Category: Lithuania

  • Sorainen Advises Open Circle Capital on Investment in Lithuanian Marketing Startup Whatagraph

    Sorainen Advises Open Circle Capital on Investment in Lithuanian Marketing Startup Whatagraph

    Sorainen has advised venture capital fund Open Circle Capital on its investment of EUR 300,000 in the Whatagraph platform.

    Another EUR 300,000 was invested by the founders, brothers Justas, Tomas, and Andrius Malinauskas.

    Open Circle Capital manages assets of more than EUR 20 million and invests in Lithuanian companies that produce products in high-tech areas. The fund aims to help local startups implement scientific ideas in the fields of ICT, robotics, and high-tech. This is the fund’s seventh investment in a Lithuanian startup.

    According to Sorainen, Whatagraph is an online software platform that creates reports to support key digital marketing tools and has readymade report templates to simplify monthly reporting tasks. According to the firm, “this virtual tool helps users quickly understand complex information and, within seconds, collects graphic data visualizations from Google Analytics, Google Ads, Facebook Ads, Instagram, and other channels. The Whatagraph customer list includes names such as Heineken, The New York Times, Ogilvy and Berkshire Hathaway managed by legendary investor Warren Buffett.”

    The Sorainen team was led by Partner Mantas Petkevicius with Associate Vytautas Sabalys.

    Editor’s Note: After this article was published, Glimstedt announced that it advised Whatagraph on the transaction. The firm’s team consisted of Partner Andrius Ivanauskas and Senior Lawyer Mikhail Molis.

  • Sorainen Helps Supermetrics Set up Development Office in Lithuania

    Sorainen Helps Supermetrics Set up Development Office in Lithuania

    Sorainen has helped global marketing tech company Supermetrics establis its office in Lithuania.

    Supermetrics was founded in Helsinki, and according to Sorainen, in March 2019 the company will open its office in Vilnius ‒ its first office outside Finland ‒ with plans to hire between 50-100 people over the next three years.

    Sorainen assisted Supermetrics throughout the launch of operations in Lithuania, including employment and taxation matters. The firm’s team consisted of Partner Mantas Petkevicius and Associates Ieva Tumalaviciute, Ieva Krivickaite, Aurelija Daubaraite, and Gerda Skirbutiene.

  • Walless and Dominas Levin to Merge in Lithuania

    Walless and Dominas Levin to Merge in Lithuania

    On April 1, 2019, the Dominas Levin law firm in Lithuania will merge with the new Walless firm in the country, with both operating going forward under the Walless brand.

    The seven-person Dominas Levin team is led by Partners Gediminas Dominas and Vaidotas Puklevicius. The firm joined the pan-Baltic Levin alliance in the second half of 2018 as reported by CEE Legal Matters on September 21, 2018, after spending the previous two years as part of the pan-Baltic Derling alliance. 

    Walless was created at the very end of 2018 by a large team, including eight partners, splitting off from Ellex Valiunas as reported by CEE Legal Matters on December 13, 2018. According to a Walless press release, in joining forces with Dominas Levin, “Walless will significantly strengthen its dispute resolution group, which will be developed by Gediminas Dominas and his team. Gediminas Dominas is one of the most highly regarded international arbitration experts in Lithuania. Walles’ dispute resolution practice was recently joined by Associate Partner Dr. Simona Drukteiniene, who has 18 years of experience in dispute settlement and court representation. The team will also be joined by Mindaugas Cerniauskas, who has over ten years track record in construction and real estate-related litigation.”

    “We share Walless’ values and high ethical standards,” said Gediminas Dominas,” whose firm was a member of the pan-Baltic Levin alliance with Glikman Alvin Levin in Estonia and Kronbergs Cukste Levin in Latvia. “We have ambitious goals and are looking forward to start their implementation – we want to join the creation of new standards in Lithuanian legal field, where most emphasis would be put on such values as transparency, personal attention to clients and the quality of services.” Speaking of his former Levin colleagues, he said: “No doubt our experience with Levin alliance was very enriching and positive. Those people are true professionals, real masters in their field. We will continue to serve our joint clients.”

