11 January 2011
Generally, the Bankers do not insist for affixing of common seal of the Company on the Certified True Copy of the Board Resolution.
The Common Seal of the Company is affixed on the Instruments to be executed for aviling credit facility from the banks.
However, if your Bank so insists, the affixing of common seal should be under the authority of the Board Resolution or any committee there of and in the presence of such number of Directors and Company Secretary or such other persons as mentioned in the Articles of Association of the Company, who shall countersign the instrument on which the seal of the Company is so affixed.
11 January 2011
Please bring to the notice of the Bank the provisions of Section 54 with regard to authentication of documents.
As per Section 54 of the Companies Act, a document requring authentication by a company may be signed by a director, the manager, the secretary or other authorised officer of the company and need not be under its common seal.
As per Section 48 of the Companies Act, even execution of deeds by an attorney authorised by the company under its common seal, need not be under its common seal.
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