Changes in Commercial Code

Two addresses for Estonian companies managed from abroad

Elis Vija Elis Vija

Starting 15 January 2018, Estonian companies managed from abroad will have the obligation to designate a contact person. That means all Estonian companies whose management board is located abroad must appoint an Estonian-based contact person. In a previous article, we explained who can serve as the contact person of an Estonian company managed from abroad.

On this occasion, we draw attention to the fact that although the contact person’s address will become, for the purposes of the legislation, the company address of record, the existing address of the company will also be retained in the Commercial Register – it is not automatically deleted after the contact person is designated. Another row is added to the address of the company in the Commercial Register, reflecting the contact person’s name and address.

It can be presumed that the purpose of such a solution is to preserve the possibility of the company operating from the address to communicate with its partners using the same address. However, the company should consider that the contact person’s address will be the one to which official documents and declarations of intent are sent.

Such an arrangement may cause confusion for third parties who have to decide which address to use to contact the company. Based on the legislation, correspondence should be sent to the contact person’s address, as delivery to the contact person is considered the same as delivery to the company. The contact person undertakes in their turn to promptly forward the notice to the company’s management board or person appointed by the management.

If the company does not need the double address, we recommend, simultaneously with the entry of the contact person into the register, applying for the deletion of the former address from the register, which will result in only one address remaining for the company – the contact person’s address.

If you have additional questions, please contact us by email at Tax&Legal@ee.gt.com.