Guarantee company formation · Northern Ireland
Form a company with members instead of shareholders, with support from our Belfast team.
Is a guarantee company right for you?
A company limited by guarantee is a separate legal entity with members rather than shareholders. It can suit clubs, associations, membership bodies and community organisations that need a formal corporate structure without issuing share capital.
How it works
Check your name, then tell us about the directors, members, purpose and governance.
We review your structure and complete the required checks before submitting the formation.
After incorporation, you receive your company documents and confirmation of registration.
What we’ll need
Limited by guarantee describes the company’s legal structure. It does not automatically make the organisation a charity or a Community Interest Company.
If a Northern Ireland organisation has exclusively charitable purposes and meets the charity requirements, registration with the Charity Commission for Northern Ireland is a separate process. CICs have additional community-interest and asset-lock requirements.
Compare with a CIC →Each member agrees to contribute a fixed amount if the company is wound up and cannot meet its liabilities. The standard Companies House model articles use a £1 guarantee for each member, although a different guaranteed amount can be specified.
The guarantee is a promise rather than share capital paid into the company when it is formed. The member may be required to contribute the guaranteed amount if the company is wound up.
Every limited company has articles of association setting the rules for how it is run. For a guarantee company, membership, voting and governance provisions can be particularly important.
Standard model articles are available, but clubs, associations, charities and membership bodies may need provisions that reflect how the organisation is intended to operate.
No. Company limited by guarantee is a legal structure. Charitable status is separate and depends on meeting the relevant charity requirements.
No. It normally has members who guarantee a nominal amount instead of shareholders owning shares.
Yes. A guarantee company can trade and make a surplus. Whether money can be distributed to members depends on its articles and on any charity or CIC status. Many guarantee companies are run on a non-profit basis, but that is not automatic simply because the company is limited by guarantee.
Usually, yes. A private company limited by guarantee can qualify for an exemption in certain circumstances if its articles meet the statutory conditions, including restrictions on the use and distribution of income and assets.
Check your proposed name, then continue straight into the online order.