Best New Business Formation Lawyers in Marijampolė

About New Business Formation Law in Marijampolė, Republic of Lithuania

Starting a business in Marijampolė follows national Lithuanian law, with some municipal rules affecting local permits, fees, and operations. Lithuania offers several legal forms for new ventures, including sole proprietorships, small partnerships, private limited liability companies, and partnerships. Most companies are registered centrally with the Register of Legal Entities maintained by the Centre of Registers. Many steps can be completed online using a qualified electronic signature. After registration, you must meet tax, accounting, and reporting requirements and, where applicable, obtain sector licenses. Marijampolė Municipality sets certain local fees and rules that can affect everyday operations, especially for retail, hospitality, signage, and trading in public spaces.

Why You May Need a Lawyer

While many entrepreneurs can incorporate on their own, a lawyer can add value in several situations:

- Choosing the right legal form and tax regime for your goals and risk profile.

- Drafting or reviewing incorporation documents, articles of association, members agreements, and shareholder agreements.

- Structuring founder equity, vesting, convertible notes, and investment terms.

- Handling non-cash contributions, intellectual property transfers, or cross-border founders.

- Ensuring compliance with licensing in regulated sectors such as food service, alcohol retail, financial services, transport, healthcare, or education.

- Planning employment, contractor, and management arrangements that fit Lithuanian labor law and social security requirements.

- Registering beneficial owners, data protection compliance, consumer law, and advertising rules.

- Advising on local Marijampolė permits, signage, outdoor seating, events, and trading in public places.

- Navigating bank account opening for non-residents and anti-money laundering checks.

- Preparing for investment, mergers, or future exit with clean corporate governance and reporting.

Local Laws Overview

Key national laws and concepts relevant to new business formation in Marijampolė include:

- Legal forms: Sole proprietorship - individual activity or business certificate, Mažoji bendrija - small partnership, Uždaroji akcinė bendrovė - private limited liability company, Tikroji ūkinė bendrija - general partnership, Komanditinė ūkinė bendrija - limited partnership, Viešoji įstaiga - public institution, cooperative, and others.

- Registration: Most entities register with the Register of Legal Entities via the Centre of Registers. Many founders use qualified e-signatures - for example, Mobile ID or Smart ID - to incorporate online. If founders lack a recognized e-signature or are contributing non-cash assets, a notary route may be required.

- Share capital: UAB minimum share capital is 1000 euros. MB has no statutory minimum capital. Non-cash contributions may require an independent valuation and additional formalities.

- Governance: A UAB must have a general meeting of shareholders and a director. Supervisory bodies are optional unless required by the articles or by law. An MB is owned by members - up to 10 - with a manager or member acting as head of the entity as set in its regulations.

- Beneficial ownership: Most entities must report beneficial owners to the Centre of Registers beneficial ownership system. Updates are required after changes.

- Address and consent: You must provide a registered office address in Lithuania. If you do not own the premises, the owner must provide written consent. Virtual office solutions are allowed if they meet legal requirements.

- Taxes: Corporate income tax is generally 15 percent, with possible reduced rates for small companies that meet statutory criteria. Dividends to individuals are generally subject to personal income tax. VAT registration is required once turnover reaches the statutory threshold - commonly 45000 euros over 12 months, subject to change. Registration with the State Tax Inspectorate is required, and certain reporting is electronic.

- Accounting and reporting: Entities must keep accounts under Lithuanian Business Accounting Standards or IFRS where applicable and file annual financial statements with the Register of Legal Entities. Audit requirements depend on size thresholds and sector specifics.

- Employment: Employment relationships are governed by the Labour Code. Employers must register employees with the State Social Insurance Fund Board and comply with wage, working time, health and safety, and dismissal rules.

- Data protection: EU General Data Protection Regulation applies if you process personal data. Some businesses must appoint a data protection officer or complete impact assessments.

- Sector licenses: Food businesses, alcohol retail, pharmaceuticals, transport, education, gambling, and financial services require permits from sector regulators. Alcohol retail licenses are municipal. Food operators are supervised by the State Food and Veterinary Service.

- Marijampolė municipal specifics: The municipality sets fixed fees for business certificates for certain trades, regulates trading in public places, approves outdoor advertising and signage, controls outdoor seating and terrace permits, and sets local real estate tax rates within national ranges. Local rules can affect operating hours, noise management, and public event permissions.

