Company in liquidation - when can I distribute remaining assets and profit

Typically, the remaining assets and/or profit of the Estonian company in liquidation are allowed to be distributed among shareholders six months after the liquidation notice is published.

Requirements for Distribution of Assets of a Company Being Liquidated

Liquidator(s) Duties

• After satisfying all creditors' claims, liquidators prepare a final report and a distribution plan for the remaining assets.

Final Balance Sheet

• Reflects the assets remaining at the end of the liquidation procedure.

• Includes amounts deposited to cover potential liabilities.

Forms of Asset Distribution

• As a rule: in monetary form.

• As an exception, the articles of association may permit distribution in other assets as well.

Basis for Asset Distribution

• Assets are distributed among shareholders in proportion to their ownership.

• Based on the asset distribution plan prepared by the liquidators.

• The articles of association may establish a different procedure for asset distribution.

Asset Distribution Deadlines

• 6 months after registration of the company's termination in the Business Register and publication of the liquidation notice in "Ametlikud Teadaanded".

• 2 months after confirmation of the final balance sheet and asset distribution plan by the shareholders.

• The court may permit payments to shareholders before the expiry of six months from the publication of the liquidation notice, if this does not harm the interests of creditors.