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| 1. Guarantee company subscribers may be residents outside the UK.
2. You must appoint a minimum of 1 Director.
3. Directors can be corporate bodies or private individuals.
4. A Director can be of any nationality.
5. All companies must appoint a company Secretary.
6. A Secretary can be of any nationality.
7. If there is only ONE Director he or she CANNOT also be the Secretary.
8. They have legal identities separate from its members.
9. Individual members are almost totally protected against liability.
10. They can buy and sell property in the name of the organisation. |
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- DEAR VISITORS, If you want to become familiar with the description and the contents of UK guarantee company formation packages, offered by our company and to find above, what kind of service is included in this or that guarantee company incorporation package, to get an idea about the price of annual renewal of the service, and about the general legal requirements to the company incorporation within foreign countries, please, select the package you need from the list, situated below the banner. The information in the banner will be renewed according to the package you've chosen.
Please note » The prices payable for the items that you order are clearly set out in the web site. There will be no contract of any kind between you and us unless and until we receive payment from you. We act as your agent in the incorporation of companies and electronic filing of Companies House forms. We are not able to guarantee that any such filing will be acceptable to Companies House, nor are there any contractual obligation upon us to do so. If Companies House rejects incorporation or other electronic filing, we will credit your account with a full refund and the contract between us will be made void. Companies House does not offer a cancellation facility for the incorporation of companies or the electronic filing of documents. We will be unable to cancel any such submission on your behalf and will not refund any payment you have made. All prices shown at Coddan Web Site (www.uk-companies-formations.co.uk) are in Great British pounds.
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 absolutely free! There are no hidden fees. We offer the service as a courtesy to our website visitors.
 Starting A Charity. Why Start A Charity?
Many people assume that they must set up a new charity if they want to carry out voluntary work. However, this is not always correct. You should consider the following points to decide whether a new charity is the best way to proceed.
There are more than 180,000 registered charities, working throughout the UK and overseas, which undertake an extremely wide range of work. It is very likely that a charity already exists which is doing the kind of work which you would like to carry out, and there may be one working in your area of the country. We suggest that you think about whether it would be better to offer your services to, or combine with, an existing charity. It is usually less effective to have several organisations trying to carry out the same work in the same place, and it duplicates running costs. If you wish to commemorate someone close to you, it may be possible to create a separate named fund within an existing charity: this may be just as effective as creating a new charity.
Companies limited by guarantee. Are often best suited to companies seeking grants or sponsorship funding, such as Charitable Trusts, Associations, Clubs and Educational Institutions. It is normal to include a non-distribution of profits clause in the Articles of Association, and we will include this unless instructed otherwise. These companies have no share capital and the liability is fixed to a sum guaranteed by its members.
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). 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.
We prepare and electronically submit new guarantee company registrations (formations) as soon as we receive your instructions. To form a guarantee company we need certain information as set out in the online order form. Incorporations can be completed within 6-8 hours. 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. 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 incorporation 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. Documents we send you via email for the electronic E-Quick Formation Package (£91.00) 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!
Commonly the "Companies Limited by Guarantee" are not setup to make profit for the directors, where as directors / investors of a "Company Limited by Shares" receive a share of company profits. "Company Limited by Shares" is obliged to use the word 'limited' in its name and on its stationery but "Companies Limited by Guarantee" may apply for an exemption. We offer a choice of guarantee company formation packages to suit your practice requirements. We do not cut costs on expertise and quality but still maintain a cost effective pricing structure.
- What Are The Main Advantages Of Being A Charity?
The main advantages are that charities:
Do not normally have to pay income/corporation tax (in the case of some types of income), capital gains tax, stamp duty, and gifts to charities are free of inheritance tax. Pay no more than 20% of normal business rates on the buildings which they use and occupy to further their charitable purposes. Can get special VAT treatment in some circumstances. Can formally represent and help to meet the needs of the community.
- What Are The Limitations Of Being A Charity?
There are restrictions on what charities can do, both in terms of the types of work they do, and the ways in which they can operate:
A charity must have exclusively charitable purposes. Some organisations may have a range of activities, some of them charitable, some of them not. To become a charity that organisation would have to stop its non-charitable activities. The non-charitable activities can, of course, continue if carried on by a separate non-charitable organisation. Promoters will need to consider carefully if becoming a charity will severely restrict their planned activities. If so, charitable status may not be right for your organization. Trustees are not allowed to receive financial benefits from the charity which they manage unless this is specifically authorised by the governing document of the charity or by us. Financial benefits include salaries, services, or the awarding of business contracts to a trustee's own business from the charity. There are similar problems where the spouse, relative or partner of a trustee receives such benefits. Trustees are, however, entitled to be reimbursed for their reasonable out-of-pocket expenses, for example, train fares to trustee meetings. Trustees need to avoid any situation where charitable and personal interests conflict. Charity law imposes certain financial reporting obligations; these vary with the size of the charity.
