Section – 22, Companies Act, 2013

(Enforced with effect from 12-9-2013.)

Execution of bills of exchange, etc.

22. (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.

(2) A company may, by writing under its common seal ¹[, 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:

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

(3) A deed signed by such an attorney on behalf of the company and under his seal shall bind the company³[***].

1. Inserted by the Companies (Amendment) Act, 2015, w.e.f. 29-5-2015.
2. Inserted by the Companies (Amendment) Act, 2015, w.e.f. 29-5-2015.
3. Words “and have the effect as if it were made under its common seal” omitted by the Companies (Amendment) Act, 2015, w.e.f. 29-5-2015.