# Companies (Consolidation) Act 1908, Section 4: Memorandum of company limited by guarantee.


In the case of a company limited by guarantee—
(1) The memorandum must state—
(i) The name of the company, with “Limited ” as the last word in its name ;
(ii) The part of the United Kingdom, whether England, Scotland, or Ireland, in which the registered office of the company is to be situate ;
(iii) The objects of the company ;
(iv) That the liability of the members is limited;
(v) That each member undertakes to contribute to the assets of the company in the event of its being wound up while he is a member, or within one year afterwards, for payment of the debts and liabilities of the company contracted before he ceases to be a member, and of the costs, charges, and expenses of winding up, and for adjustment of the rights of the contributories among themselves, such amount as may be required, not exceeding a specified amount.
(2) If the company has a share capital—
(i) The memorandum must also state the amount of share capital with which the company proposes to be registered and the division thereof into shares of a fixed amount;
(ii) No subscriber of the memorandum may take less than one share ;
(iii) Each subscriber must write opposite to his name the number of shares he takes.

---
Source: https://www.legislation.gov.uk/ukpga/Edw7/8/69/section/4 (the official version)
Page: https://openlegislation.uk/companies-consolidation-act-1908/section-4
Contains public sector information licensed under the Open Government Licence v3.0. Source: legislation.gov.uk, The National Archives.

