What is the difference between large public offering bonds and small public offerings bonds

The difference between a large public offering and a small public offering.

1) The issuance object is different: the issuance object of the large public offering is the public investors and qualified investors, if the bond is downgraded from the large public offering to the small public offering, the public investors can no longer **, but the previous holdings can be sold; The small public offering is issued to qualified investors, and there is no limit to the number of people who can subscribe or invest.

2) Different issuance conditions: The "First Law" and the "Administrative Measures for the Issuance and Trading of Corporate Bonds" stipulate that the financial conditions to be met for the public issuance of corporate bonds include: (1) the net assets of the shares are not less than RMB 30 million, and the net assets of the limited liability company are not less than RMB 60 million; (2) The accumulated bond balance shall not exceed 40% of the company's net assets; (3) The average distributable profit in the last three years is sufficient to pay the interest of the corporate bonds for one year.

In addition to the above conditions, the public offering should also meet: (1) the fact that the issuer has not defaulted on its debts or delayed the payment of principal and interest in the past three years; (2) the average annual distributable profit realized by the issuer in the last three fiscal years shall not be less than multiple of the interest of the bonds for one year; (3) The credit rating of the bond reaches AAA rating.

3) Different issuance access management: the public issuance of corporate bonds by the China Securities Regulatory Commission unified implementation of administrative licensing, of which the small public offering by the Shanghai and Shenzhen Stock Exchange for listing pre-review, Shanghai and Shenzhen Stock Exchange pre-examination passed, the China Securities Regulatory Commission based on the Shanghai and Shenzhen Stock Exchange pre-review opinions on the basis of simplification of the approval process.

4) Different trading methods: After the listing of the large public offering, bidding transactions and agreement transactions can be adopted at the same time (in addition, corporate bonds traded on the Shanghai Stock Exchange can also be traded in the form of ** and inquiry), and public investors can participate. If it is only a small public offering issued to qualified investors and cannot meet any of the following conditions, it shall adopt the method of agreement transaction (in addition, the corporate bonds traded on the Shanghai Stock Exchange can also take the transaction method of ** and inquiry):

1) Bond credit rating of AA or above; (2) the issuer's asset-liability ratio or weighted average asset-liability ratio at the end of the most recent period (applicable to the issuance of bonds by multiple entities in the form of collective bonds) is not higher than 75%, or the issuer's net assets at the end of the most recent period are not less than RMB 500 million; (3) The audited annual distributable profit of the issuer for the last three fiscal years shall not be less than one time of the one-year interest of the bonds, and for bonds issued in the form of collective bonds, the audited aggregate annual distributable profits of all issuers in the last three fiscal years shall not be less than one time of the one-year interest of the bonds. If a private placement company bond is listed on the Shanghai and Shenzhen stock exchanges, it can only be traded by agreement, and the number of investors in the bond during the same period shall not exceed 200.

The main differences between "large public offering" bonds and "small public offerings" are as follows:

1. The issuance object is different. The issuance of "large public offering" bonds is aimed at public investors and qualified investors.

"Small public offering" bonds are issued to qualified investors, and there is no limit to the number of people who can subscribe or invest.

2. The issuance conditions are different.

The conditions for the issuance of the "Great Public Offering" bonds are:

1) The net assets of the shares.

not less than RMB 30 million, and the net assets of a limited liability company are not less than RMB 60 million;

(2) The accumulated bond balance shall not exceed 40% of the company's net assets;

3) The average distributable profit in the last three years is sufficient to pay for corporate bonds.

One year of interest.

4) The fact that the issuer has not defaulted on its debts or delayed the payment of principal and interest in the past three years;

5) The average annual distributable profit realized by the issuer in the last three fiscal years shall not be less than one time of the interest of the bond for one year;

6) The credit rating of the bond has reached AAA.

The conditions for the issuance of "small public offering" bonds are:

1) The net assets of the shares **** shall not be less than RMB 30 million, and the net assets of the limited liability company shall not be less than RMB 60 million;

(2) The accumulated bond balance shall not exceed 40% of the company's net assets;

(3) The average distributable profit in the last three years is sufficient to pay the interest of the corporate bonds for one year.

