Certificate Of Incumbency And Authority Template for Australia

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Key Requirements PROMPT example:

Certificate Of Incumbency And Authority

"I need a Certificate of Incumbency and Authority for my Australian tech company to open a new banking relationship in Singapore, requiring verification of our current directors and officers appointed since January 2025, with specimen signatures included."

Document background
The Certificate of Incumbency and Authority is a crucial corporate document in the Australian business environment, primarily used to verify the official status and authority of company officers to external parties. This document is particularly important when establishing new business relationships, opening bank accounts, conducting international transactions, or engaging in significant corporate dealings. It draws its authority from the Australian Corporations Act 2001 and typically includes comprehensive details about the company's current directors and officers, their appointment dates, scope of authority, and may include specimen signatures. The certificate serves as an official verification tool, often required by banks, foreign entities, or regulatory bodies to confirm who has the legal authority to act on behalf of the company.
Suggested Sections

1. Company Identification: Full legal name of the company, ACN/ABN, registered office address, and jurisdiction of incorporation

2. Certificate Purpose: Statement declaring the purpose of the certificate and its intended use

3. Director Details: Names, positions, and appointment dates of all current directors

4. Officer Details: Names, positions, and appointment dates of key officers (e.g., Company Secretary, CEO)

5. Authority Confirmation: Specific powers and authorities vested in each listed officer

6. Verification Statement: Declaration of the accuracy of the information provided

7. Execution: Date and proper execution by authorized signatory (typically Company Secretary or Director)

Optional Sections

1. Specimen Signatures: Sample signatures of listed officers, used when the certificate needs to verify signing authority

2. Corporate Seal Verification: Details about the company seal and its authorized usage, if the company uses a corporate seal

3. Historical Appointments: Record of previous officers' appointments and resignations, if historical verification is required

4. Special Resolutions: Reference to any special resolutions affecting officer authorities, if applicable

5. Apostille Preparation: Additional formatting and content required for international authentication via apostille

Suggested Schedules

1. Schedule 1 - Extract of Board Resolutions: Relevant board resolutions confirming current appointments and authorities

2. Schedule 2 - ASIC Company Extract: Recent ASIC company extract showing current office holders

3. Schedule 3 - Specimen Signatures: Formal record of authorized signatures when required

4. Appendix A - Supporting Documents: Copies of appointment documents, constitution excerpts, or other relevant corporate documents

5. Appendix B - Company Constitution Extract: Relevant sections of the company constitution regarding officer appointments and authorities

Authors

Alex Denne

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

Relevant Industries

Banking and Financial Services

International Trade

Corporate Services

Legal Services

Investment and Securities

Real Estate

Manufacturing

Mining and Resources

Retail

Technology

Healthcare

Education

Professional Services

Construction

Transport and Logistics

Relevant Teams

Legal

Compliance

Corporate Governance

Executive Management

Board of Directors

Corporate Secretariat

Risk Management

International Business

Corporate Affairs

Administrative Support

Relevant Roles

Company Secretary

Corporate Lawyer

Legal Counsel

Compliance Officer

Chief Executive Officer

Chief Financial Officer

Director

Managing Director

Board Chairman

Corporate Governance Officer

Risk Manager

International Business Manager

Company Director

General Counsel

Corporate Affairs Manager

Industries
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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