Steps to start a private limited liability company

You will need to get a bank certificate proving the availability of the funds in your new account.

Some banks apply charges of EUR 4,34-8,69 for issuing a bank certificate, which verifies the payment of the minimum capital (EUR 2 500). The ordinary issuance of a bank certificate costs EUR 4,34 and an urgent issuance of the certificate costs EUR 8,69.

There are three main ways to get a qualified electronic certificate (electronic signature):

1. Through a Lithuanian national identity card or Lithuanian public servant ID card issued by the Identity Documents Personalisation Centre under the Ministry of Interior of the Republic of Lithuania.

2. Mobile network operators can issue mobile electronic signatures: www.bite.lt, www.omnitel.lt, www.tele2.lt.

3. Through a secure e-token with electronic signature embedded provided and issued by Centre of Registers. Price of the certificate is EUR 2,67. Duration of the cetificate varies from 10 minutes to 1 day.

The cost for e-signature certificate is EUR 2,67. Entrepreneurs must have some equipment where to store the e-signature certificate. Encrypted USB flash drive costs EUR 43,34, plastic card (including card reader) costs EUR 29,13.

Reservation of the new company name is compulsory for online registration of a company. Checking of the name is free of charge, and the reservation costs EUR 16,22.

To register at the Register of Legal Entities, including registration for corporate tax and social security insurance, the company must file the following documents:

• Application for company registration
• Articles of association of the Founder (shareholder)
• License (if applicable)
• Minutes of the statutory meeting
• Articles of association of a company
• Founding act / Founding agreement
• List of shareholders
• Corporate decisions on the appointment of members of bodies of a company

The statutory meeting may be not held if the members of a company’s body elected by the general meeting of the shareholders (the members of the Supervisory Board, the Management Board or the Managing Director) are indicated in the founding act or founding agreement of the company.

Registration certificates of companies are not issued any more. Instead, the access key to the electronic certified register extract is issued. The legal entity can use this access key itself or provide it to other concerned parties.

The company must be registered as a VAT payer if its annual turnover is more than EUR 45,000. 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. 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.

A company must be registered as a corporate taxpayer within 5 days of registering with the Register of Legal Entities. The Registrer automatically forwards the relevant information to the Tax Office (see Procedure 4). 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.

VAT payer must be registered at State Tax Inspectorate within 7 business days (10 calendar days). However, the company may be required to present additional documents and in such cases the process of registration as a VAT payer may take longer.