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Corporate Certificate Of Authority Template for England and Wales

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Corporate Certificate Of Authority

"I need a Corporate Certificate of Authority to authorize our new CFO, Sarah Chen, to execute banking transactions up to £500,000 on behalf of our UK subsidiary, with the authority to commence from March 1, 2025."

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What is a Corporate Certificate Of Authority?

The Corporate Certificate of Authority is a crucial governance document used when companies need to formally delegate authority to specific individuals. Under English and Welsh law, this certificate provides clear evidence of an individual's power to act on the company's behalf, typically used in significant business transactions, banking relationships, or regulatory matters. The document includes detailed information about the scope of authority, any limitations, and the duration of the powers granted, ensuring compliance with the Companies Act 2006 and protecting both the company and third parties dealing with authorized representatives.

What sections should be included in a Corporate Certificate Of Authority?

1. Company Information: Legal name, registration number, registered office address and other key company details

2. Authorization Statement: Formal declaration of the authority being granted by the company

3. Authorized Individual(s): Details of person(s) granted authority including full name, position, and role within the company

4. Scope of Authority: Specific powers and limitations of the authority granted, including types of transactions or decisions covered

5. Duration: Period for which the authority is valid, including start and end dates if applicable

What sections are optional to include in a Corporate Certificate Of Authority?

1. Transaction Details: Specific details of the transaction(s) for which the authority is being granted, used when certificate is transaction-specific

2. Financial Limits: Specification of any monetary limits or thresholds applicable to the authority granted

3. Delegation Powers: Details of any rights to delegate the authority to other individuals, including conditions and limitations

What schedules should be included in a Corporate Certificate Of Authority?

1. Board ReºìÐÓÖ±²¥: Copy of the board reºìÐÓÖ±²¥ authorizing the grant of authority

2. Specimen Signatures: Sample signatures of all authorized individuals named in the certificate

3. Constitutional Extract: Relevant extracts from the company's constitutional documents supporting the authority

Authors

Alex Denne

Head of Growth (Open Source Law) @ ºìÐÓÖ±²¥ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions























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Industries

Companies Act 2006: Primary legislation governing company powers, directors' duties (Sections 170-177), company decision-making processes, and execution of documents

Limited Liability Partnerships Act 2000: Legislation applicable if the certificate relates to an LLP structure

Corporate Governance Code: Guidelines for corporate governance practices, applicable depending on company size and type

Articles of Association: Company's constitutional document defining internal rules, procedures, and management structure

Memorandum of Association: Constitutional document stating the company's name, registered office, and objectives

Shareholders' Agreements: Private agreements between shareholders governing their relationships and rights

Board ReºìÐÓÖ±²¥s: Formal decisions made by the company's board of directors

Financial Services and Markets Act 2000: Regulatory framework for companies operating in financial services sector

Company Directors Disqualification Act 1986: Legislation for verifying eligibility of authorized persons to serve as directors

Money Laundering Regulations 2017: Regulations governing compliance with identification requirements and anti-money laundering measures

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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