Amendments To The Investment Management Company Law

Original Language Title: Grozījumi Ieguldījumu pārvaldes sabiedrību likumā

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Read the untranslated law here: https://www.vestnesis.lv/ta/id/207392

The Saeima has adopted and the President promulgated the following laws: law on investment management company to make the investment management company Act (Republic of Latvia Saeima and the Cabinet of Ministers rapporteur, 1998, no. 3; 2000, no. 13; 2002, 23 no; 2004, nr. 9, 9. No; 2007; 2008, 14, 15, 23 no) follows: 1. Article 1: to supplement paragraph 3 after the words "Trust Fund" with the words "or" special;
turn off paragraph 5, the words "and its usage rights";
turn off paragraph 23, the words "or use rights";
Add to article 25 and 26 points by the following: "25) qualifying holdings — a person or several persons on the agreement jointly work directly or indirectly for participation, which covers 10 and more percent of the company's share capital or of the voting shares or allows significantly affect the company's financial and operational policy;
26) critical analysis of the situation: the analysis of the investment management firm, to identify and assess the various exceptional but possible adverse event or market conditions change potential impacts on State funded pension schemes, investment portfolio of the plan. "
2. in article 5: to make the introductory part of the first subparagraph by the following: "(1) the company's main activity is the management of investment funds and the State funded pension scheme management. The activities of the State funded pension scheme in the management of funds also governed State funded pensions Act. Investment fund governance includes the following services: ";
replace the second paragraph, the words "referred to in the first subparagraph the activity" with the words "the administration of investment funds";
to supplement the article with the fifth and sixth the following: "(5) the society in addition to the first paragraph, first sentence, the following may be made up of private pension funds to the pension plan management according to the law" on private pension funds. "
(6) the company shall not be entitled to provide government services in the Member State in article 76 of this law in the order, if it has chosen for the main activity only State funded pension scheme management. "
3. To make article 7 by the following: ' article 7. The public shareholders (1) shareholders of the company may be just such a person: 1) whose identity can be verified;
2) which has an impeccable reputation;
3) which has a stable financial situation, which can be well documented.
(2) the examination of a person's reputation and financial standing, the Commission referred to in the first paragraph, the criminal identity and documents about the financial position, which allows you to verify the free capital adequacy the investment capital of the company, as well as on whether the funds invested are not obtained unusual or suspicious transactions.
(3) shareholders may not be a physical person and legal entity shareholders and owners (the real beneficiaries), which may be subject to this law, article 9 of part 1, 2, 3 or 5 point limits.
(4) the Commission shall have the right to verify the identity of the shareholders, but, if the shareholders are legal persons, of their shareholders and owners (the real beneficiaries) to obtain information about the owner (the true beneficiaries) — natural persons. These persons are obliged to provide the Commission with this information if it is not available in public registers, of which the Commission is entitled to receive such information. "
4. To supplement the law with article 7.1 as follows: "article 7.1. The acquisition of a qualifying holding, the reduction and termination of the society (1) qualifying holding company may acquire the person complies with the company's shareholders, as well as the seventh part of the criteria set out in.
(2) a Person who wishes to acquire a qualifying holding in a company, it shall notify the Commission in writing in advance. The notification shall specify the extent of the percentage of participation in the company's share capital or of the voting shares. The notification shall be accompanied by regulations of the Commission rules provide information needed to assess a person's compliance with the seventh part of this article, the criteria set out in. Statement to be added to the list of information to be published on the Commission's website on the internet.
(3) the Commission has the right to request information about people who claim to be substantial participation (essential participation actually graduates or suspected of such acquisition turamaj persons), including the legal (registered) owners (the real beneficiaries), the natural persons, in order to assess their compliance with the seventh part of this article, the criteria set out in.
(4) If a person wishes to increase his qualifying holding, reaching or exceeding 20, 33 or 50 per cent of the company's share capital or of the voting shares, or if the company becomes a subsidiary of the person, the person concerned on the previously notified in writing to the Commission. The notification shall specify the extent of the percentage of participation in the company's share capital or of the voting shares. The notification shall be accompanied by regulations of the Commission rules provide information needed to assess a person's compliance with the seventh part of this article, the criteria set out in. Statement to be added to the list of information to be published on the Commission's website on the internet.
(5) the Commission shall, within two working days from the day of receipt of the second or fourth part of the Declaration, or two working days after the Commission requested additional information in writing, inform that person of the notice or additional information is received and the date of the end of the assessment period.
