Why Choose Lithuania for Company Formation?
Lithuania offers a formation proposition built on three pillars: a deep fintech and electronic-money ecosystem, EU single-market access including MiCA passporting to the EEA (the 27 EU states plus Iceland, Liechtenstein and Norway),[19] and a low headline corporate tax rate with generous reliefs for small and new companies. The UAB is the standard private limited company and the vehicle for crypto, payment, and high-risk operators entering the European market through Lithuania.
Registration runs through the Centre of Registers (Registrų centras) and completes in days once documents are in order.[6]
The formation step itself is fast and inexpensive. The harder practical questions come afterwards: opening durable banking for a crypto or high-risk company, and meeting the substance and capital bar if a Bank of Lithuania licence is the end goal. Sequencing formation, banking pre-qualification, and licence design together is what separates a smooth launch from a stalled one.
EU Membership and MiCA Passporting
A Lithuanian UAB operates within the EU single market. The Markets in Crypto-Assets Regulation (Regulation (EU) 2023/1114) applies directly, and Lithuania’s Law on Markets in Crypto-Assets designates the Bank of Lithuania (Lietuvos bankas) as the competent authority for crypto-asset service providers; a MiCA CASP authorisation passports across the EEA without additional national authorisations.[3][21]
Lithuania built a large population of electronic-money operators and, until its national regime closed on , of registered virtual-asset operators, which is why it remains a common comparison point for EU crypto and payment licensing. For businesses targeting European customers, a UAB provides a direct pathway from formation to a MiCA CASP licence.
Fintech Ecosystem and Remote Formation
Lithuania built its competitive position on payments and e-money. The Bank of Lithuania operates a centralised payment system access regime that lets licensed payment and electronic money institutions reach SEPA directly, which is one reason the country became a base for payment and electronic money institutions.
A UAB can be incorporated remotely: foreign founders need not attend in person, and fully electronic registration is available where every founder holds a qualified electronic signature accepted in Lithuania, with notarisation as the alternative route (see Remote Formation below).
Flat Corporate Tax with Reliefs
Lithuania applies a flat corporate income tax on profits whether retained or distributed: 17% from (16% in 2025).[4] The model is the opposite of Estonia’s distribution-based system: Lithuania taxes profit as it is earned, but at a lower headline rate, and layers on a 7% reduced rate (6% in 2025) for small companies with revenue up to €300,000 (combined across related entities), plus a 0% rate for newly established small entities owned only by individuals in their first two tax periods from 2026.[24]
Whether the flat model or a distribution-based one is more efficient is profile-dependent; the Taxation section below works the comparison through in full.
Entity Types Under Lithuanian Law
Lithuanian company law recognises several business forms, but the UAB dominates crypto, fintech, and high-risk company formation. Governed by the Law on Companies (Akcinių bendrovių įstatymas)[1] together with the Civil Code, the UAB is the standard entity for MiCA CASP licensing, payment and electronic money institution licensing, and most regulated activities. The AB (akcinė bendrovė, public limited company) is reserved for larger or listed undertakings and requires €25,000 of capital. The MB (mažoji bendrija, small partnership) is a lighter, low-cost form popular with sole founders but generally unsuitable for regulated financial activities.
Definition: UAB (uždaroji akcinė bendrovė): Private Limited Company
A UAB is a limited liability company whose share capital is divided into shares not offered publicly. Since the minimum authorised capital is €1,000 (reduced from €2,500). A UAB requires at least one shareholder and at least one director (vadovas, a natural person who need not be resident); a single person may hold both roles. A UAB is eligible for MiCA CASP, EMI, payment institution, and gambling licences.
| Entity | Local Name | Min. Capital | Min. Directors | Used For |
|---|---|---|---|---|
| UAB | Uždaroji akcinė bendrovė | €1,000 | 1 (natural person) | Standard for crypto/fintech/high-risk |
| AB | Akcinė bendrovė | €25,000 | 1 (manager) + supervisory/management board | Public limited companies, listed undertakings |
| MB | Mažoji bendrija | None | 1 (member-managed or appointed) | Small businesses, sole founders (not for regulated finance) |
| IĮ | Individuali įmonė | None | Owner-managed (unlimited liability) | Sole proprietorships (unlimited liability) |
| Branch | Filialas | None | Appointed manager | Branch of a foreign company (not a separate legal entity) |
Formation Process
A UAB is registered with the Centre of Registers (Registrų centras), which operates the Register of Legal Entities. Two routes exist: fully electronic incorporation, where every founder holds a qualified electronic signature accepted in Lithuania and uses the registry self-service portal; and notarial incorporation, where a notary verifies identities and the founding documents and submits them to the registry. A well-prepared application is processed in 3 to 5 business days once complete and correct documents reach the registrar.[6]
One practical detail concerns how the €1,000 share capital is paid in. Under the Law on Companies, each founder pays in cash at least 25% of the nominal value (plus any share premium) of the shares they subscribe, and these initial contributions must together reach the €1,000 minimum, so a UAB formed on the €1,000 floor pays the full €1,000 before registration; on higher capital, the balance follows within the term set in the formation agreement or act, at most 12 months after it was concluded.[1]
A temporary capital-accumulation account is opened with a credit institution to receive the initial contributions, and that account is converted to a full business account once the company is on the register.
For crypto and high-risk founders this is the step where banking friction first appears, so it is worth pre-qualifying a banking route in parallel with formation rather than after it.
