Company Name Check

Business Service Levels

Apply for a Consultation

Print this Page

u.k. limited companies U.K. Limited Companies Company Registration Procedure Benefits of a Limited Company United Kingdom Holding Companies Flat (Property) Company Registration Company Limited by Guarantee Non-Trading Company Share Capital and Prospectuses Different Types of Shares Shareholders Agreements Company Directors and Board Meetings Maintenance of Company Records and Filings Responsibilities for Corporate Administration Company Accounts and Auditing Apostille: Certification Accounting & Bookkeeping

RELATED SERVICES UK Company with Bearer Shares Holding Entities: United Kingdom Register a Branch in the UK Company Formation in Northern Ireland Incorporate in the Republic of Ireland Seychelles: Protected Cell Company BVI Corporate Vehicle for Charitable Use Cyprus: VAT Registration Holding Companies in Hong Kong Boat and Yacht Registration Trademark Registration Incorporate a Public Company in America

BANKING SERVICES Setting Up Your Bank Accounts Opening a Bank Account in the UK Offshore Bank Account

We Accept

FORMING BRITISH GUARANTEE COMPANY. INCORPORATING A NON-PROFIT COMPANY IN THE UNITED KINGDOM

Companies limited by guarantee are private limited companies where the liability of the members is limited. The limitation of liability takes the form of a member guaranteeing to pay a nominal sum (£1.00 commonly) in the event of the company being wound up while they are a member or within one year of their ceasing to be a member.

Like a company limited by shares, a company limited by guarantee requires to be registered at Companies House through the submission of various statutory forms and its constitutional documents - the memorandum and articles of association. It is only once the certificate of incorporation is issued that the company comes into existence. Guarantee companies can apply for exemption of the use of the word "limited" from the company name provided the detailed requirements of section 30 of the Companies Act 1985 have been met. If it is intended to form a company limited by guarantee for charitable purposes the objects of the company must be charitable.

No shares are issued. This type of limited company has members. The members agree to contribute a membership fee or subscription, normally have equal voting rights and elect a board of directors. Any profits (often known as "surpluses") are not distributed as dividends, but may be used to support the activities for which the guarantee company is registered.
Finding and Using Information on This Page:  Information About Company Limited by Guarantee  | Incorporate a Company Limited by Guarantee | How to Register a Non-Profit Company? | Publicity About a Company Limited by Guarantee | 

Guarantee Companies are Useful for Non-Profit Organisations that Require a Corporate Status: 
This means that its profits are not distributed to its members but are retained to be used for the purposes of the guarantee company. Of course this does not mean that the guarantee company cannot make a profit, as indeed it is almost paramount that it can and does so. Where an organisation is likely to enter into contracts it may need the benefit of limited liability to protect its Board of Trustees and its members, who may be involved on a voluntary basis. The following are examples of these contracts:

Important Links

Coddan offers company formation, ready made company registration for UK limited companies. We offer electronic filing & formation services. A company limited by guarantee is an alternative type of incorporation used primarily for non-profit organisations that require corporate status. A company limited by guarantee does not have a share capital, instead it has members who are guarantors instead of shareholders. A UK guarantee company has to have at least one director and a secretary, who can be foreign residents and nationals. With our new online electronic company registration services you now have more choice on how we register your company limited by guarantee. You no longer need to have us acting on your behalf as nominee company officers.

