The Saeima has adopted and the President promulgated the following laws: the amendments to the law "on joint stock companies" make law "on limited liability companies" (the Republic of Latvia Supreme Council and the Government of the rapporteur, 24./25.nr.,1993; The Saeima of the Republic of Latvia and the Cabinet of Ministers rapporteur, 1994, no. 17; 1995, nr. 3) the following amendments: 1. To supplement the first chapter after the term "stock company", with the explanation of the term "public joint stock company" explanation as follows: "public joint stock company is a company the securities of which the output is to be recorded in the securities market Commission. Any shares of the company, which has released shares through public subscription to them under this Act, as well as any public company, which had a State or municipal property, which privatized through privatization certificates, is a public limited liability company. "
2. in article 1: to supplement the first part before the words "the law" with the words "the law" on securities ";
make the second paragraph by the following: "2. the banks and credit institutions, operation, reorganisation and liquidation, if it is established as a joint stock company or converted to stock companies governed by this law, special legislation on banks and other credit institutions, the law on securities and other" under the regulations issued. ';
Supplement third and fourth subparagraph before the words "and others" with the words "the law" on securities ";
to supplement the article with a fifth by the following: "5. The public limited company formation, reorganisation and dissolution is governed by this law. Relationships related to publicly traded companies, the regulation of this law, in so far as it is not contrary to the law "on securities." "
3. Add to article 3 of the sixth, seventh and eighth by the following: "6. the public shares of the company may take both closed, and the public.
7. any company that is not a public joint stock company, may only be carried out in closed. So the company could make a public issue of its general meeting of shareholders to decide on the company's transformation into a public limited company.
8. Closed emissions are carried out in accordance with this law, but public emissions — in accordance with the law "on securities." "
4. Add to article 8 to the fifth subparagraph by the following: "5. public joint stock companies the emission prospectus publication procedures determined by the law on securities." "
5. Make article 9 the second paragraph by the following: "2. Announce a public subscription for shares and make public the emissions may be carried out only in accordance with the law" on securities "by recording the stock release of the securities market Commission."
6. Make the second paragraph of article 13, paragraph 4 as follows: "4) shares of the company (joint stock company or a public limited company), aim and direction;".
7. To make article 14, first paragraph, point 2 as follows: "2) limited liability company (joint stock company or a public limited company), aim and direction;".
8. Article 20: make the third paragraph as follows: "3. The minimum formation capital bank holding companies is 2 000 000 lats, life insurance stock companies – LVL 1 000 000, other insurance stock companies – LVL 500 000, stock corporations — 100 000 lats, lombard public company — 10 000 LVL, other corporations — 5 000 lats.";
to make a fifth by the following: "5. The minimum size of the authorised capital of the joint stock company bank is 3 000 000 lats, life insurance stock companies – LVL 2 000 000, other insurance stock companies – LVL 1 000 000, stock corporations — 250 000 lats, lombard public company — 50 000 LVL, other corporations — 25 000 lats."
9. Supplement article 21, paragraph 1, second subparagraph after the word "money" with the following content: "(when you create a public limited liability company's capital securities public emissions, can invest only money)".
10. Express article 23 of the fourth, fifth, sixth and seventh subparagraph by the following: "4. the first two years of operation of the report for approval by the general meeting of the shareholders of all types and categories of shares in the nominal value of the shares totaling bezbals shares in the company may not exceed 40 per cent of the share capital of the company after it is up.
5. release the name of the company or bearer of a closed issue under this Act. Public joint stock company omits words or bearer of a closed issue under this Act or the bearer of the name or public issue, in accordance with the law "on securities".
6. emission shares Closed up with news on the emission of shares on behalf of the owner in the register of shareholders of each case. Public emission shares are posted in accordance with the law "on securities".
7. emission shares Closed the signatory obtains the right of shareholders to the moment when the acquisition of shares in the register of shareholders fixed. The emission of the public shares the signer obtained shareholder rights to acquisition shares the moment of conclusion of the transaction. "
11. Express article 24, first paragraph by the following: "1. the Management Board of the company organizes registered shares and the owner of the records in the register of shareholders."
12. Express article 25 the following: "article 25. Stock shape and manufacture 1. Shares in paper form produced by the Government of the Republic of Latvia. In paper form may be produced only in a closed emissions shares.
2. Public issue bearer shares in book-form are released according to the law "on securities" and the rules issued by the securities market Commission. Public issue registered shares can be omitted in paper form, as well as to post to only issuers, in accordance with the Latvian central depository.
