In this article the main reporting requirements and filing deadlines for a private limited company in Estonia are reviewed.
The vast majority of EU countries are re-examining their national laws as well as demanding greater transparency from legal entities in respect of their ownership, management and those who can execute control over decision making in a company. The Estonian Companies Register, also known as the Commercial Register (Äriregister in Estonian), is fully open to the public and contains information about a company such as its registered address, registration number, capital statement as well as the personal identification details (date of birth and address) of its directors and shareholders. Although the Estonian Commercial Register is public, the majority of reports available for download are subject to a Registrar’s fee.
Depending on the type and turnover of your company or other legal arrangement, you are required to submit various reports. However, a small or medium private limited company with a revenue less than 1 000 000 EUR, fewer than 30 employees and fewer than 1 000 000 EUR in assets are exempt from audit requirements and must normally file the reports, as outlined below.
Authorities in Estonia and Reporting Procedures
Most corporate entities in Estonia have 4 different authorities to report to:
- The Commercial Register – annual reports need to be submitted by the end of the accounting period
- The Estonian Tax and Customs Board – a TSD (tax report) and a VAT (value added tax) report need to be submitted monthly
- The Health Insurance Fund – reporting deadlines are irregular and reports need to be submitted on demand
- Statistics Estonia – reporting deadlines are also irregular and reports need to be submitted on demand
Commercial Register: Annual Reports
Every 12 months, depending on your financial year, annual reports have to be submitted to the Commercial Register. This can be done electronically through the Company Registration Portal (https://ettevotjaportaal.rik.ee/index.py?chlang=eng).
Please note that Estonia is a highly digital society and the majority of filings are carried out electronically.
Tax and Customs Board (tax authority in Estonia)
The Estonian Tax and Customs Board requires companies to file their tax reports on a regular basis (monthly). These are the following:
- Income and Social Tax (contributions to a mandatorily-funded pension and an unemployment insurance premium tax return must be filed each month if the company has contracted employees).
– NOTE If the company has no employees or no contracted employees, this form does not need to be filed
- A fringe benefits return has to be filed if some sort of benefits, besides salary and appropriate work tools, have been provided to the employee (e.g. a company car which is also used for private journeys; entertainment or recreation costs, etc.)
- Disclosure of gifts, donations and entertainment expenses
- A Value Added Tax return (if your company is a registered VAT payer)
Health Insurance Fund
In the case of incapacity to work, a certificate must be filed with the Health Insurance Fund. This is not a report that has to be filed regularly, only if the employee is incapable of working due to an accident or other health problems.
Statistics Estonia reminds each company about mandatory reporting well in advance, repeatedly before the deadline via e-mail. All reports can be filed in the electronic environment eSTAT. There is no regularity to their requests, unless it is necessary in your field of business.
For non-resident shareholders and directors of an Estonian company, there is an existing e-Residency solution, which allows the management review and filing of all reports and applications as well as the exchange of official information with any governmental agencies in Estonia. All of this is done 100 % electronically, securely and remotely.