Suggested Reading

--- Find Our Popular Pages --- Setting-up a Company Yourself Setting up a Limited Company Advantages of a Limited Company UK LTD Compared to other Business Structures Reasons to choose a UK LTD Formation UK LTD Tax and Liability Benefits Starting or Creating a Company Register a British Company Registering Company in England Limited Company Registration Company Registration Agent Cheap Company Formation Fast Company Formation Opening a Bank Account Open a UK Bank Account Open a Bank Account in London UK High Street Banks Accounts Setting a High-Street Bank Account What is a Company Limited by Guarantee? Forms for Incorporating a Club Incorporate a Foundation Starting, Running, Closing a Company Starting, Running, Closing a Company Restoring a Struck-Off Company Restoring a Dissolved Company Company Dissolution Dissolution and Restoration Choosing a Form of Business Ownership Business Organizational Structure Electronically Companies Formation Small Business Structures UK Business Start-Up Advice Starting-Up a Public Company Company Formations Benefits How to Register an Organization Methods of Setting-Up a Company Company Formation Procedure Starting Your Own Business London Registered Agent Private Limited Company Advantages Register a Company Limited by Guarantee Business Incorporation in Ireland Online Company Registration Agent Register Your Business in Scotland Offshore Trust and Foundation Formation Choosing Offshore Business Structure Offshore Corporations Advantages Non-Profit UK Company Incorporation FAQ for Company Start-Up Nominee Company Secretarial Service Electronic Company Setting Up Procedure Starting Limited Company Benefits Investment Holding Company Starting a Business in Delaware Delaware LLC Structures Why Incorporate in New York? Register Your Business in Florida Virtual Office Services in London London Serviced Offices for Rent Company Secretarial Service Incorporate or Form an LLC Incorporate in Delaware Today LLC Basics How to Form an LLC Why Incorporate in Nevada? New York Business Incorporation Company Formation in California Florida Company Registration Forming an Offshore Company for - £300 Why Establish an Offshore Trust? Non-Charitable Foundation BVI Business Incorporation Shelf Companies for Sale Delaware Ready-Made LLC Virtual Service in London Should I Start a Small Business? What are the Benefits of Starting Business? What are the Different Types of Business? Start a Home-Based Business How Do I Register My Business? Can I Operate a Small Business from Home? Guide to Starting a Business Limited Company vs Sole Trader How and Why to Register a Trademark Tax Information for Limited Companies UK LLP Formations Bookkeeping & Accounting International Corporate Accounting Audit & Accounting Bookkeepers &emp; Accountants Business Planning & Advice Payroll & VAT Registration Small Business Bookkeeping Bookkeeping & Tax Service Best Accounting Outsourcing Firm Fundamentals of Bookkeeping Accounting Software Accounting Terms Book-Keeping & Accounting Bookkeeping Software Solutions Small Business Advice Start in Business Business for Sale Business Start-up Basics Small Business Planning Complying with Data Protection Law Employing People Free Start-Up Business Guide Starting a Small Business Small Business Finance Start Up Advice Starting Up & Running a Business How to Set Up a Company in the UK Running a Small Business Small Business Support Services Work Permit & Work Visa Guide to UK Immigration UK Work Permits UK Work Visa Services HSMP Highly Skilled Migrant Programme UK Immigration UK Work Permit Permits UK Work Visa Service Do I need to Get a UK Work Permit? Obtaining a UK Work Permit UK Business Immigration Sole Representative Visas for Employers Citizenship and Naturalisation Business and Commercial Work Permits Visas for Persons Wishing to Start a Business Business Investors Visas Business Innovators Visas Training and Work Experience Visas UK - Study/Training Visas UK - Personal Immigration Registering a UK Trademark Fast Trademark Registration Trademark Search Trademark Registration Services How to