Companies are the most widely used business organization. They are profit-oriented.
Features of a Company
The features of a company that differentiate it from other business organizations as well as non- business organizations include the following:
NB: Advantages in this sense are different from the features of company when compared to other business organizations. E.g. the latter includes common seal, financial statements etc
Advantages of a Company
There are certain advantages which companies have over other types of business organizations. THESE ADVANTAGES include:
1. Perpetual succession: a company once incorporated, enjoys perpetual succession. In a partnership, when one of two partners dies, that is the end of the partnership. For company where shareholders die, their personal representatives, or joint holders will take over the shares.
2. Limited liability/unlimited
when it is a company that is either limited by shares or guarantee, the liabilities of its members are thus limited. For sole proprietorship and partnership, the owners and partners have unlimited liability, except in limited liability partnership.
3. Investors for a company: investors invest in a company more than in any sole proprietorship and partnership.
person shall not be disqualified under subsection (1) (a), if two other persons not
4. Availability of funds: a company can easily approach the bank for loan.
5. Management: in a company the management is different from the owners.
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6. Legal personality: A company has a juristic personalty distinct from the shareholders or members of the company,
TYPES OF COMPANIES (BAR II EXAM)
1. Companies limited by shares
2. Companies limited by guarantee
3. Unlimited company
• Section 21 (1)(a)(b)(c) Companies and Allied Matters Act Any of the above companies may be;
1. A private company or
2. A public company
• Section 21(2) CAMA
Thus, by a combined reading of s. 21(1) and (2) CAMA, there are six types of companies. These are:
1. Private company limited by shares
2. Public company limited by shares
3. Private company limited by guarantee
4. Public company limited by guarantee
5. Private unlimited company
6. Public unlimited company.
However, in practice, there are four types of companies obtainable.
----- BAR PART II FOCUS They are:
1. Private company limited by shares (Ltd)
2. Public company limited by shares (Plc)
3. Private company limited by guarantee (Ltd/Gte)
4. Private unlimited company (Unlimited)
The acronym of companies are listed in S. 29 CAMA.
1. The name of a private company limited by shares shall end with the word, “Limited”.
2. The name of a public company limited by shares shall end with the words, “Public Limited
Company”.
3. The name of a company limited by guarantee shall end with the words, “Limited by
Guarantee”.
4. The name of an unlimited company shall end with the word, “Unlimited”.
5. A company may use the abbreviations,
a. “Ltd” - “Limited”
b. “PLC” - “Public Limited Company”
c. “Ltd/Gte” - “Limited by Guarantee”
d. “Ultd” - “Unlimited”
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• One reason why it is impossible to have a public company limited by guarantee in practical reality is because one basic feature of public companies is that they offer their shares to the public, but a company limited by Guarantee does not have a share capital pursuant to S. 26(2) CAMA and thus there are no shares in reality to offer to the public. The members only undertake a guarantee, which cannot be offered to public.
• Also, an unlimited company cannot be a public company as the public cannot be exposed to the unlimited liability by subscription of shares of the unlimited company. It is for this reason that an unlimited company is prohibited from re-registering as a public company-– S. 55 & 56(2) CAMA.
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