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Company Limited By Guarantee Memorandum Of Association Template for India

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Key Requirements PROMPT example:

Company Limited By Guarantee Memorandum Of Association

"I need a Company Limited by Guarantee Memorandum of Association for an educational institution in Mumbai, with a member guarantee amount of Rs. 10,000, planning to start operations in March 2025, focusing on providing free education to underprivileged children and including provisions for accepting foreign contributions."

Document background
The Company Limited By Guarantee Memorandum Of Association is a crucial document required when establishing a non-profit organization in India that wishes to operate as a company rather than a trust or society. This document is mandatory under the Companies Act, 2013, and must be filed with the Registrar of Companies during incorporation. It contains essential information about the company's objectives, usually charitable or non-profit in nature, the extent of members' liability, and the guarantee amount each member commits to contribute if the company is wound up. The memorandum serves as the company's charter, defining its relationship with external stakeholders and setting boundaries for its activities. This document is particularly important for organizations seeking Section 8 company status under Indian law, which provides special provisions for non-profit entities.
Suggested Sections

1. Name Clause: States the name of the company with 'Limited' as the last word, and whether the company is a private or public company

2. Registered Office Clause: Specifies the state in which the registered office of the company will be situated

3. Objects Clause: Details the main objects, ancillary objects, and other objects of the company, focusing on charitable/non-profit purposes

4. Liability Clause: Declares that the liability of members is limited by guarantee

5. Guarantee Clause: Specifies the amount each member undertakes to contribute to company assets in the event of winding up

6. No Profit Clause: Declaration that no profits or income will be distributed to members

7. Application of Income: Stipulates how the company's income and property shall be applied solely towards its objects

8. Amendments: Procedure for altering the provisions of the Memorandum

9. Association Clause: Declaration by subscribers expressing their desire to form the company and their agreement to become members

Optional Sections

1. Capital Clause: Optional for guarantee companies as they typically don't have share capital, but may be included if the company plans to have a nominal share capital

2. Foreign Operations: Include if the company plans to operate outside India, specifying the nature and scope of international activities

3. Collaboration Provisions: Include if the company plans to collaborate with other organizations or entities

4. Dissolution Clause: Detailed provisions for dissolution beyond the standard winding up clause, particularly relevant for charitable organizations

5. Special Provisions: Any special provisions relating to tax exemptions or specific regulatory compliance requirements

Suggested Schedules

1. Schedule I - Subscriber Details: Contains detailed information about the subscribers, including names, addresses, occupations, and signatures

2. Schedule II - Initial Trustees/Directors: List of first trustees or directors with their details and consent

3. Schedule III - Property Details: If the company is formed with initial property/assets, details of such property

4. Schedule IV - Rules for Internal Management: Basic rules for internal management that complement the Articles of Association

5. Appendix A - Objects Classification: Detailed classification of objects into main, ancillary, and other objects as required by MCA

6. Appendix B - Declaration Forms: Standard forms and declarations required by the Registrar of Companies

Authors

Alex Denne

Head of Growth (Open Source Law) @ ºÚÁÏÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions








































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Relevant Industries

Non-Profit Organizations

Charitable Institutions

Educational Institutions

Religious Organizations

Social Enterprises

Healthcare Organizations

Cultural Organizations

Sports Associations

Research Institutions

Environmental Organizations

Professional Associations

Community Service Organizations

Relevant Teams

Legal

Compliance

Corporate Secretarial

Board of Directors

Corporate Governance

Administrative

Regulatory Affairs

Document Management

Corporate Affairs

Relevant Roles

Company Secretary

Legal Counsel

Compliance Officer

Director of Non-Profit Organizations

Trustee

Board Member

Chief Executive Officer

Managing Director

Incorporation Specialist

Corporate Lawyer

Non-Profit Administrator

Regulatory Affairs Manager

Governance Officer

Legal Document Specialist

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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