Can a lender require both a general security agreement over the corporation and a personal guarantee from its directors?
Yes, and this is extremely common, particularly for small and mid-sized business lending. A lender can take a general security agreement over the corporation's assets under the Personal Property Security Act and separately require personal guarantees from the corporation's directors or principal shareholders, giving the lender two distinct layers of protection: rights against the corporation's specific collateral, and a personal claim against the individuals who signed the guarantee if the corporate collateral doesn't fully cover what's owed.
This combination is one of the clearest examples of how incorporating doesn't eliminate every form of personal exposure for a director or owner — a corporation's limited liability shield protects against many general business risks, but a director who signs a personal guarantee has voluntarily agreed to step outside that protection for this specific debt. Before signing a personal guarantee, directors should understand exactly what obligations it covers, whether it's limited to a specific amount or open-ended, and how long it remains in effect, since guarantees can sometimes continue to apply to future advances or renewals of the same credit facility, not just the original loan amount.
Key takeaways
- Lenders commonly require both corporate security and personal guarantees together
- This gives the lender both collateral rights and a personal claim against directors
- Signing a guarantee is a voluntary step outside the corporation's limited-liability shield
- Understand the guarantee's scope, amount, and duration before signing it