Successfully reported this slideshow.

Guarantee Limited Company


Published on

For Company Law

Published in: Business
  • Be the first to comment

Guarantee Limited Company

  1. 1. GUARANTEE LIMITED COMPANY Adil Sethi SP06-BB-0026 Qurat-ul-ain Mudassir SP06-BB-0068 Furqan Ahmed Chohan SP06-BB-0036 Kamil Iqbal SP06-BB-0040 Mansoor Hussain SP06-BB-0049
  2. 2. Agenda <ul><li>Definition </li></ul><ul><li>Usage </li></ul><ul><li>Features </li></ul><ul><li>Constitution of a Guarantee Limited Company </li></ul><ul><li>Elements Of the Constitution </li></ul><ul><li>Memorandum of Association </li></ul><ul><li>Articles of Association </li></ul>
  3. 3. <ul><li>Limited BY Guarantee With A Charitable Interest </li></ul><ul><li>Membership </li></ul><ul><li>Procedure To Become a Member </li></ul><ul><li>General Meeting </li></ul><ul><li>Votes of Members </li></ul><ul><li>Proxy and Representations </li></ul><ul><li>Directors </li></ul><ul><li>Management Association of Pakistan (Guarantee) Ltd </li></ul>Agenda
  4. 4. DEFINITION <ul><li>A company in which members of the company guarantee/undertake to contribute a predetermined sum to the assets of the company which becomes due in the event of the company being wound up </li></ul>
  5. 5. <ul><li>A guarantee company usually does not have a share capital. </li></ul><ul><li>It has members who are guarantors instead of shareholders </li></ul><ul><li>An alternative type of corporation used primarily for non-profit organizations that require legal personality </li></ul>
  6. 6. USAGE <ul><li>Schools & Educational Establishments </li></ul><ul><li>Clubs & Associations </li></ul><ul><li>Charities and Organizations </li></ul><ul><li>Places of Worship </li></ul><ul><li>Trade or Research Associations </li></ul>
  7. 7. FEATURES <ul><li>A company limited by guarantee has: </li></ul><ul><li>a legal identity; </li></ul><ul><li>the ability to enter into contracts in the company’s name; </li></ul><ul><li>the ability to own property in the company’s name; </li></ul><ul><li>limited liability </li></ul><ul><li>additional legal requirements </li></ul>
  8. 8. CONSTITUTION OF COMPANY <ul><li>Constitutions of Guarantee Limited Companies have two main parts: </li></ul><ul><li>1. Memorandum of Association - the aims and powers </li></ul><ul><li>2. Articles of Association - the rules and procedures </li></ul>
  9. 9. Elements Of the Constitution <ul><li>The constitution has four elements: </li></ul><ul><li>Name of Organization </li></ul><ul><li>Objects, Powers and Area of Benefit </li></ul><ul><li>Procedures and rules for running the organization </li></ul><ul><li>Dissolution </li></ul>
  10. 10. MEMORANDUM OF ASSOCIATION <ul><li>(i) the name of company with &quot;(Guarantee) Ltd&quot;; </li></ul><ul><li>(ii) the province in which the registered office of the company is to be situate; </li></ul><ul><li>(iii) the objects of the company; </li></ul><ul><li>(iv) that the liability of the members is limited; and </li></ul><ul><li>(v) that each member undertakes to contribute to the assets of the company in the event of its being wound up. </li></ul>
  11. 11. ARTICLES OF ASSOCIATION <ul><li>The Articles of Association states: </li></ul><ul><li>When meetings of the company will be held </li></ul><ul><li>The voting rights of members, number of trustees and the powers of the trustees </li></ul><ul><li>The procedures for appointing and retirement of members and trustees. </li></ul>
  12. 12. Limited BY Guarantee With A Charitable Interest <ul><li>ADVANTAGES </li></ul><ul><li>It presents an image of probity to other people and so helps to gain their support </li></ul><ul><li>It opens up sources of funds. Generally charities will only give to charities, and other donors prefer to give to charities. </li></ul><ul><li>A charity will not be charged corporation tax, while a non-charitable company limited by guarantee may be. </li></ul>
  13. 13. <ul><li>DISADVANTAGES </li></ul><ul><li>Limitation on trading unless in pursuit of objectives. </li></ul><ul><li>Charities should not campaign politically. </li></ul><ul><li>Obtaining charitable status can take some time. </li></ul>Limited BY Guarantee With A Charitable Interest
