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Company Limited By Guarantee Memorandum Of Association Template for Ireland

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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 a new environmental conservation charity to be established in Cork, Ireland, with plans to start operations in March 2025 and involving international partnership programs."

Document background
The Company Limited By Guarantee Memorandum Of Association is a crucial incorporation document required when establishing a company without share capital in Ireland. It must be filed with the Companies Registration Office and comply with the Companies Act 2014. This structure is typically chosen by non-profit organizations, charities, and professional bodies who want to limit their members' liability while operating without distributing profits to members. The document outlines the company's fundamental characteristics, including its name, registered office, objects, and the guarantee amount that members undertake to contribute if the company is wound up. It forms part of the company's constitution and must be drafted carefully to ensure compliance with Irish law and to accurately reflect the organization's intended purpose and operations.
Suggested Sections

1. Company Name: Statement of the company's name with 'Company Limited by Guarantee' or 'CLG' suffix

2. Registered Office: Declaration of the company's registered office location in Ireland

3. Objects: Detailed description of the company's main objectives and purposes

4. Limited Liability: Declaration that members' liability is limited

5. Guarantee Clause: Statement of members' undertaking to contribute to company assets if wound up

6. Income and Property: Statement on the application of company income and property

7. Winding Up: Provisions regarding the distribution of assets upon winding up

8. Alterations: Provisions regarding amendments to the memorandum and articles

Optional Sections

1. Charitable Status: Required if the company is to operate as a charitable organization, including specific provisions to comply with charity law

2. Subsidiary Objects: Additional objects and powers of the company beyond the main objects, if needed for specific activities

3. Branch Offices: Provisions for establishing branch offices, if the company plans to operate in multiple locations

4. Language Provisions: Required if the company operates in multiple jurisdictions or needs to specify official languages for documentation

Suggested Schedules

1. Schedule 1 - Subscribers: List of initial subscribers to the memorandum, including names, addresses and signatures

2. Schedule 2 - Initial Directors: Details of the first directors of the company

3. Schedule 3 - Company Secretary: Details of the initial company secretary

4. Appendix A - Specific Powers: Detailed list of specific powers granted to the company to achieve its objects, if not included in main text

Authors

Alex Denne

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

Relevant legal definitions

























Clauses




















Relevant Industries

Non-Profit Organizations

Charities

Education

Healthcare

Professional Associations

Sports and Recreation

Arts and Culture

Religious Organizations

Social Services

Environmental Organizations

Research Institutions

Trade Associations

Relevant Teams

Legal

Compliance

Corporate Governance

Executive Leadership

Board of Directors

Administrative

Risk Management

Corporate Affairs

Regulatory Affairs

Relevant Roles

Company Secretary

Legal Counsel

Compliance Officer

Director of Operations

Chief Executive Officer

Board Member

Charity Trustee

Corporate Governance Manager

Risk Manager

Company Director

Non-Profit Executive

Regulatory Affairs Manager

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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