The Companies Act, the main legal document which prescribes the types of legal entities that can be registered in Ireland, was modified in 2014 and became applicable starting with June 2015. Under the regulations of the new Companies Act, foreign and local investors may set up new types of companies, including the company limited by guarantee (CLG). Investors interested in starting the procedure of Irish company formation for this type of company may register the business form with just one member and minimum two directors. Our team of company formation agents in Ireland can offer legal representation during the registration procedure, and can offer advice on other requirements related to the Irish CLG.

Legal aspects related to the Irish CLG

Under the regulations of the Companies Act (Part 18), the Irish CLG is not required to have a minimum share capital. In order to open a company in Ireland as a CLG, the founders do not have to own shares. However, they will be liable for the company’s debts in the amount they have contributed to the company’s assets.

As a general rule, the company limited by guarantee in Ireland is incorporated for non-profit purposes and it is a recommended legal entity for the following:

• charities;

• educational purposes;

• sports clubs;

• associations;

• professional bodies.

Main incorporation requirements for the Irish CLG - presented by our Ireland company formation experts

As mentioned above, the company will be founded by members, not shareholders. The legal requirements specify that the company ought to have at least one member, but there aren’t any specifications for the maximum number. Still, during the formalities for the company registration in Ireland, the founders are required to mention in the company’s statutory documents the total number of members the legal entity will have.

At the same time, the company does not have to raise funds from the members, who benefit from limited liability in the situation in which the company will incur various financial difficulties.

The incorporation of the company starts by registering the legal entity with the Companies Registration Office (CRO) and investors may receive further assistance on other compulsory steps from our team of representatives in company incorporation, who can advise on the tax regulations available for this business form.

Please contact our team of consultants in Ireland company formation matters for more details on the Irish CLG.

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