Business Reorganization Lithuania
Streamline, Restructure, and Succeed with AM Law’s Expert Legal Services
In today’s fast-paced business world, staying agile is essential. Whether you’re facing financial challenges, planning for growth, or pivoting to a new model, business reorganization in Lithuania can help you align your structure with your long-term goals.
At AM Law, we assist companies in Lithuania and abroad with all types of legal reorganizations—from mergers and demergers to conversions and restructurings. Our experienced legal team will guide you through every phase, ensuring a smooth, compliant, and strategically sound transformation.
What Is Business Reorganization?
Business reorganization refers to a formal change in a company’s legal, financial, or operational structure. This may involve merging with another company, splitting operations, changing business forms, or transferring assets and liabilities to adapt to new circumstances.
In Lithuania, reorganization is strictly governed by the Law on Companies and Civil Code, with the goal of protecting shareholders, employees, creditors, and public interest.
Common Types of Business Reorganization in Lithuania
There are several legal forms of business reorganization available to companies in Lithuania. Each serves a different strategic goal:
1. Merger (Sujungimas / Prijungimas)
Two or more companies combine to form a single entity. A merger can improve market position, reduce costs, and increase competitiveness.
- Absorption: One company absorbs another
- Consolidation: Two or more companies create a new entity
2. Division (Skaidymas / Atsiskyrimas)
A company splits into two or more entities. It may transfer assets and liabilities either fully or partially.
- Spin-off: One or more new companies are created
- Split-off: A segment of the business becomes a separate entity
3. Transformation (Pertvarkymas)
Changing the legal form of a company—for example, from an Individual Enterprise (IĮ) to a Private Limited Liability Company (UAB).
4. Asset Transfer (Turto perdavimas)
Assets, contracts, and obligations may be transferred to another legal entity, often during internal restructuring.
Why Businesses Choose to Reorganize
Reorganization is more than a legal formality—it’s a strategic decision. Businesses in Lithuania and across Europe use restructuring to:
- Improve operational efficiency
- Streamline group structures
- Separate profitable vs. unprofitable segments
- Prepare for investment, acquisition, or sale
- Meet regulatory or financial reporting standards
- Optimize taxation
AM Law’s team assesses your business goals and offers tailored legal solutions to execute the most beneficial form of restructuring.
Legal Requirements for Reorganization in Lithuania
Reorganization in Lithuania follows strict legal steps to ensure transparency, fairness, and regulatory compliance.
Key Legal Requirements:
Shareholder Resolution: Reorganization must be approved by shareholders at the General Meeting.
Reorganization Conditions: A reorganization plan must be drafted and filed with the Lithuanian Centre of Registers.
Notifications: Creditors and employees must be informed of the restructuring.
Auditor Evaluation: In some cases, independent auditor reports are required.
Register of Legal Entities: The process must be finalized with updated company details in the Centre of Registers.
Each step is time-bound and must be performed in accordance with local laws. Errors can lead to delays or legal challenges, which is why having AM Law’s guidance is critical.
How AM Law Helps You Succeed
Whether your company is local or foreign-owned, AM Law provides complete legal project management for business reorganization in Lithuania.
Our services include:
- Strategic legal advice and roadmap
- Preparation of reorganization documents and shareholder resolutions
- Coordination with auditors and tax advisors
- Submission to the Centre of Registers
- Representation in front of regulatory authorities
- Post-reorganization compliance and corporate housekeeping
We make the process smooth, secure, and legally bulletproof.
International Business Reorganizations
Are you a foreign parent company reorganizing a Lithuanian subsidiary or merging Baltic branches? AM Law specializes in cross-border restructuring, offering:
- Legal compliance across multiple jurisdictions
- Bilingual documentation
- Capital adjustments (increase/decrease)
- Intellectual property and licensing transfers
- EU regulatory coordination (especially for financial, logistics, or tech firms)
We offer seamless integration between your international goals and Lithuanian corporate law.
Real-Life Example
Client: A Scandinavian logistics group with three Baltic subsidiaries
Goal: Consolidate operations and reduce overhead by merging Lithuanian and Latvian entities
Solution by AM Law:
- Drafted a cross-border merger plan in line with EU Directive 2017/1132
- Coordinated legal filings in Lithuania and Latvia
- Ensured employee contracts, assets, and liabilities were transferred securely
- Registered the new, unified entity with the Centre of Registers
Result: Operating costs reduced by 18%, smoother reporting, and increased investor confidence.
Frequently Asked Questions
Q1: Can I reorganize a company that has debts?
Yes, but creditor protection rules apply. The process includes notifying creditors and offering them securities or debt settlement options.
Q2: Is an audit always required?
Not always. An audit is typically required for mergers and divisions, especially when there are shareholder equity transfers or in-kind assets involved.
Q3: Can foreign shareholders participate?
Absolutely. Reorganization in Lithuania supports both local and international shareholders. We assist with cross-border compliance and multilingual document preparation.
Q4: Do employees retain their contracts during restructuring?
Yes. Employees’ rights and contracts are protected by law. AM Law helps you manage proper notification and transition processes to avoid legal disputes.
Why Choose AM Law?
✅ Local Expertise, International Perspective
We’ve helped businesses from across Europe, Asia, and the Americas navigate the Lithuanian legal system with confidence.
✅ End-to-End Legal Service
From strategy to execution, we handle every document, filing, and communication—leaving you to focus on growth.
✅ Fluent in English and Lithuanian
Clear, accurate, and effective communication throughout the process.
✅ Transparent Pricing
No hidden fees, only clear deliverables and deadlines.
Get Started with Your Reorganization Today
Ready to reshape your business for better growth, structure, and profitability? Trust AM Law to deliver strategic and compliant legal solutions tailored to your goals.
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