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About Investment Law in Marijampolė, Republic of Lithuania

Marijampolė is a regional hub in southern Lithuania with established strengths in food processing, wood and metal manufacturing, logistics, and agriculture. It sits on strategic transport routes, including the Via Baltica corridor and the Rail Baltica project area, which enhances cross-border connectivity for goods and services. The city also hosts the Marijampolė Free Economic Zone, designed to attract industrial and logistics investors with ready-to-build land, infrastructure, and potential tax incentives provided under national legislation and municipal policies.

Investment law in Lithuania is shaped by national statutes, European Union law, and municipal regulations. Investors in Marijampolė operate within the Lithuanian legal framework for company formation, real estate, finance, employment, taxation, and environmental compliance, while benefiting from EU single-market rules. Foreign and domestic investors generally enjoy equal treatment, with specific screening for investments that may affect national security or critical infrastructure.

Whether you plan to set up a company, acquire real property, finance a project, or provide financial services, understanding the applicable Lithuanian and EU rules is essential to managing risk and protecting returns.

Why You May Need a Lawyer

Investments often involve multi-step transactions and regulatory obligations. A lawyer can help you structure and implement your project efficiently while avoiding pitfalls. Common scenarios include company incorporation and governance structuring, drafting shareholder agreements, and aligning corporate documentation with Lithuanian law and EU regulations.

Real estate and construction projects usually require legal due diligence on title, encumbrances, zoning, utilities, environmental constraints, and permits. A lawyer can manage notarial formalities, registration at the Centre of Registers, and applications before municipal or state bodies.

Financial and fintech activities are licensed and supervised. Legal counsel can guide you through licensing with the Bank of Lithuania, compliance under MiFID, AML and KYC programs, consumer protection, data protection, and marketing restrictions. For cross-border transactions, counsel can coordinate multi-jurisdictional compliance and use of double tax treaties.

Investments in sensitive sectors may require foreign direct investment screening and merger control clearance. Counsel can assess whether approvals are required, prepare filings, and liaise with authorities. In addition, experienced lawyers help negotiate commercial contracts, secure intellectual property, arrange employment and immigration for key staff, and resolve disputes through courts or arbitration.

Local Laws Overview

Corporate and investment framework. The key statutes include the Civil Code, the Law on Companies, the Law on Partnerships and Small Partnerships, and the Law on Investment. Common business forms are the private limited liability company, the public limited company, small partnership, general partnership, limited partnership, and individual enterprise. Foreign investors may generally own 100 percent of a Lithuanian company. Company establishment is handled via the Register of Legal Entities at the State Enterprise Centre of Registers, with digital filing widely used. Beneficial ownership information must be reported to the relevant register.

Financial services and capital markets. Investment firms, payment and e-money institutions, fund managers, crowdfunding providers, and other financial entities are supervised by the Bank of Lithuania. EU legislation applies, including MiFID II for investment services, the Prospectus Regulation for public offerings, UCITS and AIFMD for funds, the Market Abuse Regulation, and consumer protection norms. AML and counter-terrorist financing obligations are implemented through the national AML law, requiring risk-based KYC, transaction monitoring, and reporting of suspicious activity.

Competition and FDI screening. The Law on Competition requires merger control notification where statutory turnover thresholds are met. Investments affecting national security or critical infrastructure are screened under national security legislation and require prior approval before closing. Early assessment of these regimes is crucial to avoid delays or penalties.

Real estate, land, and construction. Property transactions typically require a notarized agreement and registration with the Centre of Registers. Due diligence should cover title, mortgages, easements, leases, pre-emption rights, zoning, and any special land-use restrictions. Construction and refurbishment in Marijampolė require compliance with territorial planning and building permit rules administered by the municipality and supervised by the State Territorial Planning and Construction Inspectorate. Environmental impact screening or assessment may be required, overseen by the Environmental Protection Agency.

Marijampolė Free Economic Zone. The Marijampolė FEZ offers industrial plots and infrastructure tailored for manufacturing and logistics. National law provides for potential corporate and real estate tax relief when an investor meets statutory investment and employment criteria. The exact benefits depend on the project profile, compliance, and municipal decisions. Legal advice can help confirm eligibility and secure incentives.

Taxation. Lithuania uses the euro and applies a standard corporate income tax rate of 15 percent, with reduced rates available for qualifying small companies under statutory conditions. The standard VAT rate is 21 percent. Real estate and land taxes are set annually by municipalities within national bands. Withholding tax on outbound dividends, interest, and royalties may apply, subject to exemptions under EU directives and double tax treaties. Advance tax rulings and incentives may be available for qualifying investments.

Employment, immigration, and data protection. Employment relationships are governed by the Labor Code. Employers must comply with occupational safety, working time, minimum pay, and social security contribution rules. Non-EU managers or specialists may require work and residence permits or a startup visa pathway. Processing personal data must comply with the EU General Data Protection Regulation, supervised by the State Data Protection Inspectorate.

Procedures and formalities. Notarial certification is common for certain corporate actions and real estate deals. Foreign corporate documents may need an apostille and sworn translation into Lithuanian. Many filings can be completed electronically using qualified e-signatures recognized in Lithuania.

Frequently Asked Questions

Can a foreign investor own 100 percent of a company in Marijampolė

Yes. Lithuanian law generally allows full foreign ownership across most sectors. Restrictions or screening may apply in activities relevant to national security, critical infrastructure, defense, or similar sensitive areas. Sector-specific licensing may also be needed for financial services, energy, or telecoms.

