Financial and capital market Commission, the provisions of regulations No 86 in 2012 on April 19 (financial and capital market Commission Council meeting Protocol No 17 2. p.) The offer document and the information required in the preparation of the legislative provisions Issued pursuant to the financial instruments market law 16.1 article i. General questions 1. "supply of the information to be included in the document and its preparation of the legislative provisions (hereinafter referred to as the rules) determines the order in which the document is being prepared for the public tender offer of transferable securities, calculated over a period of 12 months where the total consideration of the offer is from 100 000 to 5 000 000 euro euro equivalent in dollars after the Bank of Latvia exchange rate and these securities were not included in the regulated market. 2. The requirement to produce a quotation document shall not apply to transferable securities referred to in the law on the financial instruments market the seventh subparagraph of article 3, including to the closed investment fund units, and article 16, first paragraph, and the offer of financial instruments market law article 16, second paragraph. 3. the terms used in the regulations comply with the law on the financial instruments market in terms of use.
II. Documents to be submitted 4. For permission to make a public offer of the public offer will be submitted requesting financial and capital market Commission (hereinafter the Commission), which accompanied the application: two 4.1 the offer document and the original offer document text in electronic form. If the offer document has been prepared as an electronic document signed with a secure electronic signature with time stamp, only a single copy of it; 4.2. public offer requesting a decision on the issue of negotiable securities or offer to the public, where the public offer authors, is a legal entity. 5. the application shall state: 5.1 the issuer's registration number, business name, legal address, phone number, fax number and e-mail address; 5.2. types of transferable securities, category, the total number and the nominal value of the securities of one; 5.3. the sale or distribution of the forecast start date; 5.4. place of publication of the offer document (the newspaper or internet site).
III. information to be included in quotation document 6. Quotation document shall include the following sections: 6.1 title page; 6.2. the table of contents; 6.3. the terms used and the abbreviation explanation; 6.4. the parties responsible for the bid document the veracity of the information; 6.5. information about the securities that are expressed in public offerings; 6.6. information on the terms of the offer; 4.2. information about the issuer and its capital; 4.2. information about the issuer's business; 4.3. information concerning the issuer's financial position. 7. under the provisions referred to in paragraph 6.4 of the bid document the veracity of the information included in the responsible person name and job title or a legal person, the name, registered office and registration number. The offer document shall also include each such person's statement that, after these persons the information available, the information contained in the offer document corresponds to the true situation, and that is not the default facts that may affect the information contained in the offer document. 8. in the Section concerning securities shall give at least the following information: the type of securities 8.1 and category; 8.2. the nominal value of the securities offered and the total number of securities; 8.3. the debt interest rate, terms of payment, delete; 8.4. the receipt of dividends; 8.5. the particulars of the rights associated with those securities, including any limitations of rights, as well as the law enforcement procedure; 8.6. from securities and dividend income taxation the income tax applicable to the investor, and an indication of the tax ieturētāj; 5.4. main risk factors related to security (risk of the investor). 9. under the terms of the tender shall give at least the following information: 9.1 the bid and a detailed plan for the use of emission net revenue; 9.2. subscription terms; 9.3. the price of the securities, the discovery mechanism; 9.4. settlement and delivery arrangements; 9.5. the use of a prior right. 10. The section on the issuer and its capital of at least the following information: 10.1 the name of issuer place of registration date and number, Office address and contact information; 10.2. the issuer's registered office and form, the legislation under which the issuer operates; 10.3. the organizational structure of the issuer, the Executive and the supervisory authority's structure, indicating the name, last name, position in the issuer and main areas of activity performed by them outside the issuer;
10.4. the size of the share capital, indicating the number of shares, type, category, and value, as well as the outstanding amount; 10.5. If the issuer has issued other securities – key information concerning those securities; 10.6. the information on shareholders who participate in the issuer exceeds 10 percent of the voting share capital; 10.7. main risk factors specific to the issuer or its industry or sector. 11. Offer document for the business of the issuer shall give at least the following information: 11.1. issuer's principal areas of activity and the main markets, including information on significant events affecting the issuer's business, the last reporting year; 11.2. the issuer's dependence on patents, licenses, contracts, a significant burden and operational constraints, as well as judicial proceedings, which have affected or could affect the operations of the issuer in the future; 11.3. critical to the present or near future planned investments. 12. Tender document on the financial situation of the issuer shall give at least the following information and be accompanied by the following documents: 12.1. the approved annual report for the last reporting year. If an issuer complies with the annual accounts Act, article 62 of the conditions referred to in the first subparagraph, the offer document shall include a sworn auditor examined the annual report, together with a sworn auditor's report; 12.2. information about the certified auditor who made the last examination of the annual report, indicating the name, address of place of business and the number of the certificate or certified auditor of the company name, registration number, date, address, license number, issued by the authority that issued the license, the license term, sworn auditor in charge name and certificate number; 12.3. If the sworn auditor has refused to provide the audit report on the annual review of the financial information included in or if there is a reservation or qualifications, such refusal or reservations reservation included in quotation document in full and the reasons given; 12.4. If since the last reporting year have been prepared interim financial statement, they added the offer document; 12.5. If the issuer's existence in time is shorter than one year, the annual report provides financial information for the period from the date of incorporation of the issuer to offer document preparation day, giving dates; 12.6. information about significant changes in the financial position of the issuer or commercial transaction, which may be important to investors on the purchase of securities of the decision making, provides for the period since the last reporting period, which prepared the audited financial information or interim financial information, the end. 13. where debt securities are expressed in public offerings, for which the head of one or more legal persons provided in quotation document rule 10.-12. the information specified in point on each guarantor.
14. the Commission is entitled to claim a public offering motivated requesting to be included in quotation document additional information, if necessary for investor protection. IV. publication of the offer document 15. Offer document validity is 12 months from the date of registration in the Commission. 16. Public offer advertising indicates that in the offer document is or will be published and indicate where and when you can get the bid document. Advertising must be clearly and unequivocally identifiable as advertising. 17. the public offer the information provided may not be incorrect or misleading, and it may not contain information that is not included in the offer document or its appendices. 18. Seven days after the closing of the offer to the public of the public offer shall inform the Commission of the acts of the public offer, as well as publish information about public offer results in the same order in which information was published about a public offering.

V. consideration of the application procedure 19. The Commission shall examine the application and accompanying documents and twenty working days following all rules and regulations laid down pursuant to the requirements established for the receipt of documents and adopt a decision on the authorisation of the public bid, or the refusal of authorization. 20. If, at the time of the offer document for submission to the Commission of securities placement deadline occurs or is discovered in any new important circumstances, significant errors or inaccuracies relating to the information contained in the offer document, and may affect the evaluation of securities, public offers requesting reports in the offer document additions.
21. Offer document additions under the provisions referred to in paragraph 4.1 of the public offer procedures shall submit to the Commission requesting that it be registered within seven working days according to the requirements of the laws and the documents of the design. 22. the decision, as well as the bid document the Commission shall, without delay, shall be published on the Commission's website on the internet. VI. final question 23. provisions shall enter into force on the 25.04.2012. Financial and capital market Commission Vice Chairman j. Brazovsk a