What You Need to Prepare
| Category | Document / Item | Details |
|---|---|---|
| Identity | Qualified electronic signature or notarised ID | E-signature accepted in Lithuania for the electronic route; otherwise the notary verifies passports/ID |
| Identity | Proof of residential address | Utility bill or bank statement (within 3 months), for KYC by service providers |
| Corporate | Company name | Reserve and pre-check availability with the Centre of Registers; must include “UAB” |
| Corporate | Registered office address in Lithuania | Lease or service-address agreement; address must accept official correspondence |
| Corporate | EVRK activity code | Lithuanian classification of economic activities; codes for financial services, gambling, or crypto trigger separate authorisation |
| Corporate | Shareholder structure | Names, identification, share allocation, and voting rights |
| Corporate | Director (vadovas) appointment | At least one natural-person director; consent and ID required; need not be resident |
| Formation | Articles of association & incorporation act | Founding act (or agreement, if multiple founders) and the articles; standard templates exist for the electronic route |
| Formation | Beneficial ownership data | Filed in the JANGIS subsystem of JADIS; UBO threshold >25% |
| Financial | Share capital | Minimum €1,000; initial contributions paid in cash to a capital-accumulation account before registration, reaching at least €1,000 |
| Financial | State fee payment | Paid to the Centre of Registers; name reservation fee separate |
Preparation and Name Reservation
Reserve the company name with the Centre of Registers and confirm availability. Decide the entity (UAB), draft the founding act and articles of association, and select EVRK activity codes: codes for financial services, gambling, or crypto-asset services flag activities that need separate authorisation. Arrange a registered office address in Lithuania through a lease or a service-address provider. Decide whether to use the electronic or notarial route based on whether founders hold a compatible qualified e-signature.
Capital Deposit
Each founder pays in cash at least 25% of the nominal value (plus any share premium) of their shares, and the initial contributions must together reach the €1,000 minimum, so on the €1,000 floor the full capital is paid before registration; on higher capital, the balance follows within the term in the formation agreement or act, at most 12 months after it was concluded. Open a temporary capital-accumulation account with a credit institution and deposit the initial contributions. The institution issues a confirmation used in the registration file. For crypto and high-risk founders, this is the first point where banking due diligence applies, so pre-qualifying the banking relationship early avoids a stall here.
Submission and Registration
Submit the founding documents either through the registry self-service portal (electronic route, signed with qualified e-signatures) or via a notary (notarial route). The application includes the company name, registered office, EVRK codes, shareholder structure, director appointment, and articles. The Centre of Registers reviews and, if complete and correct, enters the company in the Register of Legal Entities and issues a registration number. Processing is typically 3 to 5 business days.
Post-Registration
File beneficial ownership data in JANGIS (JADIS subsystem). Register with the State Tax Inspectorate (VMI): corporate tax registration is automatic, VAT registration is mandatory once turnover exceeds €45,000, and regardless of turnover where the company receives reverse-charge services from abroad, supplies B2B services to other EU states or makes intra-EU goods acquisitions above €14,000.[16]
Convert the temporary capital account into a full business account, or open a business or EMI account. Apply for any required licences with the Bank of Lithuania. Register as an employer with Sodra (social insurance) if hiring staff.
Remote Formation and Digital Signatures
Lithuania has an e-resident status and an e-resident ID card with qualified electronic-signature functions.[27] That status does not by itself give immigration residence, banking access or all the company-formation capabilities of Estonia’s e-Residency. A UAB can be formed and managed from abroad without it. Foreign founders and directors need not be Lithuanian residents, 100% foreign ownership is permitted, and a single person can be both sole shareholder and sole director. The two practical routes to incorporation differ in how identity is verified: a qualified electronic signature for the self-service portal, or a notary for the notarial route. Either avoids relocating to Lithuania.
The electronic route requires a qualified electronic signature recognised under the EU eIDAS Regulation and accepted by the Centre of Registers self-service portal. Lithuanian residents typically use a Mobile-ID or smart-card signature; EU nationals can in principle use a national qualified signature, but cross-border eID acceptance for the incorporation flow is uneven in practice.
Non-residents should confirm that their specific qualified signature is accepted by the portal before relying on the electronic route. Where no compatible signature is available, the notarial route is used instead.
The notarial route is the common path for non-residents without a Lithuanian e-signature. A notary verifies the founders’ identity documents (in person or, where permitted, via a power of attorney granted to a local representative) and the founding documents, then submits the file to the Centre of Registers. A notarised, apostilled power of attorney lets a local agent complete the steps so the founder never travels to Lithuania. The notary fee is the main added cost of this route.
Ongoing management is also remote-capable: shareholder meetings and board decisions can be taken by written resolution or electronically, tax filings are submitted through the State Tax Inspectorate’s electronic systems, and annual financial statements are filed electronically with the Centre of Registers. The company must, however, maintain a registered office address in Lithuania for official correspondence throughout its life.
Requirements
Lithuania’s UAB formation requirements are moderate by EU standards. A single natural-person director, a registered office in Lithuania, and €1,000 of share capital are the baseline. Complexity increases when a licence is the goal: a MiCA CASP licence requires Article 67 prudential safeguards: at least the higher of the EUR 50,000/125,000/150,000 Annex IV class floor and 25% of previous-year fixed overheads (projected first-12-month overheads for a new firm), met by qualifying own funds, insurance or a comparable guarantee, or a combination, a board of at least three members alongside the manager, fit-and-proper management, and effective management in the EU with at least one EU-resident director (MiCA Article 59(2)), all assessed by the Bank of Lithuania.[21]
Because capital, board composition, and substance obligations differ between CASP, EMI, and payment regimes, the entity is best designed for the intended licence at incorporation; the licensing-pathway section covers the sequencing.
