This excerpt taken from the SMOD 10-K filed Oct 27, 2006.
(10) Non-cumulative redeemable preference shares
The 50,000 non-cumulative redeemable preference shares (NCRPS) of RM1 each were issued at a premium of RM23.80 per share. The NCRPS are redeemable upon demand by the holders at par value together with a sum equal to the arrears of the preferential dividend declared upon passing a resolution by the holders of preference shares and upon giving notice of 60 days to the SMART Malaysia. The NCRPS are classified as long term liabilities in accordance with Malaysian Financial Reporting Standard (FRS) 132.
The holder of the non-cumulative redeemable preference shares of RM1 each:
i) shall be entitled to dividends declared by SMART Malaysia;
ii) shall be ranked in regards to return of capital and dividend in priority to the holders of the ordinary shares for the time being of SMART Malaysia;
iii) shall not have any right to vote upon any resolution other than those pertaining to the winding up of SMART Malaysia, reduction of share capital, amendment of the Memorandum and/or Articles of Association of SMART Malaysia affecting directly or indirectly the rights and privileges of the holder of preference shares;
iv) shall not be entitled to attend any general meeting unless the business of the meeting includes the consideration of a resolution upon which the holder of preference shares is entitled to vote;
v) shall have the right to demand redemption of any part of the preference shares at par value together with a sum equal to the arrears of the preferential dividend declared at any time upon passing a resolution by the holders of preference shares and upon giving notice of 60 days to SMART Malaysia; and
SMART MODULAR TECHNOLOGIES SDN. BHD.
(COMPANY NO. 458945 M)
NOTES TO THE FINANCIAL STATEMENTS (Continued)
vi) in the event of winding up of SMART Malaysia, the holder of preference shares shall be entitled in priority to the holder of ordinary shares in paying of the capital paid up on the preference shares.