Acquisition, Stage 2
1. Summary
Not earlier than one month from the day of taking of the decision regarding reorganisation, each company involved in the reorganisation process shall submit an application to the commercial Register Office for making an entry regarding reorganisation in the commercial Register. Each company shall submit a copy thereof.
Important: The provisions of this Law regarding reorganisation in force at the time of submission of the abovementioned application shall be applicable to the reorganisation process, in which the application referred to in Section 338 of the commercial Law regarding commencement of reorganisation and the draft contract to be attached thereto has been submitted to the commercial Register Office until 31 May 2023.
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3 working days (not including the day of submission)*Review
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from 150,00 EURCosts
* The statutory time limit for examining documents may be extended on the basis of Section 64, Paragraph two of the Administrative Procedure Law.
Documents to be submitted:
- application form KR11;
- the reorganisation contract or a duly certified copy thereof;
- an extract from the minutes of the meeting of participants (stockholders) with a decision regarding reorganisation;
- in the cases specified by law - a reorganisation permit;
- the reorganisation prospectus or the application certifies that all participants (shareholders) have agreed that the prospectus is not drawn up;
- the opinion or application of the auditor certifies that all participants (shareholders) have agreed that the auditor does not verify the reorganisation contract or the draft contract;
- an opinion regarding the assessment of the share of the property of the company to be acquired, if the share capital of the acquiring company is increased;
- financial report of the closure of the reorganisation of the company to be acquired;
- a division of the register of shareholders (stockholders) of the acquiring capital company (signatures must be certified);
- notification to creditors;
- a questionnaire for inclusion of information in the Register of natural persons (to be signed by the foreigner himself or herself with a secure electronic signature in order to submit electronically; if there is no secure electronic signature, this document shall not be submitted) of a foreigner (foreigner) who has a legal link with Latvia on the basis of which mutual rights and obligations in the field of commercial activities and taxes are formed or have developed, but no personal identity number of the Republic of Latvia has been granted;
- a receipt or a copy thereof, or a printout of an Internet bank payment, or information regarding payment of the State fee. A State fee shall be paid separately for each company involved in the reorganisation process.
Time period for submission of documents in the Enterprise Register: 14 days after completion of all activities, not earlier than one month from the day of taking of the decision on reorganisation.
If at the same time the share capital of the acquiring company is increased as a result of reorganisation or other changes related to reorganisation are made, all documents related to the increase of the share capital or other relevant changes shall be submitted in addition.