| Requirement | Standard UAB | For CASP Licensing |
|---|---|---|
| Min. Directors | 1 (natural person) | Board of at least 3 plus a manager, each approved by the Bank of Lithuania |
| Min. Shareholders | 1 (individual or company) | 1 (with UBO transparency) |
| Supervisory Board | Not required | May be required by governance assessment |
| Foreign Ownership | 100% permitted | 100% permitted |
| Capital / Prudential Safeguard | €1,000 UAB share capital | Higher of €50,000–€150,000 permanent minimum capital by class or one quarter of fixed overheads; MiCA permits an own-funds and insurance or guarantee combination |
| Registered Office | Required (service address permitted) | Required in the Member State where at least part of the CASP services are carried out |
| Management Location | No director-residency rule | Effective management in the EU |
| UBO Disclosure (JADIS/JANGIS) | Mandatory (>25% threshold) | Mandatory (>25% threshold) |
| Resident Director | Not required | At least one director resident in the EU |
| Annual Financial Statements | Mandatory | Mandatory |
Registered Office and Local Substance
Every Lithuanian UAB must maintain a registered office address in Lithuania for receiving official correspondence from the Centre of Registers, the State Tax Inspectorate, and the courts. A service-address arrangement is permitted for a standard UAB and is used by most non-resident-owned companies; costs typically run from a few hundred euros per year. The registered office is an administrative requirement, not proof of economic substance.
MiCA Article 59(2) sets the CASP location rule at EU level: the registered office must be in a Member State where at least part of the services are carried out, effective management must be in the EU, and at least one director must be EU-resident.[3][13]
For a Lithuanian application the Bank of Lithuania assesses whether the submitted governance and operating model satisfy those rules. MiCA does not express that test as a blanket statutory requirement for a physical office, all staff, or every management function to be in Lithuania. The Bank of Lithuania does, however, expect a licensed provider to have an appropriate operation centre in Lithuania for its business model and not to be an empty shell with most of its activities outsourced.[26]
UBO Disclosure: the JADIS / JANGIS Register
Lithuania maintains a beneficial ownership register known as JANGIS, a subsystem of the Information System of Legal Entities’ Participants (JADIS), administered by the Centre of Registers.[7] Every legal entity established in Lithuania must identify, hold, and submit accurate information on its ultimate beneficial owners. A UBO is any natural person holding more than 25% of shares or voting rights, or otherwise exercising control. Data is filed electronically through the registry self-service portal using a qualified electronic signature.
The duty to register UBOs derives from the Law on the Prevention of Money Laundering and Terrorist Financing, which transposes the EU anti-money-laundering directives.[15] State authorities and obliged entities (such as banks) have full access; the media and public can obtain extracts. Late, missing, or incorrect beneficial-owner data exposes the company’s manager or other responsible person to a fine of €600 to €1,450.[22] UBO data must be kept current as ownership changes.
Costs and Pricing
Private-provider prices and totals containing them are indicative planning ranges, varying by provider, client profile, document requirements, and risk. Official filing charges are identified separately. Obtain a case-specific quote for the registered address, accounting, banking support and other specialist work.
Lithuania is a mid-cost EU jurisdiction for company formation. Government charges are modest: the state registration fee and a separate name-reservation fee together come to about €21 on the electronic route, with notary fees the main variable where the notarial route is used.[20] Notarial tariffs exclude VAT, and additional acts and expenses may apply; the recurring items, a registered office and bookkeeping, are quoted separately.[17] The €1,000 minimum share capital is not a cost in the usual sense: it remains the company’s own money and is available for operations once registered.[6]
Government Fees
| Fee Item | Amount (EUR) | Notes |
|---|---|---|
| UAB registration (state fee) | €14.02 / €30.83 | Paid to the Centre of Registers: €14.02 where documents are filed electronically, €30.83 by post or at a customer service unit (as of ) |
| Company name reservation | €6.75 | Temporary entry of the name in the Register of Legal Entities; the Centre of Registers prices a name-identity determination separately at €8.04, not included in the totals below (as of ) |
| Notarial document-compliance tariff | €210 excluding VAT | Resolution No. 498, item 29.2.3: formation-document compliance and eligibility for UAB registration. Item 29.1 separately prices notarisation of the founding transaction at 0.20% of share capital, minimum €269 and maximum €338, excluding VAT. That distinct act is not an automatic surcharge for an ordinary UAB. Other applicable acts and expenses are separate.[17][18] |
| Qualified e-signature (indicative) | ~€20–€40 | For the electronic registration route, per founder |
| UBO filing (JANGIS) | €0 | No separate filing fee for the beneficial-owner declaration |
| Register amendment | Variable | Per amendment to the Register of Legal Entities |
| Annual statements filing | €0 | No separate filing fee |
Total Cost Summary
| Cost Item | Cost component (EUR) |
|---|---|
| State fee + name reservation | 21–38 |
| Notarial document-compliance tariff (if used) | €210 excluding VAT; other applicable acts and expenses separate[17] |
| Qualified e-signature (indicative) | 0–80 |
| Annual statements filing fee | 0/year |
| Annual government company fee | 0/year |
| Year 1 statutory cost | Known state/name-fee floor about €21; remaining route-dependent charges separately assessed; no verified overall ceiling |
| Annual government and registry fees (Year 2+) | €0 |
The table separates state fees and notarial tariffs from indicative e-signature costs; it is not a complete invoice or a fixed overall budget. Notarial VAT and other applicable acts and expenses must be assessed for the selected route.[17] The independent specialist quotes separately for advice, document preparation, filing, and compliance work. Jagelski & Partners charges the client nothing.
A further requirement is not optional: every UAB must hold a registered office address in Lithuania.[2] It is bought from a commercial provider rather than paid to the state, so it is quoted per case.
