Vivek Tibrewal-Kolkata (Asst. Manager - Taxation) (65 Points)
30 May 2009For signing of Share Certificate of a Pvt. Ltd. Co. is it necessary to Sign the Share Certificate by th Authorised Signatory also, if there is only Two Directors in the comapny and there is no other person employed in the compnay.
Marely signature by TWO Directors serve the purpose. Pl reply,
Vivek Tibrewal
CS Ekta
(Company Secretary)
(309 Points)
Replied 30 May 2009
yes , It is necessary that the certifcate must be signed by an authorised signatory under the Companies (Issue of share certificate Rule), 1960 .
Simply , authorise any person thru the board resolution to sign the certificate. He/She may not be employee of the Company
Vivek Tibrewal-Kolkata
(Asst. Manager - Taxation)
(65 Points)
Replied 01 June 2009
Thanks Ekta, for your quick reply
But I can't understand what is the significant / Purpose to get signed the share certificate through the Authorised Signatory even the Directors are quite sufficent to sign the all the papers as well as Share Certificates too.
Ajay Mishra
(Company Secretary)
(74337 Points)
Replied 03 June 2009
Dear Vivek
Ms. Ankita is right, and u also check your company articles.
Regards
Ajay
Reena
(Service)
(40 Points)
Replied 04 June 2009
I also agree with Ms. Ekta. The Comapny can authorise any person in teh Board Resolution as an Authorised Signatory for signing the Share Certificates.
CS Hanisha
(COMPANY SECRETARY)
(122 Points)
Replied 01 July 2009
VISHAL, THE DIRECTORS ARE QUITE SUFFICIENT BUT THE THE SIGNATURE OF AUTHORISED SIGNATORY IS REQUIRED TO ACT AS A WITNESS TO THE DIRECTOR'S SIGNATURES....
CS Ankur Srivastava
(Company Secretary & Compliance Officer)
(17848 Points)
Replied 01 July 2009
As per Companies (Issue of Share Certificates )Rules, 1960 share certificates must be signed by atleast two directors and company secretary or any person authorised by the board on this behalf.
jitender
(student)
(28 Points)
Replied 07 December 2011
yeah, Etka is right. but why?? for second question? why necessay signature for authorized person?
The answer lies here that it is not possible for directors to always be in touch with day to day affairs of the company. They may be required to g oaborad for clients or other stuff. so their signature is affixed by the method given in (Issue of Share Certificate) Rules, 1960 as to by means of machine, equipment or other mechanical means. And for authorized secretary, it is necessary to get a sign by means pen i.e. no meachnical means is available for them. Hence it is necessay for authorized secretary to get presence or else there may be chances of misuse of those meachanical means.
Nisha Sharma
(Company Secretary)
(1155 Points)
Replied 08 January 2015
Apart from common seal is it required to stamp the share certificates.
CS MOHIT SALUJA
(PRACTICING CS Jalandhar 9914558709)
(5155 Points)
Replied 08 January 2015
Common Seal is optional now as per the Final Companies Amendment Bill passed in December 2014. So no need to affix common sela if the company does not have the same
Avneesh Mishra
(CS Trainee)
(502 Points)
Replied 09 January 2015
Completely agreed with Mr. Srivastava and Mr. Saluja, we have followed the same procedure recently.
Special thanks to Mr. Srivastava for his article on 'Increase in Authorised Capital' 
Regards,
Avneesh Mishra
CAclubindia
