Corporate and commercial law
We consult on corporate and commercial law matters.
Our team has accumulated great experience in advising Lithuanian and foreign customers on the issues concerning incorporation of companies, representation in company acquisition and merger transactions, drawing up and evaluation of the transactions of assignment of shares, dealing with different issues concerning corporate operations, drawing up of internal corporate documentation. Following the best practice, we always offer to our customers the most rational solution in different difficult situations.
The services provided by us include:
- incorporation of legal entities;
- conversion, reorganisation of legal entities;
- acquisition of companies;
- transactions of assignment of shares;
- representation of shareholders’ interests, drawing up of shareholder agreements and supervision of the activities of management bodies;
- drawing up of internal corporate documents;
- incorporation of companies of all legal forms (public limited liability companies, private limited liability companies, small partnerships, agricultural companies, corporative companies, general partnerships, limited partnerships, sole proprietorships, public institutions, charity and aid foundations, associations/partnerships (partnerships for construction of residential buildings, association of owners of multi-apartment residential buildings, association of owners of individual residential buildings, partnership of garage owners, partnerships of gardeners)), establishment and incorporation of subsidiaries, branches, representative offices, drawing up of incorporation documents, supervision of the company incorporation process etc.;
- legal execution and registration of amendments to the incorporation documents of companies (articles of association, regulations): drawing up of mandatory documents, notarisation thereof, filling in of forms necessary for the Register of Legal Entities, registration of a change of the director or sole shareholder in the Register of Legal Entities;
- providing advice on incorporation of a company, choice of the legal form, structure of the company’s bodies and relationship thereof, obligations of collegial and single-person management bodies of the companies, legal liability and accountability, activities of the legal person and rights of shareholders, legal regulation of business and economic-commercial activities, management, bankruptcy and insolvency of companies;
- organisation of meetings of shareholders of the company, drawing up of the agenda, conducting of meetings, advising on adopted resolutions, handling of documentation;
- drafting of company member agreements, agreements on voting by company members, minutes (resolutions) of the meetings of company members, internal corporate documents: regulations of the management bodies, resolutions of the collegial management bodies of companies and orders, minutes, resolutions of the single-person management bodies of companies and annexes thereto, drafting of the rules of procedure of the management bodies of companies and job description of companies’ employees, drawing up of documents concerning issue, assignment of securities, drafting of documents regarding increasing or decreasing of the authorised capital;
- handling of internal corporate documents, harmonisation thereof with the corporate law requirements;
- representation of shareholders in relationship with other shareholders or legal entity, exercise of the right to information, representation in general meetings of shareholders, drafting of shareholder agreements, voting agreements, supervision of the activities of management bodies, contesting of resolutions of the general meeting of shareholders in court, recovery of damage caused by the management bodies of a legal entity, representation of a company in the national or municipal property privatisation process;
- assistance in obtaining economic activity licences (permits) from state or municipal institutions;
- providing advice on merger by acquisition, merger by formation of a new company, reorganisation, acquisition, sale or liquidation, taxes, public procurement;
- transformation, structuring, reorganisation of companies by means of merger and division, liquidation of companies, drawing up of necessary documents, bankruptcy and restructuring proceedings;
- legal audit of the transactions entered into by a company, drawing up of actions for declaration of transactions null and void;
- drawing up of documents necessary for assignment or acquisition of a company, sale or purchase of shares.
- We advised an international logistic companies group on freight forwarding legal relationship, drafted a freight forwarding contract providing for freight forwarding by all means of transport, carried out a legal assessment of contracts concerning transportation of goods, freight forwarding to be signed, advised on corporate law.
- We provided advice to a German company on import of preparations necessary for production of pharmaceutical products from third countries to the Republic of Lithuania and related taxes, production, distribution, export of medicinal products and licensing of such activities, registration as a person subject to a customs duty.
- We gave advice to a company from a third country on import of food products of non-animal origin to the Republic of Lithuania and issues concerning taxes, safety and quality of products.
- We advised a company engaged in production of and trade in technical gas, waste management, taxes for environment pollution.
- We provided advice to a company on import of petroleum products from third countries, licencing of trade in petroleum products and related tax environment.
- We provided advice to a company engaged in production of frozen food products on tax-related issues where goods are supplied to third countries.
- We successfully represented a carrier from a third country before the arbitration tribunal in Lithuania for award of remuneration for the carriage of goods from a company operating in Lithuania.
- We advised a Lithuanian freight forwarding company belonging to one of the major logistic groups in Europe on establishment of customs storehouses and registration of customs agents.
- We effectually represented a company engaged in manufacture of and trade in fire vehicles in the Lithuanian and foreign markets for award of the debt against the equipment supplier in the Belgian court.
- We advised a Latvian company on import of footwear to Lithuania from third countries, tax environment, legislation governing trade in footwear.
- We successfully represented an importer of petroleum products in a tax-related dispute with the Customs Department. We obliged the Customs Department to recognise tariff preference for imported goods and abolish extra taxes through the court.
- We successfully represented a Lithuanian transport company in the case concerning return of unreasonably acquired property. The action (amounting to more than LTL 200 thous.) has been rejected.
- We successfully represented a ship builder belonging to an international companies group from Latvia in the case concerning indemnification of damage before a Lithuanian company engaged in production and repair of marine structures.
- We advised a company providing complex railway transport solutions on provision of services of the organisation of maintenance of freight wagons, drafted a contract for provision of services of the organisation of maintenance of freight wagons.
- We provided advice to a production-engineering company on attraction on a foreign investor, real property managed by the company’s shareholders and sale of a part of business, increase in the authorised capital.
- We gave advice to a company of peat extraction and production of substrata belonging to an international concern on liability of carriers and freight forwarders, regulation of risks existing in cargo transportation process, drafted long-term carriage and freight forwarding contracts.
- We provided advice to a Lithuanian power engineering company successfully developing in foreign markets on export of its products to third countries, drafted contracts for production and distribution of products, advised on protection of intellectual property, employment legal relationship, protection of confidential information, restriction of competition among employees.
- We advised a Lithuanian company engaged in wholesale trade in mushrooms and berries on acquisition and takeover of a business of retail trade in frozen and dried food products, drafted contracts in relation to this activity.