3. the message in the dematerialised form, determine the shares of the Latvian central depository. Shares in paper form must include the following particulars: 1) the title of the document: "share";
2) type of shares to a corporation's name, place of incorporation and registered office;
3) shares of a nominal value, of the order number, owner's name or the name of the legal person;
4) category of shares and related rights provided for in the statutes;
5) shares a release date, the company's share capital, the size of the stock at the time of release.
4. form of the shares of paper signed by the Chairman of the Management Board (the President), and bear the imprint of the stamp of the company.
5. share of output allowed after the registration of the company enterprise register of the Republic of Latvia.
6. Shareholder, which owns a number of one or more shares of the same category, the company's shares may be issued in place of the stock certificate or stock certificate more. "
13. To supplement article 26 to a fifth by the following: "5. the shares of the company in all of one category of rights shares will not change depending on the stock shape, serial, code or order number and disposition of the shares."
14. Express article 27, second subparagraph by the following: "2. the advantages of the nominal value of the shares of the total shares of the company in the first two years of operation shall not exceed 25 per cent of the share capital of the company after it is up, but after two years of operation of the report to the general meeting of shareholders for approval of benefits total nominal value of the shares may reach 100 per cent in relation to the total nominal value of the ordinary shares."
15. Express article 28 of the fourth subparagraph by the following: "4. The shareholders ' general meeting may take a decision on the exchange of preference shares to ordinary shares after the first approval of the annual report, if established by the company in their statutes or public limited company – advantage share prospectus."
16. Article 30: Add to the article with a new first paragraph as follows: "1. public limited company shares to the owner of the full nominal amount and fees in article 44 of this law the third part in the case provided for in the prospectus of the issue must be paid.";
consider past the first part of the second part and express it as follows: "2. The shares of the company's shareholders, which is not a public limited company, the nominal value of the shares of the full amount and fees article 44 of this law the third part must be paid in shares in the case of release within the time limit provided for in the rules, which may not be longer than one year from the date of the open subscription to shares.";
consider the second, third, fourth, fifth and sixth respectively on the third, fourth, fifth, sixth and seventh.
17. Supplement article 33 with the seventh subparagraph by the following: "7. public joint stock companies must not issue temporary certificates."
18. Article 34: put the title and first paragraph as follows: "article 34. Emission shares closed go to another person's property to 1. If a shareholder owned shares and closed its emission he wants to realize other people, those shares with written notification be submitted to the Management Board of the company. ";
to supplement the article with the eleventh, twelfth, thirteenth, fourteenth and fifteenth part as follows:

"11. If shares of the company's shareholders want to realize their shares publicly traded, the general meeting of shareholders to decide on the status of a public limited company and must be submitted to the securities market Commission of the law" on securities ' intended emission prospectus of emission shares closed, which will be released for public circulation.
12. the general meeting of shareholders to amend the statutes of the public limited liability companies and to remove restrictions on the transfer of shares in the possession of another person in accordance with the law "on securities", as well as to register amendments to the enterprise register of the Republic of Latvia.
13. the Corporation acquires the status of a public limited company after the enterprise register of the Republic of Latvia has been registered by the conclusions of the general meeting amendments to the statutes.
14. Securities Market Commission registered and authorised emission shares closed put into public circulation in accordance with the law "on securities" only after public limited company status of registration of the enterprise register of the Republic of Latvia.
15. the Management Board of the company must be granted publicly traded emissions profile of closed shares serial number to be included in the emission prospectus. "
19. Put article 35 (1) of the following: "1) reduces the share capital, except for the portion of the shares from circulation. Withdrawn-closed issue of shares to be cancelled, but the emission of shares to the public or to be retained in accordance with the Latvian Central Depository; ".
20. Make the text of article 36, the following: "1. the shares of the company's bonds may be omitted, if it is intended or in the statutes of the public emission prospectus.
2. the total value of a bond Corporation shall not exceed 50 percent of the shares of the company's share capital at the time of release of the bond. Public joint stock company, the total value of the bonds may not be more than two times the paid-in share capital.
3. where provided for in the company's bond release rules, the release of new shares in the event the bond holder has the advantage of right to buy shares of bond values. Public emission bond owners are not eligible to obtain the benefits of a public limited liability company's new public or closed emissions trading.
4. If it is intended for company's bond release regulations or public joint stock companies and in the prospectus of issue of bonds if the company's general meeting by a majority of its shareholders, it is also possible to decide all fully paid a bond Exchange to shares.
5. the general meeting of shareholders may decide to exchange the bonds for shares only if after the current year's statement of approval of the company's fixed assets, long-term financial investments, working capital and cash together to bear the existing share capital the share capital increase and the value of the nominal value of the bonds will form. ";
6. The first issue of bonds of the company may only be exercised after a two-year review of the approval of the general meeting of shareholders. On the bond issue decided by the general meeting of shareholders.