Apply for a Trade-Mark How to Register Trade-Mark Brand Name Protection Online Trademark Registrations What is a Charity? Why Become a Charity? What Rules do Charities Have to Follow? Types of Charities Do You Qualify as a Charity? Applying for Charity Status Registration of Charity Applying for Tax Exemption Compulsory VAT Registration When to Register for VAT Value Added Tax Registration Pre-registration VAT Limits for VAT Registration Assistance with VAT Registrations VAT Registration Processing Should I Start a Small Business? What are the Benefits of Starting Business? What are the Different Types of Business? Start a Home-Based Business How Do I Register My Business? Can I Operate a Small Business from Home? Guide to Starting a Business Limited Company vs Sole Trader How and Why to Register a Trademark Tax Information for Limited Companies --- Find Best UK Prices & Packages --- Private Company Limited by Shares - £32.00 Public Company Limited by Shares - £52.00 Limited Liability Partnership - £125.00 Company Limited by Guarantee - £42.00 Flat Management Company - £42.00 Bearer Shares Company - £142.00 Holding Company - £52.00 UK Branch Office - £150.00 UK Place of Business - £150.00 Registered Office Address - £50.00 Nominee Secretary - £49.95 Nominee Director - £125.00 Nominee Shareholder - £100.00 Shelf Companies - £99.00 Private Company Limited by Shares - £32.00 Public Company Limited by Shares - £52.00 Limited Liability Partnerships - £125.00 Non-Profit Company - £42.00 Property Management Company - £42.00 Holdings Company - £52.00 Scottish Branch - £150.00 Scottish Place of Business - £150.00 Registered Office Address - £50.00 Nominee Secretarial - £49.95 Nominee Directorship - £125.00 Nominee Shareholders - £100.00 Shelf Companies - £99.00 Private Limited Company - £89.95 --- Find Offshore Fees and Packages --- Bahamas Offshore IBC - £805.00 BVI Off-Shore IBC - £525.00 BVI Guarantee Company - £960.00 BVI Limited Partnership - £960.00 Belize Offshore IBC - £450.00 Cyprus LTD Company - £1,100.00 Cyprus Guarantee Company - £1,100.00 Cyprus Limited Partnership - £1,100.00 Gibraltar Non-Resident LTD - £500.00 Hong Kong Limited Company - £660.00 Hong Kong Guarantee Company - £660.00 Hong Kong Limited Partnership - £660.00 Nevis Offshore IBC - £500.00 Nevis Offshore LLC - £500.00 Nevis Exempt Partnership - £550.00 Nevis Limited Partnership - £550.00 Nevis Exempt Company - £550.00 Nevis Private Company - £550.00 Nevis Public Company - £550.00 Panama Corporation - £490.00 Panama Foundation - £700.00 Panama Limited Partnership - £700.00 Seychelles Offshore IBC - £300.00 Seychelles Offshore PCC - £1,450.00 Seychelles Limited Partnership - £700.00 Seychelles Special Company - £950.00 St. Kitts Offshore IBC - £500.00 St. Kitts Exempt Partnership - £550.00 St. Kitts Limited Partnership - £550.00 St. Kitts Exempt Company - £550.00 St. Kitts Private Company - £550.00 St. Kitts Public Company - £550.00 St. Vincent Offshore IBC - £550.00 Off-Shore Shelf Companies --- Find Best USA Prices & Packages --- Alabama Alaska Arizona Arkansas California Colorado Connecticut Washington D.C. Delaware Florida Georgia Hawaii Idaho Illinois Indiana Iowa Kansas Kentucky Louisiana Maine Maryland Massachusetts Michigan Minnesota Mississippi Missouri Montana Nebraska Nevada New Hampshire New Jersey New Mexico New York North Carolina North Dakota Ohio Oklahoma Oregon Pennsylvania Rhode Island South Carolina South Dakota Tennessee Texas Utah Vermont Virginia Washington West Virginia Wisconsin Wyoming --- Popular Offshore Jurisdictions --- Anguilla Argentina Bahamas Belize British Virgin Islands Costa Rica Cyprus Isle of Man Gibraltar Guernsey Hong Kong Jersey Netherlands Antilles Nevis Panama Portugal Seychelles St. Vincent Venezuela Uruguay --- Ready-Made Companies List --- UK Shelf Companies Scottish Ready-Made Business Arkansas Readymade Companies Delaware Off-The Shelf Companies Florida Aged Companies New York Vintage Companies Nevada Shelf Companies BVI Ready-Made Companies Belize Readymade Company Seychelles Shelf Companies Gibraltar Ready-Made Company Nevis Shelf Companies

