Company signing authority and limits of directors’ powers
The validity of the signature of a contract or corporate document depends on the signatory,, the extent of his authority and the method of determining the authorized signatories. The title of director or partner alone is not always sufficient to sign all documents.
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The validity of the signature of a contract or corporate document depends on the signatory,, the extent of his authority and the method of determining the authorized signatories. The title of director or partner alone is not always sufficient to sign all documents.
Important aspects of this matter
Point 1
Latest official gazette and announcement of changes in signatures
Point 2
Articles of association and resolutions board of directors on the limits of authority
Point 3
Type of document; contract, Check, Promissory note, Bank commitment or ordinary correspondence
Point 4
Signature method; individual, joint and accompanied by the company seal if specified
Legal points and course of action
In relations with legal entities, verification of the signatory's authority is part of assessing the validity of the contract. Internal restrictions and their effect on third parties should also be assessed according to the type of company and the relevant regulations.
In each case, the latest company registration status, internal documents and actual events must be matched. The similarity of the titles of the two cases does not mean that the demands, of the parties to the dispute or their legal outcome are the same.
Related topics
personal liability of a managing director or board member under Iranian law
The limits of directors' liability to the company and third parties and the difference between company debt and personal liability.
change of managing director and board members in an Iranian company
Election, dismissal or replacement of managing director and members of board of directors and registration of positions and signature holders.
partner or shareholder dispute in an Iranian company
Disputes about management, Profits, Voting rights, Access to documents, Assembly decisions and implementation of partners' agreements.
Registration of company changes and meeting minutes
Minutes of meetings and board of directors, Change of directors, Capital, Address, Subject and authorized signatories.
Relevant legal sources
Iranian Commercial Code («قانون تجارت»)
Bill amending part of Iranian Commercial Code («قانون تجارت»)
Iranian Civil Code («قانون مدنی»)
This list, shows the main provisions related to the subject of the page. The governing law and subsequent amendments must be adapted to the time of occurrence, of the subject and the situation of each case.
The official text and latest amendments of the laws are available at National Information Database of Laws and Regulations of the Country is available to view.
Frequently asked questions
Methods of contact
Contact us for advice and follow-up of the case through the following ways