(6) the Commission, in the seventh paragraph of this article, within the prescribed assessment period, but not later than on the 50th working assessment period has the right to request additional information on the persons referred to in this article in order to assess their compliance with the seventh part of this article, the criteria set out in.
(7) the Commission shall, not later than 60 working days from the date on which the person sent to in the fifth subparagraph of this article, that information about the receipt of the notification, shall assess the person's free capital adequacy, stability and the proposed acquisition of the financial justifications to ensure its sustainable and effective public management in which the acquisition is proposed, and take into account the person's potential impact on the company's management and operation, as well as the following criteria : 1) personal reputation and perfect compliance with the company's shareholders;
2 the person perfect) the reputation and experience of the proposed acquisition will chair the company's result of operations;
3) personal financial stability, particularly in connection with planned or carried out economic activities of the firm in which the acquisition is proposed;
4) or the public will be able to perform and carry out further this law and other laws and regulatory requirements and set out or its company group structure, which the company will not limit the Commission's ability to carry out its statutory supervisory functions, to ensure an efficient exchange of information between supervisory authorities and of the public to identify the public supervisory bodies monitoring the distribution of powers;
5) or has a reasonable suspicion that in connection with the proposed acquisition has been carried out money laundering and the financing of terrorism or attempted to perform the following operations, or that the proposed acquisition could increase the risk.
(8) requiring the sixth part of this article that additional information, the Commission shall have the right to stop once the evaluation period until this information is received, but not more than 20 working days. The Commission has the right to extend the assessment period referred to break up to 30 working days if the person wishing to obtain, has acquired, wants to increase or have increased their participation in the relevant public is not subject to the insurance companies, reinsurance companies, credit institutions, investment management companies or investment firms supervision or in that person's home (registration) is not a Member State. If the Commission has stopped the seventh part of this article 60 working days specified in the assessment period, break time is excluded from the assessment period.
(9) the Commission is the seventh part of this article, the time limit referred to in the decision, prohibiting a person to acquire or increase qualifying shareholdings in the company if: 1) person does not meet the criteria laid down in the seventh part;
2) a person shall not provide, or refuses to provide the Commission with the information specified in this Act or in the additional information requested by the Commission;
3) from the person as a result of circumstances it is not possible to provide the information specified in this Act or in the additional information requested by the Commission.

(10) the Commission shall, within two working days, up to the seventh part of the assessment period, after the ninth part of this article, the adoption of the decision referred to in the send it to the person to whom the prohibition to acquire or increase qualifying shareholdings in the company.
(11) if the Commission on the seventh of this article within the time limit referred to in part does not send the person a motivated decision prohibiting it to acquire or increase qualifying shareholdings in the company, it is considered that the Commission agrees with this person significant acquisition or building society.
(12) the seventh subparagraph of this article, paragraph 3 are not applicable to legal persons, if the shares are included in Latvia or another Member State of the regulated market or in a regulated market, which is the organizer of the international stock exchange Federation full member, and the legal entity shall provide the Commission with details of their shareholders who have a significant interest in it.
(13) If the Commission has accepted that a person acquires or increases a substantial participation in the society, that person is your qualifying holding company acquires or increases not later than six months from the date when sent in the fifth subparagraph of this article, the notification of the written confirmation or further information. If, on expiry of that period, the person has not been acquired or increased a substantial participation in society, the Commission's acceptance of its significant acquisition or building society loses force. By person motivated request, the Commission may in writing to decide on the extension of that period.
(14) the evaluation of the second or fourth referred to notifications, the Commission shall consult with the Member State concerned, if the supervisory authorities of the Member States of the proposed acquirer insurer, reinsurer, is registered in a Member State by a credit institution, investment management company, investment firm, insurer or Member State Member State Member State the reinsurers, credit institutions, investment management company or investment firm's parent company, or the person who controls the member insurers, reinsurers, Member of a credit institution established in a Member State , the investment management company or the investment brokerage company, and if, the person acquiring or increasing the qualifying holding, the company becomes the person's subsidiary or come under its control.
