Private
Company Limited by Shares
A
Private Company is a Limited Company
- Consisting
of no more than 50 members
- The
company must have share capital
- The
rights of members to transfer their shares
is restricted.
- The
public are not invited to subscribe to shares
in the company.
- The
Company must have a minimum of two members
(except in the case of a Single Member Company.
Private
companies limited by shares are the most common
type of corporate entities and they represent
90% of all companies. Private companies limited
by shares are the most commonly used legal
entity by small and medium sized businesses
as they offer business owners limited liability
protection and they also can minimise taxation
exposure. If you are unsure what type of company
you require please contact us. Further details
of the purpose and usage of common company
are detailed within our Frequently Asked Questions
section.The cost of incorporation of Private
Company Limited by Shares, including registration
with the Revenue Commissioners for all taxes
and the securing of a tax clearance cert for
the new company is €595 inclusive of VAT.
Single
Member Company
Single
member companies are commonly used where the
business is operated and controlled by one
individual.
Characteristics
include:
- A
private company limited by shares
- Incorporated
with one member.
- Membership
reduced in the memorandum and articles to
one member.
- Must
have at least two directors and one secretary.
The
single member may elect to dispense with the
necessity to hold General Meeting and Annual
General Meeting.
Company
Limited by Guarantee
A
Company Limited by Guarantee is a company
which does not have a share capital. Its members
are simply required to "guarantee the
payments of nominal sumî (usually €1.00) in
the event of the company being wound up.
The
principal characteristics of a Company Limited
by Guarantee, Not Having A Share Capital are
as follows;
- There
is no limit on the number of members.
- Members
are not required to "invest" in
share capital.
- Members
can simply resign, or they can be removed.
- There
can be no distribution of any profits.
For these reasons this type of corporate structure
is favoured by groups of people who wish to
come together for a common purpose, which
is usually non commercial, and who wish to
have the protection of limited liability.
The types of organisations, which form themselves
into Companies Limited By Guarantee, are as
follows:
- Charities.
-
Voluntary Housing Associates.
-
Community Groups
- Sports
Clubs
-
Property Management
-
"Leader" Projects
-
Residents Associations
Depending
on the purpose for which they are formed,
Companies Limited By Guarantee often make
an application to the Revenue Commissioners
for Charitable exemption.
Apart
from putting their activities on a more professional
footing, the main reason for forming such
companies is the desire for limited liability.
This has been prompted by the rise in legal
action taken against such bodies where the
members have had to face the prospect of not
only funding a defence to such actions, but
also any awards that may be againt them.
Companies
Limited By Guarantee Not having a Share Capital
can also apply to delete the word "Limited"
from their company name. The procedure involves
making an application to the Department of
Enterprise and Employment under Section 24
of the Companies Act 1963. This procedure
is generally only used by non- profit making
bodies or charities who feel that the word
"Limited" may convey a commercial
impression of their organisation.
Public
Limited Company
PLCs
are invariably larger companies whose shares
are openly traded on the markets.They must
have a minimum of seven members. The members
liability is limited to the amount if any
unpaid capital held by them.
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