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Winding up a company, especially a liquidation of an LLC in Latvia, can seem like a complicated and even stressful process. However, with a proper understanding of the procedures and by following specific steps, it can be done efficiently and without unnecessary problems.
In this article, we present a clear step-by-step guide to the liquidation of an LLC, helping entrepreneurs, accountants and other stakeholders to navigate the process.
Here you will find all the information you need about the liquidation process, the documents required and the costs.
Manual to comply with changes Commercial Law, which enters into force on 01.01.2026.
Before you start the process, make sure you have everything you need for a quick liquidation:
Prepare two key documents:
Decision of the Participants (or protocol)
Application form KR13
The liquidation of an LLC starts with a resolution of the members' meeting, which requires a 2/3 majority and appoints a liquidator.
The decision must state that the company is going out of business. The liquidator is usually the current member of the board, but another person can be appointed. The liquidator has all the rights and obligations of a member of the management board during the proceedings.
The documents for the commencement of liquidation must be submitted to the Registrar of Companies within three working days of the decision.
At this stage, the application form KR13, the minutes of the meeting of the members or the decision must be submitted, and the stamp duty of 30.00EUR must be paid. After registration of the documents, the UR sends a notification to the official publication "Latvijas Vēstnesis".
The time limit for creditors' claims may not be less than one month and not more than three months after publication of the notice.
The notice gives creditors a specific period during which they can lodge their claims against the company. The liquidator is responsible for informing all known creditors personally, without relying solely on publication.
Make sure you are up to date with the NHS and that all reports and accounts have been submitted.
The winding-up financial statements must be prepared at least one month after the decision of the Official Court of the Republic of Latvia to wind up the company is taken.
The remaining assets of the company may be distributed among the members after creditors' claims, if any, have been satisfied.
All creditors must be paid in full and all tax debts owed to the State must be settled before the property can be distributed. Only after these obligations have been met can the participants receive their share according to the distribution plan.
The final step in the liquidation of a limited liability company is to submit an application to the Register of Companies to have the company removed from the register.
The application (form KR14) is submitted only when all the previous steps have been completed, the archives have been deposited and the bank accounts have been closed. After the decision of the UR, the company ceases to exist legally.
No more stamp duty.
Winding-up is a voluntary process for the complete dissolution of a legal person, which, unlike insolvency, presupposes that the company has sufficient or no assets to cover all its debts and liabilities.
The key difference between these two processes lies in the financial situation of the company:
Liquidation (by the company itself): It is a conscious decision by the members to go out of business. The main condition is that the company must be able to pay all creditors, employees and the state (taxes). If, in the course of the process, it turns out that there is not enough money to pay all the debts, the liquidator is obliged to file for insolvency proceedings in court.
Insolvency: It is an involuntary or unavoidable process that starts when a company can no longer meet its debts. In this case, a court-appointed administrator, rather than a liquidator of the liquidator's own choice, manages the process, with the aim of distributing existing (insufficient) funds as fairly as possible among creditors.
Liquidation is thus the "orderly" closing of a company, sorting out all liabilities and then legally removing the company from the register of companies.
The liquidation of a company in Latvia is primarily governed by Commercial law. In addition, it is important to take into account other laws, regulations and institutions, such as the Companies Registry (UR) and the State Revenue Service (SRS). The liquidator is the main person responsible for ensuring the liquidation process and his duties and responsibilities are clearly defined by law.
It is important to keep abreast of changes in legislation to ensure compliance with current requirements.
Before starting the liquidation process, it is important to make sure that the company has no outstanding debts and that all its accounts are in order, as this process is irreversible and involves a full settlement with all creditors and the State.
Here are the main points to consider before starting the formal process:
Solvency: Liquidation can only be carried out if the assets of the LLC are sufficient to cover all debts. If there are insufficient assets, insolvency proceedings must be filed, not liquidation.
Liquidator's liability: The person who takes over as liquidator (often an existing board member) becomes legally responsible for the entire process, the accuracy of the paperwork and the payment of debts.
Duration: Liquidation is not immediate - it takes at least 1 month due to the deadline for creditors to apply and for financial statements to be prepared. Normally, a company can be wound up within 2 months.
It is also important to settle all your obligations with the SRS:
This information can be easily verified In the SRS Electronic Declaration System (EDS).
For information on taxes, see PAYMENTS and information on reviews in REMINDERS.
You can check information from the SRS at CORRESPONDENCE WITH VID.
The first stage of the liquidation of a limited liability company is the formal start of the process, where the members decide on the dissolution, appoint a liquidator and apply to the Registrar of Companies.
