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Reference

Glossary

Every term on this site, in English and Estonian.

Some steward ownership terms have no settled Estonian equivalent yet. We mark those, and welcome suggestions.

23 terms

Articles of association põhikiri
The company’s constitution, filed with the Commercial Register. In a steward-owned company it contains the two rules and the lock.
Asset lock varalukk
The rule that the company’s value cannot be distributed to the people who control it, including on a sale or liquidation.
Buy-back / redemption tagasiost
The company acquiring its own shares from a shareholder, often used to pay out investors or a departing owner over time.
Commercial Code äriseadustik
The Estonian statute governing companies, including the OÜ and AS.
Commercial Register äriregister
The Estonian public register of companies, foundations and associations, kept by the Registrite ja Infosüsteemide Keskus (RIK).
Foundation sihtasutus (SA)
An Estonian legal person without members or owners, set up to manage assets for a purpose defined in its charter. A natural candidate for owner or guardian.
Foundations Act sihtasutuste seadus
The Estonian statute governing foundations.
General meeting osanike koosolek / üldkoosolek
The meeting of shareholders. In a steward-owned company, the stewards’ votes decide here.
Golden share / veto share kuldaktsia / vetoaktsia
A single share held by an independent guardian that can veto a sale of the company or a change to the two rules — and nothing else.
Guardian eestkostja sihtasutus
The independent body, usually a foundation, that holds the golden share and protects the two rules.
Income Tax Act tulumaksuseadus
The Estonian statute that, among other things, taxes companies on distributed rather than retained profit.
Management board juhatus
The body that runs the company day to day and represents it.
Non-profit association mittetulundusühing (MTÜ)
An Estonian membership organisation that may not distribute profit to its members.
Pre-emption right ostueesõigus
The right of existing shareholders to buy shares before they are sold to an outsider.
Preference share eelisaktsia
A share with priority rights to dividends or liquidation proceeds, often with limited or no votes.
Private limited company osaühing (OÜ)
The most common Estonian company form. Its shares are called osad.
Profit share kasumiosa / kasumiaktsia
A share that carries rights to dividends or buy-back proceeds, usually capped, but no votes.
Public limited company aktsiaselts (AS)
Estonian company form with aktsiad (shares), required for listing and suited to larger companies.
Revenue-based financing käibepõhine rahastus
Financing repaid as a share of revenue until an agreed multiple of the original amount has been paid.
Steward hoidja
A person who holds voting rights in a steward-owned company because of their role in it, not because they invested money. Stewards cannot sell or bequeath their votes.
Steward ownership steward ownership
A way of owning a company so that control stays with people connected to it and profits serve the company, not its owners. No settled Estonian term yet.
Supervisory board nõukogu
The body that supervises the management board. Mandatory in an AS and a foundation, optional in an OÜ.
Voting share hääleõiguslik osa / aktsia
A share that carries votes at the general meeting but no, or only symbolic, rights to profit.

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