Company Limited by Guarantee (NGO / Non-Profit)

Set up a non-profit, foundation, school or association as a company limited by guarantee with a constitution fit for its mission.

Company Limited by Guarantee (NGO / Non-Profit) – Onchiri Z. & Co.

A company limited by guarantee has no share capital. Instead, each member undertakes to contribute a fixed amount if the company is wound up. It is a common structure for non-profits, foundations, membership bodies, schools and churches that want a corporate identity.

What we handle

  • Advice on whether a company limited by guarantee, trust, society or other vehicle best suits your objects
  • Drafting a tailored constitution: objects, membership, board composition and restrictions on distributing income
  • Name reservation and registration with the Business Registration Service
  • Guidance on any further registration your activities require with other regulators
  • Governance support: board charters, policies and annual compliance

Ready to start? Contact us or call to book a consultation. We will confirm the documents you need and give you a clear fee estimate before any work begins. [Placeholder — add your turnaround time and fee range. Government fees are set by BRS and may change.]

See also: our complete guide to company registration in Kenya.

Frequently Asked Questions

Can a company limited by guarantee pay its members dividends?

Not ordinarily. Non-profit constitutions restrict the distribution of income and assets to members. Any surplus is applied to the organisation's objects.