Company A & I
There is some confusion over execution of Corporate A & I forms. These forms are produced by the NZLS to assist with statutory compliance. They are not Companies Act forms and as such do not need to be signed by the directors.
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Where practical, it is preferable to have the A & I signed by directors.
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Any person duly authorised by the company to sign an A & I on its behalf is acceptable.
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Delegated authority assumes adherence with the company's constitution with an appropriate resolution recording such delegation.
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Ideally prudent practice would dictate that a copy of the resolution is held where signing is other than by director(s).
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The signatory to the A & I self-certifies that they are duly authorised by the company to sign on its behalf.
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The signatory to a Private Corporate must have photo ID attached and have their identity verified by the witness.
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The witness can be anyone. The same test applies as the witness to a Private Individual A & I form, and the question 'Is this person someone I can reasonably rely upon?' should be asked.
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For example, if the client is a new client and the A & I is being signed outside the firm, it would be prudent to have the A & I witnessed by a solicitor, registered legal executive or Justice of the Peace etc.
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Alternatively, if the client is an existing client and is known to members of the firm, it would be acceptable to have a reliable layperson witness the A & I.
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A copy of photo ID must be attached to all A & Is, except Public Corporates which include territorial authorities, other government departments and publicly listed companies.
The acceptability or otherwise of the signatory or witness rests with the solicitor who certifies and signs the instrument. Provided that an A & I has been properly executed and there is nothing to put the solicitor 'on notice' that there is an anomaly, then the solicitor's statutory obligations should be discharged.



