Articles of Association (Company Limited By Guarantee)
Articles of Association for a Private Company Limited by Guarantee are the same as those to form a Private Company Limited by Shares. The only distinction is that for a Private Company Limited by Guarantee no shares are issued instead 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 non-profit organisation is formed.
Please note that unless a company creates its own articles excluding or amending the model articles, then the new model articles for that type of company will apply by default. However, companies are free to adopt, vary or exclude some or all of the model articles, subject to the provisions of the Companies Act 2006. In the case of existing companies, in so far as their articles are inconsistent with the CA 2006, the requirements of the CA 2006 will override those articles.
This Articles of Association (Company Limited By Guarantee) is compliant with the Model Articles and the Companies Act 2006.
This template is in open format. Either enter the requisite details in the highlighted fields or adjust the wording to suit your purposes. This document can also be found in the Memorandums and Articles of Association Subfolder, entitled Articles Association-Private Company Limited By Guarantee.
This document can also be found in Memorandums & Articles of Association, in the Articles of Association Subfolder, entitled Articles of Association - Private Company Limited By Guarantee.