Cabinet of Ministers Regulations No. 420 (No. 52, 4. ¤) Riga 1996 October 29 national joint stock company "Latvian mortgage and land bank" Statute Issued in accordance with the constitutional procedure laid down in article 81 of Cabinet of Ministers issued on 6 august 1996, the provisions of no. 304 "rules for national joint stock company" Latvian mortgage and land bank "in paragraph (2) (I). General questions 1. public joint stock company" Latvian mortgage and land bank "(hereinafter referred to as" the Bank ") is a limited liability company that is national and founder of which all shares owned by the State.
2. public shareholders in the Bank's Finance Ministry.
3. the name of the Bank: Latvian language 3.1 — public joint stock company "Latvian mortgage and land bank";
3.2. the English language — a State Owned Joint Stock Company "Latvian mortgage and Land Bank".
4. the Bank shall operate in accordance with the law of credit institutions, the law "On joint stock companies", as well as other laws, regulations, decisions of the Bank of Latvia, and these statutes.
5. the Bank shall have legal personality. It is delimited property and independent balance. The Bank's management, uses and handles property belonging thereto.
6. the Bank is liable for its obligations with all property belonging to it. The Bank is not responsible for the obligations of the country.
7. the State is responsible for the liabilities of the Bank share capital paid and guaranteed Bank debt of the country.
8. the Bank after checking with Bank of Latvia take the credit institutions act banking operations and transactions, including collection.
9. the Bank after checking with the Bank of Latvia is entitled to perform operations and transactions, not provided for in the law of credit institutions if they do not conflict with the laws and regulations.
10. the Bank may be on the property and property rights. It can do business according to its objectives, and respond to legal in the Republic of Latvia and other countries.
11. the Bank is entitled to open a chapter in the territory of the Republic of Latvia and the foreign missions, to establish subsidiaries and to engage in business in accordance with laws and regulations.
12. the Bank shall have a seal with the updated state of the Republic of Latvia in the small coat-of-arms image, as well as the emblem.
13. Bank is not time limited.
14. Bank address: dome square 4, Riga, LV-1977, the Republic of Latvia.
II. share capital of the Bank 15. Bank formation capital is 100000.
16. The Bank's authorised capital is 3500000 lats, which is divided into ordinary shares. The nominal value of each share is one dollar.
17. the Bank's share capital may be increased or reduced in accordance with the procedure laid down by law, as well as: 17.1. getting additional capital;
17.2. modifying a part of the Bank's accumulated reserve as core capital;
17.3. transforming the Bank's bonds released on stocks.
18. the Bank's share capital may be reduced in accordance with the procedure laid down by law, as well as: 18.1. combining the shares or by reducing the nominal value of each share;
18.2. the Bank shall obtain their shares below their face value and reducing share capital nominal value per share;
18.3. deleting a share capital reduction, which submitted to shareholders.
19. the changes in the issued share capital of the Bank shall be made after receiving the permission of the Bank of Latvia and the changes recorded in the register of enterprises.
III. General meeting of shareholders the general meeting of shareholders of the Bank 20 (hereinafter referred to as the "general meeting") is the highest organ of the administration of the Bank.
21. the general meeting of shareholders does the Cabinet appointed State Governors who is also the Bank's Council (the "Council") members.
22. State Governors can perform the functions of the general meeting of shareholders, if the relevant meeting at least three quarters of the total number of State Governors. Each State has one vote for the Governors.
23. the general meeting of shareholders shall convene and conduct it organized in accordance with the law "On joint stock companies".
24. If the Council participates in all the State Governors, the Council, by unanimous decision of all State Governors declare the session of the general meeting of shareholders, and to include in its agenda any matter relating to the work of the Bank, unless the objection to one of the country's Governors.
