English Company Formation – LBG (Limited by Guarantee)
Ideal for Clubs, Nonprofit Organizations, Membership Organizations, Associations
LBGs, also known as “guarantee companies”, are companies that do not have share capital but have limited liability.
The members run by the Guarantee Company are known as the “Guarantor” and therefore their liability is limited to the nominal amount specified in the Articles of Association in order to guarantee each of them in the event of liquidation of the Company’s debts.
LGB is most commonly used by non-profit organizations, charities, clubs, professional associations and educational institutions.
As there are no shares, LBG members generally believe that the Articles of Association prohibit the distribution of assets to members. Instead, the profits of the company should be used to further increase the company’s goals or, if liquidated by the remaining assets, be transferred to a nonprofit organization with similar purposes.
(There may be employees in the company who may receive salaries. Otherwise, LBG will only be able to recover the accumulated assets if it establishes a LTD that is solely owned and controlled by LBG. , so the owner can pick up dividends there.)
You can find our comparison price table by clicking on the link below: https://symfalogic.com/english-company-formation-price-table-lbg/
Basic conditions for starting a company:
- Must be 16 years of age or older
- Be an EU citizen
- Identity Card, License, and Passport
- Contact details (email, phone number, permanent address)
Nature of LBG:
If your goal is to create a charity
If the aim is to register the company to be established as a charity, then the LBG needs to be established first, and then you can only apply for charity status from the authority. LBG as a corporate entity is ideal because it can be developed for non-profit purposes. The “guarantors” replace the shareholders and operate as usual without dividend payments.
It is explicitly stated in the memorandum that dividends will NOT be distributed to owners. It follows directly that the company can only use the accumulated profit or profit for its own (or for what it was created for) purposes.
These clauses may even be removed or modified by the members to allow the members to distribute profits, but in this case would mean that the company would lose its nonprofit status and the company would no longer be able to operate as a charity.
Exemption from the Limited Terms
The Guarantee Company may be exempted from using the word “Limited” on its behalf, provided that the Company’s purpose is to promote or regulate commerce, art, science, education, religion, charity or any other occupation. It is also necessary that the articles of association include the above-mentioned non-profit distribution clauses. The company name does not include the word “Limited”, which indicates that the company is in the public interest and not for the benefit of its members.
Steps to start a company:
The easiest way to start an English company is to go step by step to achieve your goal.
- In order to start a company yourself, you need to find out the name of the company in addition to your personal documents. For help, click on the link below: https://symfalogic.com/verify-your-business-name/
- Once you have verified the name of your prospective company, the next step is to select the scope of your prospective company. It is important to note here that a company can only flag up to 4 activity areas at a time! The Hungarian SIC-Code (Standard Industrial Classification) system can be the perfect solution for selecting the areas of activity: https://www.teaorszamok.hu. If, on the other hand, click on the link below to select an activity in English language: https://www.siccodesupport.co.uk/
- You then need to select who will be the director and owner of the company to be founded, and what percentage of the company or persons holding these two titles will share the company. Of course, the director and the owner can be a person, so you don’t have to think about sharing.. ?
At this point we can say that you have:
- You have chosen the company name
- Have the SIC codes
- You have who will be the director, who will be the owner and who will be the shareholder
- You have a percentage of who shares the company. (It is important to note here that the company issues shares, and if a company issues 10 shares at a nominal value of £ 1, the company will be formed with £ 10 equity, also called ordinary shares. If there are more in the company, should be equal to the percentage of the subsequent dividend payout.)
- The last step in establishing a company is choosing the accounting package. For a complete and comprehensive view of accounting packages, please see our accounting comparison price table using the link below:
For start-ups, we always recommend the Dormant folder first, considering that this package already has all the mandatory taxes that an English company may be liable to. On the other hand, if the traffic increases over time, there is a possibility to change the accounting package during the year.
The next day after you set up, you will be billed and accepted, so you will not lose time when you start trading. It is important to note here that English LBG is not a profit oriented company! If you want to make and take a profit, you either have to choose this form of business or LBG has to create a proprietary LTD, which is already a profit oriented company. This means that as long as no profits are made in LBG, the profits generated by z LTD can be taken up by shareholders in the form of dividends without further ado!
Once the company is established:
Once your company is registered, the following steps are required to run successfully
- Choose accounting package, contract for accounting
- Open a bank account (obtain Apostill to open a foreign bank account)
- Pick up a payment (Paye Registration)
- Report Employee (Payroll)
- Obtain privacy registration
- Obtain GDPR Regulation
- Obtain VAT registration for higher traffic
- Obtain EORI registration for foreign trade
You can get these step-by-step after your company is set up so that you can start your English business in a favorable way.
