Amendments To The Law On The Financial Instruments Market

Original Language Title: Grozījumi Finanšu instrumentu tirgus likumā

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Read the untranslated law here: https://www.vestnesis.lv/ta/id/199745

The Saeima has adopted and the President promulgated the following laws: the law on the financial instruments market to make the law on the financial instruments market (and of the Parliament of the Republic of Latvia Cabinet of Ministers rapporteur, 2004, no. 2; 2005, 10, 14; 2006, nr. 14. No; 2007, 10, 22 no; 2008, 13, 14, 23 no; 2009, 7 no) the following amendments: 1. Supplement article 1 to 64 as follows: ' 64) record date: date the six working days before the general meeting. This date is fixed at the end of the day the shares of the shareholders and the number of shares owned by those shareholders for participation in the general meeting concerned. "
2. Turn off the article 10, first paragraph, the words "or additional information".
3. Article 39 off fourth and sixth.
4. in article 54: turn off the second paragraph, the introductory part, the words ' the Member State of origin ";
to make the second part of paragraph 1 by the following: "1) shareholder meeting place, time and agenda, the total number of shares and voting rights of shareholders to participate in the general meeting. Together with the notice concerning the convocation of the general meeting of shareholders, the Management Board of the company to provide power to form; "
Add to article 2.1 part as follows: "(21) notice of the convocation of the general meeting shall be distributed not later than the 30th day before the date of the meeting."
to make a fifth by the following: "(5) in the second and third subparagraphs 2.1, the information specified in the Corporation's Management Board distributed in accordance with this law, the requirements of article 64.2. The Corporation's Board is exempt from the obligation laid down in the commercial law to publish a notice of the convocation of the general meeting of the newspaper "Latvian journal". ";
make the first sentence of the sixth paragraph the following wording: "at least 14 days before the general meeting or the Board of a corporation the person who under the law are entitled to convene a meeting of the body, and this law, in accordance with the procedure laid down in article 64.2 sends official required information centralised storage system (storage system official) the agenda of the general meeting on the draft decisions, including draft decisions, presented by shareholders.";
to supplement the article with the tenth, the dsmit's twelfth and thirteenth, part as follows: "(10) of this Act in accordance with the procedure laid down in article 64.2 distributed notification of the convening of the general meeting in addition to the information set out in the commercial law: 1) order that shareholders need to be complied with to be able to participate and vote in the general meeting, including information on: (a) the rights of shareholders) include issues on the agenda of the general meeting, to submit draft decisions and to ask questions on the general meeting agenda as well as the statutory time limit for the exercise of these rights. Notice of convocation of the general meeting of shareholders may only specify a time limit for the exercise of rights if more detailed information about these rights is available on the company's website on the internet indicated that the announcement will give the reference, b) of the agenda the vote by proxy, notably the forms to be used for voting and the manner in which the shareholder subject to the electronic documents Act, the company may submit electronic notice of the appointment of his representative, if the corporations statutes determine representative is appointed design by electronic means (c)), arrangements by the Passport you or voting by electronic means, provided such a voting form for the company's articles of Association;
2) entry date and the explanation that only persons who are shareholders on the record date are entitled to attend the general meeting;
3) site and the manner in which shareholders can receive the eleventh part of this article 3 and 4 of paragraph;
4) address of the internet site available in the eleventh part of this article that information.
(11) the time limits laid down in the law, the 30-day period before the general meeting and the general meeting day stock company homepage in the internet, which is specified in the notice of the convocation of the general meeting of shareholders provides access to information at least: 1) on notice of the convocation of the general meeting;
2) information on the company's total number of shares and the total number of voting shares on the date of the notification distribution. If the company's share capital consists of several categories of shares, then provide information on the number of shares of each category;
3) society held its draft, or the institution shall convene a meeting of shareholders, those explanations for the agenda of the general meeting, which is expected to take decisions;
4) forms used to vote by proxy. If for technical reasons it is not possible to put a home page on the internet, the company specifies the manner in which the shareholder may receive it. Shares of the company shall ensure that the forms are available to shareholders free of charge to anyone who requests them.
(12) joint stock company at the shareholders ' meeting of this act immediately in accordance with the procedure laid down in article 64.2 disseminates information on the general meeting decisions.
(13) within 14 days after the shareholders ' meeting the company's homepage on the internet indicated in the notice convening the shareholders ' meeting, put the information about the results of the vote to the extent that certify that each decision is adopted by the required majority. At the request of the shareholders of the company specified in the internet homepage also provides the information contained in the results of the vote on the total number of shareholders who participated in the voting, of every decision to the number of votes corresponding to the number of voting shares and the votes cast in the general meeting of the voting share capital represented, as well as part of every decision of the "for" and "against" votes. "
5. To supplement the law with 54.2 and 54.3, 54.4 54.5, article by the following: ' article 54.2. The procedure for submitting a draft decision on the agenda of the general meeting includes issues and proposed additional issues (1) shareholders within seven days from the date of notification of the shareholder's distributed meeting be convened, have the right to submit draft decisions for the meeting of the shareholders on agenda issues. Shareholders have the right to submit draft decisions for the meeting of the shareholders on agenda issues during the meeting, the agenda of this article if all of the shareholders ' meeting decision of the submitted projects were considered and rejected.
(2) shareholders who propose additional issues for inclusion on the agenda of the general meeting, the authority is obliged to submit to the shareholders ' meeting, the draft decision on the question of the inclusion in the agenda of the meeting, they suggest, or an explanation of the issues, which is not expected to take a decision.
(3) shares of the company immediately after the first and second subparagraph of draft decisions receipt places it in the homepage of the internet, which is specified in the notice of the general meeting is convened, and the official storage system. If a shareholder proposed additional agenda is not intended to adopt a draft decision on the internet site indicated in the notice convening the shareholders ' meeting, and in the official storage system inserts information about the agenda of the general meeting includes the additional agenda items and explanation of its inclusion in the agenda.
54.3 article. The participation of shareholders in the general meeting (1) the right to participate in the general meeting are those shareholders who owned shares on the record date.
(2) the order in which the shares of the company's shareholder list to find shareholders who owned shares in the record date, determined by the Latvian central depository.
(3) a corporation may provide in the statutes, shareholders rights: 1) participate and vote in the general meeting by electronic means;
2) vote by mail on the agenda of the general meeting includes issues, their vote share by sending to the public before the general meeting.
(4) if the company intends to in the third subparagraph of the said rights, the statutes shall lay down the requirements for the identification of shareholders and the order in which shareholders may exercise these rights.
(5) If the articles of Association of a limited company for the meeting before the vote by mail on the agenda of the general meeting includes issues: 1) a shareholder may vote by mail, beginning with the thirteenth day before the general meeting;
2 the meeting of shareholders is entitled) to make decisions only on the agenda matters, which advertised this law in accordance with the procedure laid down in article 64.2;
3) shareholders ' shareholders ' shall be inserted in the list drawn up in accordance with the applicable Board before the opening of the general meeting, if the shareholder vote is received no later than the day before the shareholder meeting.
54.4 article. The appointment of the representatives of the shareholders and the recall, by electronic means (1) the shares of the company's articles of association may provide that the shareholders have the right to design your delegates powers to submit its shares to the public, as well as withdraw representatives by electronic means.
(2) If a statute provides the shareholders referred to in the first paragraph, the company shall ensure that:

