{"id":8740,"date":"2022-03-18T09:44:31","date_gmt":"2022-03-18T07:44:31","guid":{"rendered":"https:\/\/tet.lt\/?p=8740"},"modified":"2026-10-09T15:54:20","modified_gmt":"2026-10-09T12:54:20","slug":"transfer-of-a-lithuanian-company-to-a-new-owner","status":"publish","type":"post","link":"https:\/\/tet.lt\/lt\/blog\/transfer-of-a-lithuanian-company-to-a-new-owner\/","title":{"rendered":"Lietuvos \u012fmon\u0117s perdavimas naujam savininkui"},"content":{"rendered":"

Lietuvos \u012fmon\u0117s perdavimas naujam savininkui<\/h1>\n

\"LietuvosThe transfer of ownership of a Lithuanian company may be carried out through the sale, gift or inheritance of shares, while the transfer of a business or its assets is a legally distinct transaction. In a share transfer, the company remains the same legal entity and generally retains its assets, liabilities, contracts and employees. In an asset or business transfer, specific assets, rights and obligations may be transferred to another legal entity, subject to applicable contractual, employment, tax and regulatory requirements. A change of shareholders does not automatically result in a change of company management.<\/p>\n

If your Lithuanian company is at the stage where the transition to a new ownership is on the horizon, you may wish to explore and evaluate all the possible ways of a company transfer. Among many other factors, such aspects as continuity of employment relationship, provision of social guarantees for employees and application of government support forms for business continuity should be considered.<\/p>\n

In order to accurately assess any possible legal consequences for the participants of the transfer, it\u2019s essential to have an understanding of the legal methods of business transfer as well as properly prepare for the process management.<\/p>\n

A dedicated Company in Lithuania UAB<\/strong> team will assist in transferring your Lithuanian company to a new owner or in preparing required documents. Following a transfer of shares in a Lithuanian private limited liability company (UAB), the company must update its shareholder records and submit the required shareholder information to JADIS within the applicable statutory deadline, generally five days after receipt of the documents supporting the changes. Where ultimate beneficial ownership changes, the relevant information must also be updated in JANGIS. Changes to the director, registered office, company name or other information maintained in the Register of Legal Entities (JAR) require separate corporate decisions and registration procedures where applicable. A transfer of shares does not automatically require changes to the company’s name, management, registered office or contact details.<\/p>\n

The ownership of a Lithuanian company may change through several legally recognised mechanisms, including share purchase agreements, share donations, inheritance, corporate reorganisations and transfers resulting from judicial or other legally binding decisions. A lease of company assets does not ordinarily constitute a transfer of company ownership. Similarly, an administrative decision transferring the provision of a public service does not automatically transfer the shares or ownership of the service provider. The applicable legal procedure depends on whether the transaction involves shares, a business undertaking, individual assets or succession rights.<\/p>\n

Key Steps to Consider for Changing Company\u2019s Ownership<\/h2>\n

Whichever model you may have to apply, a dedicated and highly experienced Company in Lithuania UAB team will step in to guide you through this complex process by offering legal and administrative support in changing ownership of your business in Lithuania. We\u2019ll be glad to arrange certified document translations, notary public services and other necessary steps inherent to a company transfer.<\/p>\n

The transfer of shares by way of gift is subject to the applicable provisions of the Lithuanian Civil Code and the Law on Companies. Notarial certification may be required depending on the value of the gift, the parties involved and the applicable statutory requirements. Under Article 6.469 of the Lithuanian Civil Code, a gift agreement involving property valued at more than EUR 14,500 generally requires notarial certification. The statutory notarisation thresholds applicable specifically to share purchase agreements should not automatically be treated as identical to the rules governing gifts of shares. Notarisation is, however, obligatory for the purchase and sale agreements of shares of private limited companies (UAB) when 25% or more of the shares of the private limited company are sold, or the sale price is more than 14,500 EUR, except in cases when personal securities accounts of the shareholders have been transferred for management to a legal entity entitled to open and manage personal accounts of financial instruments. Also, the shares of a private limited company can be sold by concluding a privatisation transaction of shares owned by the state or municipality.<\/p>\n

Lithuanian notaries may perform eligible notarial acts remotely through the e.Notaras system, subject to applicable legal requirements, identity verification and the notary’s assessment of the transaction. Remote notarisation generally requires an accepted electronic identification method and qualified electronic signature. Where remote notarisation is unavailable or unsuitable, the parties may complete the transaction through personal attendance or, where legally permitted, through authorised representatives acting under valid powers of attorney. Foreign shareholders are not automatically required to travel to Lithuania to complete a share transfer.<\/p>\n

In addition to arranging notary services, the team of Company in Lithuania UAB<\/strong> also offers power of attorney services in case you prefer to give legal power to a representative to act and make these decisions on your behalf. Enquire about a power of attorney here<\/a><\/strong>.<\/p>\n

In order for us to be able to arrange all the necessary documentation and meetings for your company\u2019s transfer in Lithuania, you should provide the following information:<\/p>\n