Akcine Bendrove: Lithuania’s Public Company Structure with €40,000 Capital Requirement

June 30, 2025

🧾 Introduction

Ever heard the term “akcine bendrove” and wondered what it actually means? If you’re eyeing Lithuania as a place to launch or expand your business, then understanding this company type is essential. In English, akcine bendrove (AB) is equivalent to a public limited liability company, a corporate form designed for larger businesses that need substantial capital and a structured governance model.

Let’s dive deep into what makes an akcine bendrove unique, especially its €40,000 capital requirement, and how it stands out in Lithuania’s corporate environment.

📚 Legal Definition and Framework

Under Lithuanian law, an akcine bendrove (AB) is defined as a legal entity with limited liability, where capital is divided into shares and shareholders are not liable for the company’s debts beyond their shareholding.

It’s regulated primarily under:

  • Law on Companies of the Republic of Lithuania
  • Civil Code of Lithuania

These laws ensure transparency, investor protection, and clear governance standards.

🧩 Key Features of Akcinė Bendrovė

✅ Separate Legal Personality

Once incorporated, an AB is independent of its shareholders. It can:

  • Enter contracts
  • Own property
  • Sue and be sued

✅ Limited Liability

Shareholders’ losses are capped at the amount they invested. No personal assets are at risk unless fraud is involved.

✅ Shareholder Rights

Shareholders can:

  • Vote in meetings
  • Receive dividends
  • Access company reports

💶 Minimum Capital Requirement: €40,000 Explained

One standout feature of Lithuania’s AB structure is the minimum capital threshold of €40,000. But why this figure?

Why €40,000?

This amount acts as a financial buffer, ensuring the company has enough liquidity to operate and protect creditors’ interests.

What Counts as Capital?

  • Cash contributions
  • Tangible assets (with valuations)
  • Intangible assets (some restrictions apply)

Note: Capital must be verified and fully paid before registration.

🏛 Capital Structure

Ordinary vs Preferred Shares

  • Ordinary shares: One vote per share, entitled to dividends.
  • Preferred shares: May have dividend priority but limited voting rights.

Nominal Share Value

Each share must have a fixed nominal value, clearly stated in the company’s charter.

Issuing Shares

Shares can be:

  • Privately placed (e.g., to founders/investors)
  • Publicly offered (after meeting additional requirements)

📝 Incorporation Process

Starting an AB in Lithuania is relatively straightforward if you follow the steps:

Step-by-Step

  1. Reserve company name
  2. Draft Articles of Association
  3. Deposit capital in a bank account
  4. Notarize incorporation documents
  5. Submit to the Centre of Registers
  6. Register for taxes (State Tax Inspectorate)

👥 Founders and Shareholders

Who Can Establish an AB?

  • Natural persons
  • Legal entities (domestic or foreign)

Minimum Shareholders

  • Only one founder is needed
  • No maximum limit

Resident vs Non-Resident

Foreign nationals and companies can fully own and operate an AB, making Lithuania a startup-friendly nation.

📋 Management and Governance Structure

Lithuanian ABs require a structured hierarchy:

General Meeting of Shareholders

Supreme decision-making body—elects board members and approves reports.

Board of Directors

Handles strategy, hires CEO, monitors performance.

CEO

Runs day-to-day operations.

Supervisory Board (Optional)

In large companies, this additional layer adds oversight.

💰 Taxation and Financial Reporting

Corporate Tax

Flat 15% corporate income tax is applicable.

Annual Reports

Filed with:

  • Centre of Registers
  • State Tax Inspectorate

Audit Requirements

Mandatory if:

  • Revenue exceeds thresholds
  • Public interest company
  • Listed on stock exchange

🚀 Advantages of Akcinė Bendrovė

  • Access to capital markets (possibility to go public)
  • High investor confidence
  • Ideal for scaling and global partnerships

⚠️ Disadvantages or Limitations

  • €40,000 upfront cost can be a barrier for small entrepreneurs
  • Ongoing compliance and reporting
  • Mandatory audits for larger firms

🔍 Comparison with Other Legal Entities

AB vs UAB

FeatureABUAB
Min Capital€40,000€2,500
Public ListingAllowedNot allowed
Shareholder TransparencyHigherLower
Ideal ForLarge companiesSMEs

AB vs Partnerships

  • Partnerships have unlimited liability
  • Less suitable for capital-intensive businesses

🌍 Suitability for Foreign Investors

Lithuania’s liberal investment laws make ABs a preferred choice for:

  • Multinationals
  • VC-backed startups
  • Tech companies aiming for IPO

🏭 Common Use Cases in Lithuania

ABs are common in:

  • Banking
  • Energy
  • Telecom
  • Large-scale manufacturing

Example: Lietuvos Energija AB (Lithuanian energy giant)

📑 Compliance and Ongoing Obligations

  • Hold annual shareholder meetings
  • Submit financial statements
  • Comply with labor and tax laws

Failure to comply? You risk fines, audits, or even dissolution.

🔚 Dissolution or Reorganization

Companies can be dissolved:

  • Voluntarily by shareholders
  • Involuntarily due to bankruptcy or law violations

Reorganization methods:

  • Mergers
  • Spin-offs
  • Share conversions

🧭 Conclusion

The Akcinė Bendrovė is Lithuania’s robust public company structure tailored for large-scale operations and investor transparency. With a €40,000 capital requirement, it ensures financial resilience, credibility, and access to public funding—making it ideal for companies with serious growth ambitions.

Whether you’re a local entrepreneur or a global investor, understanding this corporate form could be the game-changer for your business strategy in the Baltics.

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