Taxation
Lithuania applies a flat corporate income tax on company profits whether retained or distributed. The standard rate is 17% from (16% in 2025). Small companies (revenue up to €300,000, combined across related entities, and in 2025 no more than 10 employees) pay a reduced 7% rate (6% in 2025), and newly established small entities owned only by individuals pay 0% for their first two tax periods from 2026, provided the business continues and no shares pass to new owners in the first three periods.[4][24] Credit institutions face a 5-percentage-point surtax on profits above €2 million.
| Tax Type | Rate | Notes |
|---|---|---|
| CIT (standard) | 17% from (16% in 2025) | Flat; applies to retained and distributed profit alike |
| CIT (small companies) | 6% (2025); 7% from | Revenue ≤ €300,000, combined across related entities (2025: ≤10 employees) |
| CIT (new small entities) | 0% | First two tax periods from 2026 (income up to €300,000; owned only by individuals) |
| VAT (standard) | 21% | Registration threshold €45,000 turnover |
| VAT (crypto exchange services) | Exempt | Virtual currency ↔ fiat exchange; ECJ Hedqvist ruling (C-264/14) |
| VAT (custody/wallet services) | 21% | Technical services not exempt |
| Dividend tax | Company recipient: 17% corporate income tax from 2026; individual recipient: 15% income-tax withholding | Company-recipient participation exemption generally requires a ≥10% voting holding for ≥12 months; individual withholding is subject to any applicable treaty reduction |
| WHT on interest | 0% (EEA/treaty) | 0% to EEA or double-tax-treaty entities; else withholding applies |
| WHT on royalties | 0% (EU I&R Directive) | 0% to qualifying related EU parties; else withholding applies |
| Social insurance (Sodra, employer) | ~1.77% | For permanent contracts (1.45% social insurance + Guarantee and Long-Term Employment funds); higher for fixed-term; plus employee contributions |
| Personal income tax (GPM) | 20% / 25% / 32% | Progressive from 2026: 25% above 36 and 32% above 60 average wages (VDU) of annual income[25] |
| Capital gains (corporate) | Within CIT | Participation exemption may apply to qualifying share disposals |
Flat Corporate Tax and Reliefs
The flat-rate model is the inverse of Estonia’s. Lithuania taxes profit when it is earned, but at a low headline rate; Estonia taxes nothing until distribution, then at 22%. For a profitable business that pays out dividends, Lithuania’s 17% flat charge can be more efficient than Estonia’s 22% distribution rate.
For a growth-stage business that reinvests everything, Estonia’s 0% on retained earnings wins. The Lithuanian small-company reliefs sharpen the comparison further: an eligible small company with revenue up to €300,000 pays just 7% (6% in 2025), and a new small entity owned only by individuals pays 0% for its first two tax periods from 2026.[29]
The dividend participation exemption is the other material relief. Dividend income is exempt for a recipient company where it has held at least 10% of the voting shares for an uninterrupted 12-month period and the distributing entity is subject to CIT, satisfying the EU Parent-Subsidiary Directive. The exemption does not apply where the recipient is established in a territory the Ministry of Finance treats as a target of harmful tax practices.
A common planning error is assuming the small-company rate is automatic: it depends on revenue and (through 2025) headcount tests and on the company not being part of a connected group that breaches the thresholds.
CRS/CARF and DAC8 Reporting
Lithuania participates in the OECD Common Reporting Standard for automatic exchange of financial account information and is implementing the Crypto-Asset Reporting Framework (CARF) and the EU’s DAC8 directive, which extends automatic exchange to crypto-asset transactions. DAC8 had an EU-wide transposition deadline of 31 December 2025 and applies from 1 January 2026, with the first automatic exchanges of crypto-asset data due by 30 September 2027 for the 2026 reporting period.
Crypto-asset service providers carry due-diligence and reporting obligations on reportable users. Operators planning a CASP licence should build CARF/DAC8 data collection into onboarding from day one rather than retrofitting it.
Pillar Two (Global Minimum Tax)
The OECD/EU Pillar Two global minimum tax (EU Directive 2022/2523) applies a 15% effective minimum rate to multinational and large-scale domestic groups with consolidated revenue of €750 million or more.[28] Like several smaller EU member states with few in-scope parent entities, Lithuania exercised the directive’s Article 50 deferral option for the income inclusion and undertaxed-profits rules, with its implementing law published in mid-2024. The €750 million threshold means Pillar Two does not affect standalone Lithuanian-domiciled companies; it is relevant only to a UAB that belongs to such a large group.
Banking
Banking timelines are indicative and vary by institution, client profile and risk. Banks and payment providers commonly request ownership, source-of-funds and transaction or wallet history; the document scope and acceptance decision are institution-specific. Incorporation or a specialist introduction does not guarantee an account.
Banking access for Lithuania-formed entities is comparatively deep because the country is an established EU fintech and electronic-money hub, but it is still the step where crypto and high-risk founders meet the most friction. Traditional banks apply enhanced due diligence to non-resident-managed and crypto-adjacent companies, and several decline crypto-related applications outright. The breadth of licensed payment and e-money institutions, however, gives Lithuanian companies more workable routes than most EU markets.
Lithuanian law does not require a company to hold a domestic bank account. Any EEA-licensed credit or payment institution account is legally acceptable, which gives significant flexibility. EU-licensed EMIs and payment institutions offer multi-currency accounts, SEPA transfers, dedicated IBANs, and card issuance, meeting the operational needs of most early-stage companies without traditional-bank onboarding friction.
