7. Division of the Register of Stockholders
A division of the register of stockholders is a document that records the complete list of stockholders and the distribution of stocks among the stockholders. It shall be signed by the chairperson of the executive board or by a member of the executive board acting under a power of attorney signed by all members of the executive board. The signature of the chairperson of the executive board or the member of the executive board must be notarised.
The document must specify:
- the company name (firm name);
- the legal address;
- the title of the document, "Division of the register of stockholders";
- the sequential number of the division;
- the date of the division;
- the sequential number of the entry;
- information on the stockholder(s) who are natural persons: given name, surname, personal identity number (if a person does not have a personal identity number issued by the Republic of Latvia, the date of birth, the number and date of issue of the identity document, and the country and authority that issued the document shall be indicated instead), and the address at which the person may be reached;
- information on the stockholder(s), where the stockholder is a legal person or a partnership: name, registration number, and legal address;
- the stockholder's email address (if the stockholder has requested that it be used for communication with the company);
- the serial numbers of the stocks held by the stockholder;
- the category of stocks held by each stockholder, if the company has more than one category of stocks;
- the number of stocks held by each stockholder;
- the nominal value of a stock;
- the number of votes attached to the stocks held by each stockholder;
- the payment status of the stocks;
- if a stock is jointly owned by several persons, the joint representative appointed in accordance with Section 157 of the Commercial Law shall be indicated, specifying the representative's given name, surname, personal identity number (if the representative does not have a personal identity number issued by the Republic of Latvia, the date of birth, the number and date of issue of the identity document, and the country and authority that issued the document shall be indicated instead), and the address at which the representative may be reached.
Upon incorporation of the company, a division with the sequential number 1 must be prepared. A separate entry must be made for each stockholder, and the numbering of entries must commence with number 1 (for example, if there are three stockholders, the entry numbers shall be 1, 2 and 3). Each stock shall be assigned an individual and permanent serial number. The serial numbers of stocks must correspond to the number of stocks held by each stockholder (for example, if there are two stockholders and each holds 10 stocks, the serial numbers of the stocks shall be 1-10 and 11-20, respectively).
Each voting stock with the minimum nominal value entitles the stockholder to one vote, unless the articles of association provide that one vote is attached to a specified aggregate nominal value of stocks. Among other information, the division of the register of stockholders must indicate the number of votes attached to the stocks. For example, if the company has not established different categories of stocks (all stocks carry voting rights), each stock carries one vote, and a stockholder holds 20 stocks in the company, the division of the register of stockholders must indicate that the number of votes attached to the stockholder's stocks is 20. Conversely, if the company has established different categories of stocks, for example, voting stocks and preferred stocks (which, pursuant to the Commercial Law, do not carry voting rights), and a stockholder holds 50 voting stocks (each carrying one vote) and 10 preferred stocks, the division of the register of stockholders must indicate that the number of votes attached to the stockholder's stocks is 50.