In short: an Estonian private limited company (OÜ) and a German Gesellschaft mit beschränkter Haftung (GmbH) are both limited-liability companies that one person can found. They differ in the minimum capital, in how the articles are signed and how a share changes hands, and in when the company's profit is taxed. This page sets the facts of both side by side from the official texts; it does not say which is better for you.

The facts side by side

Founders: Estonian OÜ: One founder with one share is a valid company (Commercial Code § 148(1)); German GmbH: Founded for any lawful purpose by one or more persons (GmbHG § 1)
Register: Estonian OÜ: Commercial register (e-Business Register); German GmbH: The commercial register (Handelsregister) at the court of the district where the company has its seat (GmbHG § 7(1))
Signing the articles: Estonian OÜ: At a notary in Tallinn or by power of attorney; online without a notary for a founder with an e-residency card or Estonian ID card; German GmbH: The articles need notarial form and are signed by all shareholders (GmbHG § 2(1)); the notarisation can also be done by video communication (§ 2(3)); a proxy needs a notarised power of attorney (§ 2(2)); a simplified procedure with the model protocol is open to at most three shareholders and one managing director (§ 2(1a))
Minimum capital: Estonian OÜ: Share capital in euros (Commercial Code § 136); the smallest share has a nominal value of one cent (§ 148(1)); German GmbH: At least twenty-five thousand euros (GmbHG § 5(1)); below that the company must be called "Unternehmergesellschaft (haftungsbeschränkt)" or "UG (haftungsbeschränkt)" (§ 5a(1))
Paying in before registration: Estonian OÜ: The share capital is paid in before registration; German GmbH: A quarter of each share's nominal amount, and in total at least half of the minimum capital (GmbHG § 7(2)); a UG only when its capital is paid in full, and not in kind (§ 5a(2))
Transfer of a share: Estonian OÜ: Notarised; the notary sends the notice to the register within two days (Commercial Code § 149); German GmbH: A contract in notarial form (GmbHG § 15(3)); the articles can add further conditions, such as the company's consent (§ 15(5))
Yearly filing: Estonian OÜ: Annual report within six months after the end of the financial year (Commercial Code § 179); German GmbH: Annual financial statements under the Commercial Code (HGB §§ 242 and 264, named in GmbHG § 5a(3)); a UG puts a quarter of its annual surplus, less a loss carried forward, into a statutory reserve (§ 5a(3))
How company profit is taxed: Estonian OÜ: Corporate income tax is paid when profit is distributed; no income tax is paid on profit while it stays in the company — see how Estonia taxes company profit; German GmbH: Corporation tax on the taxable income: 15 percent for assessment periods up to 2027, then 14 percent for 2028, 13 percent for 2029, 12 percent for 2030, 11 percent for 2031 and 10 percent from 2032 (KStG § 23(1)); a solidarity surcharge of 5.5 percent of the assessment base for companies liable to corporation tax (SolZG § 2 no. 3 and § 4); and the municipalities levy a trade tax (GewStG § 1)
VAT number: Estonian OÜ: An Estonian VAT number is an EU VAT number that customers can check in VIES; German GmbH: Germany is a member state of the European Union

This is general information, not tax advice: in Estonia the tax becomes due when profit is distributed, and LexorCorp Global does not provide tax advice. The rule and its official sources are in the guide How Estonia taxes company profit.

What each route requires

Estonia. Customer due diligence by the service provider, a registered address in the commercial register and, if the company's address is abroad, a contact person in Estonia (Commercial Register Act § 24). A ready-made company or a formation at a notary needs no e-residency.
Germany. The notarised articles, the minimum payment on the shares before the application (GmbHG § 7(2)), and the application to the commercial register of the court where the company has its seat (§ 7(1)).

How an Estonian company is obtained

Choose the route: a ready-made company that already exists, a new company formed at a notary or by power of attorney, or online formation with an e-residency card.
Order online and pay by card; the order form shows the total before you pay.
Identification. As a provider licensed by the Estonian Financial Intelligence Unit (FIU000117) we identify every client first.
Signing at a notary in Tallinn, by a power of attorney signed in your country, or digitally on the online route.
Register entry and documents in PDF by email.

Documents

For an Estonian company you are asked for an identity document and proof of address of the board members and beneficial owners; on the remote route a power of attorney signed before a notary in your country, as a rule with an apostille.

Prices of the Estonian routes

ready-made company: €900 Registered address and contact person service for one year are included. in person, €1,200 remote; with a VAT number €1,150 and €1,450;
new company: €950 Registered address and contact person service for one year are included. in person, €1,250 remote;
online formation for an e-resident: €950 Registered address and contact person service for one year are included..

The Estonian notary fees and state fees, the registered address and the contact person for the first 12 months are included in these prices. We do not form German companies, and this page states no German notary or register fee.

Timeline

The German texts used here set no number of days for the register's entry, and for Estonia this page states none either: the time depends on the notary's appointment, on customer due diligence and on the register. A ready-made company already exists, so only the transfer has to be done.

Limits of this comparison

It compares formation, capital and yearly filing, not the tax result for you: where a company is taxed depends on where it is managed and where its owner lives. If you will run an Estonian company from Germany, see Estonian company run from Germany.
The trade tax depends on the municipality, so this page states no trade-tax figure.
Opening a bank or payment account is decided by the bank or payment institution in both countries.
The German figures are those of the official texts on the day they were read (22 October 2026) and can change.

Related service

If the Estonian route fits, start with the ready-made company packages or the list of companies for sale; ready-made or new compares the two Estonian routes.

Official sources

Germany: Gesetz betreffend die Gesellschaften mit beschränkter Haftung (GmbHG) §§ 1, 2, 5, 5a, 7, 15; Körperschaftsteuergesetz (KStG) § 23; Solidaritätszuschlaggesetz 1995 (SolZG) §§ 2, 4; Gewerbesteuergesetz (GewStG) § 1 — gesetze-im-internet.de (Federal Ministry of Justice), read on 22 October 2026;
Estonia: Commercial Code §§ 136, 148, 149 and 179, Commercial Register Act § 24 — Riigi Teataja; company data — e-Business Register.

This guide is general information, not legal or tax advice for your specific situation.

Sources are named in the text, without links. To see which of our services your company needs, open the Business Navigator.

Estonian company (OÜ) or German GmbH: the official facts compared