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Certificate of Authority Template for Singapore

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Certificate of Authority

I need a Certificate of Authority to authorize a representative to act on behalf of our company in legal and financial matters, ensuring it includes the representative's full name, scope of authority, and duration of the authorization.

What is a Certificate of Authority?

A Certificate of Authority lets organizations formally delegate specific powers to their representatives in Singapore. It's commonly used when companies need trusted employees or agents to sign documents, handle financial transactions, or make business decisions on their behalf.

Under Singapore law, this certificate proves to banks, government agencies, and business partners that the named individual has legitimate permission to act for the organization. Companies typically issue these certificates through board resolutions, specifying exact powers granted and any limits. The certificate stays valid until the company revokes it or sets an expiry date.

When should you use a Certificate of Authority?

Get a Certificate of Authority when your Singapore company needs trusted representatives to handle important business matters. This becomes essential for regional offices sending staff to sign contracts, open bank accounts, or deal with government agencies on the company's behalf.

Most companies prepare these certificates before major transactions, property deals, or when setting up new business relationships. It's particularly valuable for multinational firms with local operations, companies expanding their presence in Singapore, or organizations where key decision-makers can't always be physically present for every business dealing.

What are the different types of Certificate of Authority?

Who should typically use a Certificate of Authority?

  • Board of Directors: Approves and issues Certificates of Authority, defining the scope of powers granted to representatives
  • Company Secretaries: Prepares the certificates, maintains records, and ensures proper documentation of authorizations
  • Authorized Representatives: Receives delegated powers to act on behalf of the company in specified business matters
  • Banks and Government Agencies: Relies on these certificates to verify the legitimacy of company representatives
  • Business Partners: Uses certificates to confirm they're dealing with properly authorized company agents

How do you write a Certificate of Authority?

  • Company Details: Gather full legal name, registration number, and registered address of the organization
  • Representative Information: Collect authorized person's details, including NRIC/passport number and designation
  • Scope Definition: List specific powers being granted, such as signing authority limits or transaction types
  • Duration: Decide if the authority is permanent or needs an expiry date
  • Board Approval: Prepare board resolution authorizing the certificate's issuance
  • Document Generation: Use our platform to create a legally-sound certificate that includes all required elements

What should be included in a Certificate of Authority?

  • Company Identification: Full legal name, UEN number, and registered address of the authorizing company
  • Representative Details: Name, NRIC/passport number, and position of the authorized person
  • Powers Granted: Clear, specific list of authorized activities and any monetary limits
  • Time Period: Effective date and duration or expiry date of the authority
  • Execution Block: Company seal, director signatures, and witness details
  • Board Resolution Reference: Date and number of the supporting board resolution
  • Governing Law: Statement confirming Singapore law applies

What's the difference between a Certificate of Authority and a Letter of Authority?

A Certificate of Authority often gets confused with a Letter of Authority, but they serve distinct purposes in Singapore's legal framework. While both documents delegate powers, their scope and formality differ significantly.

  • Legal Weight: Certificates of Authority are formal corporate instruments backed by board resolutions, while Letters of Authority are typically simpler authorizations for specific, limited tasks
  • Duration: Certificates usually grant ongoing powers for extended periods, whereas Letters often cover one-time transactions or short-term needs
  • Corporate Requirements: Certificates need board approval and company seal, while Letters can often be issued by individual directors or managers
  • Usage Context: Certificates are preferred for major business dealings like banking relationships and property transactions, while Letters suit routine operational matters

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