57.—(1) If the registrar is satisfied, on an application under Article 53, that a company may be re-registered under that Article as a public company, he shall—
(a)retain the application and other documents delivered to him under that Article; and
(b)issue the company with a certificate of incorporation stating that the company is a public company.
(2) The registrar may accept a declaration under Article 53(3)(e)[F1 or a statement under Article 53(3A)] as sufficient evidence that the special resolution required by that Article has been passed and the other conditions of re-registration have been satisfied.
(3) The registrar shall not issue a certificate of incorporation if it appears to him that the court has made an order confirming a reduction of the company's capital which has the effect of bringing the nominal value of the company's allotted share capital below the authorised minimum.
(4) Upon the issue to a company of a certificate of incorporation under this Article—
(a)the company by virtue of the issue of that certificate becomes a public company; and
(b)any alterations in the memorandum and articles of association set out in the resolution take effect accordingly.
(5) A certificate of incorporation is conclusive evidence—
(a)that the requirements of this Order in respect of re-registration and of matters precedent and incidental thereto have been complied with; and
(b)that the company is a public company.
F1SR 2003/3
F2Order repealed (prosp.) by Companies Act 2006 (c. 46), ss. 1284(2), 1295, 1300(2), Sch. 16 and the repeal being partly in force, as to which see individual Articles (with savings (with adaptations) by Companies Act 2006 (Commencement No. 6, Saving and Commencement Nos. 3 and 5 (Amendment)) Order 2008 (S.I. 2008/674), arts. 2(3), {4}, Sch. 2) and subject to amendments (6.4.2008) by Companies Act 2006 (Consequential Amendments etc) Order 2008 (S.I. 2008/948), arts. 2(2), 3(1)(b)(2), Sch. 1 paras. 135, 147, 148 {Sch. 2 Note 1} (with arts. 6, 11, 12) and subject to amendments (6.4.2008) by S.R. 2008/133, {regs. 2, 3}