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Register your private limited liability company (UAB – Uždaroji Akcine Bendrove) in Lithuania

by | Jan 14, 2023 | Corporate Structuring

Register your private limited liability company (UAB - Uždaroji Akcine Bendrove) in Lithuania

Widely known as an economic powerhouse, Lithuania is a suitable country in Europe to establish a business. 

The country has a stable economy, a dynamically developing financial sector, and is home to a skillful talent pool. 

Opening a company in Lithuania gives the possibility to enter the European market and also experience the economic stability of the country. 

Additionally, establishing a business in Lithuania gives you the right to obtain a Residence Permit, and also gives you the possibility to get support from the European Union for the development of your business. 

Entrepreneurs who would like to start a business in Lithuania get the option of setting up several forms of companies, and the most common form to establish your presence in Lithuania is a limited liability company (UAB – Uždaroji Akcine Bendrove). 

Features of a Lithuania private limited liability company

  • A Lithuania private limited liability company is qualified as a legal entity. This company structure and its shareholders have limited liability, so the shareholders’ undertaking is restricted to the amount of the invested capital amount only. 
  • In Lithuania, one person can be the founder of a private limited liability company, and this person could be a resident or non-resident of Lithuania. 
  • The Lithuania private limited liability company is managed by the shareholders, and its management structure is specified during the first general meeting of the shareholders. The number of shareholders in a Lithuania UAB must not surpass 250. 
  • When establishing a Lithuania private limited liability company, the minimum registered capital is EUR 2,500. 

Lithuania private limited liability companies are regulated under The Republic of Lithuania Law on Companies. 

The procedure for registering a Lithuanian limited liability company 

The step-by-step process of registering a company in Lithuania involves the following: 

  • Selection of a company name and the reservation of the name. 
  • Opening a local bank account and depositing the required minimum share capital. 
  • Choosing a legal address 
  • Preparation of constituent documentation, e.g., Articles of Association (AoA). 
  • Registration of the Lithuanian company in the register of legal entities. 
  • Registration of the company with the Social Insurance Fund and the tax inspectorate 

After the company registration procedure, the owner must hire an accountant. 

The conditions for registering a l company in Lithuania are the same for residents and non-residents. 

If you decided to set up a company in Lithuania, let’s go ahead and contact your Damalion expert now.  

Damalion

Register your private limited liability company (UAB – Uždaroji Akcinė Bendrovė) in Lithuania

For entrepreneurs, investors, family offices, and international groups • Clear steps, required documents, costs, governance, and tax basics to set up your Lithuanian UAB with confidence.

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Why choose a UAB in Lithuania?

A UAB is a limited liability company. Shareholders are liable only up to their contribution. Lithuania offers access to the EU market, a skilled workforce, and digital administration. Non-residents can own 100% of a UAB.

Key points at a glance

Topic UAB (Private LLC)
Legal form Separate legal entity; limited liability for shareholders
Shareholders 1 to 250 shareholders (individuals or companies, resident or non-resident)
Minimum share capital EUR 2,500
Management General Meeting of Shareholders; director(s); optional supervisory bodies
Registered address Mandatory Lithuanian address
Bank account Capital deposit and operational account (can be different banks)

Documents you will need

  • Shareholder(s) and director(s): passport/ID and address proof.
  • Company name options (for reservation).
  • Registered office confirmation in Lithuania.
  • Articles of Association and incorporation forms.
  • Capital deposit confirmation (for EUR 2,500 minimum).
  • For corporate shareholders: incorporation certificate, register extract, UBO chart, and signatory authority.
  • Certified translations/apostilles if requested by the registry or bank.

How to register your UAB

  1. Choose a name. Prepare 2–3 alternatives in case the first is taken.
  2. Prepare the incorporation file. Articles of Association, shareholder and director data, registered address.
  3. Open a temporary capital account. Deposit at least EUR 2,500 and obtain a bank confirmation.
  4. File with the Register of Legal Entities. Submit documents and pay state fees.
  5. Obtain registration and company code. The UAB becomes a legal entity after registration.
  6. Convert to an operational bank account. Activate online banking and user rights.
  7. Register for taxes and social insurance as needed. VAT registration if thresholds or activities require it.

