Understanding Shares and Securities in Argentine Corporations

Actions and Characters:

• Equal Value: The shares will always be of equal value, expressed in Argentine currency.
• Different Kinds: The status can provide different kinds with different rights; within each class, all shares will carry the same rights. It is void otherwise.
• Individuality: The shares are indivisible.
• Joint Ownership: If there is joint ownership, condominium rules apply. The company may require unification of the representation to exercise the rights and fulfill social obligations.

Shares and Securities:

• Titles: Titles may represent one or more actions and be:
  • Bearer: The rights are acquired by mere possession.
  • Nominative Endorsed to the Order: Extended on behalf of a particular person and can be transmitted by endorsement.
  • Registered Non-Endorsement: Extended on behalf of any particular person and cannot be transferred by endorsement (only by assignment).

Actions and Classes of Shares:

• Common: Each partner participates in profits in proportion to their contributions:
  • One Vote: Each share entitles the holder to one vote.
  • Plural Voting (Privileged): The status can create classes to recognize up to five votes per share. The voting privilege is inconsistent with preferred equity. Preferred voting shares cannot be issued after the company has been authorized and made a public offering of shares.
• Preferred: Owners grant their economic advantages such as:
  • Additional share in profits.
  • Fixed dividend if there are profits.
  • Privileges on equity resulting from the settlement.
• Vote: These actions may not have voting rights, without prejudice to their right to attend meetings with voice.
• Scriptural Actions: The statute may authorize any shares or any of their classes to not be submitted as titles. In such a case, they should fit into accounts held (on behalf of the owners) by the issuing company or authorized commercial banks or investment banks.

Bonds and Characters:

• Corporations can issue bonds of enjoyment and participation; the status shall be regulated according to the rules of that title, with a penalty of nullity.
• Bonds Goze: Please be issued to holders of shares that are fully depreciated. They are entitled to participate in profits and, in case of dissolution, the proceeds of liquidation, after reimbursement of the nominal value of the unredeemed shares.
• Sharing Bonuses: Benefits may be issued for contributions other than capital. They only give the right to participate in the profits of exercises.
• Sharing Bonuses for Personal Participation: Certificates may also be awarded to personnel of the company. The profits will be computed as corresponding costs; they are non-transferable and expire with the termination of employment, whatever the cause.