Section 21 of the Companies Act, 2013
Section 21 of the Companies Act, 2013 is titled:
"Authentication of documents, proceedings and contracts"
🔹 Bare Act Language:
A document or proceeding requiring authentication by a company, or any contract made by or on behalf of a company, may be signed by any key managerial personnel or an officer of the company duly authorised by the Board of Directors and need not be under its common seal.
🔹 Explanation in Simple Words:
If a company needs to sign documents, agreements, or legal proceedings, it doesn't always need to use its common seal (stamp).
Instead, such documents can be signed by:
Any key managerial personnel (KMP) (like CEO, CFO, Company Secretary), or
Any officer authorised by the Board of Directors.
🔹 Key Points:
Common seal is optional for authentication.
Authorised persons can sign on behalf of the company.
This ensures ease of doing business and reduces formalities.
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