Companies in Estonia are registered in the äriregister (Business Register), a state database kept by the registration department of Tartu County Court and published online through the e-äriregister (e-Business Register). Since 1 February 2023 a single statute, the Äriregistri seadus (Business Register Act), governs the registration of every private legal person in Estonia — companies, sole proprietors, non-profit associations, foundations and apartment associations alike. Registry card data and the documents of the public file are open to everyone, and since 1 October 2022 the register data has been free of charge.

The company registry in Estonia

The official register is the äriregister (Business Register). Under § 2 of the Äriregistri seadus (Business Register Act) it is a database of the state information system whose purpose is to collect, preserve and disclose information about private legal persons founded under Estonian law, sole proprietors operating in Estonia and branches of foreign companies. It is maintained by a single nationwide registrar — the Tartu Maakohtu registriosakond (registration department of Tartu County Court) — under the Justiits- ja Digiministeerium (Ministry of Justice and Digital Affairs), and entries are made by assistant judges of that department. Every entity receives a permanent registrikood (registry code), and under § 2(3) of the Äriseadustik (Commercial Code) a company acquires legal capacity only when it is entered in the register.

The register is searched and filed through the e-äriregister (e-Business Register), a platform operated by the Registrite ja Infosüsteemide Keskus (Centre of Registers and Information Systems, RIK). The same environment handles registration applications, changes of registered data, name reservations and annual reports. Electronic incorporation requires that every signatory can sign digitally with an Estonian ID-card (including the e-Residency digital identity), Mobile-ID or Smart-ID; where that is impossible, or where the legal form requires notarisation, the application is filed through an Estonian notary. The same registration department also keeps the kommertspandiregister (Commercial Pledge Register).

One register for companies, sole traders and non-profits

Estonia does not maintain a separate registry for individual entrepreneurs. A füüsilisest isikust ettevõtja (FIE, sole proprietor) must apply for entry in the same äriregister before commencing activity, as § 3(2) of the Äriseadustik requires, and the register keeps a dedicated registry card for sole proprietors showing the registry code, the person's name and personal identification code, the address of the enterprise, the business name and any commercial attorney.

The reform of 1 February 2023 went further: the former mittetulundusühingute ja sihtasutuste register (register of non-profit associations and foundations) was merged into the äriregister, so that non-profit associations, foundations, apartment associations, religious associations and land improvement associations are now held in the same register under the same Act as commercial companies. Kept separately are the Commercial Pledge Register, administered by the same department, and the kinnistusraamat (Land Register), which records immovable property rather than legal persons.

Legal forms that can be registered in Estonia

Section 2 of the Äriseadustik recognises five forms of company; alongside them the äriregister holds sole proprietors, branches of foreign companies, the European legal forms and the non-profit legal persons of Estonian private law. The following forms can be entered in the register:

  • Osaühing (OÜ) — private limited company. The dominant form in Estonia. Shareholders are not personally liable for the company's obligations; there is no statutory minimum share capital, but the capital must be fully paid before registration and the smallest nominal value of a share is one cent.
  • Aktsiaselts (AS) — public limited company. A capital company with shares, a mandatory supervisory board and, as a rule, an auditor; the share capital must be at least 25,000 euros. Used by larger businesses, regulated undertakings and listed companies.
  • Täisühing (TÜ) — general partnership. Two or more partners trade under a common business name and are jointly and severally liable for the partnership's obligations with all their assets.
  • Usaldusühing (UÜ) — limited partnership. At least one general partner with unlimited liability and at least one limited partner whose liability is capped at the contribution entered in the register.
  • Tulundusühistu (TÜH) — commercial association (cooperative). A member-based undertaking serving the economic interests of its members; the articles may provide for members' additional liability.
  • Füüsilisest isikust ettevõtja (FIE) — sole proprietor. A natural person trading in their own name and liable with all personal assets; entry in the äriregister is mandatory before activity starts.
  • Välismaa äriühingu filiaal — branch of a foreign company. Not a separate legal person: the foreign company answers for the branch's obligations, while the branch has its own registry code and director.
  • Euroopa äriühing (SE) — European Company. The EU-wide public company form, established through a notary and subject to the Commercial Code in matters not settled by EU law.
  • Euroopa ühistu (SCE) — European Cooperative Society. The EU cooperative form, likewise established through a notary and entered in the äriregister.
  • Euroopa majandushuviühing (EMHÜ) — European Economic Interest Grouping. A cross-border grouping facilitating the economic activity of its members, who bear unlimited joint liability.
  • Euroopa territoriaalse koostöö rühmitus (ETKR) — European Grouping of Territorial Cooperation. A form used for cross-border cooperation between public authorities and bodies.
  • Mittetulundusühing (MTÜ) — non-profit association. A membership organisation that may not distribute profit; political parties and trade unions are registered as sub-types of this form.
  • Sihtasutus (SA) — foundation. A legal person without members, established through a notary to administer assets for the purposes set out in its articles.
  • Korteriühistu (KÜ) — apartment association. The association of apartment owners in a building, which arises by law for every apartment ownership and has its own registry card data.
  • Maaparandusühistu — land improvement association. A special-purpose association of landowners maintaining drainage and land improvement systems.
  • Usuline ühendus — religious association. Churches, congregations, associations of congregations and monasteries, for which the Act prescribes additional registry card data.

