Board Resolution For Removal Of Authorised Signatory In Bank Account Template for South Africa

When your company needs to remove someone's authority to sign on bank accounts, you require a properly executed board resolution that complies with South African corporate law. This formal document ensures your banking changes are legally valid and protects your company from potential unauthorized transactions.

When do you need this document?

You need this resolution when an employee with banking authority leaves your company, gets promoted or transferred to a role without financial responsibilities, or when conducting routine reviews of signatory mandates. It's also required during corporate restructuring, when someone's employment is terminated for cause, or if there are concerns about potential misuse of banking authority. Banks typically require this documentation before they will remove signatory rights, making it essential for maintaining proper financial controls.

Key legal considerations

Your resolution must clearly identify the signatory being removed, specify which bank accounts are affected, and include the effective date of removal. The document should reference the board's authority under your company's Memorandum of Incorporation and comply with quorum requirements for valid board meetings. You must ensure proper notice was given to all directors and that the resolution is passed by the required majority. The resolution should also authorize specific individuals to communicate with the bank and provide any additional documentation required for the mandate change. Consider including provisions for retrieving any banking materials from the departing signatory and updating internal financial procedures.

Legal requirements in South Africa

Under the Companies Act 71 of 2008, your board resolution must follow proper corporate governance procedures, including adequate notice, quorum requirements, and formal voting processes. The Banks Act 94 of 1990 requires banks to verify the authority of signatories, making your resolution crucial for mandate changes. FICA compliance means banks need proper documentation and may require additional identity verification when processing signatory changes. The King IV Code on Corporate Governance, while not mandatory, provides best practice guidelines for board resolutions and decision-making processes that many banks expect companies to follow. Your resolution should be signed by the company secretary or chairperson and may need to be witnessed or notarized depending on your bank's requirements. Electronic signatures may be acceptable under the Electronic Communications and Transactions Act, but check with your specific banking institution for their acceptance policies.