Annual Reports, Company Deletion and Liquidation in Estonia

Every Estonian company has obligations for as long as it exists, and a company that is no longer needed does not simply disappear by itself. This guide explains the annual report that every Estonian company must file, and the two main ways of closing a company: deletion from the register and liquidation. It also explains when each of our accounting and closure services fits.

The annual report

Every Estonian company must keep accounts and submit an annual report to the Commercial Register each year. The deadline is six months after the end of the financial year; for companies whose financial year is the calendar year, that is the end of June. The report is submitted electronically through the company registration portal and is signed by the management board.

The obligation applies even if the company had no turnover. A dormant company must still file an annual report showing that it had no activity.

If a company does not file its annual report, the consequences can be serious. The register can impose penalties, and a company that repeatedly fails to file can be deleted from the register by the registrar. A deleted company cannot trade, and its managers may be exposed to claims. Missing reports also cause practical problems: banks and business partners look at the register, and an overdue report is a warning sign.

Our annual report services

Annual report for a company without turnover. For a company that had no business activity during the year. The price starts from the amount shown on the accounting and closure page and is confirmed by email.
Accounting restoration. If the accounts of past years are missing or incomplete, they must be put in order before a correct annual report can be prepared. The final price depends on the volume and the condition of the records.

For companies bought or formed through us, accounting and the annual report are also available as add-ons, quoted individually.

Closing a company: deletion or liquidation

When a company is no longer needed, the owners can close it. There are two main routes, and the right one depends on whether the company has been active and what it owns and owes.

Deletion of a company without turnover

A company that has not been active, has no assets to distribute and no debts to settle can, in suitable cases, be removed from the register without a full liquidation procedure. This is usually the simpler and faster route for a dormant company. The requirements must be checked for each company: the annual reports must be in order, and there must be no unsettled obligations towards the state or anyone else.

Our service Deletion of a company without turnover is offered at a fixed price on the accounting and closure page. It suits a company that has never really traded, or that has been dormant and has nothing left to settle.

Liquidation of an operating company

A company that has traded, or that still has assets, contracts, employees or debts, is closed through liquidation. In a liquidation:

the owners decide to dissolve the company and appoint one or more liquidators;
the liquidation is entered in the register and a notice is published, so that creditors can submit their claims within the period set by law;
the liquidators end the company's business, collect its receivables, sell assets where needed and pay its debts;
the liquidators prepare the closing documents, and any remaining assets are distributed to the owners;
the company is deleted from the register.

Liquidation takes longer than deletion, because creditors must be given time to come forward. If the company's assets are not enough to pay its debts, liquidation is not the right procedure and the situation must be handled differently; this is outside the scope of our closure services.

Our service Liquidation of an operating company has a "from" price on the accounting and closure page, and the final price is confirmed by email, because the work depends on the company's activity and records.

Which one fits your company?

The company is active and will stay active: keep the accounts up to date and file the annual report on time.
The company has not traded and you want to keep it: file an annual report for a company without turnover every year.
The company has not traded and you no longer need it: deletion of a company without turnover is usually the right route.
The company has traded, or has assets or debts, and you no longer need it: liquidation is the right route.
The records are missing or incomplete: start with accounting restoration, then choose one of the options above.

If you are not sure which situation applies, describe the company in the message field of the order form and choose the service you think fits. We confirm the right route by email before any work starts.

How we work

Fixed-price services can be paid online. Services with a "from" price are confirmed by email before any work starts and are not charged through the online payment. As a provider licensed by the Estonian Financial Intelligence Unit (licence FIU000117), we must identify our clients and the persons behind the company. All communication takes place by email.

Related guides

This guide is general information about Estonian companies and our service. It is not legal, accounting or tax advice for your specific company.