Two changes prevent outdated expectations. The minimum share capital of 2,500 euros for a private limited company was abolished on 1 February 2023, together with the option of founding a company without paying the contribution: capital of whatever size must now be paid in full before the entry is made. Contributions in kind are also controlled more strictly, an auditor's assessment being required where the share capital or the value of the contribution reaches 25,000 euros.

Information available from the äriregister

Publicity is the starting point of Estonian register law. Under § 30 of the Äriregistri seadus everyone has the right to examine the registry card and the data and documents of the public file, and § 31 provides that this is done through the e-äriregister or at a notary's office. Since 1 October 2022 the data displayed in the e-Business Register has been accessible to everyone free of charge, without a contract and without logging in.

The registrikaart (registry card) carries the legally significant data: the business name, registry code and address, the electronic mail address, the legal form and the financial year, the amount of share capital, the members of the management board and other representatives together with the extent of their right of representation, the articles of association in force, liquidators where the entity is being wound up, data on insolvency proceedings, and the kontaktisik (contact person) of an entity managed from abroad. Historical entries remain visible, so the sequence of changes to a company can be reconstructed.

The avalik toimik (public file) adds material of informative significance: the founders, the shareholder data of a private limited company where the list is kept by the register or by the Estonian securities register, the principal field of activity under the EMTAK classification, the website and telephone number, the supervisory board members and the auditor, valid business and enterprise prohibitions including foreign prohibitions recognised in Estonia, the foundation agreement or resolution and the articles, bank confirmations of payment of capital, the documents relating to contributions in kind, and the annual reports filed by the entity. The register also shows fines imposed on connected persons and a marker where the registrar has had difficulty contacting the entity. For bulk use, RIK publishes eight open data files — among them basic and general data, registry cards, shareholders, beneficial owners and commercial pledges — updated daily in CSV, XML, JSON and Parquet.

What is restricted

The registritoimik (registry file), which holds the applications, rulings and correspondence behind the entries, is not open to the public. Under § 31(3) of the Äriregistri seadus it may be examined through the e-äriregister only by the legal person itself and by competent state authorities, including courts, bailiffs, trustees in bankruptcy and notaries acting in their official capacity. Any other person may consult it only at a notary's office, and only after the notary has established a legitimate interest.

Data on tegelikud kasusaajad (beneficial owners) occupy a middle position. Section 78 of the Rahapesu ja terrorismi rahastamise tõkestamise seadus (Money Laundering and Terrorist Financing Prevention Act) provides that beneficial owner data are disclosed in the business register information system, but issued without charge only to obliged entities, government agencies, the Financial Supervision Authority and courts, the conditions for other enquirers being set by ministerial regulation. Sections 79(1) and 79(2) allow accessibility to be restricted where the beneficial owner is a minor, has restricted legal capacity or is in danger, the data then remaining visible to those entitled to see them by law. Since 1 November 2024 the open data files no longer contain personal identification codes.