At this stage, the company legally notifies the State and third parties of its intention to cease economic activity. The process starts with a meeting of the members, at which a decision to liquidate is taken by a majority of at least two-thirds of the votes cast (unless the articles of association provide for a higher number). At the same time, a liquidator is appointed - a person who will run the company from now on instead of the board of directors, taking care of all property and debt matters.
Once the decision has been taken, an application (form KR18) must be filed with the Registrar of Companies within three working days, together with the minutes of the meeting. After this stage, the name of the company is officially marked "in liquidation" and the information is published in the Latvian Official Gazette to inform all potential creditors.
The following documents must be submitted to the UR for the liquidation of the Company (SIA):
Decision to wind up the company
Attaching the liquidator
Winding-up application form KR13
The decision to wind up the company is taken by a member (if there is only 1) or by a meeting of members.
Remember that you can participate in meetings remotely.
This decision is the basis for future actions, so it is important to get it right.
A member of the Management Board or another person may be appointed liquidator.
This statement may also be included in the application form KR13, so a separate document may not be required.
When selecting a liquidator, it must be ensured that he is competent and capable of carrying out this responsible task.
The application form KR13 shall be signed by the liquidator.
Creditors must be given a deadline to submit their claims (1-3 months). The deadline for creditors to submit their claims is at least one month.
Paper filing with the Register of Companies is a thing of the past. Documents are no longer accepted in person.
However, if you want to file on paper, you have to pay for an expensive notary and send the documents by post.
The liquidation process of the company is carried out electronically on the registrs.ur.gov.lv portal by submitting electronically signed documents and paying the state fee of EUR 30.oo.
In the e-service.
Documents must be submitted Register of companies on the services portal.
Documents must be signed with an eSignature on a smart card (eID or eSignature card) or on the eParaksts mobile portal www.eparaksts.lv
Get your answer via an e-service or e-address.
Send electronically signed documents e-adresē or by email to the Register of Companies.
e-address is a more secure channel of communication between the individual and the state than email
By post.
Signed documents can be sent to the Register of Companies by post.
The payment order for the stamp duty must be enclosed in the consignment.
Jnote that only notarised documents can be sent in this way, which significantly increases the cost of registering the association.
Authentication of signatures and capacity to act on applications and requests to public registers (e.g. Land Registry, Commercial Register) costs around €23.
In addition, there are fees for data checks, VAT, stamp duty, translation and actual costs.
The compulsory costs of winding up a company (SIA) consist of State fees for liquidation of the Company (LLC) - 30EUR. The payment of the fee is made on the platform of the Register of Companies or the documents must be accompanied by a payment order for payment of the fee.
The following cost items should be taken into account when planning a closure:
Stamp duty: The fee is payable once - at the commencement of the winding-up proceedings and at the appointment of the liquidator - 30.00EUR.
Accounting services: As the winding-up process requires the preparation of the closing financial statements, the cost of a professional accountant must be taken into account, unless the liquidator has these skills.
Archive costs: The documents may be kept by the company or by the liquidator.
1-3 working days (excluding day of submission)
The statutory time limit for the examination of documents may be extended on the basis of Section 64(2) of the Administrative Procedure Law.
In the cases provided for by law, the application for registration of changes may be sent to the State Revenue Service for examination.
Phase 2 of the liquidation is the final phase of the process, where the liquidator submits the final documents to the Registrar of Companies in order to legally remove the LLC from the commercial register.
This phase starts only after the full settlement with creditors has been completed and the statutory time has elapsed since the preparation of the winding-up accounts. This is the moment when the economic activity of the company has come to a complete standstill, all assets have been distributed among the members and the last formal steps remain to be taken so that the company no longer exists in the public registers.
After a positive decision by the MoF to wind up the company (stage 1), creditors must be notified of the winding-up.
The notice is published automatically by the Register of Companies and is free of charge.
In order for the Register of Companies to remove a company from the register, it must first make sure that the company has no debts to the State Revenue Service (SRS).
It is advisable to settle all tax matters before submitting the documents for liquidation. The Registrar of Companies will check this for you by requesting a certificate from the SRS. If the SRS replies that the company has outstanding liabilities, the Registrar of Companies will not be able to complete the liquidation of the company.
In Stage 2 of the winding-up, the remaining assets, including cash, property and other assets, are distributed among the members. This distribution shall be made in accordance with a plan drawn up by the liquidator, taking into account the amount of each member's contribution, unless the company's instruments of incorporation provide for a different principle of distribution.
