The Authorized Signatory Form is a crucial corporate governance document used in Switzerland when a company needs to formally delegate signing authority to specific individuals. This document is required under Swiss law whenever a company wishes to register authorized signatories (Zeichnungsberechtigte) with the Commercial Registry. It must comply with the Swiss Code of Obligations and Commercial Registry Ordinance requirements, containing detailed information about the scope of authority, whether it's individual or joint signing power, and any specific limitations. The form serves multiple purposes: it's used for official registration, provides evidence of authority to third parties, and establishes clear internal governance structures. It's particularly important for companies engaging in significant business transactions, opening bank accounts, or executing contracts with external parties.
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1. Company Details: Legal name, registration number, and registered address of the company granting the signing authority
2. Signatory Information: Full legal name, date of birth, nationality, and residential address of the authorized signatory
3. Scope of Authority: Clear definition of the signing powers being granted (e.g., individual or joint signing authority, financial limits, specific transactions)
4. Type of Authority: Specification of the type of commercial representation (e.g., prokura, limited signing authority)
5. Duration: Period of validity of the signing authority
6. Certification: Official certification section including date, place, and existing authorized signatories' signatures
7. Declaration: Statement of acceptance by the new authorized signatory and acknowledgment of responsibilities
1. Electronic Signing Rights: Section specifying authorization for electronic signatures, used when the signatory needs to execute documents electronically
2. Geographical Limitations: Section defining geographical restrictions on signing authority, used for region-specific authorizations
3. Special Powers: Details of any special or specific authorities granted, used when authority goes beyond standard signing powers
4. Replacement Information: Details of the previous signatory being replaced, used in cases of succession
5. Internal Policies Reference: Reference to relevant internal company policies governing signing authority, used for larger organizations with established governance frameworks
1. Specimen Signature: Official specimen signature of the authorized signatory
2. Identification Documents: Copies of required identification documents (passport, ID card)
3. Commercial Registry Extract: Current extract from the commercial registry showing existing signing authorities
4. Board Resolution: Copy of the board resolution or equivalent authorizing the grant of signing authority
5. Power of Attorney: If applicable, power of attorney document detailing the specific authorities granted
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