1. The external guarantee of a listed company must be reviewed by the board of directors or the shareholders' meeting. 2. The external guarantee that should be approved by the shareholders' meeting must be reviewed and approved by the board of directors before it can be submitted to the shareholders' meeting for approval. 3. The external guarantee that should be approved by the board of directors must be reviewed and agreed by more than two-thirds of the directors present at the board of directors and a resolution must be made. 4. If a listed company provides guarantee for the controlling shareholder, actual controller and its related parties, the controlling shareholder, actual controller and its related parties shall provide counter-guarantee. 5. The external guarantee reviewed and approved by the board of directors or the shareholders' meeting of a listed company must be disclosed in time on the website of the stock exchange and the media meeting the conditions stipulated by the China Securities Regulatory Commission. The disclosure includes the resolutions of the board of directors or shareholders' meeting, the total amount of external guarantees provided by listed companies and their holding subsidiaries as of the date of information disclosure, and the total amount of guarantees provided by listed companies to their holding subsidiaries.
legal ground
Regulatory requirements for capital exchange and external guarantee of listed companies
Article 7 The external guarantee of a listed company must be reviewed by the board of directors or the shareholders' meeting.
Article 8 The articles of association of a listed company shall specify the authority of the shareholders' meeting and the board of directors to examine and approve external guarantees, and the accountability system for violating the examination and approval authority and review procedures.
Article 9 The external guarantee that should be examined and approved by the shareholders' meeting must be examined and approved by the board of directors before it can be submitted to the shareholders' meeting for examination and approval. External guarantees that must be approved by the shareholders' meeting include but are not limited to the following:
(1) Any guarantee provided by the listed company and its holding subsidiaries after the total external guarantee exceeds 50% of the latest audited net assets;
(2) The guarantee provided for the object of guarantee whose asset-liability ratio exceeds 70%;
(3) The amount of a single guarantee exceeds 10% of the latest audited net assets;
(4) Guarantees provided to shareholders, actual controllers and their related parties.
When the shareholders' meeting considers the proposal to guarantee the shareholders, actual controllers and their related parties, the shareholders or shareholders controlled by actual controllers shall not participate in the voting, and the voting shall be passed by more than half of the voting rights held by other shareholders attending the shareholders' meeting.