What Is a Company Limited by Guarantee in Uganda


Guarantee companies are useful for non-profit organizations that need corporate status. This means that its profits are not distributed to its members, but are kept to be used for the purposes of the guarantee company. Of course, this does not mean that the guarantee company cannot make a profit, because it is actually almost of the utmost importance that it can and does. If an organization is likely to enter into contracts, it may need limited liability to protect its board of directors and members, who may be involved on a voluntary basis. Below you will find examples of these contracts The incorporation of the limited liability company is the memorandum and articles of association. The memorandum defines the objectives of the company and the powers of the company can be exercised to achieve these objectives. At this point, it is important to understand whether or not the business should operate as a registered charity. If the business intends to register as a charity, the memorandum must be acceptable to the Charities Commission. The memorandum will also state how much money the members of the company will guarantee in the event of liquidation of the company. Why should I set up a limited liability company? A limited liability company can be registered as a charity with the Charity Commission in England or Wales. You`ll need at least one director and one guarantor, but one person can fill both positions, so you can start a business on your own.

Alternatively, you can have multiple directors and guarantors. The choice is yours. It is really easy to create a limited liability company thanks to the guarantee of 1st Formations, because we offer a special package designed exclusively for this purpose. Please consider the following requirements and regulations before applying for the incorporation of a limited liability company: Members of a limited liability company act as guarantors and agree to pay the “security value” established at the time of incorporation. The guaranteed value of newly created businesses is usually set at £1 per member, but this value can be set at a higher value if necessary. The limited liability company is also called a guarantee company. In simpler terms, it is a company without shareholders, but it belongs to members called guarantors who agree to pay a nominal amount in the event of liquidation of the company. This is a specific form used for non-profit organizations. In this form, the profits made by the company are reinvested in the company for use for various purposes. Therefore, it is a legally preferred structure for non-profit companies, clubs, charitable foundations and other similar institutions. A limited liability company has its own legal personality.

It may carry out activities on behalf of the company, such as. B, the use of human resources, borrowing, buying and selling real estate and defending a lawsuit, etc. The articles of association are drafted specifically for these types of companies. What are the differences between a limited liability company and a limited liability company? A Memorandum of Association (MOA) is a legal document created as part of the process of incorporation and registration of a limited liability company to define its relationship with shareholders. Limited liability companies are limited liability companies in which the liability of the partners is limited. A guarantee company does not have share capital, but members who are guarantors instead of shareholders. The limitation of liability takes the form of a guarantee by its members to pay a nominal amount in the event that the Company is liquidated during its membership or within one year of termination of membership. The amount of money guaranteed can be as little as £1 and is set out in the company`s articles of association (the memorandum and articles of association). If the guarantors retain a profit for themselves, the company is no longer considered “non-profit” and is not eligible for non-profit status. Nothing prevents anyone from starting this type of business to run a profitable business where guarantors keep profits, but a structure limited by shares simply makes more sense for this purpose. Guarantors can certainly take some of the company`s profits for themselves, but most of the time this does not happen, as limited liability companies are usually created for charitable purposes. This means that all the money generated by this type of business is kept in business or used to promote its charitable purposes and activities.

These types of guarantee companies do not receive initial capital or working capital from their members. Instead, the company collects the work equipment through various other sources such as foundations, grants, subscriptions and fees, etc. For example, non-profit companies or non-profit institutes founded through public donations or government grants. Voting rights in a guarantee company without share capital are determined by the guarantee. A limited liability company is often referred to as a “non-profit corporation” or “non-profit corporation,” which refers to the fact that the parties involved do not deprive the company of profits as the shareholders of a limited liability company can. Any profit made by the company is reused for the benefit of the company. If you form a limited liability company by guarantee but do not intend to register as a charity, we may form the company using memoranda and articles of association that allow payment to trustees to act as trustees. The following questions are designed to give you an overview of what a limited liability company is and whether it is a suitable format for your situation. A limited liability company does not have shares or shareholders (like the more common structure of Limited by Shares), but is owned by guarantors who agree to pay a certain amount of money for the company`s debt. In accordance with section 4(6) of the Companies Act, 2013, the Memorandum of Understanding should be presented in the form set out in Table B for limited liability companies without share capital and in Table C for limited liability companies with share capital. A guarantee company has no shares.

The members of the company do not own the company, but are the decision-makers of the company. This means that the company`s profits cannot be distributed to members through dividends and they are not entitled to the company`s assets. Members of the corporation may appoint directors, often referred to as “trustees,” who transfer responsibility for creating and implementing the corporation`s policies. Directors also enjoy limited liability, provided they did not act negligently or fraudulently and did not allow the guarantee company to continue trading when it was insolvent (this is called “illegal trade”). The company is set in motion with initial capital or working capital from its members because the initial working capital is not available through grants, subscriptions, fees, foundations or other sources. But later, once the operation begins, normal work equipment can be obtained from the services provided in the form of fees, fees and subscriptions. Voting rights in a guarantee company with share capital are determined by participation. If you are unsure of the type of memorandum and articles of association that is best for your business, please contact us to discuss your situation. It is important that you have the right type for your needs, as this can affect the application for nonprofit status and regulations regarding the payment of members. The liability of the partners is always limited in the same way that it is limited to the shareholders, but not limited to the value of the shares, since a guarantee company does not issue shares. The objects explain why a limited liability company (charity) is founded.

They should therefore be described clearly and unambiguously in the relevant document, using words with a generally accepted meaning. A charity can have more than one purpose. A guarantee company provides a clear legal identity. This gives the company the opportunity to own property in its own name and a democratic structure in which its participants are required to comply with the strict laws and regulations that apply to public companies in general. The articles of association specify when the meetings of the company take place and how the meetings take place. They also indicate the voting rights of the members, the number of trustees and the powers of the trustees. The articles also contain the procedures for the appointment and retirement of members and trustees. This is a brief overview to give an understanding of the composition of the company. A limited liability company has a structure very similar to a limited liability company in that it has directors appointed to manage the day-to-day operations of the company.

If necessary, a company secretary may also be appointed. If you carefully adjust the objects of your business, you can also receive funds from other associations or government agencies, as they can clearly see your goals set out in the constitution. In summary, guarantee companies are often used for charities, clubs, sports federations, member organizations, NGOs and other social enterprises. They are essentially trained to provide services to the public without the intention of making a profit. If your business has been registered in Scotland, you can register as a charity with the Office of the Scottish Charity Regulator, otherwise, if your business has been registered in Northern Ireland, you will need to register your business with the Charity Commission for Northern Ireland. To register as a charity, your business must be registered with a specific regulation. In addition, profits are generally not distributed to guarantors, as they are instead reinvested to promote the company`s charitable goals. .