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How Do I Close My Company With Companio?

Closing a company is generally a complex process, more than opening it. This is because the financial authorities have to make sure the business is no outstanding debt, the bookkeeping is in order, and the company has paid all due taxes.

To close your company you will need a “liquidator”, but don’t worry, we got you covered. Companio will help you thought out the process.

What’s the price?

The price for closing your company is €495 + VAT (if applicable).

How does the liquidation process work?

Please, contact our customer service and tell them you’d like to start the process of liquidating your Estonian company (OÜ).
Our team will send you the core principles and preconditions of liquidation, timing and pricing for the liquidation.
Companio will prepared the preliminary balance sheet for the liquidation.

Preparing the preliminary balance sheet may take at least one month. It depends on the number of missing invoices from your company. The sooner all the documents are uploaded to the dashboard - the faster we will proceed to step number 4.

After we verified all pre-requisites are fulfilled you will receive the invoice from the liquidator. You must agreed and pay this invoice to start the process of liquidation.
The liquidator will send you a step-by-step guide and prepared dissolution resolution to start the official liquidation process, including:

dissolution resolution
dissolution entry petition
notice of liquidation

The liquidator prepares and submits the liquidation report in the Business Register portal. You will get a copy of his document in English (this report is to be submitted within the 4 months after publishing a notice of liquidation)

No sooner than 4 months after publishing a notice of liquidation the liquidator will prepare and sign the final closing report and asset distribution plan.

No sooner than 7 months after publishing a notice of liquidation via Official Announcements can the liquidator will take the final step in the liquidation process by preparing and submitting the petition for company deletion to the e-Business Register.

The Business Register reviews the petition in 5 business days and deletes the company from the register. You will receive a notification.

How much time does it take?

No less than 7 months after publishing a notice of liquidation.

Additional questions

How to Close a Newly Registered Inactive Company?

If a company has been registered but has not conducted any business activities and wishes to close, the management board member can initiate the closure process by following these steps:

Visit the e-Business Register portal.

Prepare an application for company deletion.

Ensure that all shareholders and management board members provide their digital signatures on the application form.

Once all required digital signatures are obtained, submit the application through the Business Register portal.

It's important to note that no state fees are applicable for this deletion process.

For a detailed, step-by-step guide on how to submit the application for company deletion, please refer to the instructions provided in this link.

When can I close my bank account?

Please, don't close your bank account(s) yet. Once the official liquidation process starts, the liquidator will send you clear instructions on how to do that.

In most cases, the balances can be settled, and accounts closed already during the first month of the liquidation. The liquidator will review your company's reports and inform you about the details shortly.

Can I close my company if I didn't pay the share capital?

If you haven't paid the share capital yet, you no longer need to do it, which doesn't affect the liquidation.

What happens to the share capital that I have paid?

The share capital can be either partially or fully refunded to the shareholder(s) once the liquidator has calculated the final profit/loss for the company.

According to the regulations, you must wait until at least four months have passed from the official start of the liquidation. After that, the liquidator will inform you about the details.

Do I need to pay any taxes if I close my company in Estonia?

In Estonia, a company's profit is only taxed when you receive it as dividends or during liquidation.

Once the liquidation begins, the liquidator will calculate the final profit/loss for the company.

If your company never started any business transactions or did not earn any profit, you do not need to pay any profit tax in Estonia. However, if you did make a profit, then that profit is taxed with corporate income tax (rate 20%) – just like dividends. The liquidator will inform you about the details shortly after the liquidation process begins.

Updated on: 13/03/2024

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