What are the rules for listed companies to issue convertible corporate bonds?

Legal Analysis: According to the Company Law of China, the issuance of convertible corporate bonds shall meet the following conditions:

1. Subject conditions: the subject of issuing convertible corporate bonds is limited to listed companies; In addition to meeting the conditions for issuing corporate bonds, it should also meet the conditions for issuing stocks.

2. Procedural conditions: the issuance of convertible corporate bonds requires a resolution of the shareholders' meeting; Whether a company has the ability to issue convertible corporate bonds needs to be reported to the China Securities Regulatory Authority for approval.

The specific procedures for the company to issue convertible corporate bonds are as follows:

(1) The board of directors passed the proposal to issue convertible corporate bonds. The board of directors shall vote on the issuance of convertible corporate bonds by the company, which shall be approved by more than half of the directors;

(2) The general meeting of shareholders makes a resolution to issue convertible corporate bonds; The resolution of the shareholders' meeting on the issuance of convertible corporate bonds shall include: the total amount, par value, interest rate of convertible corporate bonds, method for determining the conversion price, redemption terms and resale terms, and other matters decided by the shareholders' meeting;

(3) The board of directors engages the lead underwriter;

(4) Apply to the China Securities Regulatory Commission for approval;

(5) Information disclosure;

(6) Underwriters underwrite convertible bonds.

Legal basis: Article 161 of the Company Law of People's Republic of China (PRC), a listed company may issue corporate bonds convertible into shares upon the resolution of the shareholders' meeting, and the specific conversion method is stipulated in the Measures for Raising Corporate Bonds. When a listed company issues corporate bonds that can be converted into shares, it shall report to the the State Council Securities Regulatory Authority for approval.

When issuing convertible corporate bonds, the words convertible corporate bonds shall be marked on the bonds, and the amount of convertible corporate bonds shall be stated in the corporate bond stub book.

After issuing bonds, related financing can be carried out, so many companies choose to issue convertible corporate bonds for financing in order to create a broader space for their development. Consult relevant professionals if you have any questions.