All Estonian undertakings must disclose data on their beneficial owners to the commercial registry starting from 1 September 2018. Data that must be disclosed are: name, date of birth, habitual residence, and the position held by the beneficial owner. The obligation to submit data to the commercial registry lies with the management board of the undertaking.

Under the law, a beneficial owner is a natural person who, by taking advantage of their influence, performs an operation or a transaction or who exercises control over a transaction, operation or another person in whose interests or favour or on whose account a transaction or operation is performed. A beneficial owner is also a natural person who ultimately holds or controls over 25 percent of the shares in an undertaking.

A member of the highest management body of an undertaking must be shown as the beneficial owner if the undertaking has not succeeded in identifying the beneficial owner and has exercised and exhausted “all possible identification measures”. In addition, there must also be no doubt that such a person does not exist.

Data on beneficial owners must be filed with the commercial registry during company formation procedures. If the data remain unchanged, the management board must confirm the correctness of the data in the annual report. If the beneficial owner changes or data become outdated, the correct data must be filed with the registry within 30 days from becoming aware of the new data.

The sanction for not filing data, or filing incorrect data, on a beneficial owner is a fine up to 300 fine units (EUR 1,200) for a natural person and a fine up to EUR 32,000 for a legal person. The sanction for not conducting identification procedures is a fine up to 300 fine units or detention for a natural person and a fine up to EUR 400,000 for a legal person.