Importance of Certificate of Incorporation

Certificate of Incorporation is a legal document issued by Government of India through its Central Registration Centre as a legal proof at the time of formation of the company/LLP

The Certificate of Incorporation has the following importance:

  1. It is a legal document that is legal proof of identity for the Company/LLP.
  2. A Company/LLP is a separate legal entity and the certificate of incorporation issued by the Registrar mentions the CIN/LLPIN which is a distinct identity for the company/LLP.
  3. It is a licence to the company/LLP that the name is entered in the Register of Companies at the Registrar of Companies (ROC) and the Company/LLP is authorized to carry on the business as mentioned in the memorandum. 
  4. As per Section 7(7), if a company has been incorporated by furnishing any false or incorrect information, the Tribunal may, on an application made to it directly remove the name of the company from the register of companies and hence the certificate can be revoked.

The certificate of Incorporation issued by CRC mentions:

Company

  1. Name of the Company to whom the certificate is being issued.
  2. The Corporate Identity Number of the company
  3. The Permanent Account Number (PAN) of the company
  4. The Tax Deduction and Collection Account Number (TAN) of the company
  5. The date of issue of the certificate which becomes the date of Incorporation for the Company
  6. Mailing Address as per record available in Registrar of Companies office

Limited Liability Partnership

  1. Name of the LLP to whom the certificate is being issued.
  2. The LLPIN of the LLP
  3. The date of issue of the certificate which becomes the date of Incorporation for the LLP.
  4. Mailing Address as per record available in Registrar of Companies office

The situations when the new certificate of Incorporation is issued by Registrar of Companies:

  1. Change in the name of the Company
  2. Change in an object with respect to change in the name of the Company
  3. Conversion of private to public or public to private or any other entity
  4. Change in the registered office of the Company except for change within the same city, state or town and also the jurisdiction of the ROC remains the same.

The sample certificate is as under:

Certificate of Incorporation
Certificate of Incorporation

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