Is the guarantee without the resolution of the board of directors valid?

Article 16 of the Company Law is not an effective mandatory provision, but an administrative mandatory provision. Although the guarantee has not been resolved by the board of directors or the shareholders' meeting, it is still valid.

Legal basis:

Article 16 of the Company Law of People's Republic of China (PRC) does not stipulate that the external guarantee without the consent of the board of directors or the shareholders' meeting is invalid. Secondly, this regulation is the internal resolution procedure of the company and is not binding on the third party. Ms. Liu has reason to believe the promise made by Xu Moumou, the actual controller of the company, and the effectiveness of the company's official seal; If the person in charge of the company exceeds his authority to provide external guarantee, the company shall still bear civil liability to the bona fide third party. Third, this provision is not mandatory, but administrative. Finally, according to this clause, the guarantee contract is deemed invalid, which is not conducive to maintaining the stability of the contract and the security of the transaction. To sum up, the effectiveness of the company's external guarantee cannot be denied by the resolution of the shareholders' meeting that the company failed to provide external guarantee for Xu's loan.