Annual Report for OÜ in Estonia: Deadlines and Filing

The annual report (majandusaasta aruanne) is the public passport of your OÜ. Partners, banks, and potential investors see it, and the Business Register expects it every year — even if there was no activity. In my experience, problems are rarely about accounting and more about the process: late approval, signatures, access, and “collecting documents the night before”.

We’ll go step by step: when to file, who is responsible, how to submit electronically (including if the director has no Estonian e‑signature), what must be included, and a checklist before sending. If you keep a deadline calendar, also see EMTA deadlines 2026.

This guide explains Annual Report for OÜ in Estonia step by step and highlights the practical decisions that reduce risk in 2026.

Deadlines: the 6‑month rule

The basic rule is simple: file the annual report within 6 months after the end of the financial year. If your financial year matches the calendar year (January 1–December 31), the usual deadline is June 30 of the next year.

Important detail: the financial year is not always “January–December”. Some companies shift it, especially if the business started mid‑year. So the first thing I check before preparing the report is which dates are registered for the company.

Who is responsible: board and shareholders

For a small OÜ the roles look like this:

The board organizes preparation: closing the books, financial statements, attachments.
Shareholders approve the report by resolution (or a sole shareholder decision).

A nuance that often saves deadlines: if shareholders can’t approve by the deadline, the board can submit the report on time as not approved, and after approval submit it again as approved (it typically replaces the previous submission).

💡 Expert Insight from Dmitri Schmidt:

Don’t schedule approval for the last week of June. An internal deadline like “approve by May 31” leaves time for fixes, signatures, and portal logistics.

How to file: electronically (and what to do without an e‑signature)

Annual reports are filed electronically through the Business Register system, typically in e‑Äriregister. The alternative route is via a notary (used when access or signature issues exist).

Signature: at least one board member must sign the report before submission.
No Estonian digital signature: common scenarios use a signed sheet / signed paper document uploaded as PDF, or filing via a notary.

In practice, signatures and access are what most often “break the deadline”, so solve this before the numbers are ready.

What the annual report includes (for a small OÜ)

The exact composition depends on size, but you will almost always see:

Financial statements: balance sheet, profit and loss statement, and notes.
Tegevusaruanne (management report) — the narrative part (micro‑entities may have simplifications).
Profit/loss proposal and the shareholders’ resolution (once approved).
Revenue breakdown by activity (EMTAK) — if there is turnover.
Signatures and attachments: for example, the auditor’s opinion if audit/review is mandatory (see ).

For a section‑by‑section walkthrough, see OÜ Annual Report Structure: Sections and Filing Checklist.

Pre‑submission checklist (10 items)

Financial year dates are checked and match company records.
Balance sheet balances and equity/result are aligned.
Small items are included: bank fees, owner expenses, loans.
Notes are not empty: material items are disclosed (if applicable).
Tegevusaruanne is included if required.
Profit/loss proposal is drafted correctly.
EMTAK breakdown is filled and matches the real business profile.
Audit/review criteria are checked (confirm early if unsure).
Signature: e‑signature or signed sheet/PDF is ready.
Status in the system: the report is submitted and shown as filed.

Official sources

FAQ: OÜ annual report

When is the OÜ annual report deadline?

The annual report is usually filed within 6 months after the end of the financial year. If it matches the calendar year, the typical deadline is June 30.

Can I file if shareholders haven’t approved the report yet?

Yes. If there is no shareholder resolution by the deadline, the board can submit the report as not approved and replace it after approval.

Do I need to file if the company had no activity?

Yes. The obligation to file the annual report remains even with zero activity.

What if the director has no Estonian digital signature?

Typical options are a signed sheet or signed paper document uploaded as PDF, or filing via a notary.

Quick checklist (January 2026)

If you’re implementing this guide around annual report OÜ, use this short checklist to turn it into action. It’s the same structure I recommend to clients who want fewer surprises and a calmer month-end.

Write scope first: what you need monthly, quarterly, and annually — and what you don’t.
Collect documents early: aim to have everything in one place by the 5th.
Use a single owner: one person responsible for “close the month”, even if tasks are delegated.
Keep e‑MTA access clean: authorizations, contacts, and responsibility should be explicit.
Review edge cases monthly: cross‑border VAT, payroll changes, unusual transactions.
Document decisions: payments, reimbursements, and policies should be written, not implied.

Documents and data to prepare before filing

The annual report is only as good as the year-end bookkeeping behind it. A short “data pack” saves time, reduces questions from the Business Register, and makes approvals easier.

Bank statements + reconciliations: confirm closing balances match the ledger.
Sales and expense documents: invoices, receipts, contracts, and prepayments.
Payroll and board pay: summaries, taxes withheld, and any benefits.
Loans and capital changes: shareholder loans, equity movements, planned dividends.
Fixed assets: register and depreciation schedule.
Tax filings: VAT returns and annual tax payments, if relevant.

If the company had no activity, keep evidence of zero transactions (bank statement or account closure confirmation). It helps explain a “zero report” if questions appear later.

Conclusion

The annual report becomes straightforward if you don’t leave it for June: check the financial year, close the books, solve signatures, and walk through the checklist before submission.

Want us to prepare and file your OÜ annual report in Estonia? Contact us — we’ll handle preparation and filing.