Liquidation of an Estonian company

If unforeseen circumstances are an obstacle to doing business the usual way and it becomes clear that a company no longer generates income, then it is advisable to terminate it. Company in Estonia OÜ team will help at all stages of the company’s liquidation.

Liquidation of a company is a legal process, the result of which is the complete termination of the financial and economic activities of a company and the removal of a company from the Estonian Commercial Register. The specialists of Company in Estonia OÜ will help you complete a company termination procedure as soon as possible in full compliance with the law and fully remotely.

It is almost impossible to carry out the liquidation procedure of a company without qualified legal support. Therefore, we will be happy to advise you on all issues that have arisen, we will recommend the best option for sale/termination or transfer of a company, as well as prepare and submit all the necessary documents to save you from an unwanted company the soonest time possible.

A prerequisite for liquidation of a company is that a member of the Management Board has an Estonian e-Resident card.

Stages of liquidation of  a company

    1. At least 2/3 of the owners participating in the meeting must approve the decision to voluntarily liquidate the business and appoint a liquidator.
      At least one of the liquidators must be a resident of Estonia (Company in Estonia OÜ provides an Estonian liquidator). After the final decision on the termination of activities has been made, the company cannot conduct economic activities. Only the actions necessary to liquidate the enterprise can be taken.
    2. The member of the Management Board (e-Resident) and the authorised liquidator sign and submit to the Commercial Register the notarised application for the liquidation of the company and the appointment of liquidators. The application is submitted electronically on the portal for entrepreneurs along with the minutes of the general meeting on the closure of the company.
    3. The notice of liquidation is published in the public domain, followed by a notice to all known creditors.
    4. During the first three months after the liquidation decision, the initial balance sheet is drawn up, as well as the final annual report. All documentation must be approved by the competent authority and submitted to the Commercial Register.
    5. Four months after the publication of the notice of liquidation and satisfaction of the claims of all creditors, the final accounting report, and the plan for the distribution of assets of the remaining property are submitted to the shareholders for consideration. If the assets of the partnership being liquidated are insufficient to pay all the debts, the liquidator must immediately file a bankruptcy petition with an explanation of financial insolvency.
    6. Upon completion of the liquidation (not earlier than 6 months after the application for liquidation of the company), the liquidator submits a notarised application to the Commercial Register to exclude the company from the Commercial Register (provided that the company is not involved in legal proceedings currently being conducted in Estonia).

Help in liquidation of a company

To start a liquidation of a company, you must fill out a feedback form and indicate the details of the company to be terminated. To implement the liquidation, your company needs a final accounting report. You can provide it to the specialists of Company in Estonia OÜ, if it has already been prepared in advance. If not, we will help with the preparation of the necessary reports.

Basic conditions for the liquidation of an Estonian company:

  • The procedure takes about 6-8 months.
  • Cost of services for a company liquidation – 600 EUR.
  • To start the procedure, the company must submit annual reports (up to 2020).
  • Before liquidation, the company must have no debts.
  • The cost of filing a zero-annual report for the previous year is 100 EUR. The cost of an annual report for a company with activity – from 250 EUR.

TRANSFER OF AN ESTONIAN COMPANY TO A NEW OWNER

An alternative way to take authority from shareholders to own and manage a company is to transfer a company to a new owner-representative of Company in Estonia OÜ.

Liquidation of an Estonian company 600 EUR
Filing a zero-annual report for the previous year 100 EUR
Annual report for a company with activity from 250 EUR
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