Costs and timelines

  • State fees and notary/translation costs depend on your file.
  • Bank fees for capital deposit and operational account apply.
  • With complete documents, registration can be completed in days to a few weeks.

Tax basics

  • Corporate income tax: standard rate applies; reduced rates may apply to small companies if conditions are met.
  • VAT: standard VAT rate applies; registration depends on activity and thresholds.
  • Dividends and capital gains: subject to Lithuanian rules and any applicable double tax treaties.
  • Obtain independent tax advice for your case.

Governance and compliance

  • Maintain shareholder register and corporate records.
  • Annual accounts and filings are required.
  • Keep contracts and invoices organized for audits and tax reviews.

Frequently asked questions — legal and tax

1) Can a non-resident be the sole shareholder and director?
Yes. One person can own and manage a UAB, subject to standard checks.
2) What is the minimum share capital?
At least EUR 2,500. A bank issues a capital deposit confirmation before registration.
3) Can I pay in kind for share capital?
In-kind contributions are possible if properly valued and documented under Lithuanian rules.
4) Do shares have nominal value?
Yes. The Articles set the nominal value and number of shares.
5) Is a supervisory board mandatory?
No. A UAB may operate with a director only, unless Articles require otherwise.
6) Do I need a Lithuanian registered office?
Yes. A domestic registered address is mandatory.
7) Are UBO disclosures required?
Yes. Ultimate beneficial owners must be identified and recorded as required by law.
8) What accounting is required?
Maintain accounting records and file annual financial statements in line with Lithuanian law.
9) Do I need an audit?
Audit is required only if thresholds or specific criteria are met, or if Articles/investors require it.
10) How are dividends taxed for shareholders?
Dividends are taxed under Lithuanian rules and applicable double tax treaties; rates depend on the recipient’s status.
11) Can losses be carried forward?
Tax loss carry-forward is generally allowed under conditions set by law.
12) When do I register for VAT?
Register when your activity or thresholds require it, or voluntarily if beneficial.
13) Are director salaries subject to Lithuanian payroll taxes?
Employment income paid in Lithuania is generally subject to applicable payroll taxes and social insurance; get tailored advice.
14) Can a UAB have foreign directors?
Yes. Keep identification, address details, and authority documents on file.
15) Can I change shareholders later?
Yes. Share transfers follow the Articles and statutory procedures; update registers and filings.
16) How are intercompany loans treated?
Document terms at arm’s length. Transfer pricing and thin capitalization rules may apply.
17) Are board meetings required to be in Lithuania?
Not strictly, unless your Articles require it. Keep minutes and resolutions properly.
18) Can the company be dormant?
Yes, but statutory filings and record-keeping still apply.
19) How long does it take to close a UAB?
Liquidation involves notices, creditor settlement, and filings; the timeline depends on the case.
20) Does Lithuania have double tax treaties?
Yes. Many treaties apply; confirm benefits based on residence and substance.

This section is informational. For decisions, obtain independent legal and tax advice.

10 Best Things to Do in Vilnius, Lithuania in 24 Hours

Use a compact route with easy-to-reach highlights around the Old Town and business district.

  1. Cathedral Square — historic heart and meeting point. Jump to map
  2. Gediminas’ Tower — views over the Old Town.
  3. Pilies Street — classic Old Town walk.
  4. Vilnius University — courtyard ensemble and library.
  5. Užupis — creative district by the river.
  6. MO Museum — modern art stop near Gedimino pr.
  7. Bernardine Garden — green pause by the river.
  8. Business District (Konstitucijos pr.) — skyline walk and bridges.
  9. Gate of Dawn — city gate with chapel.
  10. TV Tower (optional) — panorama if time allows.

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