Member of an SIA (dalībnieks)
In Latvian: Dalībnieks
A member (dalībnieks) is a person entered in the register of members of a Latvian capital company; in an SIA, the owner of its shares. A member is not liable for the company's obligations, and the company is not liable for the member's.
A founder becomes a member on the day the company is entered in the Commercial Register. Each share carries one vote at the meeting of members unless the articles say otherwise, and a member shares in profit and, on liquidation, in the company's remaining property.
If a member sells shares, the other members have a right of pre-emption they can use within one month unless the articles set a shorter period. The company keeps a register of members to track its shares and files each section of it with the Commercial Register Office.
In the Commercial Law "dalībnieks" covers both an SIA member and an AS shareholder, but in everyday use the owners of a joint-stock company are called akcionāri.
Example
Pēteris sells his 1,000 shares in SIA "Ozols" to an outsider for EUR 5,000. Within a month the other two members can say they exercise their pre-emption right, and then they acquire the shares at the same price, in proportion to their holdings.
Legal basis
- Commercial Law, Section 136 likumi.lv
- Commercial Law, Section 137 likumi.lv
- Commercial Law, Section 189 likumi.lv
This explanation is for information and does not replace tax or legal advice. The law in its current consolidated text prevails.