(15) the parties did not directly about the participation of society, regard such persons (hereinafter referred to as a particular person) for voting rights in the company: 1) voting rights which are entitled to use a third party to which the person concerned has entered into an agreement, imposing it on the obligation to reconcile the exercise of voting rights and long-term policy for public administration;
2) voting rights which are entitled to use third parties, in accordance with the agreement concluded with the person concerned and provide for the temporary transfer of the voting rights in question;
3) voting rights arising from the shares that a particular person has received as collateral if it can use the voting rights and has expressed its intention to use them;
4) voting rights which are entitled to use a given person an unlimited period;
5) voting rights which are entitled to use the specific control of the person or company in which such a company may be used in accordance with this part 1, 2, 3 and 4;
6) voting rights resulting from the specific person holding shares and votes which it can exercise at its discretion in the absence of specific instructions;
7) voting rights resulting from the third person and the persons concerned the right to shares held;
8) voting rights held by a person as trustee may realize that it is entitled to exercise the voting rights at its discretion in the absence of specific instructions;
9) voting rights resulting from any other indirect way the persons concerned acquired the shares.
(16) if the qualifying holding acquired a personal impact on society or may pose a threat to society, financially stable, cautious and regulations according to management, the Commission should have the right to request to be stopped immediately following the impact, the company changed the composition of the Council or officials, or prohibit the person concerned to use all or part of its voting rights to vote.
(17) a Person who wishes to terminate the parent control (decisive) over Commission licensed the company, reduce the amount of qualifying shareholdings in companies below 20, 33 or 50 per cent limit or terminate significant participation in society, before the disposal of the shares shall notify in writing to the Commission. The notification shall specify the extent of a person's participation as it will be after the participation of the public. "
5. Replace article 10 in the seventh paragraph, the words "(balance sheet, profit and loss statement, capital adequacy calculation, the estimated amount of fixed costs)" with the words "including the draft report, which reflects the financial situation at least three further operations at the end of the year, the financial performance report for the three subsequent years of operation, the capital adequacy calculation project and the estimated cost of the permanent annual".
6. turn off article 11 second paragraph, second sentence.
7. Supplement article 13 with the eleventh, twelfth, thirteenth and fourteenth part as follows: "(11) the company that manages the State funded pension scheme means at least annually prepares investment plan of a critical analysis of the situation, to identify and assess the various exceptional but possible adverse event or market conditions change potential impacts on the investment portfolio of the plan, analyzing and documenting the possible development scenarios. Critical analysis of the situation of the use of sensitivity tests and scenario analysis. Sensitivity tests are carried out to determine the individual factors adverse impact of the changes on the investment portfolio of the plan. Scenario analysis is conducted to determine factors adverse impact of the changes on the investment portfolio of the plan found exceptional but possible adverse event or change the cause.
(12) the Management Board of the Company approved the critical analysis of the situation and take a decision on the action to be taken in the critical analysis of this event or change in the event of accession. The Board approved the critical analysis of the situation and a decision on the action to be taken shall be submitted to the Commission.
(13) the Commission has the right to impose additional requirements and procedures for the critical analysis of the situation, identifying the potential factors and test scenarios.
(14) in addition to the eleventh part of this article, the Commission shall have the right to request that the company carried out and submitted to the Commission for the extraordinary critical analysis of the situation. "
8. in article 15: replace the first, second and third paragraph, the word "transfer" with the word "delegate";
express the fourth, fifth, sixth, seventh, eighth and ninth subparagraph by the following: "(4) the fund administration services Before delegating to another person in the development of the public service delegation of policy and procedure, which States: 1) order in which a company decides on delegation of services;
2) Fund management service delegation contract (hereinafter the delegation agreement) closure, enforcement and termination procedures;
3) people (officers and employees) and the Department responsible for liaison with the Fund management delegated to the service provider (provider) and fund government services received and quality monitoring, as well as the rights and obligations of individuals;
4) with the Fund management service-related risk assessment and management procedures;
5) in the case of public action, if the service provider does not comply with or not be able to meet the delegation agreement.
(5) in the fourth paragraph of this article, these policies and procedures shall be submitted to the Commission before the Foundation of the public management service delegation to another person. The Commission shall, within 30 days after receipt of the documentation referred to consider and evaluate their compliance with the requirements of this law.
(6) If you are delegated the investment management of the Fund, the company shall submit to the Commission a reasoned application for delegation of that service and of original or copy of the contract, the authenticity of which has been certified by the public officer, as well as the fourth paragraph of this article, that document, unless it is already submitted to the Commission in advance.
(7) the company shall submit to the Commission all the statutory Commission to submit amendments to the document, if such amendments in connection with fund management service delegation is made.
(8) the service provider may initiate the Fund's investment management service to the public, where the Commission, within 30 days of this article fourth and sixth in the part not of receipt of documents sent by the public decision, with which it prohibits the planned fund receive investment management service from the service provider.

