Estonia is one of the most representative economies of the Baltic region. Foreign investors interested in opening a company limited by shares in Estonia should know the rights and obligations of the shareholders, as prescribed by the Estonian legislation. According to the legislation available here, there are six legal entities available for the incorporation of a company, out of which two are registered through share capital to which the shareholders participate. Our Estonian company formation specialists can offer you more information on the legislation applicable to shareholders.
The rights of Estonian shareholders
The shareholders in Estonia are entitled to receive the following property rights:
• receive a certain share of the company profits in the form of dividends;
• to receive shares;
• to receive a proportion of the assets of the company, if the company is in liquidation process;
• receive other types of property rights, as stated by the Estonian Commercial Code; our company formation consultants can offer you more details on this subject.
According to the Estonian Commercial Code, the shareholders are entitled to number of non-property rights, which may refer to the following:
• participate at the general meetings;
• vote in the general meetings in accordance to the voting rights given by the shares owned in the company;
• receive information from the management board related to the activities and operations undertaken by the company;
• call on a general meeting of the shareholders in the company, as long as the shareholder owns at least 10% of the shares in the company.
Competence of the shareholders in Estonia
The Estonian legislation states that during the general meeting, which has to take place within six months before the end of the financial year, the shareholders have the right to change provisions of the Articles of Associations, to increase or reduce the share capital or to distribute the profit of the company.
When establishing a private limited liability company, the minimum share capital necessary at the incorporation process is of EUR 2,500. In the case of public limited liability company or joint stock company, the minimum required share capital is of EUR 25,000.
If you need further information on the shareholders’ rights and obligations stated by the Estonian legislation, please contact our company formation agents.