Documents that can be obtained from the register

  • Registrikaardi väljatrükk (printout of the registry card). The consolidated statement of an entity's valid registered data — business name, code, address, representatives and their powers, capital. It is the standard proof of a company's existence and of who may sign for it; the e-Business Register also issues registry cards in English.
  • Kinnitatud väljatrükk (certified printout). A printout of the registry card certified by a notary, used where a counterparty, bank, court or foreign authority will not accept a self-service printout.
  • Notari tõend (notary's certificate). A certificate that a specific entry has not been amended, or that a particular entry does not exist in the register — used to confirm the state of the register at a given moment.
  • Ajaloolise registrikaardi ja kannete väljatrükk (historical registry card and entries). The full sequence of previous entries and deleted data, used in due diligence, litigation and questions of succession of title.
  • Põhikiri ja asutamisdokumendid (articles of association and foundation documents). The articles in force and, from the public file, the foundation agreement or resolution showing how the entity was set up and how it is governed.
  • Majandusaasta aruanne (annual report). The financial statements and management report that most entities must file within six months of the end of the financial year; used to assess a counterparty's financial position and its compliance with the reporting obligation.
  • Tegelike kasusaajate andmete väljavõte (extract of beneficial owner data). The natural persons declared as ultimately controlling the entity and the manner of control — required for customer due diligence, subject to the access rules described above.
  • Kommertspandiregistri andmed (commercial pledge register data). Information on commercial pledges established over a company's assets, including the pledgee and the status of the pledge, used to check whether the business is encumbered.
  • Ärikeeldude ja ettevõtluskeeldude päring (query on trade and business prohibitions). Confirmation whether a person is subject to a valid prohibition on acting as a director or on engaging in enterprise, including foreign prohibitions recognised in Estonia.
  • Apostille'ga kinnitatud dokument (document certified with an apostille). Estonian notaries issue apostilles for public documents, including register printouts, so that they can be used before authorities in other states party to the Hague Apostille Convention.

Frequently Asked Questions

What is the business register in Estonia called?

Its legal name is the äriregister (Business Register). The online environment through which it is searched and through which applications are filed is the e-äriregister (e-Business Register), operated by the Centre of Registers and Information Systems (RIK).

Is the Estonian Business Register public and free of charge?

Yes. Section 30 of the Business Register Act gives everyone the right to examine the registry card and the public file, and since 1 October 2022 the data shown in the e-Business Register have been accessible to everyone free of charge, without registration. Certified printouts issued by notaries and certain specialised services remain chargeable.

Do sole traders have their own separate register in Estonia?

No. A füüsilisest isikust ettevõtja (FIE, sole proprietor) is entered in the same äriregister as companies and must apply for entry before starting activity. Since 1 February 2023 non-profit associations and foundations are also part of the same register.

Can a non-resident register an Estonian company online?

Yes, provided every person signing the application holds an Estonian digital identity — an ID-card, an e-Residency digital ID, Mobile-ID or Smart-ID — in which case the company can be founded in the e-Business Register. Where the legal form requires notarisation, such as a public limited company or a foundation, the application goes through an Estonian notary.

What is the minimum share capital of an Estonian osaühing?

There is no longer a statutory minimum. The requirement of 2,500 euros was abolished on 1 February 2023; the Commercial Code now provides only that share capital is expressed in euros and that the smallest nominal value of a share is one cent, while the capital must be paid in full before registration. A public limited company still needs share capital of at least 25,000 euros.

Can I look up the beneficial owner of an Estonian company?

Beneficial owner data are disclosed in the business register information system, but access is not unconditional: they are issued without charge to obliged entities, government agencies, the Financial Supervision Authority and courts, while other enquirers are subject to the conditions established by ministerial regulation, and accessibility can be restricted where the beneficial owner is a minor, has restricted legal capacity or is in danger.

Sources

Keywords

Business Register Estonia, äriregister, e-Äriregister, Estonian company register, company registration Estonia, Estonian legal forms, osaühing OÜ, aktsiaselts AS, FIE sole proprietor, registry card printout Estonia, annual report Estonia, beneficial owners Estonia