  14. 14. Limited By Guarantee - Clauses <ul><li>INCORPORATING A CLUB </li></ul><ul><li>TRANSFER OF MEMBERSHIP </li></ul><ul><li>DEATH OF MEMBER </li></ul><ul><li>POSTAL BALLOTS </li></ul><ul><li>PROPERTY MANAGEMENT </li></ul>
  15. 15. Membership <ul><li>Attend and vote at annual general meetings </li></ul><ul><li>Receive the annual accounts of the company </li></ul><ul><li>To elect directors by voting at the meeting </li></ul>
  16. 16. Procedure To Become a Member <ul><li>ADMISSION OF THE MEMBERS </li></ul><ul><li>RETIREMENT OF THE MEMBER </li></ul><ul><li>EXPELLING A MEMBER </li></ul>
  17. 17. GENERAL MEETING The Company must hold a general meeting in each year <ul><li>The Company must hold a general meeting in each year </li></ul><ul><li>The Board may call a general meeting at any time </li></ul><ul><li>An AGM and a meeting called for the passing of a special resolution </li></ul><ul><li>The notice must specify the place, date and time of the meeting </li></ul><ul><li>Notice must be given to the each members of the Company </li></ul>
  18. 18. VOTES OF MEMBERS <ul><li>Every member of the Company whose name is entered in the Company's register of members has one vote at every general meeting </li></ul>
  19. 19. <ul><li>A member of the Company may appoint a proxy to attend general meetings in his place and to vote on a poll </li></ul>PROXY AND REPRESENTATIONS
  20. 20. DIRECTORS <ul><li>The first Directors of the Company are those named and submitted to the registrar of companies on incorporation of the Company </li></ul><ul><li>No person other than a Director retiring by rotation may be appointed or re-appointed as a Director at any general meeting </li></ul><ul><li>The Company may by ordinary resolution appoint as a Director </li></ul><ul><li>A technical defect in the appointment of a Director does not invalidate a decision taken at a Board meeting </li></ul>
  21. 21. DIRECTORS <ul><li>The Board has control over all the affairs and property of the Company </li></ul><ul><li>A Director may call a Board meeting at any time and the Secretary must call a Board meeting </li></ul><ul><li>The Chairman of the Board will preside at every Board meeting </li></ul><ul><li>The Board may delegate any of its powers to a managing director and to committees consisting of such Directors </li></ul>
  22. 22. RULES <ul><li>The Directors may establish Rules for any purposes required from time to time for the effective operation of the Company </li></ul>
  23. 23. Company Corporate Profile <ul><li>Management Association of Pakistan (Guarantee) Ltd </li></ul><ul><li>History </li></ul><ul><li>Vision </li></ul><ul><li>Mission </li></ul>
  24. 24. <ul><li>1.Collect and disseminate information on relevant management practices by: * Holding regular seminars Organizing conferences Sharing in libraries and databases * Pursuing collaboration with similar international bodies </li></ul><ul><li>2.Facilitate the development of Management courses in co-operation with existing organizations and educational institutions.    </li></ul><ul><li>3.Improve standards of corporate excellence by organizing award competitions and mutual sharing of best practices. </li></ul>OBJECTIVES
  25. 25. <ul><li>4.Develop a code of business conduct and ethical standards. Promote awareness thereof and encourage implementation. </li></ul><ul><li>5.Influence the general public, trade bodies and the government on relevant macro-social economic matters in the context of the national environment by using press publications, press conferences and seminars etc. </li></ul><ul><li>6.Enhance the image and credibility of MAP with its members, corporate sector, government and the general public. </li></ul>OBJECTIVES
  26. 26. PROGRAMMES <ul><li>Lectures, seminars, courses of short and long duration, film conferences, panel discussions etc. </li></ul><ul><li>Programmes on current economic situation and economic development, having a direct bearing on prevailing trends and conditions. </li></ul><ul><li>Programmes dealing with various sectors of public life. </li></ul>