(9) the administrative management of the Fund or the Fund's marketing services company in the case of the five working days following the date of conclusion of the contract of delegation shall inform the Commission thereof by submitting a delegation agreement, original or copy, the authenticity of which has been certified by the public officer. ";
to supplement the article with the tenth, eleventh, twelfth, thirteenth, fourteenth and fifteenth part as follows: "(10) the delegation agreement company shall include at least the following provisions: 1) receivable management service of the Fund;
2 accurate receiving Fund) management services and quality requirements;
3) public and provider rights and responsibilities, including: a) company's right to keep the Fund management delegated the provision of the service quality, b) given the public service provider required executable instructions in matters related to the Fund management delegated services in good faith, high-quality, timely and relevant laws and regulations, the execution of c) company's right to require a service provider after receipt of a written request to terminate immediately the delegation agreement;
4) to the right of the Commission to consult the thirteenth part of this article, the documents mentioned in the request from the service provider and other information related to the Fund management service delegation and the Commission is necessary for the exercise of its functions.
(11) the Commission prohibits the delegate management service of the Fund, if: 1) Fund management service delegation disturbs the public fully manage the Fund and may interfere with the interests of investors in the Fund;
2) Fund management service delegation of interfering with the Commission to carry out the monitoring of the activities of the society;
3) delegation agreement does not meet the requirements laid down in this law and do not give a true and fair view of the company and the service provider expected cooperation delegation for the duration of the contract;
4) fund prospectus makes no mention of those services that the community wants to delegate to another person;
5 delegation of public service) no longer provides any of the services provided in the administration of the Fund.
(12) the company shall ensure that not later than 10 days before the delegated administration service launched to provide another person, fund investors are informed of the Fund's administrative rules or the fund prospectus. Investors of the fund public notification indicates the Fund management delegated a service type and article 57 of this law, the third part of the information referred to in paragraph 22 of the service provider.
(13) the Commission is empowered to carry out the service provider checks the location or place of provision of the service, to acquaint themselves with all documents, vouchers and accounting records, make copies, as well as to request from the service provider information that is associated with the delegated management of the Fund and the provision of the service is required to carry out the functions of the Commission.
(14) the Commission has the power to require a company that has delegated the management of the Fund's services to another person, immediately terminate the existing contract if the delegation finds: 1) that the company does not perform the delegated management of the Fund the provision of the service quality supervision or take it sporadically and not enough;
2) that the company shall not be carried out with the delegated management services-related risk management, or their insufficient and of poor quality;
3) the service provider operating the essential flaws that pose or may pose a risk to public commitments;
4) that there was a part of this article, the eleventh in the circumstances.
(15) the management service delegation to another person does not relieve the company of this statutory responsibility for the administration of the Fund. "
9. Replace article 21, in the fourth paragraph, the words "open" with the word "investment".
10. in article 28: make the fifth subparagraph of paragraph 2 as follows: "2) Charter, amendments and the Fund rules, the text of which is included in the amendment. Rules and regulations the amendments to the text of the application shall be accompanied by electronic media. ";
turn off the fifth subparagraph of paragraph 3;
replace the sixth paragraph, the words "shall take a decision on the amendment of the recording of" with the words "recorded" amendments;
replace the eighth the number "3" with the number "2".
11. Make the eighth article 33 paragraph 4 by the following: ' 4) to grant loans. That prohibition does not apply to active reverse repurchase transactions are allowed, subject to the limits laid down in this law, as well as a closed investment funds investing in real estate. The Fund granted loans for investments in real estate, are provided with fixed mortgages for the benefit of the community, making the mention that the real estate is the specific fund allocated loan collateral and that it must not be encumbered without the company's consent and dispose. "
12. Article 34 be expressed as follows: "article 34. The reorganization of the Fund (1) the Division of the funds is not allowed.
(2) one of the existing public funds and sub-funds may be combined.
(3) the closed investment fund may not be combined with open investment fund.
(4) the Fund or sub-Fund Mergers Commission authorization.
(5) in order to receive the authorization of the Commission, the Fund or sub-fund mergers, the company shall submit to the Commission: 1) the decision of the Board of Directors of the Fund or sub-fund mergers and its rationale;
2) joint fund prospectus, the prospectus and the Fund's short Administration Regulations of the Fund;
3 amendments to the custody agreement), if necessary;
4 combine Fund or sub-Fund) of the financial statements.
(6) Commission notice on the Fund or sub-fund mergers look and the decision shall be taken within 30 days after all the fifth part of this article, the document referred to in the receipt. Deciding on the authorisation of the Fund or sub-fund to be combined, at the same time, the Commission also adopted a decision on the registration of the United Fund.