    According to Walless, “Vaidotas Puklevicius is joining Walless as a partner in the Competition and Regulatory team and will be responsible for the development of legal practice areas encompassing general commercial and renewable energy law. Puklevicius has many years of experience in [advising] the largest Lithuanian and foreign companies in commercial law, energy law, as well as corporate law – including the first listing on the First North (alternative stock market) in Lithuania and development and successful exit of several renewables investments.”

    “Walless is a different law firm,” Puklevicius said. “It is known for its modern approach to law practice and its openness with clients. I am glad to be able to join their mission to change the way law is currently practiced in the market.”

    “When we founded our firm in the beginning of the year, our goal was to create a full-service business law practice specialized in all major areas important to clients,” said Walless Managing Partner Dovile Burgiene. “With Gediminas Dominas, Vaidotas Puklevicius, and their team joining, we became stronger in two areas that are of utmost importance to our clients. Walless now has an experienced and large team focused on handling complex business disputes, and we will offer a broad spectrum of services related to commercial contracts and regulation. Our growth is focused on what our clients need, and we will continue to analyze their needs and offer services in all areas where business needs high quality legal advice.”

    The merger with the Dominas Levin will bring the number of lawyers at Walless to 35, including ten partners.

  • Sorainen and Glimstedt Advise on Open Circle Capital Investment in Ad Exchange Start-Up

    Sorainen and Glimstedt Advise on Open Circle Capital Investment in Ad Exchange Start-Up

    Sorainen has advised venture capital fund Open Circle Capital on its investment of EUR 170,000 in ad exchange startup SixAds. Glimstedt advised SixAds on the deal.

    According to Sorainen, “Circle Capital is interested in technology companies in the fields of ICT, robotics, and high-tech. SixAds demonstrates a fast growing number of customers and revenue, along with global ambitions, all of which are in line with Open Circle Capital’s investment approach.”

    “Currently,” Sorainen reports, “about 7,000 online stores are using SixAds, most of them from the USA, but in the near future the plan is to expand to other markets such as Canada and the UK. The EUR 170,000 investment will be devoted to this expansion.”

    The Sorainen team was led by Partner Mantas Petkevicius with Associate Vytautas Sabalys.

    The Glimstedt team included Partner Andrius Ivanauskas, Senior Lawyer Michail Molis, Senior Tax Lawyer Edvard Gasperskij, Expert Giedre Rimkunaite-Manke, and Junior Lawyers Rimante Butkute and Simona Butkute.

  • Primus Derling Advises Eksma on Acquisition of Factory Building from Dvarcioniu Keramika

    Primus Derling Advises Eksma on Acquisition of Factory Building from Dvarcioniu Keramika

    Primus Derling has advised the Eksma Group on the acquisition of the factory building of Dvarcioniu Keramika from laser systems manufacturer Sviesos Konversija for an undisclosed price. TGS Baltic reportedly advised Sviesos Konversija on the sale.

    The Eksma Group manufacturers and supplies precision optical components and optical and laser systems and provides solutions of laboratory equipment in chemical, biochemical, and medical diagnostics. Construction of a new factory is expected to be finished in two or three years, and Primus Derling reports that Eksma plans to invest more than EUR 12 million into the project. According to the firm, the company “plans to build a new modern complex of precision optics development and manufacture with scientific research and experimental development and construction divisions and office space on the site of an old ceramic tile factory.”

    Primus Derling’s team was led by Partner Ernesta Ziogiene and included Senior Associate Vilma Rakleviciene and Associate Karolis Diska

  • Cobalt and TGS Baltic Advise on INVL Baltic Sea Growth Fund Acquisition of InMedica Chain

    Cobalt and TGS Baltic Advise on INVL Baltic Sea Growth Fund Acquisition of InMedica Chain

    Cobalt has advised the INVL Baltic Sea Growth Fund, the largest private equity investment fund in the Baltics, on the acquisition of its wholly-owned subsidiary BSGF Sanus of a 70% stake in the InMedica health care clinics chain from the Lithuania SME Fund. TGS Baltic advised the sellers on the deal, and financial terms were not disclosed.

