Certificate of incorporation. Image credit elevator-escalator.com

Certificate of incorporation. Image credit elevator-escalator.com

ZIMSEC O Level Commerce Notes:Certificate of incorporation,Statutory declaration and Certificate of Trading

Certificate of incorporation

  • Is prepared by the Registrar of companies.
  • Is sent to a company which applied for registration.
  • Contains:
  • the date and place where the company was registered.
  • The name of the company and the address of the registered office.
  • The signature of the Registrar of Companies.

Importance:

  • acts as a birth certificate which shows that the company was formed.
  • I issued when the Registrar of companies is satisfied with the Memorandum and Articles of Association and the Statutory Declaration that they are in accordance with the Companies Act.
  • Allows a company to engage in contracts.
  • Allows a public limited company to raise capital by selling shares to members of the public.
  • Enables a private limited company to commence trading but a public limited company requires a Certificate of Trading before starting trading operations.

Statutory Declaration

  • Is prepared by the company founders or their representatives.
  • Is submitted to the Registrar of Companies.
  • Contains:
  • the name and address of the company.
  • The address of the company’s registered office.
  • The address of the registrar of companies.
  • The names and signatures of the company’s founders or their representative.

Importance:

  • shows compliance with the provisions of the Companies Act.
  • Is a signed statement by the company founders that they have acted in accordance with all the requirements of the Companies Act.

Certificate of Trading

  • Is prepared and issued by the Registrar of Companies.
  • Is issued:
  • to public limited companies only
  • after the certificate of incorporation has been issued and the minimum capital has been raised.

Contains:

  • the date and place of issue.
  • The name of the company and the address of the company’s addresses.
  • The name/signature and address of the Registrar of companies.

Importance:

  • issued when the Registrar of companies is satisfied and convinced that a Public Limited Company has raised the minimum amount of capital.
  • Allows public limited companies to start trading.
  • I used by a public limited company to apply for a listing on the Zimbabwe Stock Exchange.

To access more topics go to the Commerce Notes page.


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