If you are a board member of Estonian limited company and have Estonian e-resident card, ID-card or mobile-ID you can change your company name online via Estonian Business Register.
Changing company name also means changing your company articles of association. This means that you can only change your company name online if the shareholders agree to the resolution of changing company articles.
Shareholders need to sign the shareholder resolution document with their Estonian e-resident card, ID-card, mobile-ID or Smart-ID.
Here is a step-by-step guide for changing your company name through Estonian Business Register online service.
1. Log in to the Estonian Business Register.
2. Find the company you would like to access and click on the company name.
3. Click "Start the petition for and entry regarding alteration".
4. Now the company details view opens and you can click on "Alter the name".
5. Check if the name you look for is available. Matching or similar names are displayed to you below the search field.
6. If you have found a non-conflicting new name you can click "Save the changes".
7. When trying to move to submission through the "Check the details of the entry petition" button at the bottom you would see this error message.
8. To solve this you need to change articles of association and add a signed shareholder resolution. This applies even if you own 100% of the company. To change your articles of association access the articles by clicking "Alter the articles of association".
9. To edit standard articles click "Alter the latest articles of association". If you do not have standard articles download your valid articles, edit the file to reflect the new company name and upload the new articles as a PDF file.
10. Standard articles will be updated automatically and you would see your new company name reflected in paragraph 1.1.
11. Add the date of approval that matches with the shareholder resolution date and click "Save". Now you can move back to the general view by clicking "Back to entering the data in the application".
12. Now you need to add a signed shareholder resolution. This applies even if you own 100% of the company. Find the selecton of "Additional documents to be submitted with the entry petition" and click "Add a document".
13. Use the free template here. Fill in all the yellow highlighted fields according to the English instructions. Do not change the document without consulting with someone qualified to assess the legal implications. Randomly changing the document normally means that the petition would be rejected by the court. Paste your new articles text to the second page of the resolution file.
When you are done sign the document digitally using your Estonian e-resident card, ID-card or Smart-ID using Digidoc software. The document needs to be signed by all of the shareholder(s) of the company or at least 2/3 of the votes cast need to be in favour of amending the articles.
14. Upload signed document. Choose the type of document to be "Resolution of the body".
15. When document uploaded click "Add document". This will save your upload.
16. Now you can check if the application is correct. For this click "Check the details of the entry petition".
17. If all is correct you would see the text of your petition. If all is acceptable move on to the signing by clicking "Confirm the petition".
18. When the all mandatory signatures are added you can click "Confirm signatures".
19. Please note that you also need to pay a state fee of 18 euros for changing your company details before you can submit your application to the court. Here you can see the state fee information example.
Click on "View details for making a payment" if you do not hold an Estonian bank account in SEB, Swedbank, LHV or Luminor bank. This would open a popup window with correct bank details. You can then make a bank transfer to any of the bank accounts shown but be sure to use the correct reference number.
If your financial insitution does not support adding reference numbers email your payment confirmation to Business Register via email firstname.lastname@example.org quoting your application details (description of payment and reference number have all the information they need).
20. After the state fee payment has been linked to your application you can log in again to submit it to the court and wait for the result in 5 working days.