Secretarial Practice · Ch 11 — Correspondence with Banks
Change in Authorised Signatories and Closing a Bank Account
Change in Authorised Signatories and Closing a Bank Account
Why the List of Authorised Signatories Must Stay Current
The people a bank will accept instructions from are exactly the persons named in the company's Board Resolution and specimen signature card on file — nobody else, however senior, can operate the account until the bank's own records are updated. This list inevitably needs to change over time: a director who was an authorised signatory resigns or is removed, a new director or officer is appointed to operate the account, or the company simply decides to restructure who may sign on its behalf (for instance, moving from single-signatory to joint-signatory operation for larger amounts). Until the bank is formally informed and the change is recorded, a cheque signed by a removed signatory can be dishonoured, and a cheque signed by a newly appointed signatory whose specimen the bank does not yet hold can be refused just as easily — so this correspondence should never be delayed.
Formalities for a Change of Signatory
Exactly as with opening an account or seeking a facility, a change of signatory needs a fresh Board Resolution — naming the outgoing signatory (if any) whose authority is withdrawn, and naming the incoming signatory whose authority is granted, along with the manner of operating the account (singly or jointly). The letter to the bank encloses this certified Resolution together with the new signatory's specimen signature and photograph, and clearly requests the bank to update its records with effect from a stated date.
Specimen Letter — Change in Authorised Signatory
SAHYADRI ENGINEERING WORKS LIMITED
Registered Office: Shivaji Udyog Nagar, Kolhapur – 416008
CIN: U28900MH2012PLC145678
Date: 20th October
The Branch Manager
State Bank of India
Kolhapur Industrial Estate Branch
Kolhapur
Dear Sir/Madam,
Sub: Change in Authorised Signatory — Current Account No. 30456789012
We wish to inform you that Mr. Ravindra Patil, a Director of the Company and one of the persons hitherto authorised to operate the above account, resigned from the Board with effect from 10th October. Our Board of Directors, at its meeting held on 18th October, resolved to withdraw Mr. Patil's authority to operate the account and to authorise Ms. Sneha Rane, Director, to operate the account jointly with the Company Secretary in his place, with effect from that date.
We enclose a certified true copy of the Board Resolution dated 18th October, together with the specimen signature and photograph of Ms. Sneha Rane, and request you to kindly update your records accordingly and to confirm the same to us in writing.
Thanking you,
Yours faithfully,
For Sahyadri Engineering Works Limited
(Prasad Joshi)
Company Secretary
Encl: Certified Board Resolution; specimen signature and photograph
Closing a Bank Account
A company may need to close a bank account for several honest reasons — it is shifting its banking relationship to another bank, closing down a branch office the account was opened for, or simply consolidating several accounts into one. As always, this needs a Board Resolution authorising the closure and naming who will complete the formalities, and the letter to the bank must ask the bank to close the account only after settling every outstanding cheque already issued, so that no genuine payment is left dishonoured.
Specimen Letter — Closing a Bank Account
VIDARBHA TEXTILES LIMITED
Registered Office: Wardha Road, Nagpur – 440025
CIN: U17100MH2008PLC167890
Date: 15th January
The Manager
Central Bank of India
Sitabuldi Branch
Nagpur
Dear Sir/Madam,
Sub: Closure of Current Account No. 51223344556
Our Board of Directors, at its meeting held on 8th January, resolved to close our Current Account No. 51223344556 held with your branch, as the Company has consolidated its banking with another bank. We enclose a certified copy of the Board Resolution authorising this closure. …
A person specifically named in a company's Board Resolution and specimen signature card as entitled to sign cheques and give instructions on t …
A bank's refusal to pay a cheque presented to it — which can happen, among other reasons, if the cheque is signed by a person no longer recorded as an authori …