چکیده:
Alongside common shares, which are the most important source of financing for public and private joint-stock companies, there is a less well-known type of share called preferred shares. What separates these two types of capital are the privileges and characteristics granted to preferred shares that common shares do not possess. Although these privileges are very extensive and diverse, today, such shares are a suitable instrument for investing in high-risk or startup companies, as well as companies facing financial crises where investors would not be willing to invest normally without receiving special privileges. The Iranian legislator, in Note 2 of Article 24 of the Commercial Code Bill, has relied on the definition of preferred shares and has not spoken about the nature of the privileges or the method of their application. In this descriptive-analytical writing, the authors have attempted, after examining the nature and typology of preferred shares in leading countries, to suggest solutions for improving legislation or judicial practice in this field.
خلاصه ماشینی:
com Introduction Although the Iranian legislator, in the definition of preferred shares1 and the acceptance of shareholders' discretion to create them2, has followed its French counterpart3, it has left the determination of the number, characteristics, and privileges of this type of share to the shareholders in the declaration4 and the company's articles of association5.
The consequences of this deficiency have become more important today than in the past for the following reasons: First, preferred shares not only allow companies in financial crisis to attract capital from ordinary investors, but they are also a suitable tool for encouraging investment in high-risk or startup companies that require financial supply.
8 In American law, the share typically granted to preferred shareholders upon dissolution as a consequence of liquidation privileges is two or three times the amount of the invested capital 1.
Schizer, “ Understanding Venture Capital Structure: A Tax Explanation for Convertible Preferred Stock, “ Harvard Law Review, Vol. 116, No. 3 (Jan.
1 In Iranian law as well, preferred shareholders can, in accordance with Article 233 of the Commercial Code, be prioritized in receiving the nominal value of their shares from the company's cash assets in the event of company dissolution.
Preferred Stock with Cumulative Dividend Rights When a company faces financial problems, the board of directors must decide regarding the reduction or elimination of capital, sale of shares, or suspension of dividend payments.
(
, 
, 
)
