Lithuania: Company Forms

On this Page:

- LITHUANIA INTRODUCTION
- LITHUANIA PRIVATE LIMITED LIABILITY COMPANY
- LITHUANIA PUBLIC LIMITED LIABILITY COMPANY
- LITHUANIA PARTNERSHIP
- LITHUANIA BRANCHES AND REPRESENTATIVE OFFICES 

Lithuania Introduction

Apart from the business forms described below, other types of organisation forms include the Individual (Personal) Enterprise, the State Enterprise, the Agricultural Company and the European Economic Interest Grouping.

All business entities must register with the unified Register of Legal Persons (The Registrar), administered by the State Enterprise Centre of Registers. An application to register an entity must be accepted or rejected within five days.

A company acquires its legal personality on the date of registration.

Newly formed businesses of all types must also submit form FR0791 (“Statement of information concerning business registration/change in the taxpayers register”) to the local tax authority, which issues a taxpayer identification number.

Applications to register a company, and some of the required documents, have to be notarised. The notary is also responsible for verifying their contents, so far as that is possible.

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Lithuania Private Limited Liability Company

The Private Limited Liability Company (Uzdaroji Akcine Bendrove – UAB) can have between one and 250 shareholders, whose liability is limited to the amount of their shareholdings. The minimum capital is LTL10,000 (EUR2,896), of which 25% must be paid up.

There is no requirement for a board of directors, or a supervisory council. Annual audits are required if turnover exceeds EUR1.4m.

Documents needing to be filed with the Registrar include:

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Lithuania Public Limited Liability Company

A Public Limited Liability Company (Akcine Bendrove – AB) has the same formation procedure as a Private Limited Liability Company, but the authorised capital of a public company may not be lower than LTL150,000 (approximately EUR43,445). Its shares may be distributed and traded publicly.

Documents needing to be filed with the Registrar include:

• An application to register;
• The Certificate of Incorporation;
• The Incorporation Agreement (Statutes);
• Any licences that are required for the business to be undertaken;
• Attestation to the payment of the registration fee;
• Evidence of the opening of a bank account;
• Minutes of the shareholders' founding meeting;
• Confirmation of share registration with the Securities Commission;
• A report on the company together with an auditor’s opinion.

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Lithuania Partnership

Partnerships have legal personality in Lithuania. The General Partnership (Tikroji Ukine Bendrove – TUB) and the Limited Partnership (Komanditine Ukine Bendrove – KUB) are used. As usual, General Partners have unlimited liability; in a Limited Partnership the limited partners are liable to the extent of their contributions, while there must be at least one General Partner with unlimited liability.

For both General Partnerships and Limited Partnerships, there needs to be an agreement between the partners, signed by all of them and notarised.

Lithuania Branches and Representative Offices

Branches and Representative Offices exist, but do not have legal personality. The foreign corporation in question must be registered; the manager of the local office acquires the right to represent the Branch or Representative Office only upon its registration.

Documents needing to be filed with the Registrar, all of which must be notarised and legalised, include:

• An application to register;
• The “statute” or terms of operation of the Branch or Representative Office;
• A document verifying the decision of the foreign company to establish the Branch or Representative Office and appointing the local manager;
• A copy of the lease or other agreement under which the Branch or Representative Office occupies its premises;
• Any licences that are required for the business to be undertaken;
• Attestation to the payment of the registration fee;
• Evidence of the opening of a bank account.

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