How to Register a Company in Lithuania (Legal Step-by-Step) — 2025 Guide | LexNova Legal

If you are planning to register a company in Lithuania in 2025, you are entering one of the most transparent and structured business environments in the European Union. Lithuania offers full foreign ownership, predictable registration procedures, and a clear legal framework. However, company formation is a formal legal process, and even small mistakes in documentation or structure can cause delays.

This guide explains how to register a company in Lithuania from a legal perspective, with a focus on Vilnius, Kaunas, and Klaipėda. It is written for foreigners, expats, entrepreneurs, investors, employers, and professionals who need clear, reliable legal guidance.

Legal Background in Lithuania

To register a company in Lithuania, you must create a legal entity that becomes legally valid only after it is entered into the Register of Legal Entities. Until registration is completed, the company does not legally exist and cannot operate, sign contracts, or employ staff.

Core legal framework

Company registration in Lithuania is primarily governed by:

The Civil Code of the Republic of Lithuania
The Law on Companies (for limited liability companies)
The Law on the Register of Legal Entities
Subordinate regulations issued by the Centre of Registers

All registered companies are publicly listed, meaning core information such as company name, registration number, address, and management is accessible to third parties.

Common company types for foreigners

Foreigners most commonly register one of the following:

UAB (Private Limited Liability Company) – the most popular and flexible option
MB (Small Partnership) – suitable for small-scale businesses without investors
Branch or Representative Office – for foreign companies expanding to Lithuania

This article focuses primarily on the UAB, as it is the preferred structure for most foreign founders.

Step-by-Step Legal Process

Below is the standard legal process to register a company in Lithuania. The sequence is consistent, although details may vary depending on company type and whether founders can use Lithuanian electronic signatures.

1. Choose the company structure

Before drafting any documents, you must decide:

Legal form (most often UAB)
Shareholders (individuals or legal entities)
Management structure (manager, board if applicable)
Business activities and economic activity classification

Choosing the correct structure at this stage avoids costly changes later.

2. Select and reserve the company name

The company name must be unique and compliant with Lithuanian naming rules. You may reserve the name before registration to ensure availability.

Important considerations:

Avoid similarity to existing companies
Check trademarks to reduce future legal risk
Ensure the name reflects the chosen legal form

3. Secure a registered office address

Every company must have a registered office address in Lithuania.

The address must be legally usable by the company
Owner consent or a valid lease agreement is required
Virtual office services are allowed if legally compliant

Incorrect or undocumented addresses are a common reason for rejection.

4. Prepare incorporation documents

For a UAB, the following documents are required:

Articles of Association (statutes)
Act of establishment (single founder) or founding agreement
Decisions appointing the company manager

The statutes must comply with mandatory Lithuanian legal provisions, including governance rules and share capital details.

5. Deposit initial share capital (UAB)

A UAB requires paid-in share capital before registration.

Key rules:

Contributions must initially be made in cash
At least one quarter of each shareholder’s subscribed shares must be paid
A bank-issued confirmation is required

If contributions in kind are planned, additional valuation and documentation rules apply.

6. Notarization (when applicable)

In many cases, a Lithuanian notary must confirm:

Identity of founders or their representatives
Compliance of documents with Lithuanian law

Foreign founders may need:

A notarized power of attorney
Apostille or legalization of foreign documents
Certified Lithuanian translations

7. Register with the Register of Legal Entities

Once documents are ready, they are submitted to the Register of Legal Entities.

Registration is complete when:

The company is entered into the register
A company code is issued
Legal personality is officially created

Only after this step may the company legally operate.

8. Post-registration obligations

After you register a company in Lithuania, you must complete additional legal steps:

Register with the tax authorities
Arrange accounting services
Register for VAT if required
Register employees with social insurance authorities
Obtain licenses if operating in regulated sectors

Failure to complete post-registration steps can lead to penalties.

Key Legal Requirements & Documents

Foreign founders should prepare the following in advance.

Corporate documents

Articles of Association
Act of establishment or founding agreement
Management appointment decisions
Beneficial ownership information

Registration forms

Official registration application forms
Name reservation confirmation (if applicable)

Identity and foreign documents

Passports or IDs of founders and managers
Corporate registry extracts for legal entity shareholders
Powers of attorney where applicable
Apostille or legalization for foreign documents
Certified translations into Lithuanian

Address and capital evidence

Registered office consent or lease
Bank confirmation of paid-in share capital

Common Legal Mistakes to Avoid

Many delays occur due to preventable legal errors.

Choosing an unsuitable legal form for the business model
Using an address without proper legal consent
Incomplete or incorrectly drafted statutes
Ignoring translation or legalization requirements
Underestimating VAT obligations for cross-border activity
Assuming registration alone authorizes business operations

Avoiding these mistakes significantly reduces registration time.

Frequently Asked Questions (FAQ)

How long does it take to register a company in Lithuania?

If documents are complete and compliant, registration is usually completed within several working days. Delays often arise from banking, notarization, or translation issues.

Can foreigners fully own a Lithuanian company?

Yes. Lithuanian law allows 100% foreign ownership without local partners.

Is a Lithuanian resident director required?

No. A company manager may be a foreign national, provided all legal and identification requirements are met.

What is the minimum capital for a UAB?

A UAB requires share capital contributions to be paid before registration. The amount and payment structure must comply with statutory rules.

Do I need to register for VAT immediately?

Not always. VAT registration depends on turnover and business activity, including cross-border transactions within the EU.

Should I open a branch or register a company?

A branch is suitable for extending an existing foreign company. A Lithuanian company offers greater independence and is often preferred for long-term operations.

Conclusion

To register a company in Lithuania in 2025, you must follow a structured legal process that emphasizes proper documentation, registered address compliance, and formal registration. While Lithuania is business-friendly, the system is strict on legal formality.

Foreign founders who prepare documents carefully and understand their post-registration obligations can establish operations smoothly in Vilnius, Kaunas, or Klaipėda. For complex ownership structures or regulated activities, legal review before submission can prevent costly delays and compliance risks.