Text consolidated by Valsts valodas centrs (State Language Centre) with amending laws of

Section 5. Merchant Status and Public Law

The provisions of public law which prohibit the performance of specified types of commercial activities or restrict the performance thereof, or also provide for certain preconditions for the performance of such type of commercial activities, shall not influence the application of the provisions of private law, which have arisen, have been amended or have ceased on the basis of this Law.

Section 6. Maintenance of the Commercial Register

(1) Information as specified by law shall be entered and the documents specified by law shall be stored in the Commercial Register regarding merchant and commercial activities.

(2) The Commercial Register shall be maintained by a State institution authorised by law (hereinafter – Commercial Register Office).

[22 April 2004]
Section 7. Transparency of the Commercial Register
(1) Everyone has a right to become acquainted with the records of the Commercial Register and the documents submitted to the Commercial Register Office.

(2) Everyone after submission of a written request has the right to receive information regarding records of the Commercial Register and extracts and copies of documents present in the registration file of the merchant in printed form or in electronic form. The accuracy of the extract or copy of the document shall be certified in accordance with the procedures specified in regulatory enactments, unless the recipient refuses such certification. In issuing a copy of the document in electronic form, the accuracy thereof shall be certified in accordance with the procedures specified in the Electronic Documents Law. A copy of the document in printed form shall be certified in accordance with the procedures specified in regulatory enactments in such case, if the recipient thereof has clearly requested such certification.

(3) Pursuant to a request from the recipient, an official of the Commercial Register Office shall issue a notice that the specified record in the Commercial Register has not been amended, or also regarding the fact that a specific record has been made.

(4) Everyone after submission of a written request has the right to receive a notification from the Commercial Register Office regarding each application received in the registration file of the relevant merchant. The Commercial Register Office shall send the notification on the day when the application was received. The essence of the application and the date of receipt thereof shall be indicated in the notification. The way and procedures for sending the notification shall be determined by the Cabinet.

1) firm name;

2) given name, surname, personal identity number (if the person does not have a personal identity number – the date of birth, the number and date of issue of a personal identification document, the state and authority, which issued the document) of the merchant;

3) legal address;

4) branch firm name, if it is different from the firm name of the merchant, and its legal address.

(2) In respect of a partnership the following information shall be entered in the Commercial Register:

1) firm name;

2) type of partnership;

3) amount of contribution by each limited partner and the total amount of limited partner contributions;

4) given name, surname, personal identity number (if the person does not have a personal identity number – the date of birth, the number and date of issue of a personal identification document, the state and authority, which issued the document) of the members and limited partners personally liable for the partnership, but for legal persons – name, registration number and legal address;

5) the right of members of the partnership to represent the partnership individually or jointly, indicating the given name, surname, personal identity number (if the person does not have a personal identity number – the date of birth, the number and date of issue of a personal identification document, the state and authority, which issued the document) of each member of the partnership authorised for representation, but for legal persons – firm name, registration number and legal address;

6) legal address;

7) if the partnership has been established for a specific time period or for achievement of a specific objective – the time period for which it was established or the objective;

8) branch firm name, if it is different from the firm name of the partnership, and its legal address.

(3) In respect of a capital company the following information shall be entered in the Commercial Register:

1) firm name;

2) type of capital company;

3) given name, surname, personal identity number (if the person does not have a personal identity number – the date of birth, the number and date of issue of a personal identification document, the state and authority, which issued the document) and office held of the members of the board of directors, members of the council (if the capital company has formed a council);

4) the right of the members of the board to represent the capital company individually or jointly;

5) amount of equity capital, separately indicating the subscribed and paid-up amounts of equity capital;

6) [14 February 2002];

7) legal address;

8) if the capital company has been established for a specific time period – the time period for which it was established;

9) branch firm name, if it is different from the firm name of the capital company, and its legal address.

(4) In respect of a branch of a foreign merchant the following information shall be entered in the Commercial Register:

1) branch firm name, if it is different from the firm name of the foreign merchant, and the firm name of the foreign merchant;

2) legal address of the branch and the location of the foreign merchant (legal address);

the register where the foreign merchant is registered, and registration number, if the law of the state of the location of the foreign merchant provides for the entering of a merchant in a register;

3) the type of foreign merchant;

4) amount of equity capital of the foreign merchant, separately indicating the subscribed and paid-up amounts of equity capital, if the foreign merchant is a capital company and this information is entered in the state register in which the foreign merchant is entered.

