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

Section 10. Making of an Entry in the Commercial Register and Appending of Documents to the Registration File

(2) The signature of a person shall be notarised:

1) on the application:

a) regarding entering of a merchant in the Commercial Register;

b) regarding change of a member of a capital company with the right of representation or changing of the right of representation;

c) regarding issuance or suspension of procuration or changes in the scope thereof;

d) regarding appointing or suspension of a liquidator of a partnership;

e) or all applications submitted, if it has been provided for in the articles of association of the capital company or in an application previously submitted to the Commercial Register Office and signed by all members;

2) on the following documents to be appended to the application:

a) on the minutes of the meeting of shareholders of a limited liability company or the council meeting of a joint stock company or a derivative thereof, if a decision on election or suspension of a member of the board of directors of the relevant capital company has been taken;

b) on the minutes of the meeting of stockholders of a joint stock company or a derivative thereof, if a decision on election or suspension of a council member of the relevant joint stock company has been taken;

c) on the minutes of the meeting of shareholders (stockholders) of a capital company or a derivative thereof and in the revision of a complete text of the articles of association of the capital company, if a decision on amendments to the articles of association of the capital company has been taken;

d) on the minutes of the meeting of stockholders of a capital company or a derivative thereof, if a decision on election of a liquidator of the capital company has been taken;

e) on a division of the register of shareholders of a limited liability company

f) on a consent of the person to hold the office of a member of the board of directors of the capital company, except the case when the consent of the member of the board of directors has been included in the application to the Commercial Register Office, and his or her signature has been notarised on the application;

g) on a consent of the person to hold the office of a liquidator of a commercial company;

h) on all the minutes of the council meeting of a joint stock company or derivatives thereof, if it has been provided for in the articles of association of the joint stock company;

i) on all the minutes of the meeting of shareholders (stockholders) of a capital company, if it has been provided for in the articles of association of the capital company.

(3) A decision on making of an entry in the Commercial Register, a refusal to make an entry or the postponement of the making of an entry shall be taken within three days (excluding holidays and public holidays) from the day of receipt of the application by an official of the Commercial Register Office. Within the same term, an official of the Commercial Register Office shall take a decision on making of an entry in the Commercial Register on the basis of a court adjudication.

(4) A decision on refusal of making an entry in the Commercial Register or postponement of making of an entry may only be taken in such case if the application, or the documents attached thereto, does not conform to the provisions of the law. The decision shall be substantiated. A decision on postponement of making of an entry shall indicate the term for rectifying of deficiencies.

(5) An official of the Commercial Register shall send the decision referred to in Paragraph three of this Section to the submitter of the application within three days (excluding holidays and public holidays) from the day when the decision was taken.

(6) The submitter of the application has the right to appeal a decision of an official of the Commercial Register Office in accordance with the procedures specified by law.

(7) An entry in the Commercial Register shall be made and documents shall be appended to the registration file on the same day when the decision on making of the entry or appending of the documents to the registration file was taken.

[22 April 2004; 16 March 2006; 24 April 2008; 2 May 2013]

Section 11. Promulgation of Records in the Commercial Register

(1) All records of the Commercial Register shall be promulgated by publishing them in the official gazette Latvijas Vēstnesis [the official Gazette of the Government of Latvia], at the same time publishing them electronically. Similarly, information regarding documents of incorporation and their amendments, regarding draft reorganisation agreement and amendments thereto, indicating the date of registration and the number of the Commercial Register file in which the document is located shall be promulgated.

(2) The Commercial Register records and information for publication shall be submitted by an official of the Commercial Register Office within three days (excluding holidays and public holidays) from the date when the record was entered. The Commercial Register records and information shall be published at the expense of the relevant merchant if different procedures for covering the costs of publication have not been specified by law.

(3) The amount of costs and the procedures for collection thereof shall be determined by the Cabinet. If an entry regarding a new limited liability company, which conforms to the provisions of Section 185.¹, Paragraph one of this Law, has been made, the payment for promulgation of such entry shall not exceed the cost price of promulgation of the relevant entry.

(4) If a limited liability company conforms to the provisions of Section 185.¹, Paragraph one of this Law, it shall be released from payment for promulgation of such information and entries, which are related to the increase in the equity capital.

[14 February 2002; 22 April 2004; 16 June 2005; 15 April 2010; 29 November 2012]