When it comes to corporations, who has the authority to bind a company and what evidence should they provide to prove this please? I assume company officers do have the power, but how can this be validated for sure? I am using the state register database, but it only has the registered agent. They also want credit card information for this! I ask for a contract with an employer, which are requested modifications to. The company says the project manger will sign. I requested for the signature from the registered agent. The point is how can I trust a verbal confirmation that x or y has the authority to make modifications to the company policy?
Anyone with ostensible authority can bind the company. That is, authority that appears from the circumstances to exist whatever the reality may be.
The person’s role and the nature of the transaction feed into the circumstances. For example, consider a national supermarket chain:
- The cashier has ostensible authority to sell the supermarket’s goods.
- The manager has ostensible authority to resolve customer complaints.
- The purchasing officer has ostensible authority to enter into contracts with suppliers.
- The state manager has ostensible authority to buy and sell land.
- The officers (CEO/Board) has ostensible authority to do anything.
Anyone who enters into a transaction with a person who has ostensible authority can rely on that to bind the company. Of course, ostensible authority ends if a reasonable person would believe (or actually knows) that the person was exceeding their actual authority, for example, if the supermarket cashier sold you the supermarket, the company wouldn’t be bound.
If the person acts as if they have authority and it’s reasonable to assume they do, then they do.