One Lithuania-specific advantage is that the Bank of Lithuania grants licensed payment and e-money institutions direct access to the national payment system, which is part of why so many EU fintechs base their accounts here.
For the company-formation step itself, a temporary capital-accumulation account is needed to receive the initial cash contributions, at least the €1,000 minimum, before registration, then converted to a full business account afterwards. Banking due diligence applies at that first deposit, so crypto and high-risk founders should expect document requests on the business model, source of funds, and beneficial ownership even at the capital-deposit stage.
The most effective approach for crypto and fintech companies is to pre-qualify and apply to several suitable institutions in parallel rather than sequentially: a single rejection after weeks of due diligence, followed by starting over elsewhere, turns a manageable process into a quarter-long bottleneck. Applicants who sequence formation and banking pre-qualification together finish materially ahead of those who treat banking as a post-formation problem. For how pre-qualified placement across banking and EMI partners works, see the banking service overview.
Annual Compliance
All Lithuanian companies must comply with ongoing filing obligations. Non-compliance triggers escalating consequences, from administrative fines on the company’s manager to strike-off proceedings by the Centre of Registers for persistent non-filing.
Annual Financial Statements
Every UAB must prepare annual financial statements and have them approved by the shareholders within four months of the financial year end, then file them with the Centre of Registers, generally within 30 days of approval.[11] The statements are filed electronically and become part of the public record of the Register of Legal Entities. Content scales with company size: the smallest entities file abridged statements, while larger companies add cash-flow statements, equity-change reports, and fuller disclosures.
Lithuanian Business Accounting Standards are the default for small and medium companies; full IFRS as adopted by the EU is mandatory for listed companies, credit institutions, and certain regulated undertakings. A statutory audit is required when, on the last day of the financial year, the company exceeds at least two of three size thresholds: balance-sheet assets above €2.5 million, net sales revenue above €4.5 million, or an average of more than 50 employees; an audit is also required where public funding or support exceeds €500,000 in the year. Public-interest entities (including credit institutions) and every AB are always audited regardless of size.[23]
Setting an internal deadline a month before the statutory date is the simplest insurance against an avoidable filing failure for a remotely managed company.
Tax Filing
Corporate income tax is assessed annually, with the CIT return generally due by 15 June of the following year and advance-tax instalments paid during the year for companies above the relevant turnover threshold. VAT-registered companies file periodic (usually monthly) VAT returns. Where staff are employed, monthly personal income tax (GPM) and Sodra social-insurance declarations are due. All filing is electronic through the State Tax Inspectorate (VMI) systems.[12]
Penalties for Non-Compliance
Late or missing filings carry administrative fines on the company’s manager, and late tax payment accrues statutory interest. Persistent failure to file annual financial statements allows the Centre of Registers to begin proceedings to strike the company off the Register of Legal Entities. Separately, failing to register or update beneficial ownership data in the JANGIS subsystem of JADIS exposes the manager or other responsible person to a fine of €600 to €1,450, the same range that applies to late financial statements.[22]
Dormant companies are not exempt. A zero-activity UAB must still file annual financial statements and nil tax returns where registered, and must keep its UBO data current. Where a company is genuinely to be wound down, formal liquidation or a court-supervised process is required rather than simply ceasing to file.
Licensing Pathways from a Lithuanian Company
The entity structure should be designed with the intended licensing target in mind. Capital, management, and operational requirements differ between licence types. A UAB formed with €1,000 share capital and a single non-resident director will need the applicable prudential safeguard, a board of at least three members approved by the Bank of Lithuania, qualified management, effective management in the EU, and at least one EU-resident director before a MiCA authorisation can proceed. The Bank of Lithuania (Lietuvos bankas) is the competent authority for MiCA CASP, electronic money institution, and payment institution authorisations; the company must exist on the register before an application is filed, and banking is a separate workstream that runs in parallel and must be solved before commercial launch.
MiCA CASP Licence
Article 67 prudential safeguards: at least the higher of the EUR 50,000/125,000/150,000 Annex IV class floor and 25% of previous-year fixed overheads (projected first-12-month overheads for a new firm), met by qualifying own funds, insurance or a comparable guarantee, or a combination. Bank of Lithuania-regulated. MiCA passporting across the EEA.
EMI / Payment Institution Licence
€20,000–€350,000 capital. Bank of Lithuania-regulated. EU passporting for e-money and payment services.
Lithuanian Gambling Licence
Gaming Control Authority-regulated. Capital and substance requirements apply; remote gambling permitted under licence.
Advantages and Limitations
Lithuania offers genuine competitive advantages for fintech and payment businesses seeking EU access, but it also has real limitations, and the cost-benefit equation shifted with the 2025–2026 tax changes and the move to MiCA-level crypto licensing under the Bank of Lithuania.
- Deep EU fintech and e-money ecosystem. Lithuania hosts an established population of licensed payment and electronic money institutions, with direct Bank of Lithuania payment-system access, an advantage for payment-adjacent businesses.
- Low flat corporate tax with reliefs. 17% standard (16% in 2025), a 7% reduced rate (6% in 2025) for eligible small companies with revenue up to €300,000, and 0% for the first two tax periods of new small entities owned only by individuals, from 2026.[29]
- EU single-market access and MiCA passporting. A Bank of Lithuania CASP authorisation passports across the EEA under a single licence.
- Low minimum share capital since . UAB registration requires €1,000, reduced from €2,500, and the capital remains the company’s own working money.
- Remote formation and 100% foreign ownership. Non-residents can form and manage a UAB without relocating, with a sole shareholder-director permitted and no nationality restrictions.