- Which Charities Need To Register?
An organisation must register with us if it fulfils both the requirements for charitable status and the minimum requirements for registration. A body is a charity if it is: set up under the law of England and Wales; and is established for exclusively charitable purposes.
The minimum requirements for registration are that a charity must have one or more of the following:
An income of more than £ 1,000.00 a year; or use or occupation of any land or buildings; or assets which constitute permanent endowment (i.e. where there is a restriction on the expenditure of the capital and (normally) only the income can be spent on the charity's purposes).
- Which Charities Do Not Need To Register?
Most charities will meet both sets of criteria described above and must register. However, some charities, called exempt charities, cannot register, and are not subject to our supervisory powers.
These charities include, among others:
Charities which are also Industrial and Provident Societies, within the meaning of the Industrial and Provident Societies Act 1965. Charities which are also registered societies, within the meaning of the Friendly Societies Act 1974; and most universities.
- Charitable Purposes:
To be a charity an organisation must have purposes which are exclusively charitable. A charity's purposes are its objects or aims which are usually set out in its governing document. The meaning of "charitable purposes" is largely based upon the decisions of the Court and ourselves over the years. Charitable purposes can be grouped under four broad headings. First group: the relief of financial hardship, the advancement of education; and the advancement of religion. Second group: certain other purposes for the benefit of the community. For both groups it is essential that the purposes are also for the public benefit. This means it is for the benefit of the community.
- Purposes Which Are Not For The Public Benefit:
In general, a purpose is not charitable if it is mainly for the benefit of a named person or specific individuals. It will also not be charitable if the people who will benefit from it are defined by a personal or contractual relationship with each other. For example, if the beneficiaries are related or connected to the person who is setting up the charity, or where they are defined by common employment or by membership of a non-charitable body, for example, members of a professional institute.
An exception to this general rule exists in the case of the relief of financial hardship, where the people to benefit can come from a more restricted group, such as people having the same employer. The extent of public benefit may vary between different types of charity, and although it may not be possible to define exactly what amounts to actual benefit, or what forms a sufficient section of the public, no organisation can be charitable if:
Purposes which are not for the public benefit:
Its purposes are illegal or could be said to further illegal purposes. Or, it is set up for the personal benefit of: its trustees; its employees (other than in the case of relieving need - for example, there would normally be no reason why a firm or business should not operate a benevolent fund for its staff); or other specific individuals. Or, it is created for the specific purpose of carrying out political or propagandist activities. Or, its purposes are against the public interest.
- The Relief Of Financial Hardship:
Financial hardship is not defined by a specified amount of money which the beneficiaries have, although the person must be in genuine financial need. Relief of financial hardship also includes, for example, help to people who are suffering from the effects of old age, sickness or from a disability, where, in each case, there is also financial need. The hardship being suffered does not have to be long-term. Temporary hardship caused by job loss or sickness, for example, may qualify for help.
- What Are The Prospects For Raising Funds?
The funding available to the charitable sector is limited. Any new charity may find it more difficult to get funding because local authorities, the public and organisations who give money to charities may prefer to continue to give to charities with a proven track record, rather than a new charity. Charities may relieve hardship in many different ways, for instance:
By giving money to beneficiaries. By providing food, clothing or housing. By giving advisory or other services to those in need; or by providing support for other organisations which give help to people suffering hardship.
- The Advancement Of Education:
The advancement of education is not limited to formal education at schools, colleges or universities. It can also include:
Playgroups. Organisations providing work-related training (for example, nursing or engineering); and research institutions. Education in the charitable sense cannot include propagandist or political activities nor the study of subjects which have no educational value. If research is being done, it needs to be carried out in an objective and impartial way and the useful results must be made available, or accessible, to the public.
- The Advancement Of Religion:
In general, no distinction is made between one religion and another. There is a general assumption that the advancement of religion is for the public benefit. For the advancement of religion to be charitable, a religion has to:
Be founded on a belief in a supreme being or beings; and involve expression of that belief through worship. The advancement of religion can include the provision and upkeep of places of worship, paying ministers or priests, and holding services. In some cases the advancement of religion is not charitable. This is where public benefit is clearly lacking. Examples of this include:
Organisations where the benefit is wholly private (such as an entirely enclosed religious order where the activities consist only of private prayer); and where an organisation is set up to promote the beliefs of a particular religion which undermine the accepted foundations of religion and morality, or are otherwise contrary to the public interest.
