Company Constitution – Public Company Limited by Guarantee (Australia)

Crafted by legal professionals in Australia, our documents are not only legally sound but also easily customisable to suit your needs.

Every purchase includes a free drafting handbook to guide you step-by-step.

✔  Crafted by Australian legal professionals

✔  Free drafting handbook Included

✔  Fully editable Word Format

 

🛒 Purchase → ⬇️ Download Instantly → ✏️ Customise & Use

At a Glance

Company Constitution – Public Company Limited by Guarantee (Australia)

 

About This Constitution

The Corporations Act 2001 (Cth) requires companies to have a constitution. This template is designed for a public company limited by guarantee, a structure often chosen by not-for-profit organisations that prefer to incorporate under the Corporations Act rather than state-based association law.

The Corporations Act 2001 (Cth) requires companies to have a constitution. This template is designed for a public company limited by guarantee, a structure often chosen by not-for-profit organisations that prefer to incorporate under the Corporations Act rather than state-based association laws.

It sets out the governance framework of the company, including directors’ duties, member rights, meetings, voting, and financial reporting obligations.

Key Features

  • Definitions and interpretation

  • Appointment, powers, and removal of directors (minimum 3 required)

  • Alternates and managing director provisions

  • Board meetings, use of technology, and written resolutions

  • Members’ meetings, proxies, voting rights, and resolutions

  • Secretary appointment, removal, and duties

  • Financial reporting and audit obligations

  • Membership applications, register of members, and guarantees by members

  • Winding up provisions, including members’ liability and distribution of surplus assets

  • Notices and communications requirements

Why Choose This Download?

This constitution is a professionally drafted precedent tailored for public companies limited by guarantee under Australian law. It ensures compliance with the Corporations Act 2001, provides certainty in governance, and protects both directors and members.

Who Should Use It?

This document is suitable for:

  • Not-for-profit organisations forming a public company limited by guarantee

  • Charities and associations seeking Corporations Act compliance

  • Boards needing a tailored governance framework

  • Advisors assisting with not-for-profit incorporations

INCLUDES

(Not for Profit)

A public company limited by guarantee is a popular structure for not-for-profit organisations. Not-for-profit entities can be established either as companies under the Corporations Act 2001 (Cth) (the Act) or as associations governed by state or territory laws. For those opting to be a company, the Act requires that the entity adopt a constitution. The Company constitution – public company limited by guarantee is a common precedent used for establishing a public company limited by guarantee, particularly in the not-for-profit sector. This structure is often preferred by not-for-profit organisations that wish to operate with a share-based model, rather than forming an association under state law.

This precedent comes with:

  1. Commentary that explains how the ‘guarantee’ works and refers to relevant legislation.
  2. A company resolution adopting the constitution.
  3. Legal Drafting Handbook

 Get Your Template

Fully editable & ready to download instanty

 Instant download + free drafting Guide.

 

✔  Secure checkout

✔  Instant Download

✔  Australian-law-compliant