Don't sign personal guarantees on company loans; spouses should stay off the signature line

«Joint-and-several guarantee» means if the company doesn't pay, the creditor can skip the company and come straight to you. «General guarantee» means sue or arbitrate against the company first, sell company assets, and only then collect any shortfall from you. If your spouse signs too, both households' assets are in play and the company's «limited» liability stops protecting you personally.

Cost

No money. When a bank, supplier, or landlord wants a «shareholder personal joint-and-several guarantee» or a spouse's signature, pause. That page is you giving up «company debt stays with the company» (limited liability). Don't sign if you can avoid it. If you must, choose «general guarantee» only and write a clear cap on how much you guarantee. The hard part is «no signature, no loan»—you have to hold the line.

Benefit

Guarantee wording means «if the debtor doesn't pay, you pay». With «joint-and-several guarantee», creditors need not pursue the company first—they can demand payment from you directly. With «general guarantee», they must sue or arbitrate against the company and have the court enforce on its assets first; only the remainder can be collected from you. Debts both spouses signed count as joint marital debt; later assent counts too. A spouse's signature puts both sides' family assets on the hook (nationwide, from 2021).

Notes

The author's experience is that banks lending to small and micro enterprises often require shareholder personal joint-and-several guarantees; this book found no official statistics. Loans are still available; know what that page costs before you sign, and keep guaranteed amounts within the «affordable to lose» cap in item 1. General rules for IOUs and guarantees: section 8, item 18.

Sources · 1

1. 全国人大 (2020). 民法典（第六百八十一、六百八十七、六百八十八、一千零六十四条）. spp.gov.cn/spp/fl/202006/t20200602_463888.shtml