Public Company Limited by Guarantee CLG Registration

Patricia Holdings makes setting up a Public Company Limited by Guarantee simple. This company type can be ordered online or by completing a manual order form and returning it to us by email.

A Company Limited by Guarantee (CLG) is a common company structure used for not-for-profit and charitable organisations in Australia such as recreational clubs, cultural communities and charitable organisations. It is a type of public company formed on the principle that the liability of members is limited to the amount they agree to contribute if the company is wound up. This amount is known as a members guarantee and is specified at the time of company registration.

Company limited by guarantee (CLG) are the most common type of company used when setting up a charity in Australia. They do not have share capital, cannot issue shares therefore no person can acquire a controlling interest, cannot pay dividends and each member is only entitled to a single vote.

Patricia Holdings offers two types of constitutions for public company limited by guarantee.

The difference between the two types of Limited by Guarantee company constitutions Patricia Holdings offers is that one is used for a not-for-profit company limited by guarantee where the directors can still be paid and the other one is used for a special purpose not-for-profit company limited by guarantee where the directors cannot be paid, contains restrictions on the company making distributions to members and only allows the company to pursue charitable purposes. This special purpose constitution is suitable for companies seeking eligibility for the reduced ASIC annual fee, or removing “Limited” from their name.

Both types of Company Limited by Guarantee constitutions Patricia Holdings provides can satisfy the requirements for the company to register with the Australian Charities and Not-for-profits Commission (ACNC) as a charity and also meet the general requirements for gaining Deductible Gift Recipient (DGR) endorsement with the ATO for tax concessions. However, the Special purpose constitution is more advisable for this purpose.

Please refer to the Help Centre to read more about Limited by Guarantee companies and information to help you decide which constitution is right for you.

• ASIC Certificate of Registration – showing Company Name, A.C.N. (Australian Company Number) and the date of company registration
• A complete and tailored suite of documents completing your company register, including:
  • Company Constitution
  • Members resolution on incorporation
  • Directors resolution on incorporation
  • Register of directors, secretaries & members
  • Officeholder consents
  • Members consents and applications
  • Letter to the ATO appointing a public officer
  • A helpful instruction letter

We also provide blank registers (including option & debenture holders) as well as meeting and consent templates to help you keep your register up to date.

If you order our full service courier delivered product you will receive your documents bound in a Deluxe 55mm Black Binder which includes indexed tabs separating the documents and 2 copies of your constitution (1 bound and 1 hole punched)

Upon the company registration, we will also help with ABN application, TFN, GST and PAYG registrations (optional extra).