1. Make a resolution or decision
When a joint stock limited company or a limited liability company issues corporate bonds, the board of directors shall formulate a plan and the shareholders' meeting shall make a resolution; The issuance of corporate bonds by a wholly state-owned company shall be decided by the state-authorized investment institution or the state-authorized department.
2. Apply for issuance
After a company makes a resolution or decision to issue corporate bonds, it must submit the required application documents to the department authorized and approved by the State Council in accordance with the conditions stipulated in the Company Law. The application documents submitted must be true, accurate and complete. The application documents submitted to the authorized department of the State Council include: company registration certificate, articles of association, methods for raising corporate bonds, asset appraisal report and capital verification report.
3. Approve the issuance of corporate bonds
The department authorized by the State Council is responsible for approving the issuance of corporate bonds in accordance with legal conditions, and the department shall make a decision within three months from the date of accepting the application documents for corporate bond issuance; If it is not approved, it shall explain the reasons.
4. Announcement of raising methods
After the application for issuing corporate bonds is approved, the measures for raising bonds shall be announced; The following items shall be specified in the issuance method: (1) company name; (2) The total amount of bonds and the par value of bonds. (3) Bond interest rate. (4) The time limit and method for repaying the principal and interest; (5) the commencement and termination dates of bond issuance. (6) The net assets of the company. (7) The total amount of corporate bonds issued but not yet due. (8) Corporate bond underwriting institutions.
5. Matters specified in corporate bonds
When issuing corporate bonds, the company name, face value, interest rate, repayment period and other matters must be stated on the bonds, which shall be signed by the chairman and sealed by the company.
6. Corporate Bond Stub Book
When issuing corporate bonds, a company shall prepare a corporate bond stub book. When issuing registered bonds, the following items shall be stated in the corporate bond stub book: (1) the name and domicile of the bondholder; (2) The date when the bondholder obtained the bond and the serial number of the bond. (3) The total amount of bonds, the par value of bonds, the interest rate of bonds, and the time limit and method for repaying the principal and interest of bonds; (4) Date of issuance of bonds.
7. Correct the misconduct in the issuance.
If the department authorized by the State Council finds that the decision to approve the issuance of corporate bonds does not conform to the provisions of laws and administrative regulations, it shall be revoked; If it has not been issued, it will stop issuing; Where corporate bonds have been issued, the issuing company shall return the subscribed shares, plus the interest on bank deposits for the same period.
Issuance mode of corporate bonds
Corporate bonds are issued by corporate bond issuers to investors. Mainly include: ① Private placement, that is, the issuing company issues corporate bonds directly to specific investors, and some domestic enterprises often choose this way to issue corporate bonds to internal employees; 2 public offering, that is, the issuing company issues corporate bonds to the public, in which case the identity of investors is generally unrestricted; (3) Direct issuance, that is, the issuing company directly issues corporate bonds without underwriters, which is the way most financial bonds in China choose.
(4) indirect issuance. That is, the issuing company entrusts the underwriter to issue corporate bonds on its behalf, and most countries choose this method. (5) Direct public offering. That is, the issuing company directly issues corporate bonds by public offering, which is a common way in early corporate bond issuance. (6) Indirect public offering. That is, the issuing company entrusts the underwriter to publicly issue corporate bonds to the society in the form of public offering, which is the way chosen by most countries. (7) administrative issuance. That is, the issuing company is forced to issue corporate bonds with the support of relevant government departments.
The above describes how to issue corporate bonds, which must meet the conditions stipulated in the Company Law. For the specific content, you can refer to the above specific content, carefully ponder the rules and skills, and combine with the actual business, through repeated practice, understand the specific content you need to know. Have you learned how to do it after reading the above? Interested can pay attention to official website update!