Section 22 of the Companies Act, 2013
Section 22 of the Companies Act, 2013 — "Execution of Bills of Exchange, etc."
📜 Text Summary of Section 22:
Section 22 deals with how documents like contracts, bills of exchange, deeds, or other legal instruments are executed (i.e., signed) by a company.
✅ Key Provisions:
Execution of Documents by Company:
A document is considered validly executed on behalf of the company if it is:
Signed by an authorized person, and
The authorization is given through a Board resolution, Articles of Association, or a power of attorney.
Common Seal (If Any):
If a company has a common seal, then the documents may be executed:
Under the seal, and
In the presence of two directors, or
One director and a company secretary, who sign it as witnesses.
If the company does not have a seal, then:
The document can still be executed by authorized officers.
Authorized Agents:
A company may, by writing under its common seal (if it has one), empower any person to:
Execute deeds or documents on its behalf in India or abroad.
Such a person is considered to have the same authority as the company to execute those documents.
✍️ Practical Use:
This section ensures that only duly authorized persons can legally bind the company by signing contracts or deeds.
Helps in avoiding fraud or unauthorized commitments.
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