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上市公司作为公众公司,其财务、经营相对透明,资金实力较强,具有充当担保人的先天条件。然而,近年来上市公司大量对外担保违规现象非常严重,一批上市公司由于恶性担保而陷入绝境甚至退市被相继曝光。违规担保对资本市场和金融机构产生很大负面影响,成为我国证券市场的一大顽症,严重侵害了中小股东利益。2000年6月证监会发布《关于上市公司为他人提供担保有关问题的通知》,2003年8月证监会与国资委联合发布了《关于规范上市公司与关联方资金往来及上市公司对外担保若干问题的通知》(以下简称“2003年《通知》”),2005年12月证监会又联合银监会发布了《关于规
As a public company, a listed company, whose finance and management are relatively transparent, has strong financial strength and has the innate condition of acting as guarantor. However, a large number of listed companies in recent years, illegal security very serious violations, a number of listed companies due to vicious guarantees and even desperate or delisting have been exposed. Non-compliance guarantees have a great negative impact on the capital markets and financial institutions, becoming a major chronic disease in China’s securities market and seriously infringing upon the interests of minority shareholders. In June 2000, the China Securities Regulatory Commission promulgated the Notice on Relevant Issues about Listed Companies Providing Guarantees for Others. In August 2003, the CSRC and SASAC jointly issued the Circular on Regulating Fund Interflow between Listed Companies and Related Parties and Guarantees Provided by Listed Companies Notice “(hereinafter referred to as” 2003 “Notice”), in December 2005 the Commission jointly issued with the China Banking Regulatory Commission