Resolution Letter For Authorized Signatory for Canada

Resolution Letter For Authorized Signatory Template for Canada

A formal corporate document governed by Canadian federal and provincial corporate laws that officially designates and empowers specific individuals to sign documents and enter into binding commitments on behalf of the organization. This document outlines the scope of signing authority, any applicable limitations or conditions, and serves as official proof of the signatory's powers when dealing with third parties such as banks, government agencies, and business partners. It includes specific provisions compliant with Canadian corporate governance requirements and may need to satisfy additional provincial requirements depending on the company's jurisdiction of incorporation.

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What is a Resolution Letter For Authorized Signatory?

The Resolution Letter For Authorized Signatory is a fundamental corporate governance document used when a company needs to formally delegate signing authority to specific individuals. This document is particularly crucial in the Canadian business context, where it must comply with both federal legislation (such as the Canada Business Corporations Act) and relevant provincial corporate laws. It is typically required when appointing new signatories, modifying existing signing authorities, or establishing banking relationships. The resolution includes essential details such as the identity of authorized individuals, scope of their authority, any limitations on their powers, and duration of the authorization. It serves as official evidence of the signatory's authority when dealing with third parties and is often required by banks, government agencies, and other institutions to verify the legitimacy of corporate transactions.

What sections should be included in a Resolution Letter For Authorized Signatory?

1. Corporate Information: Full legal name of the corporation, registration number, and registered address

2. Meeting Details: Date, time, and nature of the meeting (Board/Shareholder) where the resolution was passed

3. Resolution Declaration: Statement declaring that the resolution was duly passed according to corporate bylaws and applicable law

4. Appointee Details: Full name, title, and contact information of the person(s) being appointed as authorized signatory

5. Scope of Authority: Clear description of the signing powers being granted, including any financial limits or restrictions

6. Duration of Authority: Specification of the time period for which the signing authority is valid

7. Authentication: Signature block for corporate officers/directors authorizing the resolution

8. Certification: Statement certifying that the resolution is true and remains in force

What sections are optional to include in a Resolution Letter For Authorized Signatory?

1. Special Restrictions: Used when specific limitations or conditions need to be placed on the signing authority

2. Multiple Signatory Requirements: Include when joint signatures are required for certain transactions or above certain thresholds

3. Digital Authorization Provisions: Required when electronic signatures or digital banking authorities are being granted

4. Revocation of Previous Authority: Include when this resolution supersedes or revokes previous signing authorities

5. Banking Specific Authorities: Used when the resolution is specifically for banking purposes, including specific bank account details and banking powers

What schedules should be included in a Resolution Letter For Authorized Signatory?

1. Specimen Signature Form: Document containing the specimen signatures of all authorized signatories

2. Copy of Government ID: Certified copies of government-issued identification for each authorized signatory

3. Corporate Registry Extract: Recent extract from corporate registry showing current directors and officers

4. Board Meeting Minutes: Extract of the minutes of the board meeting where the resolution was passed

5. Previous Authorization Documents: Copies of any previous signing authority documents being superseded or revoked

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Canada

Publisher

Genie AI

Document Type

Authorization Form

Cost

Free to use
Relevant Industries

Banking and Financial Services

Corporate Services

Legal Services

Manufacturing

Retail

Technology

Healthcare

Education

Non-Profit Organizations

Real Estate

Construction

Professional Services

Transportation and Logistics

Energy and Utilities

Relevant Teams

Legal

Finance

Corporate Governance

Treasury

Compliance

Risk Management

Operations

Executive Leadership

Administrative Services

Corporate Secretariat

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Corporate Secretary

Managing Director

Finance Director

Board Director

Company President

Vice President

Treasury Manager

Legal Counsel

Compliance Officer

Operations Manager

Branch Manager

Regional Director

Department Head

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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