All documents (without exception) executed by a corporation may be signed in any of the following ways:
a. By any employee of the corporation, regardless of their job title, so long as the document contains an express statement to the effect that they have been authorized by the corporation to execute the instrument:
I am an employee of the corporation and have authority to bind same.
b. By a director of the corporation.
c. By an officer of the corporation. Where an officer signs on behalf of a company, no further statement is required.
Officer include:
• President
• Vice-President
• Treasurer
• Secretary
Officer will be deemed to include variations on the offices set out above, including:
• Assistant Vice-President
• First Vice-President
• Secretary-Treasurer
The following will not be accepted as corporate officers (and as such the employee binding statement will be required should they execute the instrument – see “a.” above):
• Chief Operating Officer
• Chief Financial Officer
• Chief Executive Officer
• Any Manager
• Assistant to the secretary (or any other Assistant to…)
d. By a person who is an attorney for the corporation under a power of attorney. Where a party signs pursuant to a power of attorney:
i. The party must explicitly state that they are signing pursuant to a power of attorney;
ii. The power of attorney document must either be attached to the document, filed in series with the document or already be on file at a land titles office. If the power of attorney relied upon is one on file at a land titles office the registration number assigned to the power of attorney document must be specifically set out; and
iii. The party signing may not be an employee of the donor. If the party is an employee of the donor, use the statement, I am an employee of the corporation and have authority to bind same, and do not refer to the power of attorney document.
Here is a sample of acceptable execution pursuant to a power of attorney:
ABC Company Ltd.
Per: __________________________________
John Tupper
Executed pursuant to POA # 1234567/1
See additional methods of execution for caveats, requests and personal property security notices.