Classification of Sale or Acquisition of Company Shares as a Business Transfer: Diagnostic Criteria and the Liability of the Seller (text only in Lithuanian)

Abstract

The object of this study is the legal framework for the sale or purchase of company shares when the goal of the transaction is the sale of a business. The impact of such transactions on Lithuanian economic development underlines the importance of this study. The recent wave of mergers and acquisitions in Lithuania is likely to substantially increase the number of related legal disputes as well. Legislation on the purchase and sale of company shares and the resulting transfer of business has been enacted in Lithuania only recently. The regulation of such cases remains rather unclear, few cases have been brought to court, and the topic has been barely addressed by legal scholarship in Lithuania to date. It is unclear whether the fact that the real purpose of the transaction is not a simple reassignment of company shares, but business transfer, results in any differences in the interpretation and application of the law. An especially delicate question, raised in Lithuania and other European countries, is whether the buyer may submit a warranty claim to the seller regarding the business acquired.