Companies Act

Section 22. Execution Of Bills Of Exchange, Etc

(1) A bill of exchange, hundi or promissory note shall be deemed to have been made, accepted, drawn or endorsed on behalf of a company if made, accepted, drawn, or endorsed in the name of, or on behalf of or on account of, the company by any person acting under its authority, express or implied.

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(2) A company may, by writing ¹[under its common seal, if any,] authorise any person, either generally or in respect of any specified matters, as its attorney to execute other deeds on its behalf in any place either in or outside India:

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²[Provided that in case a company does not have a common seal, the authorisation under this subsection shall be made by two directors or by a director and the Company Secretary, wherever the company has appointed a Company Secretary.]

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(3) A deed signed by such an attorney on behalf of the company and under his seal shall bind the company ³***.

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1. Subs. by Act 21 of 2015, s. 6, for “under its common seal” (w.e.f. 29-5-2015).
2. The proviso inserted by s. 6, ibid. (w.e.f. 29-5-2015).
3. The words “and have the effect as if it were made under its common seal” omitted by s. 6, ibid. (w.e.f. 29-5-2015).