Country Manual Products
Estonia
out of Bank’s Country of Establishment (Def, RS, BT & RT)
| Source of changes | Answers |
|---|---|
| Law / Regulation | Yes |
| New Position of the Authorities | No |
| Evolution of Expert’s Interpretation | Yes |
Definitions and Concepts, Regulatory Overview and Behaviour Template
The Country Manual has been reviewed to ensure that the content of all the documents remain accurate and up to date.
Regulatory changes
Please note that the threshold for the private placement exemption under the Securities Market Act of 17 October 2001, as amended, has been increased. Specifically, the obligation to publish a prospectus for public offerings of securities no longer applies where the total consideration of the offer is less than EUR 8,000,000, calculated over a 12-month period, within the European Economic Area (EEA).
Material changes
In alignment with the Country Manual Private Banking (CM PB), it is highlighted that the active provision of macroeconomic information/reports is only permitted on a one-to-one and occasional basis onshore in Estonia and on a cross-border basis into Estonia (remote). Accordingly, the CM P BT provides the answer “Grey zone/YES” in the relevant scenarios;
The provision of advisory services as well as product-related marketing activities generally trigger the “local distribution rules” in Estonia (unless an exemption applies). In order to better reflect the fact that foreign (unlicensed) service providers should take a cautious approach and carefully assess their position when applying an exemption for the provision of investment advice based on a written advisory agreement which has been requested on the investor’s initiative and which covers the relevant financial services/products, the CM P BT now provides the answers “Grey zone/YES – If the asset class is covered by the advisory agreement. Private Placement Exemption.” (for financial products where a “private placement exemption” is available, such as Securities) and “Grey zone/NO – Not recommended. Subject to the service provider’s risk assessment decision” in relation to the distribution of financial products where no “private placement exemption” is available, particularly with regard to the distribution of foreign (unregistered) funds (UCITS/AIFs).
Non-material changes
Some comments and content have been slightly reworded in the CM, without introducing substantive changes to reflect the regulatory situation/current interpretation of the regulatory framework more accurately.
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Geneva, September 26th, 2025