The Company Limited By Guarantee Memorandum of Association is a crucial document required when establishing a non-profit organization or similar entity in Hong Kong. This document is mandatory under the Hong Kong Companies Ordinance (Cap. 622) and serves as the foundation for organizations that operate without share capital, where members guarantee a nominal amount in case of winding up. It is particularly suitable for charitable organizations, professional bodies, and social enterprises that do not distribute profits to members. The memorandum must contain specific provisions regarding the company's objects, application of income, and member liability, ensuring compliance with both company law and, where applicable, requirements for tax-exempt status under Hong Kong's Inland Revenue Ordinance.
Your data doesn't train Genie's AI
You keep IP ownership of your information
Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
OR
Let Ƶ's market-leading legal AI identify missing terms, unusual language, compliance issues and more - in just seconds.
1. Company Name: States the company's full name and specifies that it is a company limited by guarantee
2. Registered Office: Specifies that the registered office will be situated in Hong Kong
3. Objects: Details the purposes for which the company is established, particularly important for non-profit organizations
4. Powers: Lists the powers the company may exercise in pursuing its objects
5. Limitation of Liability: States that members' liability is limited to their guarantee amount
6. Member Guarantee: Specifies the amount each member undertakes to contribute in the event of winding up
7. Application of Income and Property: States how the company's income and property shall be applied, typically specifying non-profit distribution
8. Prohibition of Distribution to Members: Explicitly states that no profits or assets shall be distributed to members
9. Winding Up: Provisions regarding the distribution of assets upon winding up of the company
1. Amendments to Memorandum: Specifies procedures for amending the memorandum, used when additional flexibility in amendment procedures is desired
2. Restrictions on Changes to Objects: Added when there's a need to protect certain fundamental objects from easy modification
3. Language: Specifies the prevailing language of the memorandum when multiple language versions exist
4. Tax Exemption Provisions: Specific provisions to comply with Inland Revenue requirements for tax-exempt status, used when seeking charitable/tax-exempt status
5. Membership Categories: Defines different classes of membership if the organization requires varied membership structures
6. Governing Body Structure: Outlines basic structure of the governing body, used when specific governance requirements need to be enshrined in the memorandum
1. Statement of First Members: Lists the founding members and their respective guarantee amounts
2. Specified Objects: Detailed enumeration of the company's objects, particularly useful for complex organizations with multiple purposes
3. Powers Schedule: Comprehensive list of specific powers granted to the company to achieve its objects
4. Initial Council Members: If applicable, lists the first council or board members and their details
5. Form of Guarantee: Template of the guarantee commitment by members
Authors
Relevant legal definitions
Clauses
Relevant Industries
Non-Profit Organizations
Charities
Educational Institutions
Professional Associations
Religious Organizations
Arts and Cultural Organizations
Sports Associations
Social Services
Environmental Organizations
Industry Associations
Research Institutions
Community Organizations
Relevant Teams
Legal
Compliance
Corporate Secretarial
Board of Directors
Executive Management
Governance
Risk Management
Corporate Affairs
Regulatory Affairs
Relevant Roles
Company Secretary
Legal Counsel
Compliance Officer
Director
Board Member
Council Member
Chief Executive Officer
Chief Financial Officer
Governance Officer
Risk Manager
Non-Profit Executive
Corporate Administrator
Regulatory Affairs Manager
Find the exact document you need
Tripartite Agreement (Construction)
A Hong Kong law-governed agreement establishing contractual relationships between three parties in a construction project, defining their rights, obligations, and responsibilities.
find out more
Profit Sharing Investment Agreement
A Hong Kong law-governed agreement establishing terms for investment returns through profit sharing arrangements, including investment structure, profit calculations, and party obligations.
find out more
Pre Emption Rights Shareholders Agreement
A Hong Kong law-governed agreement establishing shareholders' pre-emptive rights for share transfers and related procedures.
find out more
Owner Contractor Construction Agreement
A Hong Kong law-governed agreement between property owner and contractor for construction works execution, including key project, payment, and compliance terms.
find out more
Mortgage Loan Note
A Hong Kong law-governed document evidencing a property-secured loan and containing the terms of both the borrowing and the mortgage security.
find out more
Friend Reference Letter For Job
A Hong Kong-compliant personal recommendation letter written by a friend to support a job candidate's application, providing character reference and personal insights.
find out more
Cash Letter Credit
A Hong Kong law-governed banking instrument providing secured payment commitment in international trade transactions, subject to UCP 600 rules.
find out more
Film Executive Producer Contract
A Hong Kong law-governed agreement defining the engagement terms, duties, and rights of an Executive Producer in film production.
find out more
Private Limited Company Partnership Agreement
A Hong Kong law-governed agreement establishing partnership terms and governance structure for a private limited company, including partner rights, obligations, and operational framework.
find out more
Financial Institution Risk Assessment
A regulatory-compliant risk assessment document for financial institutions operating in Hong Kong, following HKMA and SFC requirements.