    Launched in June of 2018, the INVL Baltic Sea Growth Fund is managed by INVL Asset Management, one of Lithuania’s leading asset management companies. According to Cobalt, “the fund seeks to invest in medium-size companies with an attractive risk-return ratio, providing them with capital for further growth. In its investments, the fund will focus on taking controlling or significant minority stakes and will play an active role in the management of target companies, aiming to significantly increase their value over the long term. The fund will seek to form a diversified portfolio of Baltic Sea region companies and will focus on growth capital, buyout, and ‘buy and build’ investments. [it] will make investments of EUR 10 million to EUR 30 million in mature companies that can compete on global markets and have big potential for growth in value.”

    Lithuania SME Fund is a growth capital fund organized by BaltCap in 2010 as a part of the JEREMIE initiative in Lithuania. And InMedica is an 18-clinic chain of health care institutions which provides services of family and specialized doctors, odontology, and other health care services. According to non-audited data, in 2018 the company’s revenue grew by 39 percent compared to the previous year and amounted to EUR 9.6 million (in 2017, EUR 6.9 million).

    “We’re pleased to have closed the first acquisition of a fund portfolio company and do believe that working together with its management we are in a position to create a leading company in the private health care sector with potential to grow not only on a national but also a regional Baltic scale,” said Deimante Korsakaite, the executive partner of the INVL Baltic Sea Growth Fund. 

    “As the country’s economy and people’s income grow, we see an increasing need for quality medical services with instant access,” said Nerijus Drobavicius, an INVL Baltic Sea Growth Fund partner and the director of BSGF Sanus. “Drawing on our experience developing promising businesses, we’ll seek to take the company to an even higher qualitative level, thus strengthening its position in this sector even more.” 

    The Cobalt team is led by Partner Elijus Burgis and Senior Associate Inga Mazvilaite and includes Head of Tax Rokas Daugela, Head of Competition Rasa Zasciurinskaite, and Associate Lawyers Lukas Pultarazinskas and Samanta Sereikaite.

    TGS Baltic’s team consisted of Executive Partner Marius Matonis, Partner Aurimas Pauliukevicius, Junior Associate Giedrius Svidras, and Trainee Paulius Dabulskis. The firm’s team also represented remaining shareholder Litgaja in negotiations related to its entrance into a shareholders’ agreement with the buyer

  • Lithuanian Tax Reform 2019: Focus on Anti-Avoidance Measures

    In 2019, the Lithuanian tax system will see significant changes, designed to reform personal taxation laws and tackle the shadow economy. These amendments have already been approved by the Lithuanian Parliament and will become effective at the start of the year.

    In a nutshell, the tax reforms reflect an overall shift of the labor-related tax burden from employers to employees. The underlying idea behind the changes is to eliminate the current split of social security contributions between employees and employers and thereby eradicate any enticement for under-the-table payments. As a result, the employer’s share of the social security taxes will drop significantly, from the current 31.18% to 1.79% in 2019, while the employee’s share of the social security contributions will increase to 19.5%, as compared to the present rates of 9% or 11%. In addition, the personal income tax will increase 5% to 20%; however, the rate of 27% will be applicable to income exceeding approximately EUR 8,900 in 2019.

    To compensate employees for the increase in social security taxes, all gross salaries will be subject to an automatic lift by 28.9% as of January 1, 2019. Hence the consolidation of social security contributions on the employee’s side will not create a higher tax burden for employed individuals. 

    Additionally, the tax reform package includes a number of other specific anti-avoidance measures. 

