Who is authorized to sign on behalf of a corporation
Someone who doesn't have authority to make important business decisions shouldn't be signing legal documents or contracts for the company. Managers with more responsibilities, such as a manager who serves as a corporate officer, may be authorized by the owner of the business to sign. If a manager does have this type of responsibility in the operations of the business, it is common for them to sign a business contract.
However, the other involved party might ask for proof that the manager signing has authorization to handle this task on the company's behalf. Contracts are critical to the success and growth of companies across many industries, especially contracts that help keep the company in business.
As a company grows in size, it tends to require more contracts in various applications. Examples include:. If you are entering into a contract with a business or individual in another country, it's important to make sure the contract is signed by someone who is authorized to do so. You must verify that the person signing a contract is authorized to avoid major legal trouble and minimize risks.
If you're signing a contract with a company or individual based out of Indonesia, the laws governing the legality and binding nature of contracts are found in the Indonesian Civil Code, Article To avoid legal issues, it's important to be sure that the signature on the contract is from someone authorized by the business to sign.
This might be true if the employee is in a different geographic area or has responsibility for one specific part of the business. An excellent way to do this is with a power of attorney document that carefully delineates the kinds of documents the employee can sign.
Managers who are signing contracts on behalf of a company should indicate that they are signing in their official capacity.
This is especially important for individuals who operate single-member LLCs. Failure to indicate that you are signing on behalf of the legal entity could mean that you are personally liable for fulfilling the terms of the contract if anything goes wrong.
A legal problem can arise if someone signs on behalf of a company and isn't an authorized representative. In some cases, the company can get out of the contract on this basis. If you're entering into a contract and you have any doubts about whether the person signing for the other side has full authority to do so — or if it's a large or important contract and you want to take no chances — request proof that the person signing has the appropriate authority.
Keep a copy of the authorization for your records. If you enter into a contract and the other party later tries to back out of it by claiming that the person who signed didn't have the authorization to sign on behalf of the company, consult an attorney.
In some cases, the contract may still be enforceable. Copies of the Agreement. Each party should retain a signed copy — if signing by ink, prepare at least two copies of your agreement.
Make sure that each copy contains all the needed exhibits and attachments. Both you and the other party should sign both copies -- and each should keep your signed original. Faxing Agreements. It is not uncommon for businesses to communicate by fax machine. One party signs a copy of the agreement and faxes it to the other who signs it and faxes it back. A faxed signature is legally sufficient if neither party disputes that it is a fax of an original signature.
However, if the other party claims that a faxed signature was forged, it could be difficult or impossible to prove it's genuine, since it is very easy to forge a faxed signature with modern computer technology.
Forgery claims are rare, however, so this is usually not a problem. Even so, it's a good practice for you and the other party to follow up the fax with signed originals exchanged by mail or air express.
Electronic Signatures. Electronic contracts and electronic signatures are just as legal and enforceable as traditional paper contracts signed in ink. An electronic contract is an agreement created and "signed" in electronic form -- in other words, no paper or other hard copies are used. For example, you write a contract on your computer and email it to a business associate, and the business associate emails it back with an electronic signature indicating acceptance.
There are various ways to create an electronically "signed PDF" document and you can research current methods via your Internet search engine. Electronic signatures can also be created using coded cryptographic signature method.
You can see a video on preparing electronic agreements. Changing the Agreement After It's Signed. No contract is engraved in stone. You and the other party can always modify or amend your agreement if circumstances change and you both agree to the changes. It's advisable that an agreement be changed only by a written amendment signed by both parties. The amendment should set forth all the changes and state that the amendment takes precedence over the original contract.
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