Certificate of Incumbency
A certificate of incumbency specifies the identity of the officers of a corporation who have the ability to conduct business and is used during incorporation.
CERTIFICATE OF INCUMBENCY
I, [Full Name of Business Owner/Secretary etc.], being the [Job Title] of [Name of Company] (the "Corporation"), a corporation incorporated under the laws of the State of [Name of State], do hereby certify as follows:
1. That I am the duly elected and qualified [Job Title] of the Corporation.
2. That pursuant to the Corporation's By-Laws, I have the power and authority to execute this certificate on behalf of the Corporation.
3. That from my examination of the minute book and other pertinent records of the Corporation in my possession, and of my own knowledge, the following individuals were designated and appointed to the offices listed below and hold these offices at the time of signing.
4. That the signatures opposite the names below are genuine signatures.
[Full Name 1] [Title 1] [Underlined Space for Signature 1]
[Full Name 2] [Title 2] [Underlined Space for Signature 2]
[Add as many officer names, titles, and signatures as required.]
I also certify that the appointed Officer(s), by virtue of the authority delegated by the Board of Directors of the Corporation, is/are authorized to act on behalf of the Corporation by [List of Duties Officers Can Perform].
I also certify that the undersigned are the Directors of the Corporation and that the signatures opposite their names are genuine signatures.
[Full Name 1] [Underlined Space for Signature 1]
[Full Name 2] [Underlined Space for Signature 2]
[Add as many director names and signatures as required.]
I also certify that the undersigned are the Shareholders of the Corporation and that the signatures opposite their names are genuine signatures.
[Full Name 1] [Number and Type of Shares 1]
[Full Name 2] [Number and Type of Shares 2]
[Add as many shareholder names and numbers and types of shares as required.]
IN WITNESS WHEREOF, I have
hereunto subscribed my name and posted the seal of the Corporation on
this [Underlined Space for Day Number] day of [Underlined
Space for Month], [Underlined Space for Year].
[Underlined Space for Signature of Business Owner/Secretary etc.]
[Full name of Business Owner/Secretary etc.]
[Space for Company Seal]
The appointments detailed expire [Period of Validity] from the date above. This form must be accompanied by supporting documents.
Any [GREEN] highlighted language is intended to be filled in by the user. Any [YELLOW] highlighted language is considered optional or conditional by the attorney community. Consult with an attorney before using this document. This document is not a substitute for legal advice or services. Refer to our Terms of Service for more details.
This form has been prepared for general informational purposes only. It does not constitute legal advice, advertising, a solicitation, or tax advice. Transmission of this form and the information contained herein is not intended to create, and receipt thereof does not constitute formation of, an attorney-client relationship. You should not rely upon this document or information for any purpose without seeking legal advice from an appropriately licensed attorney, including without limitation to review and provide advice on the terms of this form, the appropriate approvals required in connection with the transactions contemplated by this form, and any securities law and other legal issues contemplated by this form or the transactions contemplated by this form.