The main purpose of the Law on amending of Articles 15, 45, 52, 53, 58, 59, 60 and acknowledgement to be no longer valid of Paragraph 1 of Article 78 of the Law on Stock Companies of the Republic of Lithuania (hereinafter - the Law) is to establish clearly cases, conditions and procedures of decrease of the authorised capital of the company as well as to establish the right of the shareholders to receive assets of the company when decreasing the authorised capital of the company, to coordinate definitions of the provisions of the Law on Stock Companies regarding the appropriation of profit (loss) with the definitions provided in legal acts regulating accounting issues.

      It is noteworthy that the exhaustive list of the cases of decrease of the authorised capital of the company is established by the amendments of the Law in order to eliminate cases when the authorised capital is decreased without a basis established in the law. The authorised capital can be decreased seeking to eliminate losses inscribed in the balance sheet of the company, to annul company's acquired own shares, to disburse assets of the company to the shareholders, to correct mistakes made when composing or increasing the authorised capital. Moreover, it was established that the purpose of decrease of the authorised capital shall be presented in the resolution of the general meeting of shareholders regarding the decrease of the authorised capital.

      The Law provides for conditions, following which the authorised capital can be decreased with the purpose to disburse assets of the company to the shareholders. This thorough regulation is established seeking to ensure the succession of the activities of the company and to protect interests of the creditors and minor shareholders.

      Law on amending Articles 15, 45, 52, 53, 58, 59, 60 and acknowledgement to be no longer valid of Paragraph 1 of Article 78 of the Law on Stock Companies of the Republic of Lithuania No X-1015 of 12 January 2007 (State gazette, 2007, No 12-489)

      The Law on Markets in Financial Instruments of the Republic of Lithuania (hereinafter - the Law) has come into effect on 8 February 2007. The aim of the Law is to transpose provisions of the Directive 2004/39/EC on markets in financial instruments into the national legislation of the Republic of Lithuania and ensure fair, open and efficient operation of the market in financial instruments, protection of the investors and restriction of the systemic risks.

      It is noteworthy that after the Law has come into effect the Law on Securities Market of the Republic of Lithuania is no longer valid and its provisions, which regulated licensing of financial brokerage firms and their activities, rendering of the investment services, activities of the regulated markets, prohibition to abuse the market, accounting of the financial instruments and legal status of the Securities Commission of the Republic of Lithuania, have been transferred into the Law on Markets in Financial Instruments.

      The Law regulates the provision of the investment services and secondary circulation of the financial instruments (including transferable securities, money-market instruments, derivative instruments for the transfer of credit risk, financial contracts for differences etc); licensing and activities of financial brokerage firms; organizational requirements applicable to financial brokerage firms and credit entities; requirements that shall be followed by financial brokerage firms and credit entities while rendering investment services to the clients; rendering of investment services to professional clients; transparency requirements applicable to financial brokerage firms; activities of the regulated market; prohibition to abuse the market in financial instruments; accounting of financial instruments; supervising of the market in financial instruments and legal status of the Securities Commission; liability for the breach of the Law.

      Law on Markets in Financial Instruments of the Republic of Lithuania No X-1024 of 18 January 2007 (State Gazette, 2007, No 17-627)

      The Law on Securities of the Republic of Lithuania (hereinafter - the Law) has come into effect on 8 February 2007. The main purpose of the Law is ensuring the protection of the interests of investors and establishing the requirements for drafting, approving and publishing of a prospectus of securities, disclosure and keeping of the periodic and current information, procedures of submission and implementation of official offers, as well as establishing the rights and powers of the Lithuanian Securities Commission while implementing supervision functions assigned to it.

      This Law was drafted seeking to transpose provisions of the Directive 2004/109/EC of the European Parliament and of the Council of 15 December 2004 on the harmonisation of transparency requirements in relation to information about issuers whose securities are admitted to trading on a regulated market and amending Directive 2001/34/EC. The Law was also drawn up transposing provisions of the Directive 2003/71/EC of the European Parliament and of the Council of 4 November 2003 on the prospectus to be published when securities are offered to the public or admitted to trading and amending Directive 2001/34/EC, and provisions of the Directive 2004/25/EC of the European Parliament and of the Council of 4 November 2003 on the prospectus to be published when securities are offered to the public or admitted to trading and amending Directive 2001/34/EC, and provisions of the Directive 2004/25/EC of the European Parliament and of the Council of 21 April 2004 on takeover bids.

      The Law regulates issues of primary circulation of securities. It is noteworthy, that the following provisions of the Law on Securities Market, which is no longer valid as from 8 February 2007, were transposed to this Law: provisions concerning the public offer of the securities and admission to trading on a regulated market, provisions regarding the order of submission of official offers.

      The Law is applicable to those legal entities, which are offering for issue or issuing its securities. The Law does not apply to those entities, which do not offer their shares publicly and do not offer them on a regulated market. The issuer of securities shall be considered those legal entities established within the Republic of Lithuania, which securities are admitted to trading on a regulated market of the Republic of Lithuania and (or) other member state of European Union, or those, which prospectus on securities has been approved by the Lithuanian Securities Commission. Other entities, which within the period from 1 January 2002 until 12 July 2005 have issued at least one security, shall be considered to be issuers of securities only in case when the general meeting of shareholders of such entity has decided to publicly offer its securities within six months after this Law has come into effect.

      Law on Securities of the Republic of Lithuania No X-1023 of 18 January 2007 (State Gazette, 2007, No 17-626)

      The Government of the Republic of Lithuania on 29 January 2007 by its order No 93 has amended the order regarding the establishment of the Register of Legal Entities and approving of the Regulation of the Register of Legal Entities (hereinafter - the Register Regulation).

      The Register Regulation was amended while seeking to implement the Directive 2003/58/EC of the European Parliament and of the Council amending Council Directive 68/151/EEC, as regards disclosure requirements in respect of certain types of companies.

      The Register Regulation was also supplemented seeking to ensure the application of the Law on Cooperative Societies of the Republic of Lithuania and of the Council Regulation (EC) No 1435/2003 of 22 July 2003 on the Statute for a European Cooperative Society (SCE).

      The order of objection to transfer of the seat of the European Cooperative Society and participation of the cooperative society in the establishment of the European Cooperative Society is established in the Register Regulation.

      Order No 185 of the Government of the Republic of Lithuania of 29 January 2007 regarding the amendment of the Order No 1407 of the Government of the Republic of Lithuania of 12 November 2003 “Concerning the establishment of the Register of Legal Entities and approval of the Regulation of the Register of Legal Entities” (State Gazette, 2007, No 15-537)