On February 1, 2023, a separate Law on the Commercial Register of Estonia came into effect, which transferred the regulations about the contact person previously contained in the Commercial Code.
In addition to change in the legal act regulating the institution of contact person for Estonian enterprises, some points of significance concerning the procedure for appointment and term of this service validity were clarified.
Contact person for non-resident’s companies – main changes
The following offers the extract of the most critical points outlined in the new Law on the Commercial Register.
The contact person should be entered for a specified term
This means that when registering a company or making changes to it, you need to specify the term of office for the contact person, which is set in accordance with the agreement between the parties. Upon expiration of the specified term, the contact person will be automatically removed from the Register. In this regard, you should pay more attention to this service and update the records in the Commercial Register in a timely manner.
The operating companies are required to specify the term of office of the contact person
The previously registered Estonian companies that wish to retain the contact person (contact person data is entered on the enterprise’s register card) should indicate the term of office of the contact person in the Commercial Register by 30.04.2023 (the latter should confirm this), otherwise the record of the company’s contact person will be automatically deleted.
The contact person availability has become voluntary for most companies
Those Estonian companies that belong to non-residents, but have a legal address on the territory of Estonia, no longer should appoint the contact person and enter his data in the Commercial Register in a mandatory manner. The obligation to appoint the contact person remains with those enterprises whose registered address is located outside Estonia.
A note in the Register regarding inability to contact the company at the registration address
The regulations that came into effect at the beginning of February 2023 also allow entering information into the Commercial Register that it is impossible to contact the company at its registration address. Thus, if government authorities or other persons concerned are unable to deliver correspondence to the company at the registration address, there is a chance of public disclosure of information regarding that there is no way to contact the company.
Do I need to appoint a contact person?
Due to the circumstances mentioned above, our experts strongly recommend that non-residents whose businesses use the legal address service and who have only virtual representative agency in Estonia continue to use the contact person services, since the contact person availability is extremely important to provide continuous communication channel between the representatives of the company and state institutions of the Republic of Estonia or the other persons who are interested in delivery of notifications. If there is no record of the contact person on the company’s registration card, it will simply be impossible for the legal address service provider to receive official correspondence addressed to the company – thus there is a risk of making a note to the Commercial Register that it is impossible to communicate and deliver messages to the company at its registration address.
If you are interested in possibility of ordering the contact person services or you need any other help – feel free to contact our lawyers and consultants! Together we will find a solution for the most difficult and abnormal situation.
You can find additional information about the contact person service on the subject page of our website.