Company Limited by Guarantee

For clubs and other not-for-profit ventures. The members are called Trustees and provide a cash guarantee rather than holding Shares. This is a long recognised format for not-for-profit ventures. Although many people are now choosing a Community Interest Company (CIC) forming a company “limited by guarantee” is still the best option for some ventures – especially if there is a political element (which is not allowed for a CIC).


Wax Seal

Equality of decision making

Your company must have at least 2 Trustees, but it can have as many as you want. Each Trustee has just one vote, so all decision making is shared. Each Trustee puts up a cash guarantee for the company (normally just £10) which is why it is called a “guarantee” company. There are no shares, nor dividends and, no private and personal profits.

Aims and Objectives

Company limited by guarantee

The constitutional documents for your Company Limited by Guarantee (called Memorandum & Articles of Association) must state the Aims of the organisation. Only you can say what you intend, but we have put together some examples to show how it is done.


The individual Aims of your organisation will become part of the Memorandum of Association (a key company document). We can’t create that without your input. Make notes on your vision, aims and intentions and tell us about it in plain English. We can offer suggestions, but it’s your ideas that matter.


Once we have received your application and agreed the wording for the AIMS the registration process takes just one working day.


To register a company limited by guarantee today complete the Order Form or contact us on 0117 370 2725.


Dedication of funds on dissolution

As a not-for-profit organisation, if the company is wound up, it dedicates residual funds to the benefit of organisations with similar Aims. This is stated by the final paragraph of the Articles of Association. We have put together some examples to show how it can be worded

Don’t rush

You are creating legal documents that will affect how your organisation can operate for years ahead. Think carefully about your AIMS. Write a MISSION STATEMENT to guide your thinking. Think how your activities will be FUNDED. Is this type of company right for you – or do you need a CIC? If in doubt contactus.