LBG Company "ltd"/"limited" Exemption

This package allows you to take advantage of the limited exemption provision by providing you with Articles of Association that you can edit during the application process. You will be asked to download the articles and insert the objects of your company at clause 4.1.1 . A simple sentence setting out the objects of your LBG will be sufficient. Once you have done that you will be able to upload the edited version which will be submitted with your application to Companies House.

There is a provision in the Companies Act that allows for the omission of the suffix” LTD” or “Limited” from a company’s name. Companies taking advantage of this exemption are sometimes called “S30” companies referring to the provision in the 1985 Companies Acts. The provision is now replaced by S60 of the 2006 Companies Act.

To qualify for exemption from using the suffix ltd or limited from your company name your Articles of Association need to:

• State that the company’s objects (aims) are the promotion or regulation of any of the following: commerce, art, science, education, religion, charity or any profession and anything incidental or conducive to those objects.
• Contain the following provisions:
  • A statement that any profits or other income should be applied to the promotion of the objects of the company
  • A prohibition of the payment of dividends or other distributions to the members.
  • A statement that in the event of the business being wound up, all of the company’s assets will be transferred to another body with similar charitable objects.

Please note the following:

• This product provides a “not-for-profit” LBG, not a registered charity or Charitable Incorporated Organisation (CIO).
• This product exempts you from using the suffix “LTD” or “Limited” in your company name.
• Companies Limited by Guarantee are liable to corporation tax on any profits or surpluses, even if they are run as non-profit organisations. Once they register with the Charity Commission they are entitled to various tax exemptions and reliefs.
• An unregistered charity with income below £5,000 threshold can benefit from tax relief by registering with HM Revenue and Customs (HMRC). The Articles of Association would need to be amended and other HMRC conditions met. To explore this option you should seek the advice of an accountant.
• Members do not have to be directors of a company and directors do not have to become members.
• The Articles of association are drafted for a small membership and suitable for up to 5 or 6 members. If you membership is larger you should edit the articles accordingly.
• We do not provide an editing or drafting service. However, we are happy to offer support relating to the insertion of the objects at clause 4.1.1