Why should I set up a limited liability company? Yes. However, with regard to limited liability, it should be recognised that, although the form of a company offers a very high level of protection against personal liability, the limitation of liability does not extend to the liability that a person in his capacity as managing director of the company might assume as opposed to his status as a partner. There are a number of legal obligations imposed on directors of a limited liability company that could result in personal liability. Overall, however, it is extremely unlikely that a director would be personally liable in practice unless he or she acted negligently or inappropriately. However, it is important that stakeholders have a reasonable understanding of what is involved in their duties as directors. A final copy of the memorandum and articles should be carefully preserved. Each of the directors should be given a copy for future reference, and a copy should also be sent to each accountant hired by the company. 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. A “not-for-profit trust” is a way for a group of people (“trustees”) to manage assets such as money, investments, land or buildings. Limited liability companies include clubs, member organisations, including student associations, condominium management societies, sports federations (such as the PGA European Tour), workers` cooperatives, other social enterprises, non-governmental organisations (NGOs) and charities (such as Oxfam) and at least one political party (the UK Independence Party[4]).

Rail infrastructure provider Network Rail, domain name registration Nominet UK, England and Wales Cricket Board and IXPs LINX (London Internet Exchange) and LONAP (London Access Point) are also limited liability companies. Australia also has limited liability companies, Cricket Australia is an example. A company is incorporated with documents known as articles and articles of association. If it is a charity, it must be approved by the OSCR. A limited liability company is similar to a limited liability company in that it is registered with Companies House, is managed by directors and must file accounts and a confirmation statement each year. The fundamental difference is that a limited liability company has no shareholders, but members who control it. 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: Its governing body is composed of the directors who have the legal responsibility of the company and ensure that it carries out its activities properly. If you are considering this structure and are considering applying for non-profit status, why not consider setting up as an incorporated Scottish charity? It is a corporation that offers limited liability to its members and is suitable for organizations that want to become charities but do not want or need the complex structure of corporate law. There are several pros and cons to starting a nonprofit as a limited liability company. The choice of this option depends on your needs and activities.

Like a limited liability company, a limited liability company must have the words “Limited” in its name, except as specified by law. A condition of this exclusion is that the company does not distribute profits. A limited liability company is a clear legal entity that is distinct from the people who participate in it. He must comply with UK company law and is liable to Companies House. The company has no shareholders and does not distribute profits. The liabilities of its members are limited to a guaranteed sum – usually £1. If it is a non-profit business, it is also accountable to the Office of the Scottish Regulator of Charities and must comply with the Charities Act. It is possible to start a non-profit business that is not a charity, in which case it is only liable to Companies House.

If your organization does not propose to apply for not-for-profit status, but it clearly works in the interest of the community, the CIC model may be worth considering. The main characteristics of a CIC are defined in the section Deciding on a legal structure. Many organisations are now considering becoming an Incorporated Scottish Charity (SCIO) and not a non-profit limited liability company. This offers the same advantages as a limited liability company, with the added benefit of reporting only to a regulatory authority (OSCR). Until 1981, it was possible in the United Kingdom to set up a limited liability company with share capital. [3] Under section 5 of the Companies Act 2006, new companies cannot be incorporated as a limited liability company with registered capital. Your not-for-profit corporations must be limited by warranties upon registration, not by shares. On the form, select “Private Company Limited by Guarantee”.

You can download the sample memorandum and scvo articles (the “incorporation” of a limited liability company) and use them as the basis for your organization. Remember that they must be carefully developed to reflect the goals that the organization will pursue in practice and its activities. This sample memorandum and articles reflects the most common characteristics in the voluntary sector. Be careful when making changes, as there is a risk that Companies House will reject any wording that does not comply with company law. Similarly, when you apply to OSCR for non-profit status, the extent to which you can deviate from the model in some areas is limited. These areas are set out in the detailed guidelines for the clauses below. 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. Do you want to start a charity that is limited by the guarantee? Our limited warranty business package comes with charity items that allow you to start a nonprofit.