Companies Act 2014 section 1324

Supplemental provisions in relation to section 1323

Section 1324 deals with the transitional provisions that ensure legal continuity when a body corporate registers as a company, so that all existing legal relationships, instruments, and obligations carry over seamlessly to the newly registered company.

• All references to the body corporate in existing legal instruments, and all contracts, agreements, and other documents, automatically transfer to and become enforceable by or against the newly registered company.
• Instructions, orders, authorities, and securities held by the body corporate carry over to the company, including securities covering future debts or liabilities, with the company inheriting all associated rights and priorities.
• Rights and liabilities relating to bailment of documents or chattels vest in the company, and negotiable instruments or payment orders drawn on or endorsed by the body corporate take effect as if drawn on or endorsed by the company.
• The registration process cannot be treated as causing a breach of contract, giving rise to termination rights, breaching transfer restrictions, releasing sureties, or invalidating any contract or security.