From the date of incorporation mentioned in the Certificate of Incorporation (CoI), the subscribers to the MoA and all other persons who, from time to time, become members of the company shall be:
1. A body corporate by the name contained in the MoA
2. Capable of exercising all functions of an incorporated company under this Act
3. Having perpetual succession
4. With power to:
Acquire, hold and dispose of property — both movable and immovable, tangible and intangible
Contract
Sue and be sued — by the said name
### Key effects in plain language
Feature
Effect
Separate legal entity
Company becomes a body corporate distinct from its members
Perpetual succession
Existence continues regardless of changes in membership (death, insolvency, transfer of shares)
Power to hold property
Company can own assets in its own name
Capacity to contract
Can enter into contracts in its own name
Capacity to sue / be sued
Can sue and can be sued in its corporate name
Worked example
### Example 1
Example (Perpetual succession): XYZ Ltd. has 100 members. Five members die in an accident. The company continues to exist — perpetual succession is unaffected because legally the company is distinct from its members.
### Example 2
Example (Property in its own name): ABC Ltd. purchases a factory. The title is held by ABC Ltd. (not by any shareholder or director). Even if all current shareholders sell their shares, the property remains owned by ABC Ltd.
⚠️ Common exam mistakes
Believing the date of effect of registration is the date of filing or date of CoI issue — it is the date mentioned in CoI (incorporation date).
Thinking shareholders own the company's property — they don't; the company alone owns its property.
Forgetting that perpetual succession means the company's existence is not affected by member changes.
Bare-Act text Section 9 · Companies Act, 2013 · click to expand
Section 9: From the date of incorporation mentioned in the certificate of incorporation, such subscribers to the memorandum and all other persons, as may, from time to time, become members of the company, shall be a body corporate by the name contained in the memorandum, capable of exercising all the functions of an incorporated company under this Act and having perpetual succession with power to acquire, hold and dispose of property, both movable and immovable, tangible and intangible, to contract and to sue and be sued, by the said name.