Singapore Guaranty Limited is approved by the Accounting and Corporate Regulatory Authority (ACRA) of Singapore and regulated under the Singapore Companies Act. It is a type of Public company limited by guarantee, which is the only form of legal entity in nonprofit organizations and is commonly used for establishing foundations that are not profit-oriented.
A Public Company Limited by Guarantee is the most ideal and practical form among the three types of organizations. It can operate as an independent legal entity, while its members bear limited liability.
In a company limited by guarantee, members of the company only bear limited liability up to the agreed guarantee amount provided at the time of the company’s winding-up. Members have no obligation to inject capital while the company is still in operation. The guarantee amount is typically nominal and will be recorded in the company’s constitution.
Companies Limited by Guarantee are typically utilized for non-profit activities such as charitable organizations, scientific, and religious institutions. Due to their non-profit nature, the constitution of a Company Limited by Guarantee must stipulate that all generated income is to be solely used for the company itself, and under no circumstances should such revenue or profits be distributed to company members, whether in the form of dividends or bonuses.
Characteristics of Public Companies Limited by Guarantee (CLG)
1. Independent Legal Entity
2. Limited Liability: Each member commits to a maximum guarantee amount (up to 1 SGD or possibly less) with joint liability
3. No shares, and no share capital
4. The company constitution needs to clarify the maximum liability of each member
5. Non-profit: Initially primarily aimed at non-profit organizations
6. Non-participation in profit distribution
Registration requirements for a Public Companies Limited by Guarantee (CLG)
1. Company Name
Must be registered in English and end with LTD. or LIMITED, indicating it as a Public Company Limited by Guarantee.
2. Registered Capital
There is no registered capital, but each member will contribute 1 SGD.
3. Directors and Members
The company requires at least 2 members, with at least one director being a Singaporean or permanent resident.
4. Registered Address
Singapore company address.
5. Business Scope
Up to 2 primary business activities can be selected (typically including activities related to computer software, networking, information technology, etc.).
6. Company Secretary
Our company can provide this service.
Registration process for a Public Companies Limited by Guarantee (CLG)
1. Complete the “Singapore Company Registration Application Form,” sign the service agreement, and make the deposit payment.
2. Name Check: Verify the name with the Accounting and Corporate Regulatory Authority (ACRA).
3. Prepare legal registration documents to be signed by the company’s directors and shareholders.
4. Submit for government approval.
5. Successful company registration.
The information can be obtained after successful registration
1. Registration License (Certificate of Registration)
2. Registration Details (Registration Document)
3. Nominee Member Authorization Letter
4. Establishment Announcement
5. Business Secretary Authorization
6. First Board Resolution
7. Registered Address Notice
8. Steel Stamp
9. Company Seal
10. Constitution
11. Exquisite Folder
12. Appointment Letter (if required)
