41B. Execution of deeds by company

Question 1

41B. Execution of deeds by company

Answer 1

Execution of deeds without a common seal
[41B.01] Section 41B provides for the manner in which a document described and expressed as a deed may be validly executed without a common seal, if the company does not have a common seal. Sections 41B(1)(a), (b) and (c) provide that such a deed may be executed on behalf of the company by a director and secretary of the company, or by at least two directors of the company, or by a director in the presence of a witness who attests to the signature. The words in italics are crucial as they allude to the requirement that these signatories must be properly authorised to execute the said deed.

Question 2

Subsection (3)

Answer 2

[41B.02] Subsection (3) deals with a situation of a person signing a deed on behalf of a company without a common seal, for more than one company. It states that the document has to be signed separately by that person in each capacity.