[ESTABLISHING A BUSINESS ENTITY IN LITHUANIA] 314
• registration of beneficial owners in the sub-system (JANGIS) of Information System of Legal Entities Participants (JADIS) (applicable legal entities of all legal forms). To establish a branch or a representative office in Lithuania, the following main steps must be taken: • making an interim name reservation (optional); • adoption of a decision by a competent body of the founder to establish a branch or a representative office in Lithuania, to appoint a manager (head) of a branch or a representative office; • obtaining a consent of the owner for premises wherein a branch or a representative office shall be domiciled; • preparation and approval of regulations of a branch or a representative office by a competent body of the founder; • notarizing the establishment documents at the notary; • registration of establishment documents with the Register of Legal Entities. In addition to the above-mentioned documents of the foreign founder the extract from the register in which the foreign founder is registered, incorporation documents, annual financial statements for the last financial year, management report or sustainability report, consolidated financial statements management report and sustainability report, if such documents are required by the laws of a foreign state, must be submitted to the Register of Legal Entities in case of establishment of a branch or a representative office by a foreign company (officially certified (i.e. apostilled or legalized) and translated into Lithuanian language). Also, copies of personal documents of persons
authorized to act on behalf of the founder shall be required. The registration of a company or a branch or a representative office takes up to 3 business days as of submission of all documents to the Register of Legal Entities. There is also a possibility to register UAB online. However, there are certain requirements that must be met: • the founder must have a qualified e-signature; • the Articles of Association and the Deed of Incorporation of UAB shall be of the form approved by the Government; • the name of UAB can be reserved in advance and shall not include a word “Lithuania” in it; • the owner or co-owners of the premises whereat the UAB will be registered shall sign the generated consent with a qualified electronic signature;
the authorized capital must be paid by monetary contributions.
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While registering UAB online, there is no need to visit a bank for opening of an accumulative bank account. Online system allows to select the commercial bank, credit or electronic money institution operating in Lithuania whereat an accumulative bank account may be remotely opened under UAB’s name. The company establishment online may be chosen in case all of the founders have a digital signature issued by the Register of Legal Entities, mobile signature issued by one of the Lithuanian mobile network operators or a digital signature, which is integrated in the Lithuanian identity card. However, please note that in case the founder is a foreign legal entity or a foreign natural person,
ILN Corporate Group – Establishing a Business Entity Series
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