(7) the Commission does not allow to combine the funds or sub-fund, if it is found in at least one of the following cases: 1) the documents submitted do not meet the requirements of this law;
2) Fund or sub-fund mergers significantly affected the legitimate interests of investors.
(8) after the authorization of the company or a sub-fund of the Fund in accordance with the procedure laid down in the prospectus informs investors on the merger of the funds, indicating that investors are able to fund or sub-fund atpakaļpārd certificates, as well as before the Fund or sub-fund mergers started out their atpakaļpirkšan the units of investors who have expressed a wish to atpakaļpārd the public fund or sub-fund licences.
(9) the Commission decision to authorise the Fund or sub-fund mergers and register the United Fund shall enter into force one month after the date of notification of the decision to the public. "
13. Article 56: Add to the introductory part of the fifth paragraph after the number "9." with the number "10.1";
make the fifth subparagraph of paragraph 2 as follows: "2) amendments to the fund prospectus and fund prospectus, which includes the amendments. Fund prospectus and fund prospectus amendments to the text submitted by electronic media. ";
turn off the fifth subparagraph of paragraph 3;
replace the sixth paragraph, the words "shall take a decision on the amendment of the recording of" with the words "recorded" amendments;
replace the seventh paragraph, the number "3" to "2";
to make the ninth subparagraph by the following: "(9) in the fifth subparagraph of this article, the fund prospectus referred amendments shall enter into force not earlier than 10 days after their registration in the Commission or in the other period prescribed by the Commission, which may not be longer than three months from the date of registration of the amendment and is determined in the light of the amendment to the prospectus of the Fund and the Fund of contain the interests of investors."
14. Turn off the article 57 of the fifth subparagraph in paragraph 4, the words "or use rights".
15. Article 61 of the turn in the second paragraph, the words "and its use rights".
16. Article 66 of the eighth paragraph: replace the introductory phrase, the words ' if there is one business partner "with the words" with each business partner ";
Replace in paragraph 1, the words "the other party" with the word "partner";
Replace in paragraph 2, the words "other cases" with the words and figures "If the counterparty is an investment brokerage company that complies with this law, the first paragraph of article 65, paragraph 2, of the said requirements. '
17. Article 68: turn off the title, first and fourth paragraph, the words "or use rights";
make the second paragraph as follows: "(2) The resources of the Fund for real estate are recorded in the land to the company name with the mention that real property is acquired for a specific fund, it should not be disposed of or encumbered without the consent of the custodian of the Fund and the real property is not included in the assets of the company in the event of the insolvency of the company. If the real property is located in the territory of another State, the company referred to in this part requirements according to national legislation. "
18. Make the second paragraph of article 75.1 by the following: "(2) the company for each financial year, prepare an annual report, including financial statements, as well as the company management report and statement of management responsibility."

19. Replace article 75.2 4.1 paragraph, the words "the State revenue service territorial authority at the place of establishment of the company" with the words "State revenue".
20. Article 77: make the seventh part of the second sentence as follows: "at least for the report, which reflect the financial position at the end of the reporting period, and the report on financial performance for the period, as well as the sworn auditor's opinion must be translated into Latvian language.";
Supplement to the eighth article as follows: "(8) a licensed Member society branch, located in Latvia, and according to the State funded pension law manages the State funded pension scheme funds comply with article 13 of this law, the eleventh, twelfth, thirteenth and fourteenth part of the requirements for the investment plan for the critical analysis of the situation."
21. Supplement article 78 the fifth paragraph after the words "are prohibited from carrying out its duties" with the words "it is forbidden to acquire or increase qualifying shareholdings in the company, delegating management service of the Fund or the Fund's Administration put the rights to another company."
22. Article 84, first paragraph: turn off paragraph 10, the words "and the cessation of activities of";
Replace paragraph 11, the words "attached to another society" with the words "reorganized or eliminate."
23. the transitional provisions be supplemented with paragraph 29 by the following: "29. Corporations that until the date of entry into force of the amendment to article 15 of this law (with respect to the fourth, fifth, sixth, seventh, eighth and ninth part of a new version of the expression, and a supplement to the article the tenth, eleventh, twelfth, thirteenth, fourteenth and fifteenth part), have entered into a fund management service delegation agreements, shall take the necessary measures to fund government services delegated receiving starting with October 1, 2010, to ensure, in accordance with the agreements and procedures that comply with the requirements laid down in this law. "
The law adopted by the Parliament in March 11, 2010.
The President of the Parliament instead of the President g. Many Riga 2010 31 March