3. The management of issuance access is different. The "large public offering" bonds are subject to the unified administrative licensing of the China Securities Regulatory Commission.

After the Shanghai and Shenzhen stock exchanges pass the pre-approval, the CSRC will simplify the approval process based on the pre-review opinions of the Shanghai and Shenzhen stock exchanges.

4. Different trading methods. After the "large public offering" bonds are listed, they can adopt the methods of auction trading and agreement trading at the same time; "Small public offering" bonds can only be traded by agreement.

According to the level of risk perception and risk tolerance, bond market investors are divided into qualified investors and public investors. The Administrative Measures for the Issuance and Trading of Corporate Bonds (hereinafter referred to as the "Measures") stipulate that qualified investors shall meet the following conditions:

1. Financial institutions established with the approval of the relevant financial regulatory authorities, including ** companies, ** management companies and their subsidiaries, ** companies, commercial banks, insurance companies and trust companies.

etc., as well as by the China **Investment Industry Association.

hereinafter referred to as the "** Industry Association") registered private equity ** manager;

2. The wealth management products issued by the above-mentioned financial institutions to investors, including but not limited to ** company asset management products, ** and **subsidiary products, ** company asset management products, and bank wealth management products.

Insurance products, trust products and private placements filed with industry associations;

3. Enterprises and institutions with net assets of not less than RMB 10 million legal persons and partnerships;

4. Qualified Foreign Institutional Investors.

QFII), Renminbi Qualified Foreign Institutional Investor (RQFII);

5. Social security**.

Enterprise annuity and other pensions, charity and other social welfare;

6. Financial assets under the name.

Individual investors of not less than RMB 3 million;

7. Other qualified investors recognized by the China Securities Regulatory Commission.

"Big public offering" bonds.

1. Bond credit rating reaches AAA level;

2. The issuer's annual distributable profit in the last three fiscal years, not less than the annual interest multiple of the bond, etc., publicly issued corporate bonds;

3. Public investors and qualified investors can participate in subscription and trading.

Small public offering" bonds.

1. It does not meet the conditions of "large public offering";

2. Public issuance of corporate bonds that meet the conditions of "large public offering" but the issuer chooses to issue to qualified investors;

3. Only qualified investors can subscribe and trade.

Hello, there is a difference between public bonds and private bonds:

1. Public bonds are mainly sold directly to investors in the market, and investors can be financial institutions, individuals and other investors; Private placement bonds are bonds that are directly sold by bond issuers to a small number of investors, and a small number of investors are institutional investors.

2. Since the final investors of public bonds and private bonds are different, the public offering targets an unspecified majority of investors, and its bond issuance can be huge; Private equity firms target a specific small number of institutional investors, so their issuance must depend on the financial strength of institutional investors, and generally speaking, the amount of bonds issued is more limited.

3. From the protection of the interests of the majority of investors, the issuance of public bonds must obtain the corresponding rating of the bond rating agency before it can be listed, and the private debt subscription object is a small number of financial institutions with the best analytical strength, which do not need to use the rating agency to verify the grade of the main body of the issuance of bonds, and are fully capable of relying on the strength of the institution to decide whether to subscribe or not.

4. Public bonds are listed bonds, and private bonds are generally not listed.

Fifth, the social influence of public bonds is relatively wide, and it is easy for the majority of investors in the bond market to be familiar with, while the influence of private bonds is relatively narrow, and it is only a few investment institutions that subscribe for bonds.

(1) Public bonds are bonds issued to the general public, which can be listed on the ** exchange for public trading. The issuance of public bonds must be rated by internationally recognized credit rating agencies, and the issuer of bonds must make all its information public.

2) Private placement bonds refer to the bonds issued privately to a limited number of investors, the amount of this bond issuance is small, the term is short, can not be listed for public trading, and the bond interest rate is high, but the issuance is low. Private placement bonds generally do not need to be rated by credit rating agencies, and the issuer is not required to make its own situation public, so the issuance procedure is relatively simple.