find out more
Supplier Contract Agreement
A Hong Kong law-governed agreement establishing terms and conditions between a supplier and buyer for the provision of goods or services.
find out more
Contract For Car Accident Payment
A Hong Kong law-governed agreement establishing payment terms and settlement conditions between parties involved in a motor vehicle accident.
find out more
Overagreement
A Hong Kong law-governed master agreement establishing the framework for multiple future agreements between corporate groups.
find out more
Trip Consent Form
A Hong Kong-compliant consent form for obtaining parental/guardian authorization for organized trips, including necessary permissions and emergency authorizations.
find out more
Loan Participation Agreement
A Hong Kong law agreement establishing the sale and terms of a participation interest in a loan from an original lender to a participant.
find out more
Financial Invoice
A Hong Kong-compliant financial invoice documenting commercial transactions between parties, including required business and tax information under local law.
find out more
Term Deposit Form
A Hong Kong law-governed form establishing terms and conditions for fixed-term deposits, including deposit details, interest rates, and maturity terms.
find out more
Promissory Letter For Hospital Bill
A Hong Kong law-governed formal commitment letter promising payment of outstanding hospital bills, typically used in both public and private healthcare settings.
find out more
Hire Purchase Agreement For Car
A Hong Kong law-governed agreement enabling vehicle purchase through installment payments, with ownership retained by the finance company until full payment completion.
find out more
Facility Rental Agreement
A Hong Kong law-governed agreement setting out terms and conditions for facility rental, including usage rights, obligations, and liabilities between facility owner and renter.
find out more
Dealer Termination Letter
A Hong Kong law-governed letter formally terminating a dealer agreement, specifying termination terms and post-termination obligations.
find out more
Co Exclusive License
A Hong Kong-governed agreement granting shared exclusive rights to multiple licensees for intellectual property use within defined parameters.
find out more
Bill Of Sale Deed
A formal legal document under Hong Kong law that transfers ownership of personal property from seller to buyer, serving as official evidence of the sale transaction.
find out more
Lease Guarantee Agreement
A Hong Kong law-governed agreement where a guarantor provides security for a tenant's obligations under a lease, ensuring the landlord's interests are protected in case of tenant default.
find out more
Finance Agreement
A Hong Kong law-governed agreement establishing terms and conditions for a financial facility, including loan details, security arrangements, and party obligations.
find out more
Commercial Loan Broker Agreement
Hong Kong-governed agreement outlining terms for commercial loan brokerage services, including scope, fees, and regulatory compliance.
find out more
Bank Guarantee Agreement
A Hong Kong law-governed agreement where a bank guarantees payment to a beneficiary upon specified conditions or default, structured under Hong Kong's banking and financial regulations.
find out more
Auto Finance Contract
A Hong Kong law-governed agreement setting out terms and conditions for vehicle financing, including loan details, security interests, and regulatory compliance requirements.
find out more
Financing Addendum To Purchase And Sale Agreement
A Hong Kong law-governed document that supplements a Purchase and Sale Agreement by detailing the financing arrangements and terms between parties in a property transaction.
find out more
Simple Trust Agreement
A Hong Kong law-governed agreement establishing a trust relationship between settlor, trustee(s), and beneficiaries, defining asset transfer and management terms.
find out more
Listing Termination Agreement
A Hong Kong law-governed agreement for the voluntary termination of a company's listing status on the Hong Kong Stock Exchange.
find out more
Intention To Leave Form
A Hong Kong-compliant form documenting an employee's formal resignation and notice period details.
find out more
Individual Performance Review
A Hong Kong-compliant performance evaluation document for formal assessment of employee performance, achievements, and development areas.
find out more
Hire Letter From Employer
A formal employment offer document compliant with Hong Kong employment law, outlining key terms and conditions of employment.
find out more
Simple Loan Note
A Hong Kong law-governed document that establishes the terms and conditions of a straightforward loan arrangement between a lender and borrower.
find out more
Company Limited By Guarantee Memorandum Of Association
A constitutional document under Hong Kong law that establishes a company limited by guarantee, typically used for non-profit organizations, defining its objects, powers, and member guarantees.
find out more
Third Party License Agreement
A Hong Kong law-governed agreement establishing terms for licensing intellectual property or technology from one party to another.
find out more
Project Engagement Letter
A Hong Kong-governed formal letter establishing terms and conditions for professional project services between a service provider and client.
find out more
Car Deposit Receipt
A Hong Kong law-governed receipt documenting vehicle purchase deposit payment and related transaction terms.
find out more
Submission Release Form
A Hong Kong law-governed agreement that protects companies receiving unsolicited submissions while setting clear terms for submitters regarding their materials' use and rights.
find out more
ұԾ’s Security Promise
Genie is the safest place to draft. Here’s how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; ұԾ’s AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
We are ISO27001 certified, so your data is secure
Organizational security:
You retain IP ownership of your documents and their information
You have full control over your data and who gets to see it
.png)