Company registration in Lithuania
Lithuania, being the economic center of the Baltics, is open to investors, which makes it a very popular country for foreigners who want to set up their own businesses.
Before understanding all the intricacies of registering a company in Lithuania, the following stages of company registration in Lithuania should be highlighted:
- search for the future company name and check for uniqueness and locale in the registry;
- choice of the type of business registration organization;
- search for a legal address for business;
- opening a company account in a Lithuanian bank;
- preparation of all necessary documents and their certification
at the national notary; - register the company in the register of legal entities;
- register a company with the Social Insurance Fund;
- register the company with the tax office.
After completing all the above steps, you become a “happy owner” of a Lithuanian business.
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Four main types of Lithuania company formation for foreign investors can be distinguished, namely:
- public company (AB) similar to a limited liability company (LLC) or joint stock company (JSC);
- private company (UAB);
- general partnership (TUB) or limited partnership (KUB);
- branch or representative Office.
Company registration in Lithuania in the form of a limited liability company (UAB) is the most common form of business.
Сompany registration in Lithuania for a small business can also take place in the form of a small society (Mažoji Bendrija). But in such cases, the form of a sole proprietorship (Individuali įmonė) is more often chosen.
Timeframes for company registration in Lithuania are from 5 to 15 days.
If you apply for company registration in Lithuania to Fintech Harbor Consulting, the company registration price is 2500,00 EUR.
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Companies that can be registered in Lithuania
Lithuania company formation is possible in the following forms (types of legal entities):
Type of enity
Share capital
Uždaroji akcinė bendrovė
OR
private limited company (UAB)
- the minimum registered capital is EUR 2,500;
- the minimum registered capital must be formed in a bank account;
- at least 25% of capital has to be paid up;
- the capital is divided into shares;
- shares which cannot be sold or offered for sale in public;
Akcine bendrove
OR
public limited company (AB)
- the minimum registered capital is EUR 40,000;
- the minimum registered capital must be formed in a bank account;
- at least 25% of capital has to be paid up;
- the capital is divided into shares;
- shares which cannot be sold or offered for sale in public;
Tikroji ūkinė Bendrija
OR
general partnership (TUB)
no minimum capital required
Kmanditinė ūkinė Bendrija
OR
limited partnership (KUB)
no minimum capital required
Individuali įmonė
OR
Private entrepreneur (IĮ)
no minimum capital required
Branch/ representative office
no minimum capital required
Mazoji Bendrija
OR
small society/enterprise (MB)
possibility of investing not only money but also any other property in the development of the enterprise.
Type of enity
Shareholder, participants
Uždaroji akcinė bendrovė
OR
private limited company (UAB)
- one or more persons can be the founder/s (shareholder/s);
- may be a resident or non-resident of the Republic of Lithuania
Akcine bendrove
OR
public limited company (AB)
- one or more persons can be the founder/s (shareholder/s);
- shareholder/s can be both individuals and legal entities;
- shareholder/s can be a resident or non-resident of the Republic of Lithuania
presence of the supervisory board of 3-15 persons
Tikroji ūkinė Bendrija
OR
general partnership (TUB)
consists of two or more individuals or legal entities united to conduct business
maximum number of participants – not more than 20
Kmanditinė ūkinė Bendrija
OR
limited partnership (KUB)
Consist of minimum 2 shareholders.
Maximum 20 shareholders.
Individuali įmonė
OR
Private entrepreneur (IĮ)
an individual operates a business in their own name (maximum 1 shareholder).
Branch/ representative office
–
Mazoji Bendrija
OR
small society/enterprise (MB)
a shareholder is only a natural person
maximum number of owners, no more than 10
Type of enity
Position
Uždaroji akcinė bendrovė
OR
private limited company (UAB)
is a legal entity
Akcine bendrove
OR
public limited company (AB)
is a legal entity
Tikroji ūkinė Bendrija
OR
general partnership (TUB)
is a legal entity
Kmanditinė ūkinė Bendrija
OR
limited partnership (KUB)
is a legal entity
Individuali įmonė
OR
Private entrepreneur (IĮ)
is a legal entity
Branch/ representative office
the branch or the representative office is the unit of a legal person (foreign company). But is not a legal person according to legislation.
A branch is a structural unit of a legal entity. The branch performs all or part of the functions of a legal entity.
A representative office is a subdivision of a legal entity. It has the right to perform these operations. That is, it represents the interests of a legal entity and protects them.
Mazoji Bendrija
OR
small society/enterprise (MB)
is a legal entity
Type of enity
Responsibility
Uždaroji akcinė bendrovė
OR
private limited company (UAB)
the company and its shareholders have limited liability. Shareholders’ obligations are limited only to the amount of invested capital.
Akcine bendrove
OR
public limited company (AB)
the Company and its shareholder/s have/are a limited liability. The founder/s is/are responsible for his/her obligations with all his/her property. The founder or shareholder is/are not liable for the obligations of AB, just as AB is not liable for the obligations of the founder or shareholder.
Tikroji ūkinė Bendrija
OR
general partnership (TUB)
partners are jointly and severally liable for the obligations of the partnership.
at minimum one general partner with unlimited liability.
Kmanditinė ūkinė Bendrija
OR
limited partnership (KUB)
liability is unlimited for active partners and limited for sleeping partners.
a responsibility that is only as great as the number of limited partners’ contributions.
Individuali įmonė
OR
Private entrepreneur (IĮ)
the liability of the owner is unlimited. There is no legal distinction between personal and business assets.
Branch/ representative office
a foreign company is liable for all obligations of a representative office or branch.
Mazoji Bendrija
OR
small society/enterprise (MB)
partners’ liability is not limited.
Type of enity
Management
Uždaroji akcinė bendrovė
OR
private limited company (UAB)
determined by the general meeting of shareholders, no board or supervisory board is required. The maximum number of shareholders is not more than 250.
Akcine bendrove
OR
public limited company (AB)
decisions in the company are made by the board. This body consists of at least three members of the board or supervisory board. The management bodies of the company are determined by the general meeting of shareholders.
Tikroji ūkinė Bendrija
OR
general partnership (TUB)
–
Kmanditinė ūkinė Bendrija
OR
limited partnership (KUB)
–
Individuali įmonė
OR
Private entrepreneur (IĮ)
–
Branch/ representative office
–
Mazoji Bendrija
OR
small society/enterprise (MB)
–
Type of enity
Audit
Uždaroji akcinė bendrovė
OR
private limited company (UAB)
if the turnover exceeds EUR 1.4 million an annual audit is required
Akcine bendrove
OR
public limited company (AB)
–
Tikroji ūkinė Bendrija
OR
general partnership (TUB)
–
Kmanditinė ūkinė Bendrija
OR
limited partnership (KUB)
–
Individuali įmonė
OR
Private entrepreneur (IĮ)
–
Branch/ representative office
The representative office or the branch is no formal auditing requirement.
Mazoji Bendrija
OR
small society/enterprise (MB)
–
And of course, remember that the option of buying a ready-made company in Lithuania is always available to you. Sometimes, it is much easier to buy a ready-made company than to open a company in Lithuania.
Requirements for the company formation in Lithuania
In order to set up a company in Lithuania, certain action requirements must be met. General recommendations related to setting up a company in Lithuania include the following:
- Choose the structure of the company: decide on the type of legal entity you want to create. The most common options are a limited liability company (UAB) or a joint stock company (AB);
- Select a company name: the name must be unique and comply with the Lithuanian naming conventions. The company name must not be identical or similar to existing registered company names. It is also important when choosing a company name to remember already registered trademarks;
- Share capital: Determine the minimum share capital required for the type of legal entity you choose. In any case, the share capital can not be less than 2 500, 00 Euro. The authorized capital will need to be deposited into the company’s bank account during the registration process;
- Legal address: Decide on the address where you can send official correspondence and documents. If employees of Fintech Harbor Consulting will help with the registration of a company in Lithuania, in this case, the legal address for the 1st year will be included in the company formation price list;
- Founders and shareholders: select the founders and shareholders of the company. In Lithuania, both individuals and legal entities can be shareholders. The required number of shareholders depends on the type of legal entity chosen;
- Management and directors: appoint a director or board of directors who/s will be/are responsible for the management of the company. At least one director must be domiciled in the European Economic Area (EEA). If none of the directors is a resident, you will need to appoint a local representative;
- Articles of Association: prepare the future company’s Articles of Association (AoA) of the future company. This document sets out the company’s internal regulations, goals, rights and obligations of shareholders, and decision-making processes;
- Company registration: submit the required documents to the Register of Legal Entities (Valstybės įmonių registras). Registration can take place either online or in person;
- Registration fees: pay registration fees, which vary depending on the type of company and how you apply;
- Tax registration: after the company is registered, you must register for taxes with the State Tax Inspectorate (Valstybinė mokesčių inspekcija) and obtain a taxpayer identification number (PVM kodas);
- Additional requirements: depending on the type of activity you choose, you may be required to obtain licenses, permits, or certificates to carry out the proposed business.
Documents required for company formation in Lithuania
For setting up a company in Lithuania, it is usually necessary to follow a series of steps. As in any process associated with the creation of something new, the preparation of documents is in the first place, namely:
- Articles of Association: In this document, you must indicate the name of the company, legal address, the purpose of your business, the size of the authorized capital, designate the management structure and other key details. The charter is signed by all the founders with further notarization;
- Shareholders’ agreement, incorporation agreement, or act of incorporation (if applicable): Where there are multiple shareholders, a shareholder’s agreement may be required. This document sets out the rights and obligations of each shareholder;
- Legal address: you need to indicate the legal address of the company in Lithuania. This can be either a physical office or a registered agent’s address. In addition, it is important to emphasize that if the premises belong to an individual, the contract must be notarized. If the owner of the premises is a legal entity, the contract must be signed by the head of the legal entity and certified by the seal of the legal entity. In a situation where the premises are pledged to the Bank, the consent of the Bank is required;
- Information about the founders (shareholders): name, surname, personal code, address of the declared place of residence. If the founder is a legal entity – company name, company code, office address, director’s name, surname, personal code, Articles of Association, certificate of registration (extract). If the founder is a foreign legal entity – confirmation that the founder is registered in the register of legal entities of a foreign state;
- Identity documents: each founder and/or director of the company must provide a copy of their passport or national identity card;
- Bank statement: you will need a bank statement confirming that the share capital has been deposited into a Lithuanian bank account. The amount of the minimum amount of authorized capital varies depending on the type of company you plan to create;
- Application form: it is necessary to fill in the application form, which is provided by the Register of Legal Entities (Valstybės įmonių registras) – the institution responsible for registering companies in Lithuania;
- Power of Attorney (if applicable): if you involve a representative in the registration process or a lawyer acting on your behalf, you need to provide a power of attorney, which will indicate (clearly describe the authority) of the proxy in connection with the registration process;
- Notarization and Apostille: If any of the required documents were issued outside of Lithuania, they may need to be notarized and apostilled to confirm their authenticity;
- Licenses and permits: Depending on the nature of the proposed activity, you may need to obtain additional licenses or permits from the relevant authorities. Licenses and permits are issued by filling out the appropriate forms. It is only important to decide on the industry in which the company will operate and also check whether the planned activity does not require permits. After all, if such a “state permit” is necessary, it is important to familiarize yourself with the requirements for a license in advance.
In order to take into account all the subtleties of the document flow for registering a company in Lithuania, contact Fintech Harbor Consulting. We carry out registration on our own, you only assist us (providing information and required documents).
Contact us. To do this, you just need to click the feedback button and leave an application for registering a company in Lithuania.
Benefits of registering a company in Lithuania
When you know the company registration process, as well as the types of legal entities in Lithuania, you should also know about the «benefits» that can be obtained from such registration, namely:
- The biggest “plus” of Lithuania company formation is the ease of doing business. A number of reforms were carried out to improve the business environment in Lithuania. This led to its high rating in global indices of ease of doing business. The above made it relatively easy and efficient to create a company and manage it. The clearest example of “liberalization and simplification of doing business” is that the Center of Registers modernized its system by introducing the ability to generate basic constituent documents. These actions made it possible to generate, for example, a foundation agreement or articles of association, not only in Lithuanian but also in English. This means that when registering a business operating under one of the 6 most popular legal forms, namely: (Private Limited Liability Company (UAB), Small Partnership (MB), Sole Proprietorship (IĮ), Public Enterprise (VšĮ), association or charitable organization and assistance of the Foundation), the founder will be able to access menus and other features on the Register Center website also in English. It is also important to emphasize that Lithuania ranks first in Europe in terms of the use of public online services. 99% of entrepreneurs use this service in their activities, which greatly simplifies doing business.
- The opportunity to work on EU markets in different countries: Lithuania is located in the very heart of Europe. This provides access to both the European Union (EU) market and the Baltic Sea region.
- EU and Eurozone membership: Lithuania is a member of the EU. This membership gives businesses access to the EU single market with more than 450 million consumers. This “bonus” certainly allows businesses to freely move goods, services, capital, and labor within the EU.
- Availability of a qualified workforce: Lithuania pays great attention to education, especially in the field of science, technology, engineering, and mathematics (STEM). The presence of qualified specialists can be beneficial for companies wishing to start their activities in Lithuania.
- Access to EU financing and grants: enterprises seeking financial support for research and development projects, innovations, and business expansion can receive grants. This can undoubtedly help accelerate growth and increase business competitiveness.
- Business-friendly tax system: Lithuania offers a competitive tax environment for business. The profit tax rate is 15% (5% for small companies with up to 10 employees and with a turnover of 300,000 EUR). This is one of the lowest indicators in the EU. In addition, there are various tax benefits. These include: a) reduced tax rate for small and medium-sized enterprises (SMEs); b) preferential regime for research and development; c) possibility of VAT refund; d) protection from double taxation (Lithuania has signed double taxation avoidance agreements with 50 countries, including Canada, China, and the United Kingdom).
- The possibility to obtain a residence permit for non-residents: based on conducting business or other conditions, it is possible to obtain a residence permit. This document has a number of advantages: legal residence in the Republic of Lithuania and free movement in the countries of the European Union.
Our assistance in registering a company in Lithuania
Fintech Harbor Consulting has on its staff specialists who understand all the intricacies of business registration in Lithuania. Employees of Fintech Harbor Consulting are constantly monitoring changes in Lithuanian legislation that are related to Lithuania company formation.
We are ready to:
- Choose the most optimal form of business for you, revealing all the “advantages” and “disadvantages” of existing legal forms;
- Consult on minimum requirements for documents and authorized capital (depending on the type of legal entity);
- Tell you about the terms of company registration and the cost;
- Offer you services for opening a bank account.
The list of Fintech Harbor Consulting services in the matter of opening a company in Lithuania is not exhaustive. You need only one thing: write or call us with one sentence “I want to register a company in Lithuania”. We will provide you with a full consultation. You do not waste your time on the registration process. Fintech Harbor Consulting does it for you. There is only one thing left for you – to “make money” in Lithuania.
Have questions? Contact us!
*Your contact information will be used for our inner purposes and only with the aim to provide you with the best business solutions.
