Changes in Estonian Commercial Code and the new Commercial Register Act, 01.02.2023

What do the changes mean for my business with respect to legal address and legal contact person?

On 01.02.2023 the new “Commercial Register Act” came into force, and at the same time the “Commercial code” was amended. There has been some mis-information published, so here is our explanation on some of the main implications for e-Resident companies.

We need you to to extend the term for B2baltics being the contact person for your company. This as a free service for you as well. Should there be any official warnings to your company, we can, and will, swiftly inform you and assist you with getting it solved. Further, any changes you wish to make, like applications to the business register, we can prepare those for you, and as you know, all these services we provide for free for our customers.

In short, the new legislation implies for your company, that:

  • Legal address for your company: There are no changes. If your company is registered on our address in Estonia, this will continue to be the legal address for your company. The concept of Virtual Office is a service provided by us, and it is not a term used in the Commercial Code or in the Commercial Register Act.
  • Foreign address vs management board in foreign country: The term “Management board situated in a foreign country” has been replaced with with the term “The address of the company is in a foreign country”, mainly because it is easier to understand. You should NOT mark that your Estonian company’s address is in a foreign country, unless you wish your company to be regarded as a tax and legal person of that country. In case you still wish to have a foreign address, you are obliged to have the legal contact person, the service we provide anyway as part of our Virtual Office service.
  • What is new is that you have to mark the term of the contact person. Legal Contact Person is only obligatory if the the address of the Estonian company is in a foreign country. However, as long as you use our address for your company, we do require that you also use B2baltics consulting as legal contact person for your company. This is because we can provide you a better service and keep you better informed on official notices and make sure you always receive these. You should therefore go to the business register and extend the contact person for as long as possible, which is 5 years at the moment.
  • Do I need to rent a location? If you need a place to work from in Estonia, you can consider renting a location, and we can arrange that for you. You should observe, that renting a location is not in itself proof of actually managing the company from Estonia, unless you are actually working from there.

    Here is how to extend the contact person term:

    1. Go to the business register:
    2. Login (with your ID card)
    3. Choose “Legal or private person (yourself)
    4. Click “My undertakings”
    5. Click on your company
    6. Click “Change the data”
    7. Click on “4 – Persons”
    8. Under “Contact person” click “Change”
    9. Under “Term of office” change the term to 5 years from now minus 1 day
    10. Click “Save”
    11. Go to the bottom and click on “Next” until you get to “8 – Confirmation of the application
    12. Sign the application
    13. Insert “” in the “E-mail address” field under B2baltics consulting -Signature missing
    14. Click “Send”