Glossary/Entity Types/Osauhing
Entity Types

Osauhing

OU

Osauhing is the Estonian private limited company, the workhorse entity for Estonian SMEs and remote founders using the e-Residency program.

What OU is

An Osauhing (OU) is an Estonian private limited company regulated by the Commercial Code (Ariseadustik). Members hold shares in EUR cents, with minimum issued capital of 0.01 EUR per share since the 2023 capital reform (previously 2,500 EUR minimum, often deferred). Liability is limited to the company's assets, with directors owing duties of care and loyalty.

The Estonian e-Business Register supports fully online incorporation, often within hours, available to e-Residents and Estonian residents holding a digital ID card. Articles, share register, and management board decisions are signed digitally. The company must have a registered office in Estonia and a contact person if no management board member is an EEA resident.

An OU operates under the unique Estonian corporate tax regime: corporate income tax is paid only on distributed profits, currently at 22/78 effective rate (28 percent gross-up from 2025) on dividends, and reinvested profits are tax-free. There is no annual corporate income tax on retained earnings. VAT, Social Security, and payroll follow standard EU rules.

Annual reports are filed digitally with the e-Business Register.

When you will meet OU

You will encounter the OU constantly in the e-Residency ecosystem: digital nomads, agency owners, and remote freelancers form Estonian OU companies to invoice global clients with EU VAT compliance and minimal administration. Bootstrapped European founders often use OU as an operating company because retained earnings are not taxed.

The form is less suitable for venture-backed startups raising USD-denominated rounds, who usually move the holding to Delaware or the UK.

Where this comes up in our guides

Osauhing FAQ

Estonia taxes only distributed profits, not retained earnings. When the OU pays a dividend, it pays tax at 22/78 of the net distribution (a 28.2 percent effective rate from 2025). Profits left inside the company are not taxed at corporate level, which uniquely incentivises reinvestment. Personal tax on Estonian dividends depends on the recipient's tax residency and applicable double-tax treaty.
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Confirm current figures with the official registry or a qualified adviser before relying on them.
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Sources
  1. 1Estonian e-Business Register
  2. 2Estonia e-Residency
Definition reviewed March 2026.
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