Employment contracts;
Purchasing land, buildings or property;
Contracting with service or product providers;
Contracts with fund raisers.

A guarantee company provides a clear legal identity. This provides the ability for the company to own property in its own name and a democratic structure where its participants are required to adhere to the strict laws and regulations governing limited companies generally.

Have your UK company limited by guarantee up and running online now in 10 minutes or less. Coddan provides tailor made solutions and a complete company formation service. We may also help you to incorporate company limited by guarantee in British Virgin Islands. Under the BVI Companies Act, a company limited by guarantee must have a minimum of two members; the Memorandum of Association contains a statement of the amount up to which the members guarantee the company's debts. office.

The Articles can provide for the members to have differing 'shares' of the assets and liabilities. The Company Limited by Guarantee has certain advantages, including that there is no list of members on the annual return, and that control over assets can be achieved without the use of shares; in some jurisdictions, profits realised from such companies are classified as capital gains rather than as income. Specialist advice is required by anyone considering the use of a company limited by guarantee. office.

Companies limited by guarantee can be resident or non-resident, as for those limited by shares. If you want to incorporate companies limited by guarantee with share capital in Hong Kong or in other jurisdiction - Seychelles, Cyprus, Belize or Gibraltar, please do not hesitate to contact us. If you have any questions about the company registration then please E-Mail or call us: 0800 081 1510 or +44 (0) 207 637 3881, fax: +44 20 7681 3318.
Compare Prices of Various Forms of Companies:   I Want to Check Your Packages & Costs | Set-Up a Non Profit Organization in Hong Kong | Register a Non Profit Company in BVI 

Live Help:
Live Help is a real time "chat" feature which enables you to interact with a customer service representative without a phone call. Get answers to your questions while using our website. Clicking the "Live Help" button will start an on-line session with one of our representatives. Live Help is currently available during normal business hours. Outside of the above opening hours, our business center will be closed. When you click on the button, you will see an e-mail form that will allow you to send us a mail with your questions. Live Help is free! There are no hidden fees. We offer the service as a courtesy to our website visitors.

Dear visitors, while having a chat session with a customer, we are frequently requested to give a piece of advice on tax planning or business structuring. We would like to inform you that it is against our principles to provide online advice pertaining to these issues. The points that may be covered during a session include service description, package or service price, navigation at our website, ways of making an order, methods of payment etc. Yet, if you wish us to provide you with advice on tax or business structuring, you should be aware that this service is chargeable.

We accept phone orders during normal business hours. Credit cards are the preferred method of payment; we accept VISA, MasterCard and Delta. We can accept payment in UK Pounds Sterling, US Dollars, Euros, Australian Dollars and Canadian Dollars. If you call and receive voicemail, just leave your name and number, as clearly and as possible, and we will call you back as soon as possible.

Monday - Friday: 9:30am to 17:30pm
Saturday: (offices are closed)
Sunday: (offices are closed)
Holidays: (offices are closed on all recognized UK holidays).

A COMPANY LIMITED BY GUARANTEE IS AN ALTERNATIVE TYPE OF INCORPORATION USED PRIMARILY FOR NON-PROFIT ORGANISATIONS THAT REQUIRE CORPORATE STATUS

UK Companies Limited by Guarantee from only £42.00! All Inclusive Company Registration. Each company limited by guarantee package includes all statutory paperwork and is fully compliant with company law. A Certificate of Incorporation, and the Memorandum and Articles of Association of your company will be sent to you upon formation of your company. You can appoint your own directors and secretary BEFORE company incorporation. This is absolutely FREE. Our 4-8 hour online incorporation service enables you to register your company quickly and effortlessly. All government and filing fees are included in the cost of our E-Quick pack. All certificates and documents will be sent directly to you via email immediately following the formation of your company. It will take just 5 minutes to complete the online registration form, then your company could be up and running within 4-8 working hours. THE E-QUICK PACKAGE CAN BE UPGRADED WITH ANY OF THE FOLLOWING FEATURES: 1. Company Pliers Seal - £20.00. 2. Laminated Hard-copy of the Certificate of Incorporation - £5.95. 3. Laminated Hard-copy of the Certificate of Incorporation, Bound Copies of the Memorandum & Articles, and Combined Company Register - £12.95. 4. Domain Name Registration for two years - £16.00. 5. Provision of a Registered Office Address for 12 months - £50.00. 6. Provision of a Nominee Company Secretary for 12 months - £49.95. 7. Certificate of Good Standing - £35.00. 8. Notarisation & Apostille of Documents. Call any one of our offices: Monday - Friday: 9:30am to 17:30pm +44 (0) 207.637.3881 +44 (0) 800.081.1510 +44 (0) 141.530.8188 +44 (0) 289.099.8744 info@ukincorp.co.uk Click on the Button below to incorporate online:

The company limited by guarantee is a special type of company available to non-profit making organisations and charities. Instead of buying shares, anyone who wants to be a member signs a form agreeing to pay a sum of money (for example £1.00, £5.00, £10.00) if the company goes into insolvent liquidation (is bankrupt and has to be dissolved). office.

