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Certificate of Authorization
I need a Certificate of Authorization to permit a third-party contractor to act on behalf of our company in regulatory compliance matters. The document should specify the scope of authorization, include the contractor's details, and be valid for a period of one year.
What is a Certificate of Authorization?
A Certificate of Authorization lets Irish companies and organizations legally delegate authority to specific individuals to act on their behalf. It's commonly used when businesses need trusted employees or representatives to handle banking transactions, sign contracts, or make official decisions without requiring director approval for every action.
Under Irish company law, these certificates help streamline operations while maintaining proper oversight. The document clearly outlines what powers are being granted, to whom, and any limits on their authority. Banks and other institutions rely on these certificates to verify that someone has legitimate permission to conduct business for their organization.
When should you use a Certificate of Authorization?
Get a Certificate of Authorization when you need trusted employees to handle important business tasks without constant director oversight. This becomes essential for Irish companies expanding operations, opening new locations, or managing multiple banking relationships where senior leaders can't personally handle every transaction.
The certificate proves especially valuable during busy periods like year-end financial closings, major contract negotiations, or when key directors are traveling. It lets authorized staff make time-sensitive decisions while maintaining proper corporate governance. Many Irish banks and business partners now require these certificates before allowing non-directors to conduct significant transactions.
What are the different types of Certificate of Authorization?
- General Business Authority: Grants broad powers for daily operations, including banking, contracts, and administrative decisions
- Banking-Specific Authorization: Focuses solely on financial transactions, specifying exact account access and monetary limits
- Property and Asset Management: Authorizes handling of real estate, equipment, and other physical assets
- Limited Duration Certificate: Sets specific timeframes for temporary authority, often used during leadership transitions or special projects
- Branch Office Authorization: Empowers local managers to operate satellite locations with defined autonomy levels
Who should typically use a Certificate of Authorization?
- Company Directors: Create and approve these certificates to delegate specific powers while maintaining ultimate control over corporate decisions
- Senior Managers: Receive authorization to act on behalf of the company for specified tasks or transactions
- Corporate Secretaries: Draft and maintain Certificates of Authorization as part of company records
- Banks and Financial Institutions: Accept and verify these certificates when processing transactions or opening accounts
- Business Partners: Rely on these documents to confirm authorized representatives can legally bind the company
How do you write a Certificate of Authorization?
- Company Details: Gather accurate legal name, registration number, and registered office address
- Authorized Person: Collect full name, position, and specific powers being granted
- Scope Definition: List exact transactions, monetary limits, and time periods covered by the authorization
- Board Resolution: Prepare meeting minutes showing director approval for the delegation of authority
- Document Format: Use our platform's legally-vetted template to ensure all required elements are included
- Verification Steps: Confirm signing authority matches your company's constitution and governance rules
What should be included in a Certificate of Authorization?
- Company Identification: Full legal name, registration number, and registered office address
- Authorized Individual: Complete details of the person receiving authority, including role and contact information
- Powers Granted: Clear, specific description of authorized activities and any monetary or temporal limits
- Duration Clause: Start and end dates of the authorization period
- Revocation Terms: Conditions under which the authority can be withdrawn
- Director Approval: Signatures of required board members and company seal placement
- Governing Law: Explicit reference to Irish law and jurisdiction
What's the difference between a Certificate of Authorization and an Authorization Letter?
A Certificate of Authorization is often confused with a Authorization Letter, but they serve distinct purposes in Irish business operations. While both grant permission, their scope, formality, and legal weight differ significantly.
- Legal Weight: Certificates of Authorization are formal corporate instruments with long-term validity, while Authorization Letters typically handle one-time or short-term permissions
- Formality Level: Certificates require board approval and often a company seal, whereas Authorization Letters need only the authorizer's signature
- Scope of Power: Certificates can grant broad operational authority across multiple transactions, while Letters usually cover specific, limited actions
- Corporate Governance: Certificates form part of official company records and often need registration with authorities; Letters are more informal and usually internal
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