Winding up of a company in Latvia can be either by the procedure of the shareholders’ voluntary liquidity or liquidated by regulatory enactments by the state controlling institution. In both situations, the liquidation procedure results in the closure of the company, and they get an exclusion from the commercial register of Latvia.
The activity of the company is suspended or terminated from the day when the information regarding the liquidation or termination is entered on the commercial register.
There are documents to be provided, the deadline for the submission to the enterprise registration is 14 days from the adoption of the decision of shareholders. The documents to be submitted include:
- Application form KR1
- The minutes of the shareholders’ meeting
- A receipt, a printout of online bank payment, or any other proof that the state fee was paid.
Before deciding to cease operations, the merchant issues a notice in the official publication of Latvia, “Latvijas Vstnesis,” telling all known creditors in writing of their intention to do so. After publication, the shareholders’ meeting to vote on the suspension is held.
The notification shall specify:
- Merchant’s firm, registration number, and legal address
- Place of application for creditor claims and a time limit of one month from the publication notice date
Minutes of the stockholders’ meeting
The meeting of shareholders is conducted to deliberate on the suspension. The meeting leader, the minute holder, and at least one shareholder elected by the meeting sign the minutes; if more than one shareholder is elected, a statement of accuracy is produced as proof of correctness; and they must all sign the Protocol.
The document must contain:
- Name of company (firm)
- Minutes number of the meeting of shareholders
- Meeting Location and Date
- The company’s fixed capital, paid-up fixed capital and voting capital.
- The amount of share capital represented at the shareholder meeting, as well as the number of voting shareholders in attendance
- Name of meeting leader, recording officer, attendee – protocol correctness attestation
- The institution convening the meeting and when the notice was sent and published
- Meeting agenda
- Decisions taken
- For each ‘in favor’ and ‘against’ vote cast (paid part)
- Council’s objection and the members of the Management Board, the auditor, the liquidator, or the shareholders
The meeting of shareholders’ decision is finalized by the present shareholders’ majority vote, if there’s no law or the statute to specify a higher number of votes, the majority vote decides.
The original or derivative of a protocol or decision, the correctness of which is certified by the same person/- a who signed the original, shall be submitted to the register of undertakings.
Completing the Registration Form
After the deadline for the application of creditors stipulated in the notice and the satisfaction of creditors’ claims, an application form for the register of companies is submitted to the Commercial Register. The application is signed by the Board.
- The application is to certify that the stock company has no tax debts and has settled the tax obligation for the period of suspension
- The application must certify that it has no employees
- The application must certify that it has submitted an annual report or, in the cases specified by law, a financial statement for the last accounting year
- The application must certify that it has submitted to the tax administration a statement of the economic activity of the company for the period after the end of the previous accounting year
- The application must certify that it has satisfied creditors’ claims for obligations that are due before or during the period of suspension of economic activity
- The application must certify that it is Commercial Law 333. Has secured, following the procedures specified in Article 4, the claims submitted by creditors, the term of which shall apply after the period of suspension of the activity of the merchant
Paying the Fees
The State charge must be paid before applying. After the Enterprise Register certifies that the State charge has been credited to the Treasury account, the registration is completed.
The State charge is paid by wire transfer to any bank two days before the electronic or postal submission of documents.
Registration within three business days costs €20.00, whereas registration within one business day costs €60.00.
Submitting the Documents
The application and the documents are submitted by the Management Board or by a person authorized through
- E-service online
- Electronically signed in e-address or e-mail
- By post