Transfer of shares of an Estonian company


General

A shareholder may transfer a share or a part of a share. The share transfer contract must be certified by an Estonian notary. That means that the notary ascertains the intentions of the parties and the facts which are essential for the performance of a legally correct transaction.

Share transfer certified by the notary

As a rule both parties (seller and buyer) must be present at the notary office. If one or both of them cannot come to Estonia to sign the share transfer contract, a power of attorney (PoA) can be used. The PoA must be certified by a notary. Please inform us if a PoA is needed and we will send you a sample of such document that can be easily certified in your home country.

Required data and documents

In order to prepare the documents and arrange a meeting at the notary office you need to present us the following:

  • Passport copies, home addresses and contact data of the seller and the buyer;
  • Information and documents on marital status of the seller (marriage certificate, etc.);
  • If the seller is married and the share was acquired during the marriage and is a community property of the spouses, the seller must have his/her spouse’s power of attorney or the spouse must be present at the notary office to sign the contract;
  • If the seller/buyer is a legal person; a certificate of registration, a copy of the passport of the representative and a power of attorney, if the representative is not a board member;
  • If the seller is selling less than 100% of the share; the nominal value of the part of the share that will be sold;
  • Conditions of the transfer (price, payment conditions);

Other documents

Please be informed that public documents (power attorney, marriage certificate, certificate of registration) issued abroad must be authenticated by a certificate (an apostille) in order to use them in Estonia as official documents.