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Memorandum Of Association For Company Limited By Guarantee Template for Malaysia

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Key Requirements PROMPT example:

Memorandum Of Association For Company Limited By Guarantee

"I need a Memorandum of Association for a Company Limited by Guarantee for an Islamic charitable foundation that will focus on providing educational support to underprivileged children in Malaysia, with specific requirements for Shariah compliance and a guarantee amount of RM100 per member."

Document background
The Memorandum of Association for Company Limited by Guarantee is a mandatory constitutional document required when establishing a non-profit company in Malaysia. This document type is specifically designed for organizations that operate without the goal of distributing profits to members and where members' liability is limited to a guaranteed amount they agree to contribute if the company is wound up. It must comply with the Companies Act 2016 and be filed with the Companies Commission of Malaysia (SSM). The document includes essential information about the company's objectives, governance structure, and member obligations. It's particularly suited for charitable organizations, professional associations, and other non-profit entities that require a formal corporate structure but don't issue shares. The memorandum must be drafted carefully to ensure it meets both regulatory requirements and the organization's long-term objectives.
Suggested Sections

1. Name Clause: States the company's name and specifies 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 for which the company is established and the activities it will undertake

4. Limited Liability: Declaration that members' liability is limited and specification of the guarantee amount

5. Membership: Details of membership requirements, rights, and obligations

6. Prohibition of Distribution to Members: Statement that income and property cannot be distributed to members

7. Directors: Provisions regarding appointment, removal, and powers of directors

8. General Meetings: Rules for conducting general meetings and voting procedures

9. Accounts: Requirements for maintaining and auditing financial records

10. Winding Up: Provisions for dissolution and distribution of assets upon winding up

Optional Sections

1. Shariah Compliance: Required for Islamic organizations, specifying adherence to Shariah principles

2. Branch Offices: Include when the company plans to establish branches in different locations

3. Advisory Board: For organizations requiring additional governance structure or expert guidance

4. International Operations: Include when the company plans to operate internationally

5. Specific Regulatory Compliance: For organizations in regulated sectors requiring specific compliance declarations

6. Alternate Directors: Provisions for appointment of alternate directors if desired

Suggested Schedules

1. Schedule 1: List of First Members: Details of the founding members including names, addresses, and guarantee amounts

2. Schedule 2: First Directors: Details of the first directors and their particulars

3. Schedule 3: Specific Activities: Detailed list of activities the company will undertake to achieve its objects

4. Schedule 4: Internal Regulations: Detailed internal governance rules and procedures

5. Appendix A: Forms of Membership Application: Standard forms for membership application

6. Appendix B: Code of Conduct: Detailed code of conduct for members and directors

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 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 Organizations

Educational Institutions

Religious Organizations

Professional Associations

Trade Associations

Sports Associations

Cultural Organizations

Research Institutions

Environmental Organizations

Healthcare Organizations

Social Services

Community Development

Relevant Teams

Legal

Compliance

Corporate Secretarial

Board of Directors

Corporate Governance

Risk Management

Corporate Affairs

Regulatory Affairs

Executive Leadership

Relevant Roles

Company Secretary

Legal Counsel

Compliance Officer

Board Director

Chief Executive Officer

Non-Profit Director

Corporate Governance Officer

Risk Management Officer

Legal Administrator

Company Founder

Charitable Organization Director

Association President

Corporate Affairs Manager

Regulatory Compliance Manager

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, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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