Amendment No. XV-386 to the Law on Companies of the Republic of Lithuania, adopted on 30 June 2025, takes effect on 1 July 2026. Among its changes, the annual general meeting of shareholders and the filing of the annual financial statements with the Register of Legal Entities (Juridinių asmenų registras, JAR) are both due within five months of the end of the financial year. For a company with a 31 December year-end, the first statements affected are the 2026 ones, and the deadline is 31 May 2027.
What changed
Article 24(1) of the Law on Companies now says that the ordinary general meeting of shareholders must be held every year no later than five months after the end of the financial year. Article 58(3) sets the same five months for submitting the set of annual financial statements to the Register: the statements, the management report, the auditor's opinion where an audit is mandatory, and the sustainability assurance conclusion where one is required.
The same amending law also introduced rules on redeemable shares, financial assistance, delegated capital increases and interim dividends. This article covers only the annual-accounts timetable.
Which financial years
The five-month rule applies to companies whose financial year ended on or after 1 July 2026, according to the transitional note published with the consolidated text in the TAR. Earlier years stay on the previous deadline.
| Financial year ended | Annual meeting due by | Rule |
|---|---|---|
| 31 December 2025 | 30 April 2026 (already passed) | Four months (previous rule) |
| 31 December 2026 | 31 May 2027 | Five months (new rule) |
A company with a different year-end counts five months from its own year-end date, provided the year ended on or after 1 July 2026.
Filing with the Register
Under Article 58(3), the set of annual financial statements goes to the Register manager within five months of the end of the financial year. Because the shareholders' meeting approves the annual financial statements (Article 20(1)(11)), approval and filing share one calendar: plan the meeting early enough to leave time to file.
If the meeting is not held within five months, a shareholder may apply to court to have it convened (Article 24(3)).
What has not changed
- Notice period. The meeting notice must be given at least 21 days before the meeting (Article 26(4)); a shorter period is possible if all voting shareholders consent in writing (Article 26(7)). For a meeting on 31 May 2027, the notice goes out by 10 May.
- Small partnerships (MB). They have their own law, and approval of the annual statements stays at four months (Article 23(3) of the Law on Small Partnerships). The change covers AB and UAB only.
- Who approves. The general meeting still approves the annual financial statements.
What to do now
Move the closing calendar
The year-end close, the audit where it is mandatory and the management report can use the extra month. Work backwards from 31 May 2027, not from 30 April.
Fix the meeting date and the notice date
Choose the meeting date first, then send the notice at least 21 days earlier: by 10 May for a 31 May meeting.
Keep the old deadline for older years
Meetings for financial years that ended before 1 July 2026 remain on the previous four-month deadline.
Update every place that says four months
Internal calendars, reminders, service contracts and templates that still say four months are the likeliest mistake in 2027.
Sources
- Law on Companies, consolidated text (e-Seimas)
- Law on Companies, Article 58 (Infolex)
- Law on Small Partnerships, Article 23 (Infolex)
- New deadlines for approving and submitting financial statements from July 2026 (Avizo)
- From 1 July 2026 the deadline for approving and filing financial statements changes (VIP teisė, in Lithuanian)
Dates checked on 26 October 2026. Legal texts are amended from time to time; confirm the current wording on e-TAR or e-Seimas before relying on a date.
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