- FATF-clear status. Lithuania is not on the FATF grey list, reducing enhanced due-diligence friction with banking partners and counterparties.[14]
- Banking is still hard for crypto businesses. Despite the deep ecosystem, traditional banks apply conservative due diligence to non-resident and crypto-adjacent companies. Mitigation: EU-licensed EMIs and payment institutions provide functional alternatives; see the banking service overview for pre-qualified routes.
- No e-Residency equivalent. Lithuania’s e-resident ID card has qualified electronic-signature functions, but it does not by itself give all the company-formation capabilities of Estonia’s e-Residency, so non-residents need a compatible qualified e-signature or a notary for incorporation. Mitigation: the notarial route with a power of attorney lets a local agent complete formation without travel.
- Corporate tax rose on . The standard rate went from 16% to 17% and the small-company rate from 6% to 7%. Mitigation: small-company and new-entity reliefs still cut the effective rate sharply for eligible businesses with revenue up to €300,000.[29]
- Crypto licensing adds prudential and EU-management requirements. A MiCA CASP must maintain the higher of its €50,000–€150,000 class floor or a quarter of fixed overheads, have a board of at least three members alongside the manager, keep effective management in the EU, and have at least one EU-resident director. Mitigation: plan own funds, management, and the operating model for the licence target before formation, not after.
- Tax is due on profit as earned. Unlike Estonia’s 0% on retained earnings, Lithuania taxes profit whether reinvested or distributed. Mitigation: for reinvesting growth-stage businesses, compare against a distribution-based jurisdiction before committing.
How Lithuania Compares
Lithuania competes most directly with Estonia (its primary Baltic rival, with a faster digital formation model), Latvia (the third Baltic peer), and the Czech Republic (the CEE alternative). Each serves a different formation profile, and the choice usually turns on the tax model, the digital-formation experience, and where banking and licensing are easiest to coordinate.
| Factor | Lithuania | Estonia | Latvia | Czech Republic |
|---|---|---|---|---|
| Entity Type | UAB | OÜ | SIA | s.r.o. |
| Timeline | 3–5 business days | 1 business day (online) | 1–3 working days | 5–10 business days (indicative planning estimate) |
| State Fee | €14.02 + €6.75 name fee | €265 | ~€75 (€20 low-capital SIA) | CZK 2,700≈ $130 registration via notary; qualifying simplified s.r.o. exempt |
| Min. Capital | €1,000 (since ) | €0.01 | €2,800 standard; qualifying low-capital SIA: €0.01 nominal value per share | ~€0.04 (CZK 1) |
| Corporate Tax | 17% flat (16% in 2025); 7% small | 0% retained / 22% distributed (22/78 of the net payout) | 0% retained / 20% distributed (20/80 of the net payout) | 21% (since 2024) |
| EU Passporting | Yes | Yes | Yes | Yes |
| FATF / MONEYVAL | Not FATF-listed; MONEYVAL 5th round complete | Not FATF-listed; MONEYVAL enhanced follow-up | Not FATF-listed; MONEYVAL regular follow-up | Not FATF-listed; left MONEYVAL CEPs December 2025 |
| Remote Formation | Yes (e-signature or notary) | Yes (e-Residency) | Yes (e-signature or notary) | Yes (notarial, via PoA) |
| Crypto Banking | Difficult (deep EMI market) | Difficult (traditional) / Moderate (EMIs) | Difficult | Moderate |
| Best For | Fintech, EMI/payment businesses, EU crypto licensing | Reinvesting digital businesses, remote management | Baltic alternative, holding and trading | CEE market access, notarial certainty |
Compare every formation jurisdiction side by side →
The key difference is: Lithuania pairs a large payments and e-money ecosystem with a low flat corporate tax, but it lacks Estonia’s one-day, card-based digital formation and taxes profit as it is earned rather than only on distribution.
An independent specialist introduced by Jagelski & Partners provides full company formation support in Lithuania: entity registration, banking setup, the MiCA or EMI authorisation, and ongoing compliance, all coordinated end-to-end with one point of contact. The same support runs across Estonia, the Czech Republic, and Bulgaria if a side-by-side comparison helps. See the full Lithuania MiCA CASP licensing guide →
Form your Lithuanian UAB, with banking scoped first
Jagelski & Partners scopes your written brief and introduces an independent specialist who delivers the entity, banking, and the MiCA or EMI licensing path in Lithuania end-to-end and remains your point of contact through delivery. Estonia, the Czech Republic, and Bulgaria can be compared in the same written scope.
When Lithuania Is the Right Choice
Choose Lithuania if: the business is payments- or e-money-centric and benefits from Lithuania’s large EMI ecosystem and direct Bank of Lithuania payment-system access; the company is a small or new entity that qualifies for the 7% reduced rate (6% in 2025) or, if owned only by individuals, the 0% new-entity relief; the business targets EU customers and needs MiCA CASP passporting; a low flat tax on distributed profit suits the dividend plan.
Consider an alternative jurisdiction if: the business reinvests most profits and would prefer Estonia’s 0% on retained earnings and one-day digital formation; the priority is the fastest, notary-free remote setup (Estonia); or the business wants notarial certainty and CEE market access (the Czech Republic).
Bulgaria is a further low-cost EU option with a 10% flat tax for profit-distributing businesses. We can scope any of these routes in writing and introduce an independent specialist, so the choice is purely about fit, not where support is available.
Not sure which column is you? Ask Emma. She compares these jurisdictions in seconds, in your language.
Frequently Asked Questions
A well-prepared UAB registration is processed by the Centre of Registers (Registrų centras) in 3 to 5 business days once complete documents are submitted. Remote, fully electronic incorporation is possible where every founder holds a qualified electronic signature accepted in Lithuania, in which case no notary visit is required; otherwise the founding documents are notarised, which adds a notary appointment.
