Posted by Maarik on May 28, 2008 at 20:57:00:
Your friend should also be concerned with how the IRS will look at this signature. If he is a/the shareholder of a closely held corporation this could potentially cause problems. Also there are potential liability issues - piercing the corporate veil.
Corporate Signatures - Posted by Jack Molloy
Posted by Jack Molloy on May 20, 2008 at 18:40:56:
Have a friend who signed a contract with an investment corporation. The signature block at the end of the contract have the company name typed out, but the person who signed it didn’t put anything in denoting he was signing for the corporation like “John Doe, President”. hE just signed his name “John Doe”. Also, there were hand written changes made to the contract where the investment corp’s rep initialed but not in his corporate capacity. Is this OK or could my friend claim the contract is void??
Thanks for your help,
Jack
Re: Corporate Signatures - Posted by Rick, the Probate Guy
Posted by Rick, the Probate Guy on May 21, 2008 at 22:58:08:
This is why disputes develop and lawsuits ensue (sorry for the pun).
My first answer is “I don’t know” however, a document examiner would probably look for other documents associated with the transaction that either supported or disassociated the transaction intended.
I think the biggest thing with lawsuits are when parties don’t manage or document each others’ expectations. However, even if the documentation is fatally flawed, but everyone is satisfied, it might very well be a non-issue.
Generally, when I either act in a corporate capacity to sell a property, or am dealing with another party representing a corporate entity, I make sure that we have a copy of corