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This section identifies the bureaucratic and legal hurdles an entrepreneur must overcome to incorporate and register a new firm in Lithuania.
The country data appearing on this page was collected as part of the Doing Business project, which measures and compares regulations relevant to the life cycle of a small- to medium-sized domestic business in 183 economies. The most recent round of data collection for the project was completed in June 2009.
The table below provides a summary of the procedures and the associated completion time and cost for setting up a standardized company. The table is followed by additional country-specific information on business registration requirements.
Open bank account with minimum capital and get a bank certificate proving the availability of the funds; pay the registration fee and obtain the document evidencing the payment
Time to complete:
1 day
Cost to complete:
LTL 20
Name of Agency:
Comment:
Some banks apply charges of (LTL 20–30) for issuing a bank certificate, which evidences payment of share capital.
Procedure 2.
Notarize the agreement /memorandum of incorporation and bylaws; notarize the application for the registration of the private limited liability company
Time to complete:
2 days
Cost to complete:
LTL 500
Name of Agency:
Comment:
Under the resolution establishing the Company Register, the notary public must verify all registration documents, including documents on establishing branches and representative offices for all foreign legal persons. Previously, the notary verified only the founding act and the founders’ signatures on the articles of association. Notarial fees have thus increased. The notarial fee for verifying legal compliance of registration documents for a limited liability company ranges from LTL 250 to LTL 800, but range around LTL 500 on average.
Procedure 3.
Register at the Company Register, including registration with State Tax Inspectorate (the Lithuanian Revenue Authority) for corporate tax, VAT, and State Social Insurance Fund Board (SODRA)
Time to complete:
6 days
Cost to complete:
LTL 198
Name of Agency:
Comment:
To register for VAT, corporate tax, and social security insurance, the company must file the following documents: - Application for company registration. - Memorandum and articles of incorporation (certified). - License, if applicable. - Minutes of the statutory meeting. - Company bylaws (certified). - Corporate decisions on the appointment of directors. - Receipt for registration fee payment.
The Company Register registers all legal persons, including private and public legal persons, their branches and subsidiaries, and the branches and subsidiaries of foreign legal persons. Before the 2003 reform, the system was based on separate registers for enterprises, associations, budget institutions, credit unions, public organizations, and so forth. According to the new rules, the Company Register contains the legal persons’ foundations acts, bylaws, and certain other registration documents, including financial accounting documents. Moreover, the Company Register now registers company names as well as procurations (general powers of attorney).
Before registering the company, the Company Register must check the conformity of the company name with certain requirements specified by the legal acts. Under Article 95 of the Regulations of the Register of Legal Persons (Company Register), the new company must be registered in 5 business days, unless the Register finds any lack of compliance with the applicable laws.
The Register of Legal Persons informs the Tax Inspectorate of the newly registered legal entity and transfers the relevant information. The data is automatically entered in the Register of Taxpayers in 2 working days. Thus, there is no need to appear before the Tax Inspectorate and register as a corporate taxpayer. The taxpayer identification number is identical to the identification number assigned to a legal entity by the Register of Legal Entities. On registering a legal entity as a corporate taxpayer, a legal entity is registered as an insurer and relevant data are passed to the State Social Insurance Fund Board. Thus, companies do not need to register separately with this agency.
The Tax Inspectorate responds to a legal entity’s registration in the Register of Taxpayers by sending a registration form in 5 working days from the date the company registered as a corporate taxpayer. With this form, the Tax Inspectorate may send two more forms, requesting more information that must be completed and returned in 5 working days from receipt. These forms include information on the legal entity’s contacts, activity, working hours, accountant, and subdivisions.
Effective April 1, 2007, the company registration fee is LTL 198.
Due to amendments to the Law on Companies (No. VIII-1835 of July 13, 2000), incorporation documents translated into one of the official European Union languages may be submitted to the Register of Legal Entities.
Procedure 4.
Complete VAT registration
Time to complete:
10-15 days
Cost to complete:
no charge
Name of Agency:
Comment:
A company must be registered as a corporate taxpayer within 5 days of registering with the Enterprise Registry. The Registry automatically forwards the relevant information to the Tax Office (see comment for Procedure 3). A single form must be filed with the Tax Registration Office to register. This form covers all taxes, except VAT and social security tax. VAT registration requires the completion of another application form at the same office.
The company must be registered as a VAT payer if its annual turnover is more than LTL 100,000 (about EUR 30,000). To register as a VAT payer, the company must file a special application, Form FR 0388, with the Tax Registration Office either in person or electronically. If the company's annual turnover does not exceed LTL 100,000, it may voluntarily register as a VAT payer. Foreign legal entities must be registered as VAT payers unless they engage in any activity (a) that is not a VAT object in Lithuania; (b) is liable for 0% VAT in Lithuania; or (c) for which VAT on goods delivered or services rendered by a foreign taxable person is chargeable on the purchaser or customer residing in Lithuania.
Procedure 5.
Inform the State Labor Inspectorate of the startup of the company by letter or phone
Time to complete:
1 day
Cost to complete:
no charge
Name of Agency:
Comment:
Formally, the company can start up on issuance of the State Labor Inspectorate’s approval. The company may inform the Inspectorate by mail or by telephone. An inspector may be dispatched to verify whether the premises comply with applicable legal workplace requirements.
Procedure 6.
Open a settlement bank account (to handle normal commercial transactions)
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