3.General Bonds, Convertible Bonds and Bonds with Stock Options:

1) General bonds refer to bonds issued in accordance with the general repayment of principal and interest of bonds. Including the commonly known ** bonds, financial bonds and corporate bonds, etc., it is relative to convertible bonds and bonds with warrants and other new varieties of bonds.

2) Convertible bonds are convertible bonds that can be converted into businesses.

** of bonds. At the same time, this kind of bond issuance gives investors a right, that is, after a certain period of time, investors have the right to convert corporate bonds into the company's ** according to the face value of the bonds, become shareholders of the enterprise, and enjoy the company's first dividend treatment.

3) Bonds with stock options refer to bonds that can obtain the right to purchase the first enterprise that issues bonds. Once the investor buys this kind of bond, when the enterprise increases its investment, it has the priority to purchase the enterprise**, and at the same time, it can also obtain the preferential purchase according to the **initial issuance**.

Legal analysis: the issuance object of the large public offering is the public investor and qualified investors, if the bond is downgraded from the large public offering to the small public offering, the public investor can no longer be **, but the previous holding can be sold to the public offering of qualified investors, the number of people who subscribe or invest is not limited to the issuance of corporate bonds for qualified investors, each issuance object shall not exceed 200 people.

Legal basis: Interim Measures for the Supervision and Administration of Private Placement Investment** Article 13 The following investors are regarded as qualified investors: 1. Social security**, enterprise annuity and other pensions, charity and other social welfare**.

2. An investment plan established in accordance with the law and filed with the ** industry association.

3. Private equity managers and their employees who invest in the private placements they manage.

4. Other investors stipulated by the China Securities Regulatory Commission.

In the form of partnerships, contracts, and other unincorporated persons, where the funds of the majority of investors are directly or indirectly invested in private placements, the private placement manager or private placement sales agency shall thoroughly verify whether the ultimate investors are qualified investors and calculate the number of investors on a consolidated basis. provided, however, that this Article shall be complied with.

Where investors specified in 1, 2 and 3 of the arguments invest in private placements, it will no longer be penetrated to verify whether the final investors are qualified investors and the number of investors will be calculated on a consolidated basis.

Legal analysis: the issuance object of the large public offering is the public investor and qualified investors, if the bond is downgraded from the large public offering to the small public offering, the public investor can no longer be **, but the previous holding can be sold to the public offering of qualified investors, the number of people who subscribe or invest is not limited to the issuance of corporate bonds for qualified investors, each issuance object shall not exceed 200 people.

Legal basis: Article 13 of the Interim Measures for the Supervision and Administration of Private Investment** The following investors are regarded as qualified investors: 1. Social security**, enterprise annuity and other pensions, charity and other social welfare**.

2. An investment plan established in accordance with the law and filed with the ** industry association.

3. Private equity managers and their employees who invest in the private placements they manage.

4. Other investors stipulated by the China Securities Regulatory Commission.

Where a private placement is directly or indirectly invested in a private placement in the form of an unincorporated person such as a partnership, a contract, etc., the private placement manager or private placement sales agency shall thoroughly verify whether the ultimate investor is a qualified investor and calculate the number of investors on a consolidated basis. provided, however, that this Article shall be complied with.

Where investors specified in 1, 2 and 3 invest in private placements, there will no longer be penetrating to verify whether the final investors are qualified investors and the number of investors will be counted on a consolidated basis.

1. The issuance conditions are different;

2. Different issuance access management;

3. Different transaction methods;

4. Different trading venues;

5. The issuance objects are different, the issuance objects of large public offerings are public investors and qualified investors, and the issuance objects of small public offerings are qualified investors.

According to Article 10 of the Interim Measures for the Supervision and Administration of Private Investment, the following investors are regarded as qualified investors:

1. Social security, enterprise annuity and other pensions, charity and other social welfare;

2. An investment plan established in accordance with the law and filed with the ** industry association;

3. Invest in Yu Shanfu, the private equity manager and its employees;

4. Other investors stipulated by the China Securities Regulatory Commission.