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Definition: Optionally convertible debentures are debt securities which allow an issuer to raise capital and in return the issuer pays interest to the investor till the maturity.
Optionally convertible debentures are debt securities which let issuer to raise capital. In return the issuer pays interest to the investor till the maturity. In this case, investors have the right to convert the debt into equities of the issuing company.
Ing to the said provision, a public company may issue securities to public through prospectus (i.e. Initial Public Offer/Further Public Offer) or through private placement[i] or through rights issue[ii] or bonus issue[iii]. In addition to this, a public company can also issue ESOPs or debentures[iv].
Optionally Convertible Debentures provide companies with the flexibility to convert them into equity shares at a later stage, based on predetermined conditions.
CCPS combines the characteristics of both debt and equity, providing an effective means for startups to raise capital while mitigating risks for investors.
The process of issuing a convertible debenture by a public company within its borrowing limits involves obtaining board approval, seeking shareholder authorization, preparing a prospectus, securing regulatory approval, and then conducting a public offering.
Issuance Process of Optionally Convertible Debentures Board Approval: The board of directors must pass a resolution to authorize the issuance of OCDs, including determining the terms, conditions, and the maximum number of debentures to be issued.
CCDs are usually considered equity, but they are structured more like debt. The investor may have a put option which requires the issuing company to buy back shares at a fixed price.