Foreign founders do not need to be physically present. The realistic end-to-end timeline including document preparation, the registered address, and a name check is one to three weeks.
The minimum authorised capital for a UAB is €1,000, reduced from €2,500 by the amendment to the Law on Companies that took effect on . Many older guides still quote the €2,500 figure; it is out of date. The capital is divided into shares and subscribed on formation.
For a MiCA crypto-asset service provider, the separate prudential safeguard is the higher of €50,000 to €150,000 permanent minimum capital by service class or one quarter of the preceding year’s fixed overheads; an electronic money institution has €350,000 initial capital.
Under the Law on Companies, each founder must pay in cash at least 25% of the nominal value (plus any share premium) of the shares they subscribe, and the initial contributions must together reach the €1,000 minimum capital, so a UAB formed with €1,000 of capital pays the full €1,000 before registration. On higher subscribed capital, the balance is payable within the term set in the formation agreement or act, at most 12 months after it was concluded.[1] The initial contributions are paid into a temporary capital-accumulation account opened with a credit institution, which issues a confirmation for the registration file; that account is then converted to a full business account after registration.
MiCA applies a separate own-funds or insurance-based prudential safeguard rather than a second company-law fully paid-in share-capital rule.
State registration and name fees start at about €21 electronically. On the notarial route, the UAB document-compliance tariff is €210 excluding VAT, with other applicable acts and expenses separate. The 0.20% tariff for notarising the founding transaction prices a distinct act; it is not an automatic extra charge for every UAB. A qualified e-signature may also be needed. There is no verified overall cost ceiling; the €1,000 share capital remains the company’s own money and is excluded.[17][18]
From Year 2 the state charges nothing: Lithuania has no annual company fee and no filing fee for the annual statements. The registered office, the bookkeeping, and the partner who runs the case are quoted per case on top.
Lithuania applies a flat corporate income tax on profits whether retained or distributed. The standard rate is 17% from (16% in 2025). Small companies with revenue up to €300,000 (combined across related entities) and (in 2025) no more than 10 employees pay 7% from 2026 (6% in 2025), and newly established small entities owned only by individuals pay 0% for their first two tax periods from 2026.
A dividend participation exemption applies where the recipient has held at least 10% of voting shares for at least 12 months. The standard VAT rate is 21%, and crypto exchange services (virtual currency to fiat) are VAT-exempt under EU law following the ECJ Hedqvist ruling.
Lithuania is an established EU fintech and electronic-money hub, so the market is comparatively deep, but traditional banks still apply enhanced due diligence to crypto-adjacent and non-resident-managed companies. Most early-stage crypto and fintech companies open accounts with EU-licensed electronic money institutions and payment institutions rather than retail banks: these offer multi-currency accounts, SEPA, and IBAN access, and faster onboarding.
Lithuanian law does not require a domestic bank account; any EEA-licensed institution is acceptable. See the banking service overview for how pre-qualified placement works.
Largely yes. A UAB can be formed and managed remotely: foreign founders and directors need not be Lithuanian residents, 100% foreign ownership is permitted, and a single person can be both sole shareholder and sole director. Fully electronic incorporation requires a qualified electronic signature accepted in Lithuania; otherwise notarisation handles identity verification, and a power of attorney lets a local agent complete formation. The company must maintain a registered office address in Lithuania for official correspondence.
Lithuania does not operate an e-Residency programme equivalent to Estonia’s, so the digital-signature step is the main practical difference for non-residents.
No. Company formation and crypto licensing are separate processes with different authorities, timelines, and requirements. UAB registration is handled by the Centre of Registers and takes days. A MiCA crypto-asset service provider licence is granted by the Bank of Lithuania (Lietuvos bankas) and is a months-long application with its own capital, governance, and substance requirements. The UAB must exist before a CASP application can be submitted, and entity structure, board composition, and capital should be designed for the licence target before formation rather than retrofitted afterwards. See the full Lithuania MiCA CASP licensing guide →
Every UAB must file annual financial statements with the Centre of Registers, generally within 30 days of their approval by the shareholders, which must occur within four months of the financial year end. Late or non-filing exposes the company’s manager to administrative fines and, on persistent non-filing, the Centre of Registers can initiate proceedings to strike the company off the Register of Legal Entities.
Companies must also keep beneficial ownership data current in the JANGIS subsystem of JADIS; late, missing, or incorrect beneficial-owner data carries a fine of €600 to €1,450 for the manager or other responsible person.[22]
A standard UAB needs a statutory audit only once it grows past the size thresholds. An audit is mandatory when the company exceeds at least two of three criteria at the financial year end: balance-sheet assets above €2.5 million, net sales revenue above €4.5 million, or an average of more than 50 employees, and also where public funding or support exceeds €500,000 in the year.[23]
Public-interest entities, including credit institutions and listed companies, are always audited regardless of size, and a Bank of Lithuania licence brings its own audit and reporting obligations. Most newly formed crypto and fintech UABs fall below the thresholds in their early years and file unaudited statements.
Form your Lithuanian company, with banking scoped first
Form your Lithuanian UAB with banking scoped first and the MiCA or EMI licensing path handled end-to-end by the independent specialist Jagelski & Partners selects and introduces. The specialist delivers the entity, banking, authorisation, and ongoing compliance and remains your point of contact through delivery. Book a free assessment and we’ll map the route.
Not ready to submit a brief? Ask Emma first. She answers now and can collect your written brief for a specialist introduction.
References
Show all references
- Seimas of the Republic of Lithuania, Law on Companies (Akcinių bendrovių įstatymas), No. VIII-1835, e-seimas.lrs.lt, accessed .
