A company is an association of a number of individuals who come together for the common object of making a profit. A company is a corporate body and a legal person having status and personality distinct and separate from that of the members constituting it. In other words, a company is a leagal person created by law. It can sue and be sued.

Document to be filed with the Registrar of Companies

The application for registrar of a company should be presented to the Registrar of the state in which the business office of the company is to be situated. The application shall accompained by following documents.

·         Memorandum of Association.

·         Article of Association, if any, duly signed by the subscribers to the Memorandum of Association.

·         The agreement, if any, which the company proposes to enter into with any individual for appointment as its managing or whole time director or manager.

·         A statement  of the nominal capital.

·         A notice of address of the registered office of the company. This may be done within 30 days  of registration if it cannot be filed at the time of registration.

·         A list of director and and their consent to act as such and signed by each of them.

·         An undertaking in writing signed by each such director to buy and pay for his qualification shares.

·         A declaration that all the requirement of the Act have been compiled with. Such a declaration may be signed by an advocate of the Supreme Court or High Court, an attorney or pleader entitled to appear before a High Court, or a Secretory or a Chartered Accountant in whole time prectice in India who is engaged in the formation of the company, or by a person named in the Article as director, manager or secretary of the company.

Certificate of Incorporation

On registration, the Registrar issues a Certificate of Incorporation whereby he certifies that the company is incorporated, and in the case of a limited company, that the company is  limited.

From the date of incorporation mentioned in the Certificate of Incorporation, the company becomes capab;e of exercising all the functions of an incorporated and a common seal.

The legal effect of incorporation is as under:

·         The company becomes a body corporate distinct from its numbers. The life of the company dates from the day of incorporation. It becomes a leagal person and not a mere aggregate of the shareholders.

·         The company has a perpatual succession and common seal. It has perpetual existence. The, death, bankruptcy or lunacy of any of its members does not affect the existence of the company. It remains in existence untill it is dissolved by liquidation.

·         The company has the right to hold and alience its own porperty. The property of the company belongs to the company itself and not the individual members, so that even the largest shareholder has no insurable inerest in the property of the company.

·         The company’s debts and obligations are the liabilities of the company only and cannot against the individual shareholders. 

 In the next part of this article we will see what further steps one need to take for final registration of the compay

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