Section 66. Execution of documents

(1) A document is executed by a company—

(a) by the affixing of its common seal, subject to the conditions or limitations in the constitution; or

(b) by signature in accordance with this section.

(2) A document is validly executed by a company if it is signed on behalf of the company—

(a) by at least two authorized officers, one of whom shall be a director; or

(b) in the case of a sole director, by that director in the presence of a witness who attests the signature.

(3) A document signed in accordance with subsection (2) shall have the same effect as if the document is executed under the common seal of the company.

(4) A document or proceeding requiring authentication by a company may be signed by an authorized officer and need not be made under the common seal.

(5) For the purposes of this section, “authorized officer” means—

(a) a director of the company;

(b) a secretary of the company; or

(c) any other person,

approved by the Board.

Last updated