- Seimas of the Republic of Lithuania, Civil Code of the Republic of Lithuania (registration of legal entities, Arts 2.62–2.73), e-seimas.lrs.lt, accessed .
- EUR-Lex, Regulation (EU) 2023/1114 on Markets in Crypto-Assets (MiCA), Articles 59 and 67 and Annex IV, eur-lex.europa.eu, checked .
- PwC, Tax Summaries: Lithuania Corporate: Taxes on Corporate Income, taxsummaries.pwc.com, accessed .
- PwC, Tax Summaries: Lithuania Corporate: Withholding Taxes, taxsummaries.pwc.com, accessed .
- State Enterprise Centre of Registers (Registrų centras), Register of Legal Entities, registrucentras.lt, accessed .
- State Enterprise Centre of Registers, JADIS subsystem of beneficial owners (JANGIS), registrucentras.lt, accessed .
- KPMG, Lithuania: Amendments to Corporate Income Taxation Effective 1 January 2026, kpmg.com, accessed .
- Eurofast, Lithuania’s 2026 Tax Reform: What Businesses and Individuals Should Know, eurofast.eu, accessed .
- Fondia, Amendment to the Law on Companies in Lithuania – a Step Towards Flexibility, fondia.com, accessed .
- Grant Thornton Lithuania, Mandatory UBO Registration in Lithuania, grantthornton.lt, accessed .
- State Tax Inspectorate (Valstybinė mokesčių inspekcija, VMI), Taxes and Tax Administration, vmi.lt, accessed .
- Bank of Lithuania (Lietuvos bankas), Authorisation of Crypto-Asset Service Providers, lb.lt, checked .
- FATF, High-Risk and Other Monitored Jurisdictions, fatf-gafi.org, accessed .
- Seimas of the Republic of Lithuania, Law on the Prevention of Money Laundering and Terrorist Financing (No. VIII-275, consolidated), e-seimas.lrs.lt, accessed .
- Seimas of the Republic of Lithuania, Law on Value Added Tax No. IX-751, consolidated Articles 71 and 71-1, e-seimas.lrs.lt, checked .
- Government of Lithuania, Resolution No. 498 of 28 June 2023, Notarial Tariff Schedule, consolidated edition effective 1 May 2026, items 2, 21–22, 29.1, 29.2.3 and 29.4, e-seimas.lrs.lt, accessed .
- Seimas of the Republic of Lithuania, Civil Code, Articles 1.73(1)(2), 1.77(2) and 2.64(2)(4), consolidated edition effective 31 July–26 September 2026, e-seimas.lrs.lt, accessed .
- EFTA, EEA-Lex: Regulation (EU) 2023/1114 (MiCA), incorporated into the EEA Agreement by Joint Committee Decision No 41/2025 and in force in the EEA from 24 June 2025; Directive (EU) 2015/2366 (PSD2), JCD 165/2019, in force 1 May 2022; Directive 2009/110/EC (EMD2), JCD 120/2010, in force 1 November 2012; Directive 2014/65/EU (MiFID II), JCD 78/2019, in force 3 December 2019, efta.int, accessed .
- State Enterprise Centre of Registers (Registrų centras), Legal entity registration service prices (Juridinių asmenų registravimo paslaugų įkainiai): UAB registration with documents filed electronically €14.02; temporary entry of the name in the Register €6.75, registrucentras.lt, accessed .
- Seimas, Law on Markets in Crypto-Assets (No. XIV-2879) of 11 July 2024, consolidated edition from 2 July 2026, Articles 2, 3 and 4 (a licensed CASP has a general meeting, a board and a manager, each manager approved in advance by the Bank of Lithuania), e-seimas.lrs.lt, accessed .
- Code of Administrative Offences of the Republic of Lithuania, consolidated edition 1 August–30 September 2026, Article 223(1)–(2) (late, missing or incorrect data for the Register of Legal Entities or JADIS, and late financial statements: €600–€1,450), e-seimas.lrs.lt, accessed .
- Seimas, Law on the Audit of Financial Statements and Other Assurance Services (No. VIII-1227), consolidated edition from 30 June 2026, Article 3(1)–(2), e-seimas.lrs.lt, accessed .
- Seimas, Law on Corporate Income Tax (No. IX-675), consolidated edition from 19 May 2026, Article 5(1)–(3) as amended by Law No. XV-285 of 17 June 2025, e-seimas.lrs.lt, accessed .
- State Tax Inspectorate (VMI), Apie gyventojų pajamų mokesčio tarifus (2026 rates: 20% up to 36 VDU, 25% from 36 to 60 VDU, 32% above 60 VDU; 1 VDU = €2,312.15), vmi.lt, accessed .
- Bank of Lithuania (Lietuvos bankas), Markets in Crypto-Assets (authorisation expectations, including an appropriate operation centre in Lithuania), lb.lt, accessed .
- Migration Department under the Ministry of the Interior of the Republic of Lithuania (Migracijos departamentas), E-resident leaflet (English edition, 2021: e-resident status, e-resident ID card and qualified electronic signature), migracija.lrv.lt, accessed .
- EUR-Lex, Council Directive (EU) 2022/2523 on ensuring a global minimum level of taxation for multinational enterprise groups and large-scale domestic groups in the Union, Article 2(1) (scope: constituent entities of MNE groups and of large-scale domestic groups with annual revenue of EUR 750 million or more in at least two of the four preceding fiscal years), eur-lex.europa.eu, accessed .
- State Tax Inspectorate (VMI), Corporate income tax changes from 2026, questions 1–5: rates and small-company conditions, accessed .