Can a company issue convertible bonds only to specific investors?

Yes, but there are requirements. Under the Commercial Act, when issuing convertible bonds to persons other than shareholders, if the articles of incorporation do not set out the amount of convertible bonds that may be issued, the conversion terms, the details of the shares to be issued on conversion and the conversion request period, these must be decided by a special resolution of the general meeting of shareholders.

In addition, as with a third-party allotment of new shares, it is limited to cases where it is necessary to achieve the company's business purposes, such as introducing new technology or improving its financial structure, and the same requirements apply to bonds with warrants. These procedures exist because existing shareholders' stakes may be diluted.