Frequently Asked Questions

What are the most common business forms for small enterprises in Marijampolė

Many micro and small entrepreneurs choose an MB - small partnership - or a UAB - private limited liability company. Sole proprietorships are also common, operated under an individual activity certificate or a fixed fee business certificate for certain trades. The best choice depends on liability, tax, investor expectations, and governance needs.

How long does it take to register a company

If all founders have qualified e-signatures and documents are in order, online registration can take a few business days. If a notary is required or there are non-cash contributions, expect additional time for notarization and valuations.

Do I need to reserve a company name

Name reservation is optional but helpful if you want to secure a name before filing. You must ensure the name is distinguishable and compliant with naming rules. The Centre of Registers checks availability during registration.

What is the minimum capital for a UAB

The minimum share capital is 1000 euros. It can be paid into an accumulation account before registration. After registration, the account is converted into a regular payment account.

Can a foreigner incorporate a company in Marijampolė

Yes. Foreign founders can incorporate, but they need a recognized qualified e-signature to file online. Without it, they can use a notary route. A Lithuanian registered address is required, and opening a bank account may involve additional due diligence.

When must I register for VAT

You must register once your taxable turnover exceeds the statutory threshold - commonly 45000 euros in a rolling 12-month period. Voluntary VAT registration is possible in some cases. Always confirm the current threshold with the State Tax Inspectorate.

What licenses might I need locally

Businesses selling alcohol require a municipal license. Food service and retail food operators must register with the State Food and Veterinary Service. Outdoor signage, terrace seating, trading in public spaces, and temporary events require municipal permissions in Marijampolė.

What are the tax rates for small companies

The standard corporate income tax rate is 15 percent. Reduced rates can apply to qualifying small companies that meet turnover and staffing criteria, and some new small entities can benefit from a 0 percent rate in the first year if statutory conditions are met. Consult a tax professional to confirm eligibility.

How is an MB different from a UAB

An MB - small partnership - has no minimum capital, up to 10 members, and flexible internal rules. A UAB has limited liability, a minimum capital of 1000 euros, and a structure that is familiar to investors. Both can distribute profits subject to law and accounting rules.

What ongoing filings do companies need to make

Typical obligations include accounting records, annual financial statements to the Register of Legal Entities, corporate income tax returns to the State Tax Inspectorate, VAT returns if registered, social insurance reporting for employees, and updates to beneficial ownership data after changes.

Additional Resources

- Centre of Registers - Register of Legal Entities and beneficial ownership systems.

- State Tax Inspectorate - tax registration, VAT, corporate income tax, and e-filing.

- State Social Insurance Fund Board - employee registration and social insurance.

- State Labour Inspectorate - labor law and occupational safety guidance.

- State Food and Veterinary Service - food business registration and inspections.

- State Consumer Rights Protection Service - consumer law compliance and ADR.

- Bank of Lithuania - licensing for financial services and payment institutions.

- Marijampolė Municipality Administration - local business certificates, public trading permits, signage and terrace approvals, local fees and taxes.

- Public Procurement Office - rules if you sell to public sector buyers.

- State Data Protection Inspectorate - GDPR guidance and supervision.

Next Steps

- Define your business model, choose a legal form, and draft a simple governance plan - who owns what, who manages, how decisions are made.

- Check your company name and prepare incorporation documents - articles or regulations, founder decisions, address consent, and capital deposit where required.

- Decide on tax and accounting choices - VAT status, small company reliefs, and bookkeeping method. Set up an accountant or accounting software early.

- Register with the Register of Legal Entities and the State Tax Inspectorate. File beneficial ownership data promptly after registration.

- Open a bank or payment institution account and set internal controls for payments and recordkeeping.

- Identify and apply for sector licenses and municipal permits relevant in Marijampolė - alcohol, food, signage, terraces, public space trading, and events.

- If you will hire, prepare compliant employment contracts, register employees with social insurance, and set health and safety processes.

- Implement privacy and consumer protection basics - privacy notices, terms and conditions, clear pricing, and complaint handling.

- Consult a Lithuanian business lawyer or tax adviser for tailored advice, especially if you have multiple founders, foreign shareholders, non-cash contributions, or operate in a regulated sector.

This guide is for general information only and is not legal advice. Laws and rates change. Always verify current requirements with competent authorities or a qualified professional.