- Some Non-Charitable Purposes Which Are Often Presumed To Be Charitable:
The following are examples of organisations or purposes which are often assumed to be charitable, but in fact are not:
Individual sports clubs set up to benefit their members or promote excellence (as distinct from sports facilities open for everyone or specifically provided for special groups of people, such as elderly people, or as a method of promoting healthy recreation). The promotion of political or propagandist purposes, or the promotion of a particular point of view. Purposes which include arrangements where people running the organisation get significant personal benefit. Raising funds for other charities where the organisers do not have any say over how the funds are spent; or purposes which promote friendship or international friendship, for example, town twinning associations.
- Appeals For Funds:
Fund-raising is not a charitable object in itself: it is simply an activity which can be undertaken to help achieve a charitable purpose. If a charity wants to raise money to carry out work which is not covered by the existing objects of the charity, it can create a new charity with specific purposes.
- Charity Trustees:
The term "charity trustee" is defined in section 97 of the 1993 Act as "the persons having the general control and management of the administration of a charity". This is a legal definition of those people who will run and be responsible for the charity. All charities must have a clearly identifiable body of trustees, but they are often called various names depending upon what type of governing document the charity has.
- Considerations For Potential Trustees:
The trustees are actually called, their responsibilities as trustees are the same. The directors of charitable companies also have responsibilities under company law. The duties and responsibilities of a charity trustee are wide ranging and need to be taken seriously. Anyone who wants to be a trustee needs to be prepared to give the necessary time and effort to understanding and carrying out those responsibilities.
It is a general legal principle that those who run the charity (the trustees) should not financially benefit from it, unless they are specifically authorised to do so either by the charity's governing document. Trustees must avoid being placed in a position where their duties as a trustee conflict with their own personal interests. However, this legal principle does not prevent the charity trustees of a community charity (e.g. a temple) from enjoying the benefits of that charity as a member of their community.
- Can Anyone Act As A Trustee?
No-one under the age of 18 can be appointed as a trustee unless the charity is a registered company. Some people are disqualified by law from acting as charity trustees, including anyone described in Section 72 (1) of the Charities Act 1993. Broadly that covers:
Anyone who has been convicted of an offence involving deception or dishonesty, unless the conviction is spent. Anyone who is an undischarged bankrupt. Anyone who has previously been removed from trusteeship of a charity by the Court. Anyone who is subject to a disqualification order under the Company Directors Disqualification Act 1986.
- Liabilities Of Trustees:
If trustees act prudently, lawfully and in accordance with their governing document then any liabilities they incur as trustees can be met out of the charity's resources. But if they act otherwise they may be in breach of trust and liable to meet any liabilities of the charity which are a consequence of their own actions, or to make good any loss to the charity. Since trustees must act jointly in administering a charity, they will also be responsible jointly to meet any liability incurred by them or on their behalf.
If trustees enter into contracts in the course of administering the charity, and as a result incur liabilities or debts which amount in total to more than the value of the charity's assets they may be sued personally for the difference by the charity's creditors.
- Choosing a Name. The Charity's Name:
The name of a charity is important. It is the name, rather than the charity registration number, that members of the public remember most about a charity. It is the charity's name that appears on its appeal literature and collecting tins. It is therefore important that charity names are sufficiently different to avoid confusion, and do not mislead members of the public in any way.
A charity name must not include a word or expression which might cause offence. This would not be in the interests of a charity or the charitable sector as a whole. In some cases, such names might not be allowed by law.
- Companies Using The Word 'Charity' Or 'Charitable' In Their Title:
If a company wants to use the words "charity", "charitable", "charities", "charity's" or "charities'" in its title or any compound word which includes these, it requires approval from the Secretary of State for Trade and Industry before a Certificate of Incorporation can be issued.
- The Registration Process:
To register a charity, you will need to use the pack containing the application form for registration (which is available in English and Welsh). You will need to complete an application form (APP 1). A declaration form (DEC 1) should also be completed by all trustees. The information provided in the Application and Declaration forms will be checked for accuracy.
- What Happens After Registration?
Registration is not the end of the process. You will have a number of ongoing duties and responsibilities. The following is a list of some of the things you will have to do if you are the trustee of a registered charity:
Keep your charity's accounts. Tell Charity Commission about any changes to your governing document (for example, changing the specified date of an Annual General Meeting or changing the number of trustee meetings). Tell Charity Commission if your charity no longer exists or operates. Charities with an income or expenditure over £10,000 have a legal duty to send us the Annual return we issue each year. This should be accompanied by the Accounts, Examiner's or Auditor's Report and Trustees' Annual Report. These documents must be sent to Charity Commission within 10 months of the end of the charity's financial year.
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£ 42.00
This is our most popular package with UK residents, and includes:
Submission of applications that details company's executive officers
A registered office address for 12 months, provided by Coddan
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