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How to Liquidate a Company in Estonia?

How to Liquidate a Company in Estonia?

If you’re considering closing down your business in Estonia, you may need to go through the liquidation process. Liquidation company in Estonia involves winding up the affairs of a company, distributing its assets, and ultimately dissolving it. The company liquidation process can be a complicated and time-consuming process, but with the right guidance, it can be done efficiently. In this article, we’ll provide you with a step-by-step guide on how to liquidate a company in Estonia. We’ll cover the necessary procedures and requirements, as well as the liquidation services available to help you navigate the process. Key Takeaways:

Understanding the liquidation process

When a company in Estonia decides to close its operations for good, it must follow a strict liquidation procedure. This involves the orderly winding up of the company’s affairs and the distribution of its assets among stakeholders. It is essential to adhere to the legal requirements to avoid any legal disputes or repercussions. In this section, we will delve into the specific steps involved in the liquidation process in Estonia and the legal obligations that companies must follow.

Initiating the liquidation procedure

The first step in the liquidation process is to convene a general meeting of the shareholders to pass a resolution to liquidate the company. This resolution must be passed by at least two-thirds of the shareholders. Additionally, the company must appoint a liquidator who will manage the liquidation process and distribute the assets among stakeholders. The liquidator may either be an individual or a company.

Notifying creditors and other stakeholders

Once the resolution to liquidate the company has been passed, the liquidator must notify all creditors and other stakeholders of the liquidation. This includes suppliers, employees, and other interested parties. The notice must be published in the Estonian Official Gazette and a newspaper of general circulation in Estonia.

Gathering and preparing necessary documentation

The liquidator must gather and prepare all necessary documentation required for the liquidation process. This includes a detailed list of the company’s assets and liabilities, as well as all financial and tax records. The liquidator must also prepare a plan for the distribution of the company’s assets among stakeholders.

Settling outstanding debts and obligations

During the liquidation process, the liquidator must pay off all outstanding debts and obligations owed by the company. This includes taxes, loans, and other financial liabilities. If the company does not have enough funds to settle all of its debts, then the liquidator must apply to a court to declare the company insolvent.

Distributing company assets

Once all debts and obligations have been settled, the liquidator must distribute the company’s assets among stakeholders. This includes shareholders, employees, and creditors. The distribution must be done in accordance with the plan prepared by the liquidator, and the legal requirements must be followed.

Filing the final documents

After all of the assets have been distributed, the liquidator must file the final documents with the Estonian Business Register to officially dissolve the company. The final documents must include a balance sheet and a profit and loss statement, among other records.

Overall, liquidating a company in Estonia requires a thorough understanding of the legal requirements and obligations. By following the recommended steps and seeking guidance from professionals, companies can ensure a smooth and successful liquidation process.

Consulting with Professionals

Before starting the process of closing down a company in Estonia, it is essential to seek professional advice. A company liquidation process can be complex and involves several legal obligations that must be adhered to.

Expert liquidation services in Estonia can guide the company through the liquidation process smoothly and ensure compliance with all legal requirements. They can also advise on the best approach to distribute assets and settle debts.

“It is crucial to engage liquidation services in Estonia to ensure a compliant and seamless process of closing down a company.”

Professional assistance can also help the company avoid any mistakes or omissions that could cause delays or legal complications. By seeking guidance from experts, the company can focus on its core business operations, knowing that their liquidation is being handled professionally.

To find reputable liquidation services in Estonia, the company can ask for recommendations from trusted business associates or search online for experienced service providers. It is important to choose a professional who has sufficient experience in handling company closures and can provide the necessary expertise to ensure a successful liquidation.

Gathering necessary documentation

Proper documentation is essential for successfully liquidating a company in Estonia. Companies must ensure they have all the necessary paperwork ready before initiating the liquidation process. This includes documents related to the company’s establishment, financial records, tax filings, contracts, and licenses.

Accurate record-keeping is crucial during this time to ensure compliance with Estonia company liquidation requirements.

It is also important to note that certain documents may need to be obtained from Estonia’s commercial registry, such as the Certificate of Good Standing and the Articles of Association. These documents will help prove the company’s legal standing and may be required during the liquidation process.

Estonia company liquidation requirements dictate that companies must keep their records for at least six years after the liquidation process is complete.

Companies should consult with professionals who specialize in company closure to ensure they have all the necessary documentation in order and avoid any delays in the process.

Settling outstanding debts and obligations during liquidation procedure in Estonia

As part of the liquidation procedure in Estonia, it is essential to settle any outstanding debts and obligations owed by the company. Failure to do so may result in legal action being taken against the company’s directors and could impact their future ability to start a new business.

The first step in settling outstanding debts is to conduct a thorough review of the company’s financial records and accounts. This will ensure that all debts are identified and accounted for. It is important to ensure that payments are made in the correct order, with priority given to secured creditors, followed by unsecured creditors.

If the company is unable to pay off its debts in full, it may be necessary to negotiate with creditors to reach an agreement regarding the amount to be paid and the timeframe for payment. This can involve submitting a proposal for a composition arrangement or a payment plan to the creditors. If approved, this will provide the company with breathing space to pay off its debts and avoid bankruptcy.

It is also crucial to ensure that all statutory obligations are met during the liquidation process. This includes filing annual reports, tax returns, and employment-related obligations. Failure to comply with these obligations could result in penalties, legal action, and potential personal liability for the company’s directors.

Overall, settling outstanding debts and obligations is a critical part of the liquidation procedure in Estonia. Seeking professional guidance and adhering to legal requirements will help ensure a smooth and compliant process.

Distributing Company Assets

When liquidating a company in Estonia, the proper distribution of its assets is a crucial step in the process. The distribution must adhere to legal requirements to avoid any disputes with stakeholders.

Companies must first categorize their assets, which may include property, inventory, and cash. Once the assets have been classified, they can be distributed as follows:

  1. Settle outstanding debts: Before distributing assets to stakeholders, companies must first settle any outstanding debts or obligations. This ensures that creditors are paid what is owed to them and minimizes legal risks.
  2. Distribute assets to shareholders: After debts have been settled, any remaining assets can be distributed to shareholders in proportion to their holdings. This must be done in accordance with the company’s articles of association and legal requirements.
  3. Distribute assets to other stakeholders: If there are any assets remaining after settling debts and distributing to shareholders, they can be distributed to other stakeholders, including employees and suppliers. This must also be done in accordance with legal requirements and agreements made between the company and stakeholders.
  4. Dispose of remaining assets: If there are no remaining stakeholders to distribute assets to, any leftover assets can be disposed of in accordance with legal requirements. This may involve selling assets or transferring them to a liquidator.

“Proper allocation of assets is essential to avoid disputes with stakeholders.”

It is important to keep accurate records throughout the asset distribution process to ensure compliance with legal requirements. In addition, companies must obtain approvals from relevant authorities before distributing assets or disposing of them.


Proper distribution of assets is a critical step in the liquidation process of a company in Estonia. By adhering to legal requirements and engaging professional guidance, companies can ensure a smooth and successful closure. Alternative of a company liquidation in Estonia? Try to offer your company and sell ready made Estonian company to third party.

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