How to Declare the Share Capital?
You first have to pay the share capital, for which the shareholders must transfer the money from their personal accounts to the company's bank account in the correct percentage.
This implies that each shareholder would calculate their share according to the distribution of shares among the shareholders (percentage of shares), and the total amount of share capital that is declared in the registry of the company.
From 2019 the share capital can be paid into any account with a European IBAN, including digital banks such as Revolut.
With these examples, you will understand better how the share capital is distributed based on the number of partners that the company has.
A) One member
Imagine that your company only has one partner, you, who, therefore, has 100% of the shares, and that you have declared a share capital of 2,000 euros.
It's straightforward; you have to make a transfer of 2,000 euros from your personal account to your company account with the "Share capital" concept.
B) Several members
Imagine that you are four members, and your company has a share capital of 3000 euros, with the following distributions:
Member 1: 30% of the share capital (€ 900).
Member 2: 50% of the share capital (€ 1500).
Members 3 and 4: 10% of the share capital (€ 300 each).
In that case, each partner would make a payment for the corresponding amount from their respective personal accounts to the company account.
It would be best if you waited until all the transfers arrive to get the statement we mentioned above.
Do not forget these essential points when paying the share capital:
⚠️Write "Share capital contribution [Member Name]" in the concept or description of the payment.
⚠️ If your company's share capital exceeds €50,000, you must meet these requirements:
Make sure you can get a bank statement for this movement, as you will need it later.
This statement must be digitally signed by the bank to be accepted. That means you need to ask the bank to provide you with a digitally signed file (in PDF, .asice, or any format but digitally signed) verifying the payment.
This document must be in Estonian. If this bank does not give you a copy in Estonian, you must request a sworn translation of that document. You will be given a digitally signed translation (.asice or .bdoc file). That is the file you need to upload. We can do this process for you with our social capital translation pack. If you want more information about this service, you can ask us through the chat.
The following steps should be taken in order to declare the share capital:
✅ Once you log in with your e-Residency card in the e-Business Register, you must look for your company in the "My undertakings" section and click on the company name.
✅ On the next page, you will see the company data and the "Change the data" button. Click on the button to confirm that you want to start a new petition.
✅ Once the petition is opened, you must click on item 5, named "Capital." On this page, you can see "The amount of capital" and the information "Established without making contributions. "Make sure to change the "Established without making contributions" checkbox so it is NOT marked. Then click on "Save."
✅ Check that the capital section specifies "Delete established without making a contribution."
✅ Scroll down and click "Next" until you get to "Documents". Don't change anything in the Articles Of Association. Now drag and drop the bank receipt(s) indicating that you have paid the contribution(s) of the shareholders, and set the type as "Bank notice."
Suppose your company has several shareholders contributing to the share capital. In that case, you will have to repeat this process until all the share capital contribution payments receipts have been added.
Click on "Next" to get to the "Confirmation of the application."
✅ Sign the application. Scroll down until you see the changes to be done. Verify it indicates that the note "Established without making contributions" will be deleted.
✅ The last step is to proceed to the payment. You must pay the state fee for the registry alteration in the "Payment of the state fee" section. Just choose the way to pay (through a payment link if your company has an account in an Estonian bank or through other methods such as direct transfer otherwise). It's advisable to indicate that you want to submit the application to the registry once it is paid.
Otherwise, click "Send" to submit the request once it's paid.
That's all! You will probably receive an email soon with updates about your application.
This implies that each shareholder would calculate their share according to the distribution of shares among the shareholders (percentage of shares), and the total amount of share capital that is declared in the registry of the company.
From 2019 the share capital can be paid into any account with a European IBAN, including digital banks such as Revolut.
Examples
With these examples, you will understand better how the share capital is distributed based on the number of partners that the company has.
A) One member
Imagine that your company only has one partner, you, who, therefore, has 100% of the shares, and that you have declared a share capital of 2,000 euros.
It's straightforward; you have to make a transfer of 2,000 euros from your personal account to your company account with the "Share capital" concept.
B) Several members
Imagine that you are four members, and your company has a share capital of 3000 euros, with the following distributions:
Member 1: 30% of the share capital (€ 900).
Member 2: 50% of the share capital (€ 1500).
Members 3 and 4: 10% of the share capital (€ 300 each).
In that case, each partner would make a payment for the corresponding amount from their respective personal accounts to the company account.
It would be best if you waited until all the transfers arrive to get the statement we mentioned above.
This is important
Do not forget these essential points when paying the share capital:
⚠️Write "Share capital contribution [Member Name]" in the concept or description of the payment.
⚠️ If your company's share capital exceeds €50,000, you must meet these requirements:
Make sure you can get a bank statement for this movement, as you will need it later.
This statement must be digitally signed by the bank to be accepted. That means you need to ask the bank to provide you with a digitally signed file (in PDF, .asice, or any format but digitally signed) verifying the payment.
This document must be in Estonian. If this bank does not give you a copy in Estonian, you must request a sworn translation of that document. You will be given a digitally signed translation (.asice or .bdoc file). That is the file you need to upload. We can do this process for you with our social capital translation pack. If you want more information about this service, you can ask us through the chat.
How to declare the share capital?
The following steps should be taken in order to declare the share capital:
✅ Once you log in with your e-Residency card in the e-Business Register, you must look for your company in the "My undertakings" section and click on the company name.
✅ On the next page, you will see the company data and the "Change the data" button. Click on the button to confirm that you want to start a new petition.
✅ Once the petition is opened, you must click on item 5, named "Capital." On this page, you can see "The amount of capital" and the information "Established without making contributions. "Make sure to change the "Established without making contributions" checkbox so it is NOT marked. Then click on "Save."
✅ Check that the capital section specifies "Delete established without making a contribution."
✅ Scroll down and click "Next" until you get to "Documents". Don't change anything in the Articles Of Association. Now drag and drop the bank receipt(s) indicating that you have paid the contribution(s) of the shareholders, and set the type as "Bank notice."
Suppose your company has several shareholders contributing to the share capital. In that case, you will have to repeat this process until all the share capital contribution payments receipts have been added.
Click on "Next" to get to the "Confirmation of the application."
✅ Sign the application. Scroll down until you see the changes to be done. Verify it indicates that the note "Established without making contributions" will be deleted.
✅ The last step is to proceed to the payment. You must pay the state fee for the registry alteration in the "Payment of the state fee" section. Just choose the way to pay (through a payment link if your company has an account in an Estonian bank or through other methods such as direct transfer otherwise). It's advisable to indicate that you want to submit the application to the registry once it is paid.
Otherwise, click "Send" to submit the request once it's paid.
That's all! You will probably receive an email soon with updates about your application.
Updated on: 17/11/2023
Thank you!