1) statutes provides that the shareholders may design a mandate as an electronic document under the electronic Act requirements and submit them electronically;
2) is implemented in the circulation of electronic documents according to legal requirements of electronic documents;
3) joint stock company can verify that is used for secure electronic signature pursuant to the electronic legal requirements;
4) can pinpoint the date and time when the power of attorney signed and submitted to the company.
54.5 article. Dispute procedures disputes between shareholders and the company, related to the submission of the draft decision and the inclusion on the agenda of the general meeting, shareholders the appointment of the representatives of the shareholders or their representatives participation and voting in the general meeting, addressed in the Law. "
6. Replace article 59 of the second subparagraph of paragraph 1, the words "internal auditor (Inspector of the public)" with the words "public Inspector, sworn auditor".
7. Replace article 64.2, first paragraph, the words "official required information centralised storage system (storage system official)" with the words "official storage system".
8. To make the first paragraph of article 74 (2) of the following: "2) the weighted average price of the shares on a regulated market or a multilateral trading system, which the stock had the biggest turnover in the last 12 months. The weighted average price of the shares is calculated over the past 12 months before this law, the first subparagraph of article 66 of the specified conditions. "
9. transitional provisions be supplemented with 45 as follows: "45) If notice of the convocation of the general meeting is announced until December 31, 2009, the shareholders ' meeting is convened for issues and for inclusion in the agenda of the general meeting and the conversation is applicable, the provisions of this law that was in force until 31 December 2009."
10. Add to the informative reference to directives of the European Union with 25 as follows: "25) of the European Parliament and of the Council of 11 July 2007 of Directive 2007/36/EC on listed company specific rights of shareholders."
The law shall enter into force on January 1, 2010.
The law adopted by the Parliament in 2009 October 15.
President Valdis Zatlers in Riga V 2009 October 28 Editorial Note: the law shall enter into force by 1 January 2010.