Best Equity Capital Markets Lawyers in Biržai

About Equity Capital Markets Law in Biržai, Republic of Lithuania

Equity Capital Markets (ECM) law governs the mechanisms and rules for raising capital through the issuance and trading of shares and other equity instruments. In the Republic of Lithuania, including the region of Biržai, this area of law is crucial for businesses seeking access to funding, whether through public offerings or private placements. The regulatory framework is shaped by both national legislation and European Union directives, ensuring the proper functioning of capital markets, investor protection, and market transparency. For local and international investors alike, understanding ECM laws is essential for successful participation in these markets.

Why You May Need a Lawyer

Legal assistance is often crucial in matters involving Equity Capital Markets. Here are some common scenarios in which you may require the help of a lawyer in Biržai:

• Preparing for an initial public offering (IPO) or listing on NASDAQ Vilnius or other platforms
• Issuing new shares, convertible bonds, or rights offerings
• Complying with disclosure and reporting obligations required by Lithuanian law and EU regulations
• Drafting and negotiating underwriting and placement agreements
• Advising on private placements and venture capital raising
• Managing regulatory inquiries or addressing potential violations
• Ensuring proper due diligence for both issuers and investors
• Resolving disputes related to shareholding, share transfers, or market manipulation
• Advising on cross-border investments and foreign shareholder rights

Local Laws Overview

In Biržai, as a part of the Republic of Lithuania, the legal framework for Equity Capital Markets is governed by several key acts and regulations:

• Lithuanian Law on Securities - regulates the issuance, public offering, and trading of securities, including shares
• Law on Companies - outlines the procedures for issuing, selling, and transferring shares within corporate structures
• Financial Instruments Market Law - addresses market conduct, transparency, and the prevention of manipulation
• EU Regulations and Directives - such as the Prospectus Regulation, Market Abuse Regulation (MAR), and MiFID II, which apply to Lithuanian markets as an EU member state
• Supervision by the Bank of Lithuania - the main supervisory authority overseeing market participants and enforcing compliance

Frequently Asked Questions

What is considered an Equity Capital Markets transaction in Lithuania?

Any operation involving the issuance, sale, or trading of company shares, including IPOs, private placements, rights issues, and share buybacks, qualifies as an ECM transaction under Lithuanian law.

Is a prospectus always required for the issuance of shares?

A prospectus is generally required for public offerings, but certain exemptions exist for private placements, small offerings, or offerings to qualified investors. The rules are set by both Lithuanian law and EU Prospectus Regulation.

Which authority regulates Equity Capital Markets in Biržai?

The Bank of Lithuania is the primary supervisory authority, overseeing compliance, market conduct, and investor protection in ECM matters.

What are the main disclosure requirements for issuers?

Issuers must provide accurate, up to date, and comprehensive information to investors, including financial reports, risk factors, and business details as set out in the Law on Securities and relevant EU directives.

Can a foreign company list its shares in Lithuania?

Yes, foreign companies may list their shares on Lithuanian exchanges, subject to compliance with local and EU listing and disclosure requirements.

What penalties exist for violating ECM regulations?

Penalties may include fines, suspension of trading, compensation for damages, and in severe cases, criminal liability for market abuse, insider trading, or fraud.

Do minority shareholders have special protections?

Lithuanian law provides various protections for minority shareholders, especially concerning information rights, vote on significant decisions, and protections against unfair prejudice.

What is the process for increasing a company’s share capital?

The process involves an appropriate resolution by shareholders, amendment of company statutes, registration with the Register of Legal Entities, and compliance with disclosure obligations.

Are ECM transactions in Biržai subject to EU rules?

Yes, as Lithuania is part of the EU, ECM transactions in Biržai must comply with EU-level regulations such as the Prospectus Regulation and Market Abuse Regulation.

When should I consult a lawyer for an ECM matter?

It is advisable to consult a lawyer at the early stages of any ECM transaction, from planning and structuring to drafting documents and ensuring compliance with all legal obligations.

Additional Resources

If you are seeking further information or legal assistance, the following resources may be helpful:

• Bank of Lithuania - Supervisory authority providing guidance, approvals, and overseeing compliance
• NASAQ Vilnius Stock Exchange - The main securities exchange in Lithuania
• Register of Legal Entities - Maintains official company records, including share capital details
• Lithuanian Ministry of Finance - Provides information on financial markets policy and regulation
• Local law firms and legal associations - Offer consultation and representation on ECM matters

Next Steps

If you require legal assistance with Equity Capital Markets in Biržai, consider the following steps:

• Identify your specific needs, such as issuing shares, attracting investors, or resolving shareholder disputes
• Gather all relevant documents, including company statutes, previous issuances, and relevant correspondence
• Contact a local law firm or legal expert experienced in ECM matters
• Schedule an initial consultation to assess your legal position and compliance risks
• Follow legal guidance for preparing necessary documentation, regulatory notifications, and ongoing compliance
• Stay informed about regulatory changes affecting ECM transactions in the Republic of Lithuania and the EU