Easy2 marksMultiple Choice

ACCA · Question 52 · Syllabus D: The formation and constitution of business organisations

Scenario: EcoHabitat, a group of environmentalists, wants to form a corporate entity to buy land for conservation. They want limited liability but do not intend to distribute profits. They are considering a company limited by guarantee. During the pre-incorporation phase, one of the founders, Leo, signed a contract for office space in the name of 'EcoHabitat Ltd'.

Why is a company limited by guarantee suitable for EcoHabitat?

Answer options:

A.

It allows members to limit their liability to a nominal guaranteed amount (e.g., £1) without needing to issue shares, ideal for non-profits.

B.

It completely exempts the company from paying any taxes.

C.

It prevents the company from being sued for negligence.

D.

It allows the founders to distribute unlimited profits secretly.

How to approach this question

Identify the characteristics and typical use cases for a company limited by guarantee.

Full Answer

A.It allows members to limit their liability to a nominal guaranteed amount (e.g., £1) without needing to issue shares, ideal for non-profits.✓ Correct
A company limited by guarantee does not have share capital or shareholders. Instead, it has members who act as guarantors, agreeing to contribute a nominal amount (usually £1) towards company debts if it is wound up. This structure provides limited liability and is the standard corporate form for non-profit organisations, charities, and clubs.

Common mistakes

Confusing a company limited by guarantee with a company limited by shares.

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