7. to decide on the issue of the bond required of shareholders present at the general meeting a three-fourths majority, if the company's statutes do not set higher qualified majority.
8. the shares of the company in all leapfrogged bonds is bonds. The obligacionār to be recorded in the register of companies. Type obligacionār in the name or business name, address, date of sale of bonds, each bond number obligacionār number and value.
9. Public joint stock company leapfrogged all of the bonds may be bearer bonds that release, posted and circulated procedures determined by the law "on securities" and Latvian Central Depositary. "
21. the express article 38 the fifth subparagraph by the following: "5. If shares of the company or a public limited company shall carry out the closed, the general meeting's decision should not be published, but if a public limited company shall make public issue, published emission prospectus and other information in accordance with the law" on securities. ""
22. the express article 40 text by the following: "1. If shares of the company increased by pamatkpitāl, with the participation of additional capital in the form of a closed issue, it suppresses new shares under the terms of the release of share and subscribe to those found.
2. If a public joint stock company increases the share capital by attracting additional capital in the form of a public issue, it suppresses new shares after receiving permission to market the Securities Commission in accordance with the law "on securities".
3. the share capital may be increased only after the previous release of the shares are fully paid. If the outstanding amount of the shares of the previous release is a small (up to 10 percent of the value of the release), closed the case of emissions of Latvia enterprise register or, in the case of a public issue of Securities Market Commission may allow the increase of the share capital, even if the previous release of shares not fully paid for.
4. If the shares of the company's share capital shall be increased by involving additional capital, and the shares are paid with cash contributions, existing shareholders have pre-emption rights to new stock in this law article 46 and in the cases provided for in the agenda. The public issue of shares released to owners of the pre-emption.
5. If the share capital increase, with the involvement of additional capital, and the shares are issued for a consideration other than in cash, this contribution must be assessed and provide expert opinion in article 31 of this law.
6. the shares of the company, which increases the share capital in the form of a closed emissions without involving third party property, this Act does not apply to article 31, third paragraph, and article 42 of the second subparagraph of paragraph 2, the terms provided. "
23. Add to article 41, the second part of the fourth sentence as follows: "public joint stock company in the cases laid down in this article is the nominal value of the shares may not be changed."
24. Article 42: make the first paragraph by the following: "1. When deciding on the share capital increase with the additional involvement of capital, the company's general meeting of shareholders or, in article 38 of this law is provided for in the fourth subparagraph, in the case of the Governing Board shall approve the new emission shares closed release. Deciding on the share capital increase with the additional capital involvement in public issues, the general meeting of shareholders or the authorized institution of the general meeting shall adopt the emission prospectus according to the law "on securities". ";
turn off the second part of paragraph 4 and the fourth part;
to supplement the article with a new third subparagraph by the following: "3. public joint stock companies must be communicated to the Executive Board decision on increase of the share capital of the enterprise register of the Republic of Latvia after the securities market Commission received permission to skip the public issue shares.";
consider the third part of the fourth part.
25. the express article 43 name and the first part of the first sentence by the following: ' article 43. Closed stock release emissions regulations and the company's prospectus 1. to make a new closed, the general meeting of shareholders or, in article 38 of this law is provided for in the fourth subparagraph, in the case of the Board, in deciding on the release of new shares, approved the release of this stock. "
26. Article 44: make the first paragraph by the following: "1. the New release of the nominal value of the shares is determined by the stock release regulations (in accordance with article 43 of this law) or emission prospectus (in accordance with the law" on securities ") pursuant to article 26 of this law.";
Add to the second part of the third sentence as follows: "the Board of the public limited liability company's stock sale price of publicly traded time may change the securities market Commission, or set in accordance with the emission prospectus.";
Supplement to the third part of the second sentence as follows: "fees on the public shares of the company's shares must provide the emission prospectus."
27. Express the text of article 45 as follows: "1. the shares of the company can organize subscribe to a new release of the shares itself or entrust the organisation under contract to the bank or another credit institution or an Exchange.
2. Subscribing to the new shares of the company's shares closed in emissions, the signer must pay the entire premium and at least 25 per cent of the nominal value of the shares of the sign, as well as fees, the rest to be paid within the time limits of the Board with the calculation to each stock should be completely paid not later than one year from the date of the Republic of Latvia enterprise register of shareholders general meeting established in the decision on the release of new shares.
3. the premiums for all of the shares of the public emissions pay the full price according to the emission prospectus of the price fixed. If the shares in the public issue is not signed all of the emissions, the emissions shall be deemed to have been effected in the value of the shares subscribed.