    Minimum Reliability Criteria for Taxpayers

    The amendments put forward minimum reliability criteria for companies and natural persons engaged in individual entrepreneurship. To satisfy these reliability criteria, taxpayers must have no record of previous penalties for: (i) tax-related violations resulting in unreported taxes exceeding EUR 15,000; (ii) illegal employment; (iii) certain administrative infringements; or (iv) criminal conviction for economic crime.

    Non-compliance with the criteria will disqualify taxpayers from public procurement tenders and official lists of charity and donation recipients. Such taxpayers will be subject to longer statutory limitation periods (five years, instead of three). Furthermore, non-reliable taxpayers will face negative publicity, since they will be included on a list made available to the public.

    Increased Penalties 

    Although the general penalty range (from 10% to 50% of unpaid taxes) for violating an obligation to report and pay taxes remains unchanged, certain tax infringements will be subject to larger fines. 

    In the event of a tax investigation where taxpayers are not able to justify sources of their income, penalties can reach 100% of unpaid tax amount. Repeated tax violations identified during the same three-year period will be subject to double fine amounts. 

    New Statutory Limitation Period for Collecting Taxes

    The current five-year limitation period for the Tax Authorities to collect taxes will be replaced by a shorter three-year period. However, the five-year term will remain applicable in a number of cases. For instance, individual tax payers will be subject to a five-year limitation period for collection of personal income tax. So-called unreliable tax payers will not be able to benefit from the shorter limitation period either. The three-year limitation period will not apply where the tax collection is based on automatic information exchange procedure.

    New General Deductions From Income

    Since motor vehicle repair services as well as child care services and renovation of residential premises are often associated in Lithuania with the shadow economy, the tax reform amendments envisage new types of general deductions to reduce off-the-book transactions. 

    Individual taxpayers will be able to deduct these types of expenses from their taxable income, provided the services are rendered by a registered Lithuanian taxpayer. The deductions in question are capped at EUR 2,000 which is the aggregate limit for all the three types of deductible expenses. Moreover, the deductible amounts cannot exceed 25% of annual income.

    Tax Amnesty

    Last but not the least, the tax reform amendments provide for a tax amnesty to be applicable from January 1, 2019, until July 1, 2019. Therefore, all taxpayers will be able to declare their unreported income and pay relevant taxes and will be released from any penalty or fine on overdue tax liabilities. Taxpayers are also entitled under the amnesty rules to request a two-year payment plan allowing them to settle overdue tax liabilities by instalments. 

    By Aleksandr Masaliov, Head of Labor and Immigration, CEE Attorneys, Lithuania

    This Article was originally published in Issue 5.12 of the CEE Legal Matters Magazine. If you would like to receive a hard copy of the magazine, you can subscribe here.

  • TGS Baltic Welcomes New Partner Zygimantas Stankevicius

    TGS Baltic Welcomes New Partner Zygimantas Stankevicius

    Zygimantas Stankevicius, the former Head of Legal at Luminor bank, has joined TGS Baltic in Vilnius as a Partner. He will lead the firm’s Finance Industry Group.

    Stankevicius has over 20 years of experience in banking and finance law, and led the legal department of the Luminor Bank (former DNB, Nordea) for most of his career. He studied law and history at Vilnius University.

    TGS Baltic Managing Partner Vilius Bernatonis said, “our team of banking and finance experts will be guided by an experienced, well-known finance law professional. He holds strong expertise on both internal and external processes related with financial institutions. Zygimantas‘ exceptional competence is very important for our clients, as well as the fact that he speaks not just the legal language, but also the business language – it is very important in today’s business.” 

    “It is a new and exciting path in my career,” Stankevicius commented. “TGS Baltic is a very active, client-oriented law firm with a good reputation in finance law, both in Lithuania and the rest Baltic states. I am particularly delighted that here the teamwork is based on mutual trust, it is one of TGS Baltic’s key values, therefore, I am sincerely grateful to the firm for the invitation to join the team. I believe that my experience and knowledge will prove to be useful for the firm and its clients.”