What legal forms are most common for new investments

The private limited liability company is the most popular due to limited shareholder liability and flexible governance. Alternatives include a public limited company for larger ventures, small partnership for micro or founder-led teams, and general or limited partnerships for joint ventures. The optimal form depends on capital needs, investor exits, and regulatory considerations.

How long does it take to incorporate a company

With complete documentation and qualified e-signatures, incorporation can often be completed within several business days. Timelines extend if notarization, sworn translations, or bank account opening are needed. Pre-clearing the company name, registered address, and charter documents helps avoid delays.

Do I need a local director or physical office

Lithuanian law does not broadly mandate a resident director, but at least one management body is required and practical needs may favor a local representative. A registered address in Lithuania is required. Some licensed activities have additional substance expectations, including senior management presence and risk management functions in Lithuania.

How are bank and payment accounts opened for a new entity

Banks and licensed payment institutions apply strict AML and KYC checks. Be prepared to provide beneficial ownership data, business plans, source of funds, and identification documents. Opening an account may take longer for non-resident owners or higher-risk sectors. Early engagement with a chosen provider is advisable.

When is foreign direct investment screening required

Screening applies to investments that could affect national security or critical infrastructure, including certain energy, transport, information technology, finance, and defense-related assets. Transactions may require prior clearance before completion. A legal assessment should be done early to plan for filing content, procedural steps, and timing.

What should I check before purchasing real estate in Marijampolė

Conduct a full title and encumbrance review at the Centre of Registers, verify zoning and permitted uses with the municipality, confirm utilities and access, and identify any pre-emption rights. For development projects, confirm whether environmental screening, design approvals, or building permits are required and whether any cultural heritage or protected area rules apply.

What taxes should investors consider

Key taxes include corporate income tax at a standard 15 percent rate, VAT at 21 percent, and municipal real estate and land taxes. Withholding taxes may apply to outbound dividends, interest, and royalties, subject to relief under EU directives and double tax treaties. Project location in a free economic zone and qualifying investments can provide tax relief where statutory conditions are met.

Can I hire non-EU staff for my project

Yes, subject to Lithuanian immigration procedures. Options include work permits, EU Blue Card, or startup-focused routes. Employers must comply with labor, social security, and payroll tax obligations. Processing time depends on the route and completeness of documentation.

How are commercial disputes resolved

Disputes can be brought before Lithuanian courts or resolved by arbitration if the contract includes an arbitration clause. The Vilnius Court of Commercial Arbitration is a commonly chosen institution for business disputes. Mediation is encouraged by law and may be mandatory in some civil cases. Contractual choice-of-law and jurisdiction clauses should be drafted carefully at the outset.

Additional Resources

Bank of Lithuania for licensing and supervision of financial and investment services, and guidance on consumer credit, payments, and AML compliance.

State Enterprise Centre of Registers for company formation, beneficial ownership reporting, and registration of real estate and mortgages.

Marijampolė Municipality Administration for local permits, territorial planning, building and design approvals, and municipal taxes.

Marijampolė Free Economic Zone management company for land availability, infrastructure, and guidance on eligibility for FEZ-related benefits.

State Tax Inspectorate for corporate income tax, VAT, withholding taxes, and tax rulings.

Competition Council for merger control guidance and competition compliance.

Environmental Protection Agency and National Land Service for environmental permits, land-use approvals, and agricultural or forest land specifics.

State Data Protection Inspectorate for GDPR compliance and data processing notifications.

Innovation Agency Lithuania and Invest Lithuania for investor support, incentives, and project facilitation.

Public Procurement Office for rules on tendering to state or municipal entities in Marijampolė and nationwide.

Next Steps

Clarify your investment model and regulatory footprint. Define whether you will acquire a local business, form a new entity, buy real estate, or provide regulated services. Map licensing, FDI screening, merger control, and sector-specific approvals early to avoid closing risks.

Engage legal and tax counsel. Request a scoping memo with a clear timeline, required documents, and estimated costs. Ask counsel to coordinate with notaries, the Centre of Registers, and the municipality, and to identify any treaty benefits or incentives you may qualify for.

Assemble due diligence materials. Prepare corporate documents, identification and beneficial ownership data, source-of-funds evidence, and draft commercial agreements. For property or construction, gather site plans, zoning extracts, utility confirmations, and environmental reports.

Schedule regulatory pre-consultations. Where appropriate, hold informal consultations with the Bank of Lithuania or municipal authorities to confirm licensing expectations, documentation standards, and processing timelines.

Plan for compliance operations. Design AML and data protection frameworks, adopt internal policies, appoint responsible officers, and set up accounting and payroll. Choose reliable banking or payment partners and ensure your substance and governance meet regulator expectations.

Document dispute and exit strategies. Include clear governing law, jurisdiction or arbitration clauses, and step-in rights in your contracts. For joint ventures, adopt shareholder agreements with minority protections, information rights, and exit mechanisms.

Execute and register. Complete notarizations, filings, and registrations. Monitor post-closing obligations such as tax registrations, UBO updates, license conditions, and reporting calendars.

This guide is informational only. Laws and municipal policies change. Consult a qualified Lithuanian lawyer for advice tailored to your investment in Marijampolė.

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Disclaimer:
The information provided on this page is for general informational purposes only and does not constitute legal advice. While we strive to ensure the accuracy and relevance of the content, legal information may change over time, and interpretations of the law can vary. You should always consult with a qualified legal professional for advice specific to your situation. We disclaim all liability for actions taken or not taken based on the content of this page. If you believe any information is incorrect or outdated, please contact us, and we will review and update it where appropriate.