25. Only the general meeting of shareholders is entitled: 25.1. check and confirm the Bank's annual report and the auditor's opinion on it;
25.2. to consider and approve the Bank's annual business plan and budget;
25.3. approve the Bank's profit distribution and dividend amount be determined;
15.8. to decide questions about the Bank's securities emissions and conversion;
25.5. to decide on bonds emission and conversion;
15.9. release from liability of the Board of the Bank (hereinafter referred to as "the Board") members or propose to call them to account for the previous year's performance;
25.7. to elect and removed from Office the Chairman of the Board (President), Deputy Chairman of the Board (Vice President), and the Board of Audit Commission members and the liquidators, to decide on the claim (complaint) (withdrawal) against lifting them;
25.8. to create a permanent Commission for the assessment of assets and to confirm the current assessment;
25.9. determine Council, Board and the remuneration of the members of the Audit Commission;
25.10. to decide on the Bank's share capital increases or decreases;
25.11. to submit to the Cabinet of Ministers proposals for the reorganisation and privatisation of the Bank or the Bank of the opening of winding-up proceedings.
IV. the Council, the Council has 26 banking supervisory authority. It consists of eight people.
27. the President of the Council has two Vice-Presidents, one of them released the Deputy.
28. the President of the Council released Deputy is a Bank employee, who represents the Council to sit in between them. The President of the Council Deputy Chairman of free exercise, carry out monitoring and control over the functioning of the Executive Board, these statutes and the Law Council and the decision of the general meeting of shareholders. Council President released Deputy President of the Council is replaced in his absence.
29. the Council and the Council shall comply with the obligations laid down by its Chairman and orders.
30. The Council shall be convened by the Chairman or his Deputy freed as necessary, but no less than six times a year. Each Member of the Council, as well as the Management Board is entitled to request in writing to the Council the convening of meetings, motivating the need and purpose.
31. the rules of procedure of the Council shall determine the order in which Council meetings are convened and announced their agenda, as well as reading the materials prepared for the trial.
32. the Council are valid if they are sitting on at least two-thirds of all the members of the Council, including the President of the Council, or (in the absence of the President), his Deputy. The Council meeting Protocol signed by all present members of the Council. Council decision is adopted if it voted for more than half of the total number of the members of the Council. If the vote splits like, casting is the President of the Council, or (in the absence of the Chairman) Deputy vote. If any of the members of the Council did not agree with the decision of the Council and votes against it, they thought of a separate record in the minutes of the hearing, and he is not responsible for the decisions taken.
33. The President of the Council may be invited to Council meetings of Board members and other Bank employees with a mentor, if not a closed Council meeting. If any of the members of the Council before or during the meeting proposes to the President of the Council to hold a closed session of the Council, and it has taken the unanimous decision of the Council sitting is closed.
34. The Council is: 34.1. constantly to control the operation of the Board and the follow up to Banking things be sorted in accordance with the laws and regulations, the Bank's statutes and decisions of the general meeting of shareholders;
21.3. approve and amend the credit policy of the Bank, as well as the internal operation of the General provisions;
3. check the Board submitted the budget of expenditure and, with their opinion, submit it for approval to the general meeting of shareholders;
21.4. checking the Bank's annual report and the Board's proposal for distribution of profits;
34.5. propose to the Chairman of the Management Board (the President) to examine the Board and head of the departments of the Bank decision and order in compliance with the law, these terms of reference and decisions of the general meeting of shareholders, as well as proposing to abolish the Board and the heads of the departments of the Bank, decisions and orders;
21.5. to represent the Bank in court in all Bank requirements brought against members of the Management Board, as well as the requirements of Board brought to the Bank;
21.6. consider any matter which is within the competence of the general meeting of shareholders or by the Board members, it is proposed to the general meeting of shareholders to discuss and give its opinion on them;
21.6. to decide on the banks of the purchase of real estate, mortgage and transfer;
21.7. to decide on the opening of Bank branches and closure;
34.10. approve post Bank Advisor and fix their remuneration;
34.11. define Bank employee wage rates;
34.12. decide on the Bank's reserve capital and other funds of the Bank and the Fund;
34.13. decide on the Bank's subsidiaries and the Bank's participation in companies;
34.14. approve the composition of the kredītkomitej and its regulatory documents.
V. Executive Board

35. the Executive Board is the executive body of the Bank. It is composed of five to seven members of the Executive Board, which is elected by the employees of the Bank.
36. the Executive Board shall act on behalf of the Bank without special authorisation by law, these terms of reference, the Council and the decisions of the general meeting of shareholders. The Board directly runs a separate unit and the work of the Bank branches, stores and handles the Bank's assets and capital and is responsible for the tasks of substantive value to the Bank.
