参考答案：

Section C Companies Act (CA) B00F sets out the various types of companies which can be registered in terms of different liabilities. (i) Companies can be formed without limited liability. These, by virtue of s.C(D) CA B00F, are referred to as unlimited companies. Such companies are incorporated under the Companies Acts and receive all the benefits which flow from incorporation except limited liability. Consequently, the shareholders in such unlimited companies remain liable to the full extent of their personal wealth for any unpaid debt of the company. It should be noted that, in line with the doctrine of separate personality, even in the case of unlimited companies, any subsequent debt is owed to the company and not directly to the creditors of the company. The compensating benefit enjoyed by such companies is that they do not have to submit their accounts and make them available for public inspection. (ii) The company limited by guarantee (s.C(C) CA B00F) is restricted to private companies of a non-trading kind such as charities and professional and educational bodies. It limits the members’ liability to an agreed amount which is only called on if the company cannot pay its debts on being wound up. In reality, the sum guaranteed is usually a nominal sum, so no real risk is involved on the part of the guarantor. (iii) The more common procedure is to limit liability by reference to shares (s.C(B) CA B00F). The effect of this is to limit liability to the amount remaining unpaid on shares held (s.GD(B)(d) Insolvency Act AIHF). If the shareholder has paid the full nominal value of the shares to the company, then that is the end of responsibility with regard to company debts. Consequently, if the company should subsequently go into insolvent liquidation, the shareholders cannot be required to contribute to its assets in order to pay off its outstanding debts. Both private and public companies can be formed on this basis.