How to set up an MB in 2026: step by step

You can set up a small partnership (mažoji bendrija, MB) in Lithuania in 2026 almost entirely online and within a few days, and no share capital is required — which makes it one of the simplest and cheapest limited-liability forms in the country. In practice you take a handful of steps: gather 1 to 10 members (individuals only), choose and reserve a name, prepare a founding act (single member) or a founding agreement and articles (several members), register the MB at the Register of Legal Entities (Registrų centras), and then sort out VMI (the tax authority), Sodra and a bank.

This article walks through the whole MB set-up path step by step — from members and name to the bank account — and compares it with a UAB. Every fee, tax and deadline mentioned here is illustrative (2026), so always verify the current amounts at Registrų centras, VMI and Sodra. If you have not yet chosen a legal form, start with the broader guide on how to start a business in Lithuania in 2026.

An MB is essentially a lightweight UAB: limited liability like a UAB, but with no EUR 1,000 share capital and simpler management. That is why 1–3 person teams starting on a small budget so often choose it.

What an MB is and why it is simpler than a UAB

A small partnership (MB) is a limited-liability legal entity: the partnership answers for its debts with its own assets, not the members' personal assets (except in specific cases set by law). In that sense an MB resembles a UAB, but a few key differences make it easier to establish:

• No share capital. A UAB must have EUR 1,000 in share capital (at least 25%, i.e. EUR 250, paid in before registration, the rest within 12 months), whereas an MB's share capital is only nominal — there is no mandatory amount.
• Members must be individuals. An MB can be founded by 1 to 10 individuals; a UAB's shareholders may be both individuals and legal entities (up to 249).
• Simpler management. An MB can be run by a member directly, without a separate managing director position, and member contributions and payouts are handled more flexibly than UAB shares.

If you are weighing a larger company with investors or share splits, compare both options in the guide on how to set up a UAB in 2026, step by step.

Step 1: members and the decision to found

Setting up an MB starts with people. A member can only be an individual, and the number of members ranges from 1 to 10. One person can found an MB alone: they are then both the sole member and the manager.

• Single member — the founding is formalised with a founding act (a unilateral document).
• Several members — they sign a founding agreement and jointly approve the MB articles (the core operating document).

Even at this stage it is worth agreeing on member contributions, profit splits and the manager, because all of this goes into the founding documents.

Step 2: the name and its reservation (~EUR 16)

Every MB needs a unique name that does not clash with already registered ones. The name must include a reference to the legal form (for example, "MB" or "mažoji bendrija"). You can temporarily reserve the name at the Register by filing the JAR-5 form — the reservation costs ~EUR 16 and is valid for up to 6 months. During that time no one else can take your name, giving you room to prepare the documents calmly. Reservation is not mandatory, but it protects you from someone else registering the name you have chosen.

Step 3: founding act or agreement and articles

This is the core package of MB founding documents. If all members hold a qualified electronic signature and choose standard (model) articles, the MB can be set up entirely electronically in the Register's self-service — no notary required. This is the fastest and cheapest route.

If the articles are non-standard or members cannot sign electronically, the documents are certified by a notary. Notary services cost roughly ~EUR 85–338, depending on the documents and the value being certified. Whichever route you choose, the founding documents record the members, their contributions, the manager and the MB's operating rules.

Step 4: registration at the Register (~EUR 30)

You submit the prepared documents to the Register of Legal Entities (Registrų centras) — this is where the MB becomes an officially operating legal entity. Electronic registration at the Register costs ~EUR 30, and a legal entity is usually registered within ~3 business days. In practice, the process from submission to receiving the code often takes 5–10 business days, depending on the documents and the workload. Once registered, the MB receives a legal entity code and can begin operating.

Step 5: VMI, Sodra and taxes

After registration, tax formalities follow. Data flows from the Register to VMI, and the MB becomes a corporate income tax (CIT) payer:

• New small MBs may pay 0% CIT in their first 1–2 years — if the company has fewer than 10 employees, income below EUR 300,000, and is not part of a group.
• Small companies get a reduced 7% rate (up from 6% in 2026).
• The standard corporate income tax is 17% (up from 16% in 2026).
• Profit a member withdraws from the MB (dividends) is taxed at 15% GPM (personal income tax).

If turnover over the last 12 months exceeds EUR 45,000, the MB must register as a VAT (PVM) payer. In addition, the Sodra (VSD and PSD) contributions for the MB's member and manager depend on the chosen employment and profit-withdrawal model — verify the exact amounts with Sodra or an accountant. For a detailed overview, see the guide on what taxes an MB pays in 2026.

Step 6: bank account and launch

To receive payments and pay taxes, the MB needs a business bank account. Once opened, you receive the MB's IBAN — the international account number you will put on invoices and contracts. To check the IBAN structure or generate one quickly, use our IBAN calculator. With an account, bookkeeping in place and, in most cases, a website, you can start real operations.

Example: what it costs to set up an MB online

Say Jonas sets up an MB alone, electronically and with standard articles, so no notary is needed. His costs:

• Name reservation (JAR-5): ~EUR 16
• Electronic registration at the Register: ~EUR 30
• Notary: EUR 0 (not needed in this case)
• Share capital: EUR 0 (an MB needs none)

Total: about EUR 46 and roughly 3 business days (realistically up to 5–10). For comparison, the same UAB for Jonas would require at least another EUR 250 in share capital before registration (out of the mandatory EUR 1,000). And if Jonas needed a notary (non-standard articles), that would add another ~EUR 85–338.

When an MB, and when another form

An MB is not for everyone. If you work alone, offer simple services and your income is modest, individual activity or a business certificate may pay off better — we compare them with the MB in the guide on individual activity, business certificate or MB. If you are considering the old-school sole proprietorship (IĮ), read IĮ or MB — is a sole proprietorship worth choosing. Which form pays off depends on profit and your share of costs, so it is worth doing the numbers in advance rather than picking whatever a friend has.

Check these before you set up an MB

Before submitting the documents, run through this short checklist:

• Check the name and future account. Verify the IBAN structure with our IBAN calculator.
• Verify current fees and rates at Registrų centras, VMI and Sodra — they are updated annually, so older articles go stale fast.
• Do not forget the annual obligations: the CIT return is filed with VMI by 15 June, and the annual financial statement is filed with the Register by 30 June (for the calendar year).
• Consult an accountant, especially about Sodra contributions for the member and manager and the EUR 45,000 VAT threshold.

Disclaimer: all rates, fees, deadlines and amounts in this article are illustrative (2026) and for general understanding only — this is not tax or legal advice. Always verify the current rules at the official VMI, Sodra and Registrų centras sources, or consult an accountant.

Set up your MB and want it to look solid from day one? web1o helps new businesses build a website, organise customer flow, and automate invoices and reminders — so you can focus on the work rather than the paperwork. Ready to launch — check your future account with the IBAN calculator and, if you need a concrete plan, book a consultation.