Company Law

The firm’s lawyers provide legal services in incorporation, registration, re-registration, restructuring, reorganisation of any type of enterprises in Lithuania. We help to perform legal formalisation and registration of amendments of the articles of association (by-laws) of enterprises. We draft agreements of enterprise members, minutes (resolutions) of enterprise member meetings, take part in meetings of enterprise members, draft resolutions of collective management bodies of enterprises and orders of their single-person management bodies. We draft rules of procedure of the management bodies of enterprises and job descriptions of employees of enterprises. We advise on the issues of legal liability of collective and single-person management bodies of enterprises. We advise on enterprise reorganisation issues. We draft terms and conditions of reorganisation and other documents used in the process of reorganisation. The firm’s lawyers represent their clients in negotiations of the parties, in the public authorities and before the courts of all instances. In addition, due diligence of legal entities are carried out.

Experience

Attorneys-at-law of the law firm carried out due diligence regarding the acquisition of securities of 3 companies that controlled a trade and business centre (the area – more than 19,000 sq. m), a supermarket (the area – more than 5,000 sq. m), a supermarket (the area – more than 3000 sq. m) by a foreign investor.

Attorneys-at-law of the law firm provided legal services related to various issues of reorganisation of Vilnius University Hospital Santaros Klinikos, Vilnius University Children‘s Hospital, Tuberculosis and Infectious Diseases Hospital and National Center of Pathology, drafted the plan or reorganisation.

We advised the client and drafted documentation during the implementation of structural rearrangements of client’s enterprises and optimising the management of the group of enterprises.

A panel of judges of the Division of Civil Cases of the Supreme Court of Lithuania examined an appeal in cassation prepared by the attorney-at-law of the firm, annulled the judgement of the Court of Appeal of Lithuania and upheld the judgement of the Regional Court. The latter judgement upheld the client’s claim: the decision of the sole shareholder, the share subscription agreement, the resolution of the extraordinary meeting of shareholders were invalidated and all additionally issued ordinary registered shares were annulled and other heads of claim were upheld.

We advise entities of foreign states in relation to exercising their rights in companies incorporated in the Republic of Lithuania.

We advised a client and prepared contractual and other documentation related to the increase of the authorised capital of the client in the amount exceeding EUR 100,000.

We successfully represented the client in litigation concerning invalidation of ordinary registered shares transfer–acceptance deeds, ordering to return the shares, ordering to make entries in the book of shareholders and issuing a certificate evidencing possession (holding) of the shares.

We successfully represented the company in litigation concerning payment of dividends. The Regional Court dismissed the claim of the claimant (the shareholder). A panel of judges of the Division of Civil Cases of the Court of Appeal of Lithuania upheld the judgement of the court of the first instance.