Board member
Also called: management board member, juhatuse liige, director
A member of an OÜ's management board: the person who runs the company day to day and can represent it legally.
A board member sits on the management board (juhatus) of an OÜ. The board manages the company and represents it, so board members sign contracts, keep the company’s records in order and submit the annual report. An OÜ must have at least one board member, and board members are listed publicly in the e-Business Register.
Being a board member and being a shareholder are separate roles. In a one-person company the same person usually holds both, but each role has its own duties and its own tax treatment when money is paid out.
A board member can be paid a board member fee, which is taxed differently from salary or dividends. Compare them in Dividends, board member fees or salary and in the payout calculator.
Where the board makes its decisions can also matter for tax: see place of effective management.
General information only, not tax or legal advice. This site is not affiliated with, endorsed by or operated by the Republic of Estonia or the e-Residency programme.
Guides that use this term
Related terms: OÜ, Board member fee, Contact person. All terms.
Sources
- Commercial Code, Riigi Teataja (Estonian State Gazette). Checked 3 Oct 2026.
- Tax liabilities of companies established by e-residents, Estonian Tax and Customs Board (EMTA). Checked 3 Oct 2026.
- Start an EU company online, Republic of Estonia e-Residency programme. Checked 3 Oct 2026.
Last reviewed .