  28. 28. MEMORANDUM OF ASSOCIATION <ul><li>The objects for which the Association is established are: </li></ul><ul><li>To establish and maintain an association that serves as a forum for interaction for individuals and organizations concerned with and interested in various disciplines of Management. </li></ul><ul><li>To lay down standards of knowledge, training and experience of management practices. </li></ul><ul><li>To administer countrywide operations under the supervision of Registered office of the Association. </li></ul><ul><li>To acquire , collect, preserve, edit information on management practices by establishing </li></ul><ul><li>libraries, pamphlets, quotations, reports, journals, conducting training sessions, workshops, and holding seminars. </li></ul>
  29. 29. <ul><li>To act as managerial consultants and advisors to members. </li></ul><ul><li>To act as a coordinating body in order to facilitate internships and executive placement for members. </li></ul><ul><li>To encourage business to join the association and individuals to qualify for individual and other forms of membership. </li></ul><ul><li>To develop management courses of all kinds whether independently or in collaboration. </li></ul><ul><li>To exchange information with other bodies, nationally and internationally and collaborate with them. </li></ul><ul><li>To formulate standards of conduct for members and encourage appropriate professional attitudes for qualified individual members. </li></ul><ul><li>To hold examinations and tests of knowledge and experience of management theory and practice and to award certificates and diplomas. </li></ul>
  30. 30. <ul><li>To borrow or raise money in such a manner as the Association shall think fit. </li></ul><ul><li>To receive money on deposit with or without return by way of penalty, fines, subscriptions, entrance fees, rents. </li></ul><ul><li>To remunerate any person, firm or company rendering services to the Association. </li></ul><ul><li>To create , raise, collect and apply and appropriate funds for the benefit and welfare of members and the employees of the Association </li></ul><ul><li>To promote , support or propose legislative or other measures for any activities affecting the objects of the Association or any interests therein. </li></ul><ul><li>To enter into arrangements with the Government or government agency which may seem conducive to the objects of the Association. </li></ul><ul><li>To take any actions, considered necessary to raise the status, or to promote the efficiency of the Association. </li></ul>
  31. 31. Membership In MAP <ul><li>Individual membership </li></ul><ul><li>Institutional membership </li></ul><ul><li>Membership procedure </li></ul>
  32. 32. Individual membership <ul><li>Individual Membership is extended to persons holding a responsible position in an industrial or commercial firm </li></ul><ul><li>Entrance Fee </li></ul><ul><li>Rs 1000 </li></ul><ul><li>Annual Subscription </li></ul><ul><li>Rs 1000 (January-December) </li></ul>
  33. 34. Institutional Membership <ul><li>Any firm, Corporation, Government enterprise, Chamber of Commerce or other like institutions interested in the development of management can become an Institutional Member </li></ul><ul><li>Entrance Fee </li></ul><ul><li>Equal to annual Subscription of relevant category </li></ul><ul><li>ANNUAL SUBSCRIPTION: Category 'A' Rs.     8,750.00 </li></ul>
  34. 35. Institutional Membership (Cont) <ul><li>Category 'B' Rs.    12,500.00 (January-December) Category 'C' Rs.    25,000.00 Annual subscription for the ensuing year is payable in advance. Membership applications received during July-December will charged half the annual subscription for that year. </li></ul>
  35. 37. MEMBERSHIP PROCEDURE : <ul><li>All applications for membership must be recommended by two individual members </li></ul><ul><li>A consolidated crossed cheque/bank draft for the relevant fees (Entrance Fee + Annual Subscription) drawn in favor of Management Association of Pakistan must be sent along with the application. </li></ul>
  36. 38. MEMBERSHIP PROCEDURE (Cont) <ul><li>Acceptance of membership is subject to approval of the Executive Committee of the Association which will be communicated to the applicant at the earliest </li></ul>
  37. 41. <ul><li>THANKYOU!!! </li></ul><ul><li>Any Questions??? </li></ul>