4. Subscribe to the new shares of the company's shares closed issue can be revealed only after the decision on the release of registered in the enterprise register of the Republic of Latvia.

5. the emission of new shares closed winners may not be disposed of earlier than six months after they end. Emissions of new public stock winners may dispose of them without restrictions only after full payment of the value of the shares.
6. If the release within the time provided for in the notified capital stock is not signed, the release is considered not occurred or have occurred only in the value of the shares subscribed, where this is provided for in the terms of the release of the shares.
7. If the release not proved to have occurred, the money collected should be refunded to the signatories of the shares.
8. If the release took place or not proved to have occurred only in the value of the shares subscribed, the next general meeting of shareholders must be amended accordingly in the statutes and notify the enterprise register of the Republic of Latvia. "
28. Make article 46 title and first paragraph as follows: "article 46. Pre-emptive rights to new shares of a closed emissions 1. Shares of the company's shareholders have pre-emptive rights to new shares closed the acquisition of emission in proportion to the number of shares they hold, if the share capital is increased, with cash investments. "
29. Article 47: to supplement the first part with the fifth sentence by the following: "the decision of the general meeting of shareholders for the reduction of the share capital of a public limited liability company must not notify each shareholder by registered letter, but must be published in the Official Gazette of the Republic of Latvia and in at least one newspaper.";
make the third subparagraph by the following: "3. the provisions of the share capital reduction after registering the enterprise register of the Republic of Latvia should be published only in the public limited-liability companies in the Republic of Latvia in the Official Gazette and at least one newspaper."
30. the express 54. the first paragraph of article 6, paragraph 10 by the following: ' 10) to decide on the company's conversion to a public limited company, as well as joint stock companies winding-up, dissolution, continuation or its merger with other companies; ".
31. Article 55: make the first paragraph by the following: "1. notification of the convening of the general meeting of shareholders to be issued only to public limited companies. The notification is announced in the Official Gazette of the Republic of Latvia and in at least one newspaper not later than 30 days before the convening of the general meeting of the shareholders. ";
to supplement the article with an eighth of the following: ' 8. public joint stock company with the Board of the Latvian Central Depository and in accordance with its terms can be arranged Word identifying holders of shares; they are invited to the general meeting of shareholders are in the first or third paragraph. "
32. Article 58 of the Present fifth paragraph by the following: "5. the Management Board shall draw up the list of shareholders entitled to participate in the general meeting of shareholders. The list must include the shareholder or his representative name or ID code, or his belonging to the shareholders represented and the number of number of shares and votes. "
33. Article 59: make the first paragraph by the following: ' 1. Registered shares and the certificate holders are to vote at the general meeting of shareholders only if they are recorded in the register of shareholders at least 10 days before the general meeting. Public issue voting shares owners acquire voting rights at the general meeting of shareholders together with the acquisition of the right of property to those shares. Shareholder voting rights may be restricted, if the failure to comply with the law "on securities and 65.64." article. ";
turn off the fourth part;
consider the fifth, sixth, seventh, eighth and ninth part on the fourth, fifth, sixth, seventh and eighth.
34. the express article 61 the second and the third subparagraph by the following: "2. the decision on the status of a public limited liability company, joint stock company business objectives of the amendment of the mergers with other companies and the Elimination of the public is in effect, if they vote, shareholders representing not less than three quarters of the share capital paid.
3. to decide the law, 28, 34 and 43 29. issues provided for in article, and questions about the public issue, the amendment of the articles and the shares of the company, a quorum of the general meeting is required, which together represent no less than three-quarters of the paid-in-capital. "
35. Supplement article 79 to sixth by the following: "6. the public limited liability companies should communicate regularly to the securities market Commission audited quarterly reports, which include the public limited liability company's balance sheet and a profit and loss statement. Quarterly report content, composition and submission deadlines established securities markets Commission. "
Transitional provisions 1. life insurance joint stock company minimum formation capital that have received authorization for the operations and working up to the 1995 report, should reach 600 000 LVL, other insurance stock companies – LVL 300 000, but to review the 1996 approval life insurance stock companies – LVL 1 000 000, other insurance stock companies – LVL 500 000.
2. With the entry into force of this Act shall terminate the constitutional order of article 81 of Cabinet of Ministers issued Regulation No. 16 "on amendments to the law" on joint stock companies "(Latvian Saeima and the Cabinet of Ministers rapporteur, 1995, No 4).
The Parliament adopted the law of 24 august 1995.
The President g. UlmanisRīg 1995 September 13