Section 7 - Types of companies

(1) An incorporated company may be

(a) a company limited by shares;

(b) a company limited by guarantee;

(c) an unlimited company; or

(d) an external company.

(2) For the purposes of subsection (1),

(a) a company limited by shares is a company which has the liability of its members limited to the amount unpaid on the shares respectively held by them;

(b) a company limited by guarantee is a company which has the liability of its members limited to an amount that the members may respectively undertake to contribute to the assets of the company in the event of its being wound up;

(c) an unlimited company is a company which does not have a limit on the liability of its members; or

(d) an external company is a company as defined in section 329.

(3) A company limited by shares and an unlimited company shall for the purposes of incorporation be registered with shares.

(4) A company of a type specified in subsection (1), may be a private company or a public company.

(5) A private company, other than a company limited by guarantee, is a company which by virtue of its constitution

(a) restricts the right to transfer the shares of the company, if any,

(b) limits the total number of the members and debenture holders to fifty, not including

(i) persons who are genuinely in the employment of the company, and

(ii) persons who, having been formerly in the employment of the company, were while in that employment, and have continued after the determination of that employment to be members or debenture holders of the company;

(c) prohibits the company from making an invitation to the public to acquire shares or debentures of the company; and

(d) prohibits the company from making an invitation to the public to deposit money for fixed periods or payable at call, whether bearing or not bearing interest.

(6) Where two or more persons hold one or more shares or debentures jointly, they shall, for the purposes of subsection (3) be treated as a single member or debenture holder.

(7) A company which is not a private company is a public company except a company limited by guarantee which has a membership of fifty or less.

(8) A company limited by guarantee shall not for the purposes of incorporation be registered with shares and shall not create or issue shares.