This form is called the 'guarantee' and because members' liability is limited to the sum they each guarantee, then the company is said to be 'limited by guarantee'. The guarantee is legally binding while the guarantor remains a member and for one year after he or she ceases to be a member.

Unlike unincorporated associations and trusts, the company has a separate legal existence from its members. This means that, in its own right, it can employ people, own property, enter into contracts and sue or be sued in the courts. The day-to-day business is run by the directors, who are also defined in law as charity trustees if it is a charitable company. The directors may call themselves a management committee, an executive committee, board of trustees or board of directors. Charitable companies are bound both by the Companies Acts and the Charities Act, so they must send their annual accounts and annual returns to Companies House and to the Charity Commission.

A management company by guarantee is a limited company formed for the purpose of management of a Specific Property that has been divided into separate areas. i.e flats. For example the leaseholders / tenants of the property would form a Management by Guarantee company to pool funds for the maintenance costs of the communal areas of the building or to pool costs for long term projects such as roof repairs. Or for example, the owners of the property may wish to set up a Management by Guarantee for managing the maintenance costs of the property on behalf of the tenants. Any monies leftover would go back into the company to cover any future maintenance costs.

The difference between the management company limited by shares and the management company limited by guarantee is that there are no shareholders. This means no one person can benefit from any profits or any monies left over after maintenance and overheads have been deducted. If any monies do remain they can be designated to a charity or charities agreed by the members or as the Management company limited by guarantee is a not for profit organisation themselves they can channel the remaining monies back into the property or charity to help fund their aims and objectives listed in their memorandum and articles which usually covers the funding for maintenance. office.

The company has members and if the property is split between different owners or parties/tenants these parties will be members of the management by guarantee. The examples given above are just a few situations where a management by guarantee company may be useful. If your situation is not reflected here and you need any further help please do not hesitate to contact us: 0800 081 1510 or +44 (0) 207 637 3881, fax: +44 20 7681 3318. We provide services for legal professionals, accounting professionals and businesses worldwide.
You May Use This Form to Register a New Company Limited by Guarantee: Click Here if You Want to Start-Up a Guarantee Company Online - £42.00 

ONLINE UK GUARANTEE COMPANY FORMATION AND SEARCH SERVICES WITH FREE NAME CHECK, ENQUIRY AND ORDER FORMS AND ONLINE PAYMENT OPTION

There are two types of limited companies - those limited by shares (e.g. commercial companies) and those limited by guarantee (usually charities or non-profit distributing companies).

Companies limited by shares are owned by shareholders, of which there only needs to be one, and are run by boards of directors. Companies limited by guarantee have members and are usually run by a committee of management. In general, companies limited by shares carry out trading since guarantee companies can't usually pay the benefits of their trade to their members.

A company limited by guarantee is a registered company having the liability of its members limited by the memorandum to such amounts as the members may respectively undertake to contribute to the assets of the company in the event of its being wound up. Such companies are widely used for schools, professional and trade associations, clubs and management companies for blocks of flats.

The main differences between a guarantee company and a company with shares are: its members do not receive share certificates and whilst they control the guarantee company, through decisions taken by them at General Meetings, they do each not "own" a proportionate part of the guarantee company. Its members cannot receive any dividend, profit or other income from the guarantee company, nor can they share in its assets if the guarantee company comes to an end. Its members enjoy limited liability, but usually have to pay an annual subscription (at a rate set annually by themselves at General Meeting) and, if the guarantee company comes to an end through a liquidation, they are obliged to pay a final sum of £1.00 each to the Liquidator.

The members elect the Board of Directors (usually called Trustees or Governors to avoid connotations of salaries and bonuses) which is responsible for setting and overseeing the policy of the guarantee company. The directors also enjoy limited liability, provided that they have not acted negligently, or fraudulently, or have not permitted the guarantee company to continue trading when it was insolvent (this is known as "wrongful trading").

We prepare and electronically submit new company registrations (formations) as soon as we receive your instructions. Incorporations can be completed within 1 working day. We can register your company in with Memorandum and Articles of Association suitable for registration as a charity. If you do not want to register as a charity we can form the company with less restrictive Memorandum and Articles of association.