  • SPC Legal Successful for Mazeikiai District Municipal Administration in Appeal of Public Procurement Process

    SPC Legal Successful for Mazeikiai District Municipal Administration in Appeal of Public Procurement Process

    SPC Legal, acting on behalf of the Mazeikiai District Municipal Administration, has persuaded the Lithuanian Court of Appeal to dismiss the appeal of companies Eikos Statyba and Genra of a procurement process involving a construction project as unfounded.

    According to their complaints, Eikos Statyba and Genra sought to annul Mazeikiai District Municipal Administration’s decision to award a EUR 13 million construction contract for the Mazeikiai Entertainment and Sports Arena.

    According to SPC Legal, “Eikos Statyba”argued in its complaint that its tender proposal was wrongly rejected, and that the errors in the cost sheets and statements submitted by the company are of a corrective nature and immaterial therefore are of no relevance to the comparison of the proposals. The total number of such errors recorded in the cost sheets [was] 18. Meanwhile, Genra was convinced that the requirement to provide certificates of quality of materials and equipment at the time of purchase was excessive and restricting the competition and that the tender proposal submitted by the company was potentially evaluated in a more rigorous manner compared to the bids made by other applicants.”

    However, SPC Legal explains that according to Partner Daiva Lileikiene, “the shortcomings found in the technical part of the tender cannot be justified and must be regarded as serious deficiencies, as otherwise, it would not be possible to ensure equitable comparison of all the tenders submitted, and consequently such tenderer would be given an unjustified advantage over other tender participants.”

    “If the reservations were made,” Lileikiene said, “we would create preconditions for certain errors in the tenders not to be due to the participant’s negligence, but to the deliberate intention to offer something other than what the customer intended to acquire.”

    Finally, according to SPC Legal, “the Court noted that the accurate and exact content of the cost sheet line is essential because the works are to be paid at a fixed rate of work, and therefore the applicant’s complaint was dismissed by arguing that the construction company Eikos Statyba had breached its duty to prepare the tender proposal properly and thoroughly and that it must bear the consequences of its actions. The Court also stated that the cost sheets of the tender submitted by Eikos Statyba contained data on materials that were not purchased and that certain materials that were included in the tender proposal had not been evaluated at all and that other works were proposed, and therefore Court reached the conclusion that the shortcomings in the tender that had been identified by the contracting authority are considered as being essential and could not be corrected without involving any substantive changes to the proposal. In response to Genra’s complaint, the Court stated unequivocally that the contracting authority had made clear requirements to the key materials and equipment, so it should have been apparent to the tenderer what documents were required and what documents would be considered eligible.”

    Thus, according to Lileikiene, the tender proposals submitted by Eikos Statyba and Genra were rejected in a lawful and reasonable manner, and thus, it was successfully proved in the court.”

    SPC Legal also quoted Giedrius Petrulevicius, Advisor to Mayor of the Mazeikiai District Municipality, as celebrating the decision. “This is one of the most important infrastructure projects in Mazeikiai that should create new opportunities for meaningful leisure time both for the city and district residents, so I am glad that the public interest has been defended, and the Court has proved that we have worked accurately and responsibly in the development of this project. After two and a half years of court battles and dispute, I am able to breathe a sigh of relief in terms of this project because there are no disturbances left and the construction work of the arena begins.”

  • Cobalt Helps ValorPay Obtain Payment Institution License

    Cobalt Helps ValorPay Obtain Payment Institution License

    Cobalt has advised ValorPay UAB on obtaining a payment institution license from the Bank of Lithuania to provide payment services.

    According to Cobalt, with the license, ValorPay will be able to offer certain payment services provided in compliance with the Law on Payments, such as direct debits, card payments, credit transfers, acquisition of payment transactions, and money remittances. 

    Cobalt’s team was led by Partner Akvile Bosaite, Senior Associate Justina Milasauskiene, and Associate Justina Auzbikaviciene.