Not earlier than one month from the day of taking the decision regarding reorganisation, the company to be divided shall submit an application to the commercial Register Office for making an entry regarding reorganisation in the commercial Register and an application regarding entering of the acquiring company in the commercial Register.

We note that under commercial Law, participants and shareholders have the right to participate and vote in the meeting remotely, or to vote before the meeting. Read more in the Explanatory Notes on Remote participation in meetings of Members, shareholders and Members section.

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.

^{* The statutory time limit for examining documents may be extended on the basis of Section 64, Paragraph two of the Administrative Procedure Law.}

In the cases specified in the Law, an application for registration of changes may be sent for inspection to the State Revenue Service. Read more about the assessment of applications received in the Enterprise Register at the State Revenue Service.

Documents to be submitted:

• application form KR12;
• application form KR3 or KR4 (signatures to be certified);
• an extract from the minutes of the meeting of shareholders (stockholders) with a decision regarding division (shall be submitted one copy at a time in the cases of companies to be divided and acquired);
• the articles of association of the acquiring capital company;
• 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 decision or draft decision;
• opinion regarding the assessment of the share of the property of the company to be divided for the establishment of the acquiring company;
• financial statement of the closure of the reorganisation of the company to be divided by division;
• a division of the register of shareholders (stockholders) of the acquiring capital company (signatures must be certified);
• a certificate issued by the Central Securities Depository regarding the entry of dematerialised shares, if the acquiring joint stock company has dematerialised shares;
• the consent of the members of the board of directors of the acquiring capital company to hold office, if they are not already included in Paragraph 12 of the application form KR4 (signatures must be certified);
• the consent of the members of the board of directors of the acquiring capital company to take up office, if a Council is formed;
• a statement of the board of directors of the acquiring capital company regarding the legal address and a certification that the company is achievable and has a legal basis to be located at the specified legal address (to be submitted mandatory if the application is not signed by the board of directors);
• 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.