Payments to participants are usually made in cash. However, if members wish to receive their share of the assets, and the company's articles do not provide for this, they have the option of amending the articles to authorise a distribution of the assets. Such a decision must be taken at a meeting of the members before the company is removed from the Commercial Register. At the same time as the articles of association are amended, the members may agree on a specific distribution of assets to each member.
It is important to remember that once a company has been removed from the Commercial Register, no changes can be made. If there is still property registered in the name of the company or money in a bank account after this point, the members will no longer be able to take possession of it. It is therefore essential to resolve all distribution issues in good time before the winding-up process is completed.
1. Close your company bank account
2. Remove departments, cash registers, POS terminals from the inventory
3. Release all staff
4. Terminate your contractual obligations (Tele2, Lmt, etc.). If necessary, transfer the phone number to a natural person
5. Hand in all reports.
6. Give the documents to an archive or store them yourself.
7. Notify the SRS of the liquidation. List >> Notify the SRS
A liquidation financial statement must be prepared and submitted to the SRS EDS system.
Please note that the liquidation financial statements may only be submitted after the deadline for creditors' applications (1-3 months) specified in the liquidation application form.
The time limit for the application of creditors starts on the date on which the notice of winding-up is published in the Register of Companies.
The exact date of the notification can be found in the Companies Register - Notices to creditors, members, interested parties.
The following documents must be submitted to the UR for the liquidation of the Company (SIA):
Form KR14
Final financial statement of the winding-up.
Plan for the distribution of the remaining assets (if applicable)
Auditor's report (if applicable)
The application form KR14 shall be signed by the liquidator.
The final financial statements of the winding-up are no longer required to be filed with the Registrar of Companies. This report only needs to be submitted to the SRS EDS.
No stamp duty! The completion of the winding-up of a company (limited liability company) is free of charge.
1-3 working days (excluding day of submission)
The company is deleted from the Commercial Register on the date on which a positive decision on the liquidation of the company was taken.
Tax arrears can have a significant impact on the liquidation process. It is important to address tax issues early and possibly agree with the SRS on a payment schedule or sale of assets to settle debts.
The liquidation of a limited liability company cannot be completed until the assets or shares of the company have been registered as an active security, so all encumbrances and pledges must be removed in the course of the proceedings before the company is removed from the Commercial Register.
Active securities are legally registered restrictions that protect the interests of creditors or ensure the recovery of tax debts. This issue becomes critical in liquidation for two reasons:
Obstacle to concluding the procedure: Even if the company has completed all other liquidation steps, the Register of Enterprises will refuse to remove the LLC from the register if an active commercial pledge, bailiff's execution or prohibition imposed by the State Revenue Service (SRS) still appears in the database.
Liquidator's liability: The liquidator is responsible for identifying all encumbrances and negotiating with the secured creditor to discharge the obligation. Only after the creditor files an application for the cancellation of the security (e.g. with the Commercial Pledge Registry) is the path to the full liquidation of the company clear.
Common types of collateral to consider:
Commercial mortgages: Registered in favour of banks or other lenders.
Tax administration exclusions: Prohibitions imposed by the SRS on the alienation of assets or change of officials.
Bailiffs' marks: Registered in connection with debt recovery proceedings.
Before entering liquidation, it is advisable to carry out a preventive check of the company's up-to-date registers in order to plan in good time for the settlement of liabilities and the removal of collateral.
If a company is unable to pay its debts, insolvency proceedings may be opened, which are different from liquidation.
If the company has no assets to divide, the process may be simpler, but it is still important to comply with all legal requirements.
Winding up a company (LLC) is a complex process that requires careful attention to detail and compliance with legal requirements. To avoid mistakes and ensure a successful liquidation, it may be necessary to turn to professionals. Remember that proper planning and adequate documentation are key factors in making the process as simple and efficient as possible.
Errors often arise from misrepresentation of data in various documents or from inaccurate board data.
Any error in the application forms (KR13 or KR14), the decision of the participants or the minutes - wrong date, incorrect name, forgotten point - will result in the application being postponed.
The application for registration of the winding-up shall designate as liquidator a person whose appointment has not been decided.
Before filing for winding-up, it is important to make sure that all obligations with the State Revenue Service (SRS) have been settled. The UR requests a certificate from the SRS electronically and, if information about outstanding liabilities is received, the liquidation is postponed.
Make sure the documents are in the correct format.
Documents must be signed with a secure electronic signature and time stamp.
Before submitting the documents, you must make sure that the amount of the stamp duty is correct and that you have paid it. Any incorrect or overpaid amount can be recovered by applying to the Companies Registry.
If the UR finds an error, the notary public postpones the decision for up to 30 days, pointing out the deficiencies. It is important to react promptly to such decisions and make the necessary corrections so that the registration process is not delayed and stamp duty is not lost.
