Section 215 of the Companies Act, 2013
Section 215 of the Companies Act, 2013 relates to the authentication of documents, proceedings, and contracts made on behalf of the company.
📜 Section 215 – Authentication of Documents, Proceedings and Contracts
Save as otherwise provided in this Act:
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 (KMP), or an officer or employee of the company duly authorised by the Board of Directors for such purpose.
✅ Key Points:
| Aspect | Details |
|---|---|
| What can be authenticated? | Documents, proceedings, and contracts |
| Who can authenticate? | Any KMP, officer, or employee |
| Condition | Must be authorised by the Board |
| Applicability | Applies unless otherwise provided in the Act (i.e., default rule) |
🧾 Example:
If a company enters into a contract with a vendor, the agreement may be signed by the Chief Financial Officer (CFO) or another officer authorized by a Board resolution.
⚖️ Objective:
To ensure that company documents and contracts are:
Properly authorized,
Legally valid, and
Attributable to the company in a formal and recognized manner.
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