C3C2Part 2Company formation

Annotations:
Modifications etc. (not altering text)
C3

Pts. 1-39 modified (31.12.2020) by Regulation (EC) No. 2157/2001, Art. AAA1(3) (as inserted by The European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2018 (S.I. 2018/1298), regs. 1, 97 (with regs. 140-145) (as amended by S.I. 2020/523, regs. 1(2), 5(a)-(f)); 2020 c. 1, Sch. 5 para. 1(1))

Registration and its effect

C414Registration

If the registrar is satisfied that the requirements of this Act as to registration are complied with, he shall register the documents delivered to him.

15Issue of certificate of incorporation

1

On the registration of a company, the registrar of companies shall give a certificate that the company is incorporated.

2

The certificate must state—

a

the name and registered number of the company,

b

the date of its incorporation,

c

whether it is a limited or unlimited company, and if it is limited whether it is limited by shares or limited by guarantee,

d

whether it is a private or a public company, and

e

whether the company's registered office is situated in England and Wales (or in Wales), in Scotland or in Northern Ireland.

3

The certificate must be signed by the registrar or authenticated by the registrar's official seal.

4

The certificate is conclusive evidence that the requirements of this Act as to registration have been complied with and that the company is duly registered under this Act.

C116Effect of registration

1

The registration of a company has the following effects as from the date of incorporation.

2

The subscribers to the memorandum, together with such other persons as may from time to time become members of the company, are a body corporate by the name stated in the certificate of incorporation.

3

That body corporate is capable of exercising all the functions of an incorporated company.

4

The status F2, registered email address and registered office of the company are as stated in, or in connection with, the application for registration.

5

In the case of a company having a share capital, the subscribers to the memorandum become holders of the shares specified in the statement of capital and initial shareholdings.

6

The persons named in the statement of proposed officers—

a

as director, or

b

as secretary or joint secretary of the company,

are deemed to have been appointed to that office F1unless ineligible for appointment to that office by virtue of any enactment.