1. Differences in authorization acts:

The resolution to agree to a guarantee usually refers to a limited liability company or a joint stock company in accordance with the provisions of the "Guarantee Law", "Company Law" and the company's articles of association. , the authorization confirmation made by an external organization or natural person for legal business activities such as the performance of a certain economic activity, confirmation of authenticity, etc., and the confirmation of authorization behavior that bears the corresponding legal consequences. Generally, according to the company law and the company's articles of association or the public agreement, there are several elements: first, the organization that has the right to make the resolution, such as the board of directors, shareholders' representative meeting, or shareholders exceeding the minimum number stipulated by law; second, indicating that the guarantee The resolution is directed at people or organizations and matters (behavior), such as providing guarantee for a person or company's loan at XX Bank. The third is the subject matter or amount of the guarantee. The fourth is the form of guarantee, such as: mortgage, general guarantee, joint liability guarantee, etc. The fifth is the starting time of the guarantee. Sixth, the party to whom the guarantee is extended or the beneficiary party.

Loan resolution is an effective resolution made by the company’s authorized organization or personnel group on a single act of borrowing.

2. The judicial consequences are different:

If the company's guarantee behavior is valid, it will bear the guarantee liability. If the guarantee is invalid, it will not need to bear the guarantee liability. It is clean and tidy and there will be no follow-up matters. The guarantee behavior is determined by effectiveness, and agreeing to the guarantee resolution may determine the effectiveness and consequences of the implementation of the guarantee behavior.

For a company's borrowing behavior to be valid, it must perform its borrowing and repayment obligations in accordance with the loan contract. Although the borrowing behavior is deemed invalid or exceeds authorization, if the lender has paid the money, the recipient of the payment will not be required to do so at any time. Bear the obligation to return. The borrowing behavior is determined based on facts, and agreeing to the borrowing resolution does not determine the effectiveness and consequences of the borrowing behavior.

Third, your question is difficult to pronounce. Just ask whether Company A needs to bear guarantee or borrowing responsibility:). First of all, it can be affirmed that Company A has not issued a guarantee, there is no guarantee, and it does not need to bear guarantee. responsibility. Secondly, it is certain that the borrowing was carried out by Company B. Company A only issued a resolution agreeing to the loan based on the identity of Company B's shareholders, which only stated that Company B's borrowing was authorized by the effective number of shareholders of Company B, and Company A does not have to bear the obligation to repay. , the repayment obligation belongs to Company B. Of course, Company A’s 51 shares in Company B belong to Company B’s assets or capital, and this part of the investment should bear the repayment obligation.