Companies Name Change in Lithuania

Changing a company’s name in Lithuania involves several detailed steps to ensure that the new name is legally recognized and properly updated in all official records. Here’s a comprehensive guide to the process:

1. Overview of Name Change

Definition:

• Changing a company’s name involves officially updating the registered name of the company to a new one, which must be reflected in all legal and business documents.

Purpose:

• Rebranding: To reflect a new business strategy or market positioning.
• Merger or Acquisition: Following a merger or acquisition, a new name might be adopted.
• Legal or Compliance Reasons: To comply with regulations or resolve naming conflicts.

2. Steps to Change a Company Name

1. Decision by Shareholders:

• General Meeting: Convene a general meeting of shareholders to discuss and approve the proposed name change.
• Resolution: Pass a resolution approving the new company name. The resolution should include:
  • The current company name.
  • The proposed new name.
  • The effective date of the name change.
• Minutes: Document the resolution in the meeting minutes, which must be signed by the authorized persons.

2. Amend the Company’s Statutes:

• Update Statutes: Amend the company’s statutes to reflect the new name. The statutes must be updated to ensure that the new name is legally recognized.
• Notarization: The amended statutes need to be notarized to be legally valid. This step ensures that the new name is officially recognized in legal documents.

3. Register the Name Change:

• State Enterprise Centre of Registers: File an application with the State Enterprise Centre of Registers to update the company’s name. The application should include:
  • Completed Form: The appropriate form for company name changes.
  • Resolution: A copy of the shareholder resolution approving the name change.
  • Amended Statutes: Notarized amended statutes with the new company name.
  • Application Fee: Payment of the applicable fee for processing the name change.

4. Update Company Records:

• Bank Accounts: Notify the company’s bank of the name change and update the company’s bank account details.
• Tax Authorities: Inform the State Tax Inspectorate and other relevant authorities of the name change to ensure tax records are updated.
• Contracts and Agreements: Update existing contracts, agreements, and legal documents to reflect the new company name.

5. Inform Stakeholders:

• Notification: Inform clients, suppliers, and other business partners about the name change to ensure continuity in business operations and communications.

6. Update Public Records:

• Website and Branding: Update the company’s website, business cards, stationery, and other branding materials to reflect the new name.
• Public Filings: Ensure that the new company name is updated in all public filings and records.

3. Documentation Required

For Name Change Application:

• Completed Application Form: Available from the State Enterprise Centre of Registers.
• Shareholders’ Resolution: Copy of the resolution from the general meeting approving the name change.
• Amended Statutes: Notarized amended statutes reflecting the new company name.
• Application Fee: Proof of payment for the processing fee.

For Other Notifications:

• Bank Records: Update bank account information with the new company name.
• Tax Records: Notify the State Tax Inspectorate with updated company name information.

4. Timeline and Fees

Timeline:

• Processing Time: The process of changing the company name and updating registration details can take several days to a few weeks, depending on the efficiency of the registration process and completeness of the submitted documents.

Fees:

• Application Fees: Fees for processing the name change may vary. Check with the State Enterprise Centre of Registers for specific fee details.

5. Legal and Compliance Considerations

Compliance:

• Regulations: Ensure the new company name complies with Lithuanian naming regulations, including uniqueness and appropriateness.
• Accuracy: Verify that all documents are accurate and complete to avoid delays or complications.

Documentation:

• Consistency: Ensure consistency in the application and updated records to avoid discrepancies.

6. Post-Change Considerations

Confirm Updates:

• Verification: Confirm that the name change has been correctly updated in all relevant records and public databases.

Monitor Communication:

• Check: Monitor communications to ensure that correspondence is directed to the updated company name and that no issues arise from the transition.

Changing a company’s name in Lithuania involves obtaining shareholder approval, amending the company’s statutes, registering the new name, and updating all related records and documents. This structured approach ensures that the new name is legally recognized and effectively communicated to all stakeholders