Most changes to an Estonian private limited company are decided by the shareholders or the management board and then entered in the commercial register. Some can be done fully online with a digital signature; a share transfer and some other steps need a notary. This guide explains the common changes, who decides, what form is required and what a foreign owner needs to provide.
The guide is general information, not legal advice. Register entries are made by the registration department of Tartu County Court.
The common changes
- New or removed management board member — decided by shareholders (unless the articles give it to a supervisory board); resolution + board member's consent; online with digital signatures.
- Transfer of a share to a new shareholder — decided by the shareholders who sell and buy; pre-emption rights under the articles; notarised share transfer agreement (Commercial Code § 149), or electronic transfer through the Estonian Central Register of Securities where the shares are registered there.
- Amendment of the articles of association — decided by shareholders, at least two-thirds majority; resolution + new text of the articles.
- New business name — decided by shareholders; resolution + amended articles; the name must be distinguishable from registered names.
- Share capital contribution or increase — decided by shareholders; resolution, payment, register application.
- Field of activity (EMTAK code) — decided by management board; register application.
If you are abroad
A resolution can be signed digitally with an Estonian ID card, e-residency card, Mobile-ID or Smart-ID. Where a notary is required and you cannot come to Estonia, you sign a power of attorney before a notary in your country, apostilled where the Hague Convention applies, and we act for you in Tallinn. A bilingual power of attorney drafted by us costs €70.
Our fixed prices
Changes of the articles of association, the business name, the management board, the address or the contact person are made as one register entry — one change or all of them together, at one price. State fees and Estonian notary fees are included:
- by digital signature (every shareholder and board member signs digitally) — €490; with a change of share capital — €990;
- by power of attorney signed in your home country — €990; with a change of share capital — €1,690.
The price covers one person who is both the only shareholder and the only board member; each additional private shareholder or board member adds €300 and each shareholder that is a company €1,000. The registered address and contact person service itself is not part of the entry and is ordered separately.
Other services for an existing company:
- change of shareholders and transfer of a share — from €1,590, on both routes (see transfer of a share);
- adding a field of activity — only together with the annual report (€250), not on its own;
- arranging the share capital contribution — €350;
- any other register entry — from €250;
- representation under a general power of attorney in other business processes — from €700.
These two are priced “from”, so their notary fees and state fees are paid in addition. After a sale of the company, the post-closing filings are part of our M&A service.
What we need from you
- the registry code and what should change;
- identification documents of every new board member or shareholder, and the due diligence documents we must collect as a licensed service provider;
- for a share transfer: the agreed price and terms.
What you receive
- the resolutions, agreements and applications prepared and filed;
- the change entered in the commercial register, with the confirmation.
No VAT is added to the prices. The fixed prices above include the Estonian notary fees and state fees. All communication takes place by email.
Ready to start? Articles, board, address, contact person or share capital — one entry, fixed price, state and notary fees included. Order.
Official sources
The laws this article names, each linked to its official text, as read on 9 October 2026. For the Estonian acts we read the English translation in Riigi Teataja (opens in a new tab); the legally binding text is the Estonian one.
- Commercial Code (opens in a new tab) — Riigi Teataja (opens in a new tab), English translation
Sources in the text are named without links; the official texts are linked under Official sources. To see which of our services your company needs, open the Business Navigator.
Frequently asked questions
Does a share transfer in an Estonian OÜ need a notary?
Yes, as a rule the agreement to transfer a share is notarised (Commercial Code § 149), unless the shares are registered in the Estonian Central Register of Securities. From abroad, the parties can act through a notarised and apostilled power of attorney.
Can the management board be changed online?
Yes. The shareholders' resolution and the new board member's consent can be signed digitally with an Estonian ID card, e-residency card, Mobile-ID or Smart-ID, and the change is filed with the register without a notary.
Which route applies to me — digital signing or power of attorney?
The digital signing route applies when every shareholder and every management board member can sign digitally with an e-residency card or an Estonian ID card, Mobile-ID or Smart-ID. If anyone involved cannot sign digitally, the change is made on the basis of a power of attorney signed in your home country.
What is included in the price of a register entry?
The resolutions and the application to the commercial register, and all Estonian state fees and notary fees. One change or all of them together — the articles, the management board, the address, the contact person — is one entry at one price. The price covers one person who is both the only shareholder and the only board member; additional persons and company shareholders have their own surcharge, and their details are asked by email after the order.
Can the share capital be increased or decreased?
Yes. A change of share capital is made together with the amendment of the articles of association, as one register entry, by digital signing or by power of attorney. A decrease of share capital has additional requirements under the Commercial Code, for example notice to creditors; we explain them before you order.
Related guides
- Registered address and contact person in Estonia
- Extending the registered address and contact person
- Certificate of Residence for an Estonian company
- Company seal for an Estonian company
More on this topic: Company services.