Section 4 of Chapter 1 of CNV Resolution No. 290 permits Argentine corporations to issue preferred shares without voting rights (acciones de participacion or nonvoting shares). The principles established by such resolution are as follows:
- In a liquidation of the issuer, the par value of nonvoting shares will be repaid before payment of ordinary shares.
- Nonvoting shares may be issued up to a maximum of 30% of the issuer's total capital stock.
- If the issuer withdraws voluntarily from registration for public offering eligibility, holders of nonvoting shares shall enjoy appraisal rights.
- The issuer may select from the following alternative final solutions for nonvoting shares: (i) repayment of nonvoting stock on predetermined conditions, (ii) repayment at the shareholders' option on predeterminded terms, (iii) repayment by capital reduction approved in an extraordinary shareholders' meeting, or (iv) conversion into common shares.
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