Create a bespoke document in minutes,聽or upload and review your own.
Get your first 2 documents free
Your data doesn't train Genie's AI
You keep IP ownership聽of your information
Certificate of Incumbency
I need a Certificate of Incumbency that verifies the current officers and directors of the company, including their names, titles, and the authority they hold, to be used for international banking purposes. The document should be signed by the company's secretary and include the company's official seal.
What is a Certificate of Incumbency?
A Certificate of Incumbency proves who holds official positions within a Danish company, listing key details about directors, officers, and other authorized representatives. Danish banks and business partners often request this document when opening accounts, signing contracts, or verifying who can make decisions for the company.
Under Danish corporate law, these certificates play an essential role in due diligence and compliance. They show the chain of authority within a company and help prevent fraud by confirming that people claiming to represent a business actually have the power to do so. The Danish Business Authority (Erhvervsstyrelsen) recognizes these certificates as important verification tools for cross-border transactions.
When should you use a Certificate of Incumbency?
Danish companies need a Certificate of Incumbency when conducting business abroad or working with international partners. Banks commonly request this document to open corporate accounts, while foreign investors and business partners need it to verify who can legally sign agreements on behalf of your company. The certificate becomes especially important during major transactions like mergers or property deals.
Most Danish businesses obtain these certificates before entering international contracts, bidding on foreign projects, or establishing subsidiaries abroad. Having one ready speeds up business processes and builds trust with overseas partners. The Danish Business Authority recommends updating your certificate annually or when leadership changes occur to maintain its validity for international use.
What are the different types of Certificate of Incumbency?
- Standard Corporate Certificate: The most common version in Denmark, listing current directors, officers, and their signing authority. Used mainly for banking and general business.
- Detailed Governance Certificate: An expanded version that includes company bylaws, voting rights, and specific powers of each position.
- Simplified Business Certificate: A streamlined format focusing only on key signatories and their roles, popular among smaller Danish companies.
- International Format: Follows internationally recognized standards, often includes apostille certification for cross-border use.
- Branch Office Certificate: Specifically designed for Danish branches of foreign companies, showing both local and parent company authorities.
Who should typically use a Certificate of Incumbency?
- Corporate Secretaries: Prepare and maintain Certificates of Incumbency, ensuring accuracy of officer information and company details.
- Board Members: Review and approve the certificates, often requiring their signatures to validate the document.
- Banks and Financial Institutions: Request these certificates when opening accounts or extending credit to Danish companies.
- Foreign Business Partners: Rely on these certificates to verify authority of Danish company representatives.
- Legal Counsel: Draft and review certificates, especially for international transactions or regulatory compliance.
- Danish Business Authority: Recognizes these certificates for official business documentation and verification purposes.
How do you write a Certificate of Incumbency?
- Company Details: Gather official registration number, business address, and date of incorporation from the Danish Business Authority.
- Officer Information: Collect full names, titles, and appointment dates of all directors and key officers.
- Signature Authority: Document who can sign which types of agreements and any financial limits on their authority.
- Corporate Structure: Include details about share classes, voting rights, and major shareholders if relevant.
- Supporting Documents: Have board resolutions and meeting minutes ready that confirm appointments.
- Validation Process: Our platform generates legally compliant certificates, ensuring all mandatory elements meet Danish requirements.
What should be included in a Certificate of Incumbency?
- Company Identification: Full legal name, CVR number, registered address, and incorporation date under Danish law.
- Officer Details: Names, positions, appointment dates, and specific powers of all current directors and officers.
- Authentication Section: Corporate seal placement, notary attestation space, and apostille area for international use.
- Authority Statement: Clear description of signing powers and any limitations under company bylaws.
- Certification Language: Standard Danish legal phrasing confirming the document's accuracy and validity.
- Compliance Declaration: Statement confirming alignment with Danish Companies Act requirements.
- Execution Block: Date, authorized signatory space, and witness requirements per Danish regulations.
What's the difference between a Certificate of Incumbency and a Certificate of Authority?
A Certificate of Incumbency is often confused with a Certificate of Authority in Danish business operations. While both documents verify organizational authority, they serve distinct purposes and are used in different situations.
- Scope of Verification: A Certificate of Incumbency lists all current officers and directors with their roles, while a Certificate of Authority focuses solely on specific individuals authorized for particular actions.
- Duration of Validity: Incumbency certificates typically remain valid until leadership changes occur, whereas Authority certificates often have defined expiration dates.
- International Recognition: Incumbency certificates are widely accepted for cross-border transactions and foreign business relationships, while Authority certificates usually serve domestic Danish purposes.
- Legal Requirements: Danish banks and foreign partners typically request Incumbency certificates for major transactions, while Authority certificates are more commonly used for specific, limited authorizations within Denmark.
Download our whitepaper on the future of AI in Legal
骋别苍颈别鈥檚 Security Promise
Genie is the safest place to draft. Here鈥檚 how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; 骋别苍颈别鈥檚 AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
Our bank-grade security infrastructure undergoes regular external audits
We are ISO27001 certified, so your data is secure
Organizational security
You retain IP ownership of your documents
You have full control over your data and who gets to see it
Innovation in privacy:
Genie partnered with the Computational Privacy Department at Imperial College London
Together, we ran a 拢1 million research project on privacy and anonymity in legal contracts
Want to know more?
Visit our for more details and real-time security updates.
Read our Privacy Policy.