In short: an Estonian private limited company (OÜ) and a Uruguayan simplified joint-stock company (sociedad por acciones simplificada, S.A.S.) are both companies that one person can found and whose owners are liable only up to their contributions. They differ in the founding document, in the capital rules, in how a share changes hands and in how 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
- The company and its owners
- Estonian OÜ: One founder with one share is a valid company (Commercial Code § 148(1)); a shareholder is not personally liable for the company's obligations (§ 135(2), (3))
- Uruguayan S.A.S.: Its capital is represented by shares and its shareholders are not liable for the company's obligations beyond the amount of their contributions (Law 19.820, art. 8); it can be formed by one natural person, by a legal person other than a sociedad anónima, or by several natural or legal persons (art. 11)
- Founding document
- 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
- Uruguayan S.A.S.: A written public or private document, registered in the Registry of Legal Persons, National Registry of Commerce section, within thirty days of signing; the company is regularly constituted once registered, and the law provides for a fully online formation with an advanced electronic signature, set by regulation, in which the registry examines the filing within twenty-four hours from the next working day (art. 11)
- Capital
- Estonian OÜ: Share capital in euros (Commercial Code § 136); the smallest share has a nominal value of one cent (§ 148(1))
- Uruguayan S.A.S.: The capital is fully subscribed when the company is formed; at least 10 percent is paid in at once if the contribution is in money, all of it if it is in kind, and the shares are fully paid within twenty-four months at most (art. 15); the articles read set no minimum capital
- Transfer of a share
- Estonian OÜ: Notarised; the notary sends the notice to the register within two days (Commercial Code § 149)
- Uruguayan S.A.S.: The by-laws may restrict trading the shares or prohibit it for up to ten years from their issue, extendable only by all the shareholders (art. 19), or make every transfer subject to the prior authorisation of the assembly or the management; a transfer against the by-laws cannot be relied on against the company (art. 20)
- Yearly filing
- Estonian OÜ: Annual report within six months after the end of the financial year (Commercial Code § 179)
- Uruguayan S.A.S.: Not covered by the official texts used here
- 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
- Uruguayan S.A.S.: The business income tax (IRAE) is an annual tax on income from Uruguayan sources (Texto Ordenado 2023, Title 4, art. 1), at 25 percent of net taxable income (art. 23)
- VAT number
- Estonian OÜ: An Estonian VAT number is an EU VAT number that customers can check in VIES
- Uruguayan S.A.S.: Uruguay is not 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.
- Uruguay. A written founding document registered within thirty days (Law 19.820, art. 11), the capital fully subscribed with at least 10 percent of a money contribution paid in (art. 15), and the by-laws' rules on trading shares (art. 19 and 20).
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 Uruguayan companies, and this page states no Uruguayan register fee.
Timeline
For a formation on paper the Uruguayan law sets thirty days for filing the founding document, and on the online route twenty-four hours for the registry's examination; for Estonia this page states no number of days: 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, share transfer, yearly filing and the company's own tax rate, 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 Uruguay, see Estonian company run from Uruguay.
- Opening a bank or payment account is decided by the bank or payment institution in both countries.
- The Uruguayan figures are those of IMPO, the official information centre of Uruguay, on the day they were read (24 October 2026) — Law 19.820 of 2019 and Title 4 of the Texto Ordenado 2023 of the DGI — and can change; the laws are in Spanish and the English wording is ours.
Official sources
The laws this article names, by the name of their official text, as read on 9 October 2026. For the Estonian acts we read the English translation in Riigi Teataja; the legally binding text is the Estonian one.
- Commercial Code — Riigi Teataja, English translation
- Commercial Register Act — Riigi Teataja, English translation
Sources are named in the text, without links. To see which of our services your company needs, open the Business Navigator.