(5) In addition to the information referred to in Paragraphs one, two, three and four of this Section, the following information shall be entered in the Commercial Register:

1) given name, surname and personal identity number (if the person does not have a personal identity number – the date of birth, the number and date of issue of a personal identification document, the state and authority, which issued the document) of the proctor, as well as a reference to a total procuration or branch procuration if such procuration has been issued, and a reference to the granting of the rights referred to in Section 34, Paragraph two of this Law if such rights have been granted, as well as the right of the proctor to represent a commercial company individually or jointly with one or several members of the board or members of the partnership;

2) the given name, surname, personal identity number (if the person does not have a personal identity number – the date of birth, the number and date of issue of a personal identification document, the state and authority, which issued the document) and scope of authorisation of those persons who are authorised to represent a merchant (foreign merchant) in activities related to a branch;

3) information regarding the re-organisation of the activities of a merchant (foreign merchant);

4) information regarding the appointment of an administrator of insolvency proceedings (hereinafter – administrator), indicating the given name, surname, personal identity number (if the person does not have a personal identity number – the date of birth, the number and date of issue of a personal identification document, the state and authority, which issued the document), information regarding implementation and termination of legal protection proceedings of a merchant (foreign merchant), information regarding announcement and termination of the insolvency proceedings of the merchant (foreign merchant), information regarding completion of bankruptcy proceedings of the merchant (foreign merchant);

4¹) information regarding suspension or renewal of activities of a merchant, indicating the grounds for the suspension or renewal of activities;

5) information regarding termination and liquidation of activities of a merchant (foreign merchant), indicating the grounds for termination of activities, as well as regarding appointment of a liquidator, indicating the given name, surname, personal identity number (if the person does not have a personal identity number – the date of birth, the number and date of issue of a personal identification document, the state and authority, which issued the document) thereof, but if the liquidator of the foreign merchant is a legal person – the firm name, registration number and legal address;

6) information regarding entering into a group of companies agreement, amending or termination thereof, indicating the dominant and dependent company, registration number and date of entering into agreement;

7) the given name, surname, personal identity number (if the person does not have a personal identity number – the date of birth, the number and date of issue of a personal identification document, the state and authority, which issued the document) of the guardian of a member of an individual merchant or partnership with the right of representation;

7¹) information regarding establishment of trusteeship for a member of an individual merchant or partnership with the right of representation, if a court has restricted legal capacity of the relevant person;

8) date of the entry of each record.

(6) Other information shall be entered in the Commercial Register, if such is explicitly provided for by law.

(7) Upon the registration of a merchant, an individual registration number shall be granted to them.

[14 February 2002; 22 April 2004; 16 March 2006; 24 April 2008; 15 April 2010; 16 June 2011; 29 November 2012; 2 May 2013; 16 January 2014]
Section 9. Documents to be Submitted to the Commercial Register Office and their Preservation
(1) Documents, which justify the making of an entry in the Commercial Register, and other documents specified by law shall be submitted to the Commercial Register Office. These documents shall be submitted in printed form or in electronic form. The relevant original document or an appropriately certified copy thereof shall be submitted to the Commercial Register Office. If it is specified in the law that the signature of a person on the document (application, document to be appended to the application or another document) must be notarised, such requirement shall be deemed as complied with, if the signature has been certified by a sworn notary, an official of the Commercial Register Office or, if the document has been drawn up in electronic form, it has been signed by a secure electronic signature. If a document is submitted in electronic form, the special online form under the management of the Commercial Register Office shall be used. If it is specified in the law that the signature of a person on the document (application, document to be appended to the application or another document) must be notarised, an authorisation for another person to sign such document shall be notarised. In certifying the signature, the sworn notary shall examine the legal capacity of the person and the amount of authorisation of the authorised person or representative. If the signature of the person is certified by an official of the Commercial Register Office, the legal capacity of the person and the amount of authorisation of the authorised person or representative shall be examined by the official of the Commercial Register Office. If the document has been drawn up in electronic form and signed with a secure electronic signature, the official of the Commercial Register Office shall examine the legal capacity of the person on the basis of the data of the Population Register, as well as the amount of authorisation of the authorised person or representative.

(1¹) Public documents issued in foreign states shall be legalised in accordance with the procedures specified in international agreements, and a notarised translation in the Latvian language shall be appended thereto. A certified translation in the Latvian language according to the regulatory enactments determining the procedures by which translations of documents in the official language shall be certified, shall be appended to private documents in a foreign language. Documents to be submitted to the Commercial Register Office in the Latvian language may be appended a translation in a foreign language. If an inconsistency is determined between a document submitted in the Latvian language and a translation thereof in a foreign language, a merchant or a person in the interests of whom this translation has been submitted may not use it against a third party. The third party in respect of the merchant or the person in the interests of whom this translation has been submitted may refer to this translation, except the case when the third party knew the content of the document in the Latvian language.

(2) Following amendments made in the documents of incorporation of a capital company (memorandum of association, articles of association), the text of the amendments, as well as the full text of the document as amended, shall be submitted to the Commercial Register.

(3) Documents submitted to the Commercial Register Office shall be preserved in the relevant Commercial Register file of the merchant. Annual accounts and documents to be appended thereto shall be kept only in electronic form in the file.

(3¹) The Commercial Register Office shall be submitted an extract from the notarial deed book of the minutes or decision of the meeting of shareholders (stockholders) of a capital company, if it has been specified in the articles of association of the capital company that the progress of the meeting of shareholders (stockholders) shall be certified by a sworn notary.

(4) A person may indicate such address in an application to the Commercial Register Office where he or she may be reached. If the person, according to the data of the Population Register, does not have a declared or registered place of residence or an indicated address in a foreign country, the person shall indicate such address in the application to the Commercial Register Office, where he or she may be reached. The Commercial Register Office shall provide information regarding the address of the person indicated in the application upon a justified request of the recipient.