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Company Limited By Guarantee Memorandum Of Association Template for Malaysia

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Key Requirements PROMPT example:

Company Limited By Guarantee Memorandum Of Association

"I need a Company Limited By Guarantee Memorandum of Association for establishing an environmental research foundation in Malaysia, with specific provisions for international collaboration and research grant management, planned to commence operations in March 2025."

Document background
The Company Limited By Guarantee Memorandum Of Association serves as the primary constitutional document for organizations seeking to incorporate as a company limited by guarantee in Malaysia. This document type is specifically governed by the Companies Act 2016 and is most commonly used when establishing non-profit organizations, charitable institutions, or professional bodies where commercial activities are not the primary objective. The memorandum defines the organization's fundamental characteristics, including its name, objectives, registered office location, and the guarantee amount that members commit to contribute in the event of winding up. It must be filed with the Companies Commission of Malaysia (SSM) as part of the incorporation process and serves as a reference point for all stakeholders regarding the company's core purposes and limitations.
Suggested Sections

1. Name Clause: States the company's name and that it is a company limited by guarantee

2. Registered Office: Specifies that the registered office of the company will be situated in Malaysia

3. Objects Clause: Details the purposes and objectives of the company, typically non-profit in nature

4. Liability Clause: States that the liability of members is limited

5. Guarantee Clause: Specifies the amount each member undertakes to contribute in the event of winding up

6. Income and Property Clause: Declares how the company's income and property shall be applied solely towards its objectives

7. Winding Up Clause: Details the procedure and distribution of assets upon winding up

8. Amendment Clause: Specifies the procedure for amending the memorandum

Optional Sections

1. Religious Objects Clause: Required if the company has religious purposes or activities

2. Educational Objects Clause: Required if the company has educational purposes

3. Charitable Objects Clause: Required if the company seeks charitable status

4. Investment Powers: Optional clause detailing specific investment powers if the company plans to make investments

5. Branch Establishment: Required if the company plans to establish branches

6. Language Clause: Optional clause specifying the prevailing language for official documents if multiple languages are used

Suggested Schedules

1. Schedule 1: Subscribers: List of founding members/subscribers with their details and signatures

2. Schedule 2: Initial Board Members: List of initial board members/directors with their details

3. Schedule 3: Specific Objects: Detailed list of specific activities and objectives if too extensive for main document

4. Appendix A: Forms of Declaration: Standard forms for member declarations and guarantees

5. Appendix B: Consent Letters: Consent letters from initial directors and company secretary

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions




























Clauses


























Relevant Industries

Non-Profit Organizations

Charitable Institutions

Educational Institutions

Religious Organizations

Professional Associations

Sports Associations

Arts and Cultural Organizations

Research Institutions

Environmental Organizations

Social Welfare Organizations

Trade Associations

Community Development Organizations

Relevant Teams

Legal

Compliance

Corporate Secretarial

Corporate Governance

Board of Directors

Executive Leadership

Regulatory Affairs

Corporate Affairs

Administration

Relevant Roles

Company Secretary

Legal Counsel

Compliance Officer

Board Director

Chief Executive Officer

Non-Profit Director

Governance Manager

Corporate Affairs Manager

Regulatory Affairs Officer

Foundation Manager

NGO Administrator

Association President

Legal Administrator

Company Director

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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