Change of name, amalgamation and transfer of engagements and conversion of societies

C184 Conversion of registered societies into companies.

1

A registered society may by special resolution determine to convert itself into a company under F2the Companies Act 2006.

2

If a special resolution for converting a registered society into a company contains the particulars F3required by subsection (1) of section 8 of the Companies Act 2006 to be contained in the memorandum of association of a company and a copy thereof has been registered F1by the F6FCA, a copy of that resolution under the seal and stamp of the F6FCA shall have the same effect as a memorandum of association duly F4authenticated as required by subsection (2) of that section.

3

Subject to subsection (4) below, if a registered society is registered as a company under F5the Companies Act 2006, the registration of that society under this Act shall thereupon become void and shall be cancelled by the F6FCA.

4

Registration of a registered society as a company shall not affect any right or claim subsisting against the society or any penalty incurred by the society; and—

a

for the purpose of enforcing any such right, claim or penalty, the society may be sued and proceeded against in the same manner as if it had not become registered as a company; and

b

every such right or claim, or the liability to any such penalty, shall have priority as against the property of the company over all other rights or claims against or liabilities of the company.