And if you want to know all the registrations at once, so that you don’t have to deal with them later, we can use our additional services on the company formation form.
Operation of LBG:
The English LBG is a non-profit enterprise. In terms of billing, you can even bill on a checkered paper. (of course, include the mandatory items such as “Invoice” or the details of the issuer and recipient, the date of issue, the invoice serial number, the name of the product or service, the number, the value, the total amount of the invoice, etc.
This also means that there is no strict accounting requirement, so a WHSmith transcription pad is perfect for sending a receipt, or it can be a “floating bill” or an invoice issued online.
Taxation of Ltd. An English company was established on May 15, 2016. End of tax year: May 14, 2017 The first full tax year therefore runs from May 15, 2016 to May 14, 2017. The tax year for the fraction runs from May 15, 2017 to May 31, 2017. Accounting for a fraction of a period is counted separately, but there is no contract for that period if we contract for the first tax year. From now on, every subsequent accounting tax year will be adjusted to this date. So, for each company, the tax year runs from June 1 to May 31 of the following year.
This means that each company has its own accounting tax year, depending on which company was founded.
Accounting of costs:
Only reasonable and realistic costs necessary for the direct operation and maintenance of the company are eligible.
A business name credit card should only be used to offset the costs incurred by the company.
Do not apply:
- Museum, Theater or Concert Tickets
- Weekend family shopping (eg Aldis) for shopping
- Christmas family gifts
- For Friends / Girlfriends Lingerie Purchase
- To cover private health care costs (eg hair transplant)
- Refueling when using a non-business car
- Private Telephone, and utility bill payments
- For the purchase of non-business furniture (eg bunk beds, etc.)
- Meal and Coffee expenses (excluding corporate events) Etc.
An English LBG has 3 reporting obligations each year, whether or not the company has had such turnover. The sleeping company must also submit the following returns:
- Confirmation Statement (formerly called Annual Return)
- Annual Account
- Corporation Tax (CT600)
For more information on bookkeeping, visit our “Accounting in England” page.
LBG ‘s obligations:
With the formation of your new English company, the following obligations arise:
- Paye registration (if you want to pay the company)
- Privacy Registration (mandatory for all English companies and renewed annually. Fee: £ 70)
Closing your English company requires a closing return (£ 120.- £) and closing fee itself: £ 120.- £)
Closure of a company is approved by the authority if all the tax debts of the company have already been settled.
The closing time of the company is 3 to 6 months, depending on whether there is a creditor who will veto the closing of the company.
- Apostille Certified Company Statement (To open a foreign bank account. Price £ 220. Two weeks before it arrives and is only valid for 30 days.)
- Privacy Registration (All businesses in England are required to complete this registration with the English Data Protection Authority. It must be renewed annually at a cost of £ 80 / occasion
- Paye Registration (without Paye registration, the company cannot provide salaries to its employees, so having this registration is essential if you want to employ an employee)
- Payroll (payroll refers to how much a company pays to its employees for hours worked)
- VAT registration. In the UK, all new companies start up without VAT registration. You can apply at any time on a voluntary basis, but once your company reaches the £ 85,000 mark, this registration is already required. In the UK, VAT is currently 20% , and quarterly VAT returns)
- EORI registration
- Corporation Tax Registration
- Goverment Gateway Registration
- Directors Self Assessment Registration
- MLR Registration (Anti-Money Laundering Registration. This is mandatory for businesses that are in the financial industry)
- UTR Number
The United Kingdom is waiting for you! – get started in English company formation,
and ask for help filling out the form, or if you have any questions, contact us on any of the details below:
Telephone: +44 (0) 1357-340-000
Skype: Symfalogic Corporation
Fill out the form below to place your Limited by Guarantee (LBG) order:
To proceed with your order, please sign up for an account with your own information by clicking on the “Customer Gate” link (on the top right of the menu). You can select the selected service in your account by clicking on the “Shop” button (in the header, in the top left), and then place your order by choosing the following payment options:
- Pay by PayPal> (Steps: Select Package)> Payment (Green Button)> (Select Payment Method) PayPal> Order (Blue Button)> Sign in to your PayPal account
- With Credit Card> (Steps: Select Package)> Payment (Green Button)> (Select Payment Method) PayPal> Order (Blue Button)> Credit Card Payment must be selected
- With bank transfer> (Steps: Select Package)> Payment (green button)> (Select payment method) Mail in Payment> Order (Blue button) option must be selected.
Follow the steps above to clear your order to Symfalogic Corporation.
As soon as your payment is received, we will send you a confirmation to verify that the form has been completed correctly. As soon as we receive confirmation from you that the information is correct, we will begin the service process and provide you with further information.