Raising share capital is a critical step for businesses looking to expand, improve financial stability, or attract new investors. At Increasing share capital is a common corporate procedure used by businesses to support growth, strengthen their financial position, attract investors, or satisfy regulatory requirements.
At Lawhill, we assist Lithuanian and international companies with the entire share capital increase process, ensuring compliance with Lithuanian corporate law and handling all required documentation and filings.
Whether you are preparing for expansion, raising investment, applying for licences, or restructuring ownership, our legal team can guide you through every stage of the process.
What Is a Share Capital Increase?
A share capital increase occurs when a company increases the value of its registered capital by issuing new shares, increasing the value of existing shares, or receiving additional contributions from shareholders.
This process may be used to improve the company’s financial standing, facilitate investment, or meet legal and regulatory requirements.
For companies introducing new investors, a share capital increase is often completed alongside a Transfer of Company Shares Service.
When Should You Increase Share Capital?
Companies commonly increase share capital for the following reasons:
- Business expansion and growth
- Attracting new investors
- Meeting regulatory requirements
- Strengthening the company’s balance sheet
- Preparing for financing
- Corporate restructuring
- Supporting mergers and acquisitions
Additional capital can support business growth, recruitment, equipment purchases, new projects, or expansion into new markets. Share capital increases are also frequently used when bringing new investors into a company or strengthening the company’s financial position before seeking financing.
Certain regulated industries and licences may require minimum capital thresholds. Businesses applying for a Transport Licence, for example, may need to demonstrate sufficient financial standing.
Methods of Increasing Share Capital
The appropriate method depends on the company’s circumstances and objectives.
Common approaches include:
- Additional shareholder contributions – Existing shareholders contribute additional funds in exchange for shares.
- Admission of new investors – New shareholders inject capital into the company and receive shares in return.
- Capitalisation of reserves – In certain situations, company reserves may be converted into share capital.
Our lawyers can advise on the most suitable structure for your specific objectives and ensure that the chosen method complies with Lithuanian corporate law and the company’s Articles of Association.
Process of Increasing Share Capital
1. Shareholder Decision
The process begins with a shareholder resolution approving the capital increase and defining the terms of the transaction.
Our lawyers prepare all necessary resolutions and ensure compliance with the company’s Articles of Association and Lithuanian corporate law.
2. Preparation of Corporate Documents
Our legal team prepares all required documentation, including:
- Shareholder resolutions
- Amendments to the Articles of Association
- Share subscription agreements
- Supporting corporate records
- Registration forms
All documents are reviewed to ensure they meet legal and regulatory requirements.
3. Capital Contribution
Where required, shareholders make the agreed capital contributions.
Depending on the structure of the transaction, contributions may be made in cash or, in certain circumstances, through non-cash assets.
We coordinate the process and advise on the applicable legal requirements.
4. Registration
The updated share capital must be registered with the Lithuanian Register of Legal Entities.
We prepare and submit:
- Registration applications
- Corporate amendments
- Supporting documentation
- Regulatory filings
and oversee the process until registration is completed.
5. Corporate Updates
Following registration, we assist with:
- Updating company records
- Updating shareholder information
- Revising corporate documentation
- Implementing related corporate changes
This ensures that all records accurately reflect the company’s updated capital structure.
Additional Services
At Lawhill, we provide comprehensive accounting and payroll services tailored to meet the needs of your business. From bookkeeping to tax filings, we ensure your financial records are compliant with Lithuanian regulations. Our team handles payroll management, ensuring timely and accurate payment for your employees.
Navigating the banking system in a foreign country can be challenging. We assist you in opening local and international bank accounts, guiding you through compliance requirements and documentation. Whether for operational needs or capital deposits, we streamline the process to secure your accounts efficiently.
Establish a professional presence in Lithuania with our virtual office services. We provide a legal address required for company registration and offer correspondence management to ensure you never miss important communication. This service is ideal for businesses operating remotely or without a physical office in Lithuania.
Certain industries in Lithuania require specific licenses to operate legally. At Lawhill, we help you obtain necessary licenses such as transport, pharmaceutical, Virtual Asset Service Provider (VASP), and temporary employment licenses. Our experts ensure the application process is smooth, saving you time and effort while adhering to all legal requirements.
We offer a full range of legal services tailored to businesses, including contract drafting, regulatory compliance, dispute resolution, mergers, and acquisitions. Our experienced legal team ensures that your business is fully protected and operates within the framework of Lithuanian and EU laws.
Why Choose Lawhill?
Increasing share capital may appear straightforward, but errors in documentation, shareholder approvals, or registration procedures can create significant legal and corporate governance issues.
At Lawhill, we combine practical business understanding with extensive experience in Lithuanian corporate law. Our team regularly assists companies with investor transactions, ownership restructurings, capital increases, and other corporate changes.
We work with local businesses, international investors, startups, and established companies, providing clear advice and efficient legal support throughout the process.
Our goal is to ensure that your capital increase is completed correctly, efficiently, and in full compliance with Lithuanian law.
