the official publication Ametlikud Teadaanded.

The notice of liquidation must state that the creditors if they exist, must submit their claims within four months of the publication of the notice.

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It’s about half a year.

For a private limited company, the absolute minimum is six months—but only if every statutory step is completed on time.

  • The clock starts when the dissolution is entered in the Commercial Register and the liquidation notice is published in the state gazette Ametlikud Teadaanded.

  • At least four months must pass after shareholders are notified of the final balance sheet and asset-distribution plan.

If all filings, creditor notices, and tax clearances are handled promptly, the process can be wrapped up in roughly half a year; any outstanding requirements will extend the timeline.

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Necessary steps.

Dissolving a company in Estonia is a formal legal process that must follow specific steps outlined in the law. Failing to comply may lead to delays or legal complications.

A private limited company (OÜ) can be dissolved by:

  • a shareholders’ resolution,

  • a court decision,

  • bankruptcy, or

  • other conditions defined in the Articles of Association.

Once the decision to dissolve the company is made, the following mandatory steps must be followed:

  1. Adopt a liquidation decision – The board members (or shareholders) must sign a legally valid resolution, which is then submitted via the Estonian e-Business Register. This can also be done with a Power of Attorney or through an e-notary, though using the e-Business Register is recommended for speed and convenience.

  2. Publish a liquidation notice – A public announcement must be made via the Government’s official publication platform: www.ametlikudteadaanded.ee.

  3. Prepare the final balance sheet – This includes an overview of the company’s assets, liabilities, and distribution plan.

  4. Adopt a deletion decision – Once all legal and financial obligations are fulfilled, a final decision to remove the company from the Commercial Register must be filed.

By completing these steps properly, the liquidation process is carried out in accordance with Estonian law, helping to avoid delays, disputes, or legal risks.

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Yes, it’s possible.

A private limited company or public limited company may, as a company being acquired, merge with the assets of a natural person (acquiring natural person) who is the sole shareholder of the company.

The merger is permitted also in case the shares are in the joint ownership of the spouses. The merger of a private limited company or public limited company with the assets of the company’s shareholder who is a natural person is permitted also in case in addition to this shareholder the shares of a private limited company or public limited company being acquired are held exclusively by the company itself.

The assets of a company being acquired, including its obligations, shall transfer to the acquiring company upon merger.

The merger will take place without liquidation proceedings. So it’s faster than conventional liquidation.

The merger process between a natural person and her/his company takes far less than the conventional liquidation – about 2-4 months.

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Liquidation Notice Requirements in Estonia

Yes, after the shareholders have filed the liquidation decision with the Estonian Business Register, the company must publish a public notice in the www.Ametlikud Teadaanded.ee

Ametlikud Teadaanded is the official online publication of the Republic of Estonia, in which announcements, invitations, and announcements are published for public announcement.

Publishing that notice is included in our liquidation-service fee but only liquidator or board member can add it.

The liquidator’s authority is recognized solely through the Business Register, but the notice itself is entered online in the e-Business Register environment by logging in with an Estonian ID-card, Mobile-ID, Smart-ID, or e-Residency card.

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Contact person (1)

Consent is given in the form of a digital signature in the e-environment of the Estonian Commercial Register.

Before that, the person must be added as a contact person for the company being established or already in the respective environment.

The signature is given in the digital form.

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General (1)

Digital notarial services in Estonia and selected embassies.

In Estonia, a public notary acts as an official intermediary between private individuals or companies and the Commercial Register, helping to certify applications, transactions, and legal documents. Thanks to Estonia’s advanced digital infrastructure, many notarial services can now be completed remotely using the e-Notary system.

You can access the platform at: https://iseteenindus.notar.ee


What can you do through the e-Notary?

  • Initiate and complete share transfers

  • Certify documents, signatures, and copies

  • Authenticate power of attorney documents

  • Request apostilles

  • Book notary appointments and review draft contracts

  • Access invoices and your full notarial history

e-Notary is available throughout Estonia and in selected Estonian embassies abroad, including:

  • Helsinki

  • Stockholm

  • Brussels

  • London

  • Riga

If you prefer, you can visit an Estonian embassy in one of these cities instead of travelling to Estonia for share transactions or other notarised acts. This is especially convenient for e-residents.


Choosing a notary

You can log in to notar.ee with your digital ID to choose a notary and schedule an appointment. Notary fees are state-regulated, and the quality of service is consistent. You may want to choose one who is able to conduct the procedure in English and supports the e-notary scheme.


Additional rights and services

Estonian law (§ 30 and § 33 of the Notaries Act) gives you the right to request that a notary submit documents to the Business Register on your behalf. If the notary certifies the content of the application, their fee also covers:

  • Legal consultation

  • Preparation of the draft application

  • Guidance on applicable state fees

A notary can also help submit address changes to the Population Register and file certain activity licence applications, as listed in Annex 1 of the Notarial Regulations.

 
 

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Package TWO (1)

Consent is given in the form of a digital signature in the e-environment of the Estonian Commercial Register.

Before that, the person must be added as a contact person for the company being established or already in the respective environment.

The signature is given in the digital form.

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