Charities have specific restrictions on paying Trustees (Directors) salaries and also restrict some commercial activities such as borrowing. These issues can be avoided by using the memorandum and articles that we have specially drawn up. Whichever format suits you does not affect the price.

Our team of professionals has the experience to set up your guarantee company quickly and efficiently. Our e-formation service eliminates the need to complete Forms (to appoint the directors and secretary), making the process of forming a company even easier and quicker. With our new online electronic company formation system, we take you through each step of your company creation process as quickly and as simply as possible.

Our specialist knowledge and vast experience enable us to provide a fast, efficient, and professional service, and one which a great many businesses have been founded and built upon to date. Once you have completed our online order form and your new guarantee company is in the processing stage of being registered at Companies House you will receive an order acknowledgement from us by email. You can add your directors and secretary before formation. This is absolutely FREE.

Documents we send you via email for the electronic E-Quick Guarantee Company Set-Up Package (£42.00) are: Certificate of Incorporation - in PDF format, Memorandum & Articles of Association, First Minutes of Directors meeting, Registers of Members, Directors and Secretaries- in Word format. We have feature-complete solutions with prices designed to put the £££ in your pocket!

Incorporation Packages Available from Coddan: 
For clients from all over the world Coddan, with different requirements, needs and budget, Coddan offers a series of company formation packages tailored to your needs. Ranging from our E-Quick formation package, which is perfect for those who simply want a fast company formation and are confident enough to do the rest on their own, to our Deluxe Business start up package, which includes a host of additional features designed to organise all the administrative formalities and leave you free to concentrate on your core business.

E-QUICK Guarantee Company Formation Package for Just £42.00
The E-Quick Company Limited by Guarantee formation package is our most popular package with UK residents. It is ideal for small to medium businesses that have their own address in the UK, and that have a partner appointed as company secretary. It offers:
Electronic submission and incorporation of your company at Companies House;
Certificate of Incorporation;
Specially Drafted Memorandum and Articles of Association for Company Limited by Guarantee.

All of the documents offered by this package are sent directly to you by email.
Order the E-Quick Guarantee Company Formation Package: E-Quick Guarantee Company Formation Package - £42.00  (incorporation, government taxes and government fees are included).

ECONOMY GUARANTEE COMPANY Registration Package for Just £92.00
The ECONOMY UK Company Limited by Guarantee formation package is our most popular package with EU residents, who are intending to help disabled, homeless, orphan child or poor people, to promote religious ideas to the public. It is ideal for smaller companies, such as those being run by a sole director from home who has a partner to act as company secretary, where a registered UK address is required for correspondence between your company and UK authorities (i.e. Companies House and the Inland Revenue). It offers:
Electronic submission and incorporation of your company at Companies House;
Certificate of Incorporation;
Specially Drafted Memorandum and Articles of Association for Company Limited by Guarantee;
Registered UK office address;
Forwarding of Official Mail.

All of the documents offered by this package are sent directly to you by email.
Order the Economy Guarantee Company Formation Package:  Economy Guarantee Company Incorporation Package - £92.00  (incorporation, government taxes and government fees are included).

PREMIER Incorporation Package For Company Limited by Guarantee for Just £141.95
The PREMIER Guarantee Company incorporation package is our most popular package with small to medium companies. It is ideal for businesses that require a registered office address in London, Liverpool, Manchester, Edinburgh or Glasgow, and that does not want, or cannot find someone, to appoint as a second person in their company. It offers:

Electronic submission and incorporation of your company at Companies House;
Certificate of Incorporation;
Specially Drafted Memorandum and Articles of Association for Company Limited by Guarantee;
Registered UK office address;
Forwarding of Official Mail;
Nominee Secretary Service.

Upon the formation of your company, the following documents will be sent to you: a laminated copy of the Certificate of Incorporation of your company, a hard bound copy of the Memorandum and Articles of Association of your company limited by guarantee, a hard bound copy of the Minutes of the First Meeting of the Directors, a company register.
Order the Premier Guarantee Company Formation Package:  Premier Guarantee Company Registration Package - £141.95  (incorporation, government taxes and government fees are included).