Blasco SchneiderLegal & Corporate Counsel
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Disputes Over Corporate Signing and Representation Powers

In corporate litigation, the available rights and remedies turn on provable facts and the governing corporate documents. Representation disputes arise when signature authority is unclear or internal approval requirements are bypassed. Internal duties and effects toward third parties must be separated.

What to keep in mind

Compare bylaws, appointments, powers, contracts and bank notices; assess ratification, remedies and third-party rights.

An internal instruction may not invalidate an agreement with a good-faith third party.

Distinctions often confused

Statutory representation, powers of attorney and internal approvals are distinct concepts.

Frequently asked questions

Can an SRL manager bind the company over another manager's objection?
That depends on the representation regime and enforceable restrictions.
What if an attorney-in-fact signs after their power is revoked?
Review notice, enforceability of revocation and affected third-party rights.

Informational content. It is not a substitute for professional advice.