37. the competence of the Management Board are: 37.1. organize the Bank's operational and economic activity;
23.1. to conclude transactions in the name of the Bank according to the law and these statutes;
37.3. to control and monitor Bank accounts. The Board is responsible for accounting compliance with laws;
37.4. prepare and submit for the approval of the Council of the Bank credit policy principles;
37.5. to draw up the Bank's budget and the annual report;
23.4. to develop rules for the Bank's internal operations and present them to the Council for approval;
37.7. to represent the Bank's interests in State and local institutions and organisations, undertakings (companies), as well as the courts in the Republic of Latvia and abroad;
23.5. handling Bank assets and funds according to the approved budget of the general meeting of shareholders;
23.5. the financial institutions shall be opened with other banks;
37.10. provide specific Latvian Bank of Bank transactions and liquidity regulations, as well as reporting to the designated time;
37.11. propose to the Council to review the decision of the Council and its Chairman;
37.12. to decide on the competence of the members of the Management Board and to establish a separate Executive Board members held by the Bank;
37.13. ensure Bank business expansion necessary attraction of credit resources and to decide on the Fund raising;
37.14. manage Bank of existing real estate property;
37.15. addressing the Bank and its employees ' employment relationship in accordance with the law and these statutes;
37.16. organise public tender for key Bank's order execution and enter into economic contracts according to the results of the competition;
37.17. determine payment rates on the Bank's operations and services.
38. the Board headed by Chairman of the Board (President). The Chairman of the Board (the President) has one Deputy (Vice President). Chairman of the Board (President) without special authorisation to represent the Bank and the Board under these statutory competence. Chairman of the Board (the President's) orders are binding on the staff of the Bank.
39. on behalf of the issuing Bank and the power to sign the Board Chairman (President) or, in his absence, the Deputy Chairman of the Board (Vice President), or any two Executive Board members after special authorization of the Board. The exception is the guarantee and debt obligations, signed by the Chairman of the Board (President) or, (President), in the absence of the Deputy Chairman of the Board (Vice President) and two Executive Board members.
40. the Board shall meet at least every two weeks. They shall be convened and chaired by the Chairman of the Board (President), but in his absence, the Vice-President (VP).
41. the State Governors of the Bank and the members of the Council are entitled to participate in an advisory capacity in the meetings of the Management Board.
42. the Executive Board shall be valid if they are sitting on more than half of the Board members, including Chairman of the Board (President) or (in his absence), Deputy Chairman of the Board (Vice President). The Governing Board shall adopt decisions by simple majority. If the votes are divided into similar, the casting is Chairman of the Board (President), but in his absence, the Deputy Chairman of the Board (Vice President). If any of the Board members did not agree with the decision of the Board and vote against it, in his separate opinion in the minutes of the sitting of the record, and he is not responsible for the decisions taken.
43. Board meeting minutes shall be signed by all Board members present at the hearing.
Vi. audit of the Bank's operations 44. to control the operations of the bank, the general meeting of shareholders shall elect the Bank's Audit Commission consists of three people. The Audit Commission shall elect from among its members a Chairman.
45. the Audit Commission is the President of the Council of supervision and control. The President of the Council for the performance of audits can call up the Bank workers not licensed professionals.
46. the Mission of the Commission is to examine these statutory rules, the Board is complying with these statutes and the Bank's business activities and accounting compliance requirements.
47. the Commission carried out inspections in accordance with the work plan approved by the Council, as well as by the Bank Council decision or on the instructions of the President of the Council.
48. the members of the Commission shall act in accordance with laws and regulations. They are responsible to the Bank and third parties for damages caused by their error. The Audit Commission is not responsible for the members of the Board and its subsidiary organs, except if they are about the irregularities known, but not informed of the Board or the general meeting of shareholders.
VII. Bank staff 49. Bank and its staff of legal relations are sorted in accordance with the law and these statutes: 30.5. Council released the Deputy Chairman of the Board (President) and his Deputy (Vice President) and shall be exempt from the work the Chairman of the Council;
30.6. other Bank employees recruited and exempted from the working Chairman of the Board (President) at the head of the relevant Department of the Bank's written recommendation.
50. If a terminated relationship with Bank employees, who are the members of the Management Board, their activities are suspended until the Board approves the new Board member.
