The Key Difference Between Convertible Bonds and Non-Convertible Bonds

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Feature Convertible Bonds Non-Convertible Bonds
Definition Bonds that can be converted into a predetermined number of equity shares of the issuing company. Bonds that cannot be converted into equity; they remain debt instruments until maturity.
Conversion Feature Yes, conversion to equity is allowed under specific terms. No such conversion option available.
Return Type Fixed interest plus potential equity upside after conversion. Fixed interest only; no equity participation.
Interest Rate (Coupon) Generally lower than non-convertible bonds due to equity option. Higher to compensate for lack of conversion feature.
Risk Level Moderate—includes equity risk post-conversion. Lower risk—pure fixed income security.
Capital Appreciation Possible through equity conversion during stock price growth. Not possible; limited to interest income.
Investor Type Investors seeking both safety and equity upside. Conservative investors looking for steady income.
Ownership Post Conversion Bondholder becomes a shareholder. Bondholder remains a lender, never becomes an owner.
Voting Rights Yes, after conversion to equity. No, as they never become shareholders.
Market Behavior Prices influenced by equity price movements. Prices influenced mainly by interest rates and credit rating.
Tax Treatment Interest taxed as income; capital gains tax applies post-conversion. Interest taxed as income; no capital gains unless sold early.
Redemption May not be redeemed if converted to equity. Repaid in full at maturity with interest.
Liquidity Moderate to high, depending on conversion terms and company stock performance. Moderate, based on issuer credit rating and market demand.
Corporate Benefit Reduces immediate cash outflow; can dilute equity base. No equity dilution; full debt repayment needed.
Examples Convertible debentures issued by tech startups or growing companies. Traditional bonds issued by government or corporates like NCDs.
Suitability in Rising Market More attractive—conversion can lead to higher gains. Less attractive—returns stay fixed regardless of market rally.
Suitability in Falling Market Less attractive—conversion value may drop. More stable due to fixed returns.
Convertible Bonds vs Non-Convertible Bonds
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