The second stage documents (form KR14) may only be submitted after the creditor application period has expired (minimum one month). This period starts from the date of publication of the notice by the UR, not from the date of the decision of the members.
Once the company is removed from the register, it becomes virtually impossible to access its accounts or manage its assets. It is therefore critical to close all bank accounts and re-register property Before submission of second-stage documents
The liquidation process is reserved for companies that are able to cover all their liabilities. If debts exceed assets, insolvency proceedings must be opened. Ignoring these facts can have serious legal consequences for the liquidator and the board.
If the company is left with assets (including cash) after all creditors' claims have been met, a distribution plan must be prepared and submitted.
Before removal from the register, the liquidator must certify that the company's documents have been deposited in the archives. Ignoring this issue can lead to future liability.
Most often, the Registry Office delays or refuses registration of a winding-up if incomplete or incorrect documents have been submitted. The most popular errors are:
Incorrect application forms (KR13 or KR14).
The minutes or the decision lack essential information, such as the appointment of a liquidator or the deadline for creditors to apply.
No liquidator's consent (if required).
Documents do not have the appropriate legal value (e.g. not signed with a secure electronic signature or not notarised, if required).
No stamp duty has been paid or no proof of payment has been provided.
The process can also be delayed if the UR sends the application to the State Revenue Service (SRS) for verification.
The first stage of liquidation (the start of liquidation) will also be registered by the UR with existing tax debts. However, the second and final phase of the liquidation cannot be completed until all obligations with the SRS have been settled. Before submitting the second stage documents, the UR requests a certificate from the SRS on the fulfilment of obligations. If the SRS replies that the company is in arrears, the UR will not be able to exclude the company from the commercial register.
No, face-to-face acceptance is a thing of the past. The main way of submitting documents is electronically via the UR e-services portal, by signing documents with a secure electronic signature. You can send documents by post, but they have to be notarised, which makes the process much more expensive.
If the company has no known creditors, the process can take just over a month. If there are creditors, the process will take longer - at least three months - because the legal minimum period for creditors to lodge claims is one month, but in practice it is often three months.[7][8] The decision on each of the steps is usually taken by the UR within 1-3 working days of receipt of the documents. However, the overall time may be affected by the speed of the paperwork, the bookkeeping and a possible audit by the SRS, which can extend the process by up to several months.
A member of the Management Board, a member or any other natural person having the capacity to act may be appointed liquidator. If an existing board member is appointed liquidator, the process is simpler - no separate consent of the liquidator is required and no signatures on the resolution of the members' meeting need to be witnessed. If a person other than a member of the Management Board is appointed, that person's written consent to the appointment is required.
If a limited liability company is unable to pay its debts to its creditors, including the SRS, voluntary liquidation is not possible. In such a case, the liquidator is obliged to file for insolvency proceedings. Trying to liquidate a company by ignoring debts will result in the company not being removed from the register.
Submitting documents in person on paper is no longer possible. Documents can be submitted:
Electronically: Through the UR services portal, signed with a secure electronic signature (eID card or eParaksts mobile).
By post: In this case, all signatures on the documents have to be notarised, which makes the process significantly more expensive.
The liquidator is responsible for identifying all creditors and assets. If new creditors are discovered after the opening of the liquidation, their claims must be included in the list of liabilities and settled in the ordinary way. If previously unknown assets are discovered, they must be sold to raise funds to meet creditors' claims. All these processes should be reflected in the winding-up financial statements.
Yes, as long as the company has not been removed from the commercial register, the members can decide to wind up the liquidation and reopen the company. This decision must be notified to the Registrar of Companies by way of an application.
The most common reason is a negative certificate from the SRS for outstanding debts. Another reason may be errors in the winding-up financial statements or the distribution plan. It is important to submit documents only after the deadline for creditors to apply has passed and all liabilities have been settled.
If the company has no assets, the process is simpler as there is no need to draw up a distribution plan. However, the other steps, including the adoption of the decision, the appointment of the liquidator, the notification to the UR and the SRS, and the preparation of the winding-up financial statements ("zero" statements), are mandatory. The main condition is that there must be no debts.
Website of the Register of Companies (UR): [https://www.ur.gov.lv/]
State Revenue Service (SRS) website: [https://www.vid.gov.lv/]
Law on Associations and Foundations: [https://likumi.lv/]
Latvijas Vēstnesis: [https://www.vestnesis.lv/]
URonline sells LLCs with VAT: ready for business acquisition Get Offer URonline offers to buy Latvian registered companies (LLCs) with already granted
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