51. in addition, the Council is empowered to determine the categories of managerial staff of the Bank, which recruited on the basis of the Council decision, or where the recruitment of Bank Chairman of the Board (the President) must be received by the President of the Council or of the Council's prior consent.
52. The Bank's staff are engaged shall be stated in their salary levels, as well as exempt from working with the Bank's Chairman of the Board (the President's) order. Chairman of the Board (President) signed employment contracts with the staff of the Bank. The decision on the release of Bank employee from work (regardless of the reason), the institution which shall be adopted in accordance with the competency defined in these statutes decided on the recruitment of employees.
53. the wages of employees of the Bank shall be determined by the Chairman of the Management Board (the President) in accordance with the Council's approved rates of pay. Bank employee wage rates are reviewed at least once a year.
54. it is the duty of the Board to prepare and submit to the Council proposals for the Bank's employee payroll rate hikes if inflation levels in the country more than five percent compared with the period during which a decision on the existing wage rates.
55. After the approval of the annual report of the Bank's Management Board, on the basis of the Council decision, constitute the Bank employee personal funds for the provision of social assistance and pension premiums.
56. the Chairman of the Board (the President) and members of the Board be prohibited from taking other paid posts, except for scientific and pedagogical work. Post linking Bank employees can only be authorised in writing by the Chairman of the Management Board (the President). Council and Board members may not contain other founders or employees of credit institutions, their administrations or members of the decision-making bodies. Council and Board members can be credit institutions, shareholders or shareholders, if the Council so agrees.
57. the Council and the members of the Management Board must be persons whose first and second degree relatives and spouses have different administrative or decision-making bodies of CIS members. Exceptions are permitted only with the authorisation of the general meeting of shareholders.
58. the Bank shall not be discounted and buy Council and Board members, and other bills of Exchange, promissory notes, as well as any belongings. Board members and managers of the Bank's Department prohibited to participate in or join in person, by proxy or third party companies, and companies whose interests collide with the interests of the Bank.
VIII. Records, annual report and distribution of profits the Bank organizes 59. accounting and record keeping in accordance with the law "on accounting", the law "On the annual accounts of companies" and other legal acts, as well as the decision of the Bank of Latvia.
60. The Bank's financial year coincides with the calendar year. Bank for each financial year according to the finished report to the requirements of the law.
61. the annual accounts shall give a true and fair view of the assets and liabilities of the Bank, its financial situation, profit or loss.
62. the Bank's annual report, together with the auditor's opinion the review and approval of the general meeting of shareholders. Bank short annual report and the Auditors ' opinion on the annual report to be published in the official press, the "journal". The complete annual accounts must be freely available to the Bank and its chapters no later than the year following the reporting year April 1. The annual report shall be submitted to the Bank not later than three months after the end of the reporting year.

63. After the approval of the annual report of the general meeting of shareholders shall decide on the Bank's profit distribution, determining the amounts to be charged on the Bank of kapitālo and reserves, dividends payable and used for other purposes.
64. the Bank's annual profit distribution, the following regulations apply: 64.1. Bank reserves in equity should be credited at least 50 percent of the Bank's action in the residual profits;
dividends are paid 64.2. the extent and in the manner prescribed by the law and other regulations;
64.3. reserves and dividends after cost at least half of the remaining profit be made for compensation for Bank staff about the results of the year: five percent of the remaining profit — Board members and not less than 30 percent of the total employees of the Bank-where (municipal, recreational, cultural and other needs).
65. the increase in the share capital of the Bank or the Bank's property can also be used to restore the revenue from the State-owned real estate sales by the Bank are carried out with the permission of the Cabinet of Ministers. Not that revenue is to be included in the Bank's profit and loss statement.
IX. The Bank's reorganization, privatization and liquidation 66. Decision on the privatisation of the Bank reorganization, or liquidation of the Cabinet of Ministers adopted.
67. reorganization and liquidation of the Bank shall be in accordance with the requirements of the law.
X. transitional questions 68. Be declared unenforceable Council of Ministers on 10 May 1993, decision No. 232 '' for the Latvian mortgage and land bank, and the bank Council members '' (Latvian journal, 1993, 30, 87, 110 no; 1994; 1995, no. 14, no. 43, 94; 1996, nr. 117, 147).
Prime Minister a. slice farming Minister, Deputy Prime Minister r. dilba