Management Board Member Agreement (Estonia) — English Template
When a board member of an Estonian OÜ is not simply an owner working for free, you formalise the relationship with a management board member agreement. A common and costly mistake is treating it as an employment contract — legally it is an authorisation agreement under the Law of Obligations (Chapter 35), and the difference changes tax and liability.
What this document is
A management board member agreement (juhatuse liikme leping) sets out the board member’s mandate, remuneration (board fee), duties, confidentiality and term. It is not an employment contract: a board member’s statutory duties come from the Commercial Code, and the agreement supplements them.
Why generate it here
- Built as an authorisation agreement (VÕS Ch. 35) — the point competitors’ articles keep stressing and template sites get wrong.
- Bilingual ET+EN, fully editable DOCX for remuneration, term and duties.
- Needed when a board member is not a shareholder, or is paid a board fee.
How it works
- 1 Fill in the board member, the company, the board fee and term (date is yours to set).
- 2 Preview and pay €6.45 (−50% first).
- 3 Get the Estonian agreement + English copy, PDF + editable DOCX, by email.
Frequently asked
Is a board member agreement an employment contract?
No. In Estonia a management board member relationship is an authorisation agreement under the Law of Obligations, not an employment contract under the Employment Contracts Act. This affects taxation, notice and liability — our template is built on the correct basis.
Does a board member have to be paid?
No — a board member (often an owner) can serve without a fee. The agreement is used when there is remuneration or when you want the mandate, confidentiality and term in writing.
Do I need this if I am the sole owner and only board member?
It is optional, but many solo e-residents still sign one to document a board fee (relevant for tax vs dividends) and to separate the roles cleanly.
Fill a simple form → get a ready, register-valid document.
Legally valid Estonian + an English copy you can read. Editable DOCX. No lawyer, no notary.
Start now — €6.45Other documents for your Estonian OÜ
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