Company Limited by Guarantee

A Company Limited by Guarantee could be set up with RAKICC as a company authorised to issue shares or as a company not authorised to issue shares. The name of a limited company, shall end with the word “Limited” or “Incorporated” or the abbreviation “Ltd” or “Inc”.

In the case of a Company Limited by Guarantee, whether or not authorised to issue shares, at least one of the members of the company shall be a guarantee member and where the company is authorised to issue shares, a guarantee member may also be a shareholder. The guarantors give an undertaking to contribute a nominal amount in the event of winding up of the company.

The liability of a guarantee member to the company, as guarantee member, is limited to:

  1. the amount that the guarantee member is liable to contribute as specified in the memorandum and articles of association
  2. any other liability expressly provided for in the memorandum or articles of the company

In the event of winding up of a Company Limited by Guarantee, any former guarantee member who was a guarantee member in the period of one year prior to the commencement of the winding up shall be liable to contribute an amount not exceeding the amount guaranteed by such person to the assets of the company for the payment of its debts and liabilities, and the expenses of winding up, and for the adjustment of the contributions of that company’s guarantee members and former guarantee members that such former guarantee member would have been liable to contribute had the winding up occurred on the last day of their membership of the company.

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