Asutamisdokumendi

Asutamisdokumendi is the founding document that formally establishes a legal entity in Estonian civil and commercial law. It is the core document that records the founders’ agreement to create the entity and sets out its essential parameters. The term is used generically for documents such as a memorandum of association, articles of association, or founding charter.

Typical content includes the entity’s name, legal form, registered address, purpose or activities, duration, initial capital or resources, the list of founders or members and their ownership or stake, governance rules (such as decision-making bodies and voting), and provisions concerning transfer of ownership or membership. It may also designate the first management or supervisory bodies and their powers, and the procedure for amendments to the document.

In practice, the asutamisdokumendi is prepared by the founders, often signed before a notary, and submitted to the appropriate public register (the Estonian Commercial Register) for registration. Once registered, the document or its key terms become part of the public record. If the entity is a company, the founding document is typically supplemented by or aligned with the articles of association (põhikiri) or founding agreement (asutamisleping) that govern ongoing operations.

The concept covers various forms of entities, including corporations and nonprofit organizations, and is used in both historical and modern contexts to denote the moment of establishment.