What does the term “Limited by Guarantee” mean?

What does the term “Limited by Guarantee” mean?

December 25, 2019

A Company Limited by Guarantee means a private company that does not have shareholders or share capital. It has members called guarantors that undertake to contribute should the company need it. It cannot distribute its profits and these are generally reinvested back into the company.

Section 26 of the Company and Allied Matters Act Cap C20 LFN 2004 (CAMA) provides that where a business is formed for promoting commerce, art, science, religion, sports, culture, education, research, charity or other similar objects, and the income and property of the company are to be applied solely towards the promotion of its objects and no portion thereof is to be paid or transferred directly or indirectly to the members of the company except as permitted by this Act, the company shall not be registered as a company limited by shares, but may be registered as a company limited by guarantee.

 

The information in this blog post (“post”) is provided for general informational purposes only, no information contained in this post should be construed as legal advice, nor is it intended to be a substitute for legal counsel on any subject matter. No reader of this post should act or refrain from acting on the basis of any information included in, or accessible through this post without seeking the appropriate legal or professional advice from the particular facts and circumstances at issue from a lawyer. This post is protected by intellectual property law and regulations. It may however be shared using appropriate sharing tools provided that our authorship is always acknowledged and this Disclaimer Notice attached.

More Articles

Search

Connect With Us

Got any questions?

If you are having any questions, please feel free to ask.

Send us an email

Frequently Asked

  • Why must I file Annual Returns?

    It is a mandatory statutory requirement under the Companies and Allied Matters Act to file Annual Returns yearly. 

  • What is the first thing I must do to register a business in Nigeria?

    To register a business in Nigeria; you would need to conduct a name search of the business. You can achieve this using your CAC-CRP account.

  • What is an execution clause in a contract?

    This is the section in which the parties sign the contract or agreement.

  • If I have NAFDAC Registration number, do I still need SON registration number?

    SON Product Registration scheme is mandatory for all SON’s regulated products as mandated by SON Act 56 of 1971, 20 of 1984, 18 of 1990 as amended.

    This is irrespective of the registration done by NAFDAC

  • What is data protection?

    Data protection is a legal process of protecting sensitive data.

  • Do I need permission to copy or use any copyright material in Nigeria?

    You do not require permission under the Nigeria Law to use or copy a copyright material when it is for research purpose, educational, non-commercial purpose, reviews and criticism etc

    However, when the copies are large, you must seek permission from the copyright owner.

  • When can I start renewal of the registration of my product(s) with NAFDAC?

    You can start renewal 6 months to the date of expiry.

  • Why do i need a Shareholders Agreement?

    You need a Shareholders Agreement to protect your investment in a company.  The shareholders Agreement establishes a fair relationship between all shareholders and sets out how the company is run.

  • Will my trademark registration in Nigeria protect me worldwide?

    No, all intellectual property (IP) rights which includes trademarks are territorial, which means you are protected in the countries in which you register them.

Call Us Now on +234 901 719 0079 Chat on WhatsApp