How to start a company in Lithuania
Lithuania company formation involves several key steps. Here is a step-by-step guide to help with company registration in Lithuania:
Preliminary steps:
- Conduct market research to assess the viability of your business idea ащк setting up a company in Lithuania;
- Create a comprehensive business plan that outlines your goals, target market, competition, and financial projections
If, based on the above points, you clearly imagine what your established company in Lithuania wants to do, which markets to operate in and what is the purpose of your business (after all, it’s not just about money!), pay attention to the following points, namely:
- Identify the type of company you want to establish;
- Choose a unique and appropriate name for your company will help you check the availability of your chosen name;
- Determine the official legal address for your company in Lithuania to receive official correspondence;
- Determine the shareholders and directors of the company. Prepare necessary documents such as shareholder agreements and letters of appointment of directors;
- Open an account in a bank/payment system for the founders to contribute the authorized capital;
- Register your company in the Lithuanian Register of Legal Entities;
- Pay the registration fee;
- Obtain a Taxpayer Identification Number (TIN) for your company from the State Tax Inspectorate. Read the company’s tax obligations carefully. You will need to understand the mandatory taxes and fees that you have to pay. Follow the company’s annual reporting requirements. Ensure timely filing of financial statements and tax returns;
- Determine if your business requires any special permits or licenses;
- If you don’t have time to understand taxes, consider hiring an accountant. In parallel with this question, please clarify the specifics of employment in Lithuania.
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FAQ
How much does it cost to set up a company in Lithuania?
Remote company registration by Power of attorney costs from 2 500,00 EUR (including a legal address for the 1st year); registration terms in this case will be up to 15 days.
What is the LLC equivalent in Lithuania?
The equivalent of a limited liability company (LLC) in other jurisdictions is Lithuanian Uždaroji akcinė Bendrovė (UAB). It is this type of legal entity that is the most common in Lithuania. It is UAB that is chosen by foreigners doing business in the country.
Can a foreigner register a company in Lithuania?
Yes, a foreigner can register a business in Lithuania. Foreigners wishing to or buy a company in Lithuania have the same rights as Lithuanian citizens. There are no special or substantial restrictions for foreigners interested in doing business in the territory of Lithuania.
Can a foreigner acquire Lithuanian residency in exchange for investment?
Officially, in Lithuania does not have a formal Citizenship-by-Investment program. But the legislation provides immigration for foreigners willing to establish their companies or engage in business in the country.
There are two main ways of obtaining a residency permit for Lithuania:
- through opening a branch;
- through business.
The Legal Status of Aliens Act is the main document in Lithuania that regulates issues related to the issuance of a temporary/permanent residence permit in Lithuania.
For example, to obtain a residence permit, a future Lithuanian entrepreneur needs to take into account several points, in particular:
- the company in which the applicant for a residence permit works must operate for at least six months before applying for a residence permit;
- the value of equity capital of a Lithuanian company must be at least EUR 28,000. Of this amount – at least 14,000 euros are funds invested by a foreigner or other property;
- the total value of shares owned by a foreigner must be at least 1/3 of the total value of the company’s shares;
- the company must employ at least three employees who are citizens of Lithuania or permanent residents of Lithuania.
When establishing a representative office or branch of a foreign enterprise, its director or specialist may apply for a residence permit in Lithuania if he/she:
- worked at a foreign enterprise that established a representative office or branch for at least the last year;
- professional knowledge or qualification of a foreigner is necessary for the activities of a representative office or branch.
A temporary residence permit in Lithuania can only be issued for two years. This permit may also be issued to family members of a non-resident. A temporary residence permit is the first document on the way to a permanent residence permit in Lithuania for foreigners. A permanent residence permit in Lithuania can be obtained only after five years of temporary residence.
Mandatory conditions for obtaining permanent residence and then – citizenship in Lithuania are:
- absence of criminal and administrative offenses;
- annual residence in the country for at least 180 days.
Company registration cost in Lithuania
Opening a company in Lithuania costs from 2 500,00 EUR (including a legal address for the 1st year (if you use FHC services).
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