Estonia offers a fully digital incorporation regime built on the e-Business Register (e-äriregister), the official commercial register, under the Commercial Code (Äriseadustik). It is widely used by technology and fintech founders because a company can be formed and managed remotely through the e-Residency digital identity, and corporate profit is taxed only when distributed.
The standard vehicle is the osaühing ("OÜ", private limited company) under the Commercial Code, with liability limited to the shareholders' contributions. The main alternative for capital-raising is the aktsiaselts ("AS", public limited company); a foreign company may instead register a branch (filiaal).
Since 1 February 2023 the OÜ has had no minimum share capital — the minimum nominal share value is €0.01 (≈ $0.01), contributed on formation — while an AS requires €25,000 (≈ $29,000). There is no residency requirement for board members or shareholders, but if no board member resides in the EEA the company must appoint a contact person with an Estonian address. Registration is done online through the Company Registration Portal using an Estonian ID-card or e-Residency digital ID, for a state fee of €265 (≈ $307), and is usually completed within one business day.
The Estonian Tax and Customs Board (Maksu- ja Tolliamet) charges corporate income tax only on distributions, at 22% (22/78 of the net amount), with 0% on retained profits; VAT is 24% once Estonian turnover exceeds €40,000 (≈ $46,400). Every company files an annual report with the e-Business Register regardless of activity, and a statutory audit applies above set size thresholds. Beneficial owners must be declared to the register under the Money Laundering and Terrorist Financing Prevention Act.