Who Owns the Code, the Logo, and the Idea in Latvia

Most founders assume a Latvian company owns whatever its people make for it. That is true of software and false of almost everything else, and the difference is written into one article of the Copyright Law. This covers what a company owns by default, what it has to buy or ask for, and what a fund will want to see before it invests.

This covers the ordinary case for a Latvian company employing people here and commissioning work. It is not advice on a specific dispute, and an actual conflict over ownership is worth a lawyer rather than an article. Every number links to the provision it comes from.

Who Owns Code Written by an Employee in Latvia?

The company, by default. Article 12 of the Copyright Law says the economic rights in a computer program written by an employee performing a work assignment belong to the employer, unless the contract says otherwise. Software is the exception in Latvian copyright, and it is the exception that happens to cover most of what a startup makes.

Read the two halves of that article together, because the second is the one people know and the first is the one that catches them.

• A computer program is different. Where an employee develops a program as part of a work assignment, all the author's economic rights in it belong to the employer, unless the contract says otherwise. No assignment clause is needed. The default is what you wanted.
• Everything else is not. For any other work an employee creates on the job, the personal and economic rights stay with the author. The employer gets the right to use it for the purpose it was created for, to the extent that purpose requires, from the moment of creation, unless the employment contract provides otherwise.

That second rule reaches further than it sounds. Interface designs, the logo, illustrations, marketing copy, photographs, documentation, the pitch deck, a training video: none of those is a computer program. Your company has a licence to use each for the purpose it was made for, and nothing more, unless someone wrote a transfer into the contract.

The fix is one clause and it costs nothing at hiring time. The same article allows the author to agree with the employer that the economic rights transfer, so an employment contract that assigns them for all works, not only code, closes the gap before it opens.

Who Owns Work a Contractor Makes for a Latvian Company?

Nobody transfers it to you automatically. A contractor is not an employee, so article 12 does not apply at all, and the rights stay with the author until a contract moves them. Worse, a licence that does not say what it grants is read narrowly, limited to what follows from the contract.

This is where the exposure usually sits, because the early work is so often contracted: the brand, the first website, the mobile app built by an agency, the illustration set bought from a freelancer.

• A commissioned work needs its own contract. The Copyright Law treats an author's contract for commissioned work as its own thing. Getting an invoice paid is not the same as getting the rights.
• Silence is construed against you. Under article 41, where a licence contract does not specify what is granted, the user's rights are limited to what follows from the contract. A contract that says the agency will "deliver a website" grants you rather less than a contract that assigns the economic rights in everything delivered.
• Ask for assignment, not permission. A licence can be revoked, limited by territory or medium, or turn out not to cover the use you later need. An assignment of economic rights, in writing, is what a buyer or an investor will expect to see.
• Code from a contractor is not covered by the software rule. Article 12's second part is about employees. A development agency's output is governed by whatever you signed with the agency.

What Are Moral Rights, and Can a Latvian Company Buy Them?

No. Moral rights in Latvia are inalienable. Article 14 gives the author the right to be recognised as author, to decide on publication, to have their name shown, and to object to distortions of the work, and none of that can be transferred however the contract is drafted.

In practice this rarely bites a software company, and when it does it is about attribution rather than control. The economic rights are what let you sell, licence, modify, and distribute, and those do move. What does not move is the developer's right to be named as the author and to object to a treatment of the work that damages their reputation.

Two things follow for a startup. A contract clause purporting to transfer moral rights is ineffective in Latvia, and a buyer's lawyer who asks for one is applying another country's template. And a founder leaving on bad terms cannot use moral rights to stop the company using the code, because use is an economic right, which the company already has.

Can a Latvian Startup Patent Its Software?

Not as software. Article 9 of the Patent Law says computer programs, business methods, and rules of games are not inventions under the Patent Law, and the exclusion bites where protection is sought for those things in themselves. A technical invention that happens to be implemented in software is a different question.

This is the same line the European Patent Office draws, and it moves more startups than they expect toward copyright and trade secrets rather than patents.

• The exclusion is about what you claim. A claim to an algorithm, a business method, or a program as such fails. A claim to a technical process that solves a technical problem can succeed even where a computer performs it.
• Copyright already protects the code. It protects the expression and not the idea, which means it stops copying and does not stop a competitor building the same thing independently.
• Trade secrets carry the rest. For most software companies the model, the pipeline, and the data are protected by keeping them confidential and by contract, which makes the employment and contractor paperwork the real IP strategy rather than a filing.
• Hardware changes the answer. A deep tech company with a device, a material, or a process is in the ordinary patent world and should be talking to a patent attorney early, because publishing before filing destroys novelty.

Who Owns an Invention an Employee Makes in Latvia?

It depends what they were hired to do. Article 15 of the Patent Law says the right to the patent belongs to the employer where the employee's duties include inventive work, research, design and construction, or preparing technological developments. Where the duties do not, the right belongs to the inventor.

That second case is not a total loss for the company, but it is a long way from ownership.

• Hired to invent, and the company owns it. Inventive activity, research, design and construction, or technological development in the job description puts the right to the patent with the employer.
• Not hired to invent, and the inventor owns it. Where the employee's duties do not include those things but do relate to the employer's field of activity, the right to the patent belongs to the inventor. The employer gets a simple licence, without the right to license anyone else, which means it may use the invention and may not sell or sublicense that right.
• The licence follows the business. Where the employer's undertaking passes to another owner, that right passes with it.
• The inventor is always named. Article 14 gives the inventor inalienable personal rights to be recognised and named, on the same pattern as copyright.

The practical consequence is that job descriptions matter more in Latvia than founders assume. A research engineer whose contract describes them as a generic "developer" may hold the right to their own invention.

