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| Business Start-Up: Legal Requirements | |  |
A private company limited by guarantee in England and Wales must have at least one director, one member, and may have a secretary.
You need at least one person to form this type of company. If there is only one director, and that director is a natural person in your company, that director can also act as the secretary.
A company must have at least one director who is a natural person. This requirement is met if the office of director is held by a natural person as a corporation sole or otherwise by virtue of an office.
You can register a sole director' company, if you are familiar with the secretaries duties and responsibilities, because all of them belongs to a sole director.
The directors and secretary of your company can also be members.
The Companies Act imposes no restriction on the minimum age of company directors. However Companies House will actively discourage the appointment of anyone under the age of 16 from taking up a company directorship on the grounds that the individuals concerned may not fully understand the legal liabilities that go with the position and for the most part will not have the experience necessary to perform the duties of a company director.
Under the Companies Act, there is no restriction on any or all of the members being from an overseas country (i.e. outside the United Kingdom in terms of residency, domicile, citizenship, place of incorporation or all or any of those concepts).
There is no requirement for the officers of your company to be UK citizens or residents, nor for them to hold valid work permits.
Owning, or being an officer of a UK company does not, however, grant you any right to live or work in the UK if you are a foreign national.
Your company must have a registered office address within England or Wales; this is the official address of your company and will be on the public record as such.
Your company must hold its official company documents at its registered office address: its register of shareholders, and its constitutional documents.
So long as you maintain a registered office address in England or Wales, you can conduct your business from any place in the world: you do not have to run your business from your registered office address.
A guarantee company can hold property, and can borrow money in its own name.
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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 limited by guarantee 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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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-company-formation-agents.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.
What Is An Exempt Charity? For the purposes of the 1993 Act an exempt charity is: any institution established for charitable purposes which is included in Schedule 2 to the 1993 Act; or a common investment fund or a common deposit fund established by a Scheme of the Commissioners which permits only exempt charities to participate.
Why Are Some Charities Exempt? Certain charities are exempt from our supervision because they are considered to be adequately supervised by, or accountable to, some other body or authority. Although not subject to our jurisdiction, an exempt charity is subject to: the legal rules generally applicable to charities; and the provisions of the 1993 Act (unless specifically excluded).
Trustees' Duties And Responsibilities The trustees of an exempt charity have duties and responsibilities which are no less demanding than those of trustees of other charities. For example, the trustees of an exempt charity: Must act reasonably and prudently in all matters relating to the charity. Must always act in the best interests of the charity. Must apply the income and property of the charity only for the purposes set out in the governing document. Must protect all the property of the charity. Must invest the funds of the charity only in accordance with their powers of investment. Must regularly review the effectiveness of the charity.
Registration An exempt charity is not required to be registered with us under section 3 and, since 1 September 1992, an exempt charity is not permitted to be registered on a voluntary basis. The voluntary registration of an exempt charity before 1 September 1992 ceased to have any effect from that date. It follows that an exempt charity may not describe itself as a registered charity and may not use a registered number.
Dormant Bank Account Dormant bank account is a bank or building society account held on behalf of a charity which can no longer be traced or whose trustees can no longer be traced.
Confirmation Of Charitable Status Occasionally an exempt charity will need to produce evidence that it is a "recognised charity". This usually arises when the charity is seeking to take advantage of the financial benefits enjoyed by registered charities. There is no formal process for certifying its status, unlike a registered charity where Charity Commission can quote its registered number. Charity Commission may be prepared to confirm by letter that, on the date of the letter, the institution would have been registered as a charity had it not been exempt. If trustees feel that they need such confirmation, they should apply to us setting out the reasons why the confirmation is required and enclosing a copy of the governing document(s).
Financial Benefits Exempt charities are entitled to exactly the same financial benefits as registered charities. They are entitled to claim: Relief from income tax, corporation tax and capital gains tax. Exemption from inheritance tax. Relief from business or non-domestic rates. Further information about tax benefits can be obtained from the Inland Revenue.
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