Section 367 of the Companies Act, 2013
Section 367 of the Companies Act, 2013 pertains to the Certificate of registration of existing companies when such companies register under Part XXI of the Act.
📘 Section 367 – Certificate of registration of existing companies
🧾 Key Highlights:
This section applies when an existing company, such as a partnership firm, LLP, society, or co-operative society, registers itself as a company under the Companies Act, 2013 under Part XXI (which deals with the registration of companies already in existence).
Issuance of Certificate:
Upon registration, the Registrar shall issue a certificate of incorporation to the company.
This certificate is conclusive evidence that all the requirements of the Act regarding registration have been complied with.
Effect of Registration:
From the date of incorporation, the entity is considered to be incorporated as a company under this Act.
The company becomes a body corporate, capable of exercising all functions of an incorporated company.
Continuity of Legal Entity:
The company is deemed to be the same entity as the one existing before registration.
This ensures continuity of legal proceedings, rights, liabilities, and obligations.
🏢 Example Use Case:
If a co-operative society decides to convert into a private limited company, it would apply under Part XXI, and upon satisfying the conditions, the Registrar would issue a certificate under Section 367, granting it the status of a company.
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