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Belize Memorandum of Association

(6.) Memorandum of Association

The Memorandum of Association must state:

  1. The name of the company, which must end with the word ‘limited’ unless it is an unlimited company;
  2. Whether the company is private or public;
  3. That all the requirements of the Companies Act 1931-93 in respect of matters relating to registration and of matters precedent and incidental thereto have been complied with;
  4. Limited companies must also state that the liability of members is limited with those limited by guarantee specifying the amount of such guarantee;
  5. Limited companies must also state the amount of their share capital;
  6. Each subscriber must subscribe to at least one share and must state the number subscribed to;
  7. The memorandum must state that each member will contribute assets as provided for in the advent that the company is wound up or if he ceases to be a member for up to 1 year after the end of the membership to cover debts and liabilities and expenses associated with the wind up of the company;
  8. Any seven or more persons must sign the Memorandum if the company is to be a public company;
  9. Any two or more persons must sign the Memorandum if the company is to be a private company;
  10. The object of the company must be stated;
  11. The memorandum must be signed as if it were a deed by each member;
  12. The address in Belize where the company will be registered must be stated.[30]

[30] Id. §§ 4, 5.