How Do You Register a Trademark in Latvia?

At the Patent Office, for Latvia only, or at the EUIPO for the whole European Union. A Latvian registration runs 10 years from the application date and renews for further ten year periods indefinitely. The decision between the two routes is about where you actually trade.

The name is usually the first piece of intellectual property a startup can own outright, and the cheapest to secure before somebody else does.

• Search before you file, and before you name. The registers are public and a clash found after the brand is printed is expensive. Check both the Latvian register and the EU register, because an earlier EU mark blocks you in Latvia.
• Register the right thing. A word mark protects the name in any typeface, which is usually what a startup wants. A figurative mark protects the logo as drawn, and a redesign leaves it behind.
• Classes decide the scope. Protection runs only for the goods and services you specify. Filing narrowly is cheaper and protects less, and the temptation to file broadly runs into the use requirement below.
• Fees change and are not quoted here. The Patent Office's tariff and the EUIPO's fee schedule both change, and a figure in an article ages badly. Read them at the Latvian Patent Office and at the EUIPO rather than trusting any number in a guide, this one included.

Should You File in Latvia or at the EUIPO?

Where your customers are. A Latvian registration covers Latvia and costs less. An EU trade mark covers every member state in one filing, which is what a company selling across Europe needs, and a startup registered here whose market is European usually belongs at the EUIPO rather than at the Patent Office.

The two are not alternatives forever. A Latvian filing can be the basis for a later EU or international application, and a founder short of cash at the outset can start narrow and widen. What they cannot do is start late, because trademark rights in Europe generally go to whoever files first.

An EU mark also carries a risk worth knowing. It is a single right across the whole Union, so a successful challenge anywhere can take the whole thing down, and the use requirement below is assessed across the Union rather than in Latvia alone.

Can You Lose a Trademark by Not Using It?

Yes. A registration can be revoked for genuine non-use, and an owner enforcing a mark can be required to prove genuine use during the 5 years before the claim, where the registration has been complete for at least that long. A defensive filing you never trade under is not durable.

Genuine use means use on the goods or their packaging, in accompanying documentation, in offers, in advertising, and in other commerce aimed at the goods or services the mark is registered for. Occasional token use does not qualify, and use for goods in class 9 does not preserve a registration in class 42.

This is the argument against filing broadly for comfort. Classes you do not trade in are vulnerable, and the vulnerability surfaces at the worst moment, which is when you are trying to stop somebody else.

What Should a Latvian Startup Do About IP Before Raising?

Four things, in an afternoon. Assign economic rights in every employment contract rather than relying on the software default, get written assignments from every contractor who touched the product or the brand, register the name in the market you actually sell in, and write down what you are keeping as a trade secret.

A fund's diligence asks the same questions in the same order, and the gap it most often finds is the second one: an agency or a freelancer who built something early, paid by invoice, with nothing in writing about rights. That is fixable while the relationship is warm and awkward once it is not.

• Employment contracts. One clause assigning the author's economic rights in all works, not only computer programs. Retrofitting it for current staff is easy; for people who have left it is a negotiation.
• Contractor assignments. In writing, covering everything delivered, including design files and source materials rather than only the finished artefact.
• The name. Registered where you sell, in the classes you actually trade in.
• Trade secrets. A short written statement of what is confidential, plus confidentiality terms in the contracts, which is what makes the protection real rather than assumed.
• Founders. Anything a founder built before incorporation belongs to the founder until assigned to the company. This is the single most common hole in an early Latvian cap table's neighbouring paperwork, and the cap table guide covers the equity side of the same clean-up.

Frequently Asked Questions

Does a Latvian Company Automatically Own Its Employees' Work?

Only computer programs. Article 12 of the Copyright Law gives the employer the economic rights in a program an employee writes on the job. For other works the rights stay with the author, and the employer gets only the right to use it for the purpose it was created for, to the extent that purpose requires.

Who Owns a Logo a Freelancer Designed for a Latvian Company?

The freelancer, until a written contract moves the rights. Paying an invoice buys the deliverable, not the copyright, and a licence that does not say what it grants is read narrowly. Ask for an assignment of economic rights covering the source files as well as the exported logo.

Can Software Be Patented in Latvia?

Not as software. Article 9 of the Patent Law states that computer programs are not inventions under the Patent Law where protection is sought for them in themselves. A technical invention implemented in software can still be patentable, which is a question for a patent attorney rather than a guide.

How Long Does a Latvian Trademark Last?

10 years from the application date, renewable for further ten year periods without limit. There is no cap on renewals, but a registration can be revoked for genuine non-use, and an owner enforcing it may have to prove use over the 5 years before the claim.

Should a Latvian Startup File a Trademark in Latvia or at the EUIPO?

Wherever the customers are. A Latvian filing covers Latvia and costs less; an EU trade mark covers the whole Union in one application. A company selling across Europe generally belongs at the EUIPO, and a Latvian filing can serve as the basis for a later EU application.

Sources

• Autortiesību likums, the Copyright Law. Article 12 has the employee rule and the computer program exception, article 13 the contract for commissioned work, article 14 the inalienable moral rights, and articles 40 and 41 licences and how a silent one is read.
• Patentu likums, the Patent Law. Article 9 lists what is not an invention, including computer programs, article 14 the inventor's personal rights, and article 15 inventions made in employment.
• Preču zīmju likums, the Trademark Law. Article 45 has the ten year term and renewal, and the genuine use requirement sits with the owner's right to prohibit others.
• Latvijas Republikas Patentu valde, the Patent Office, for the registers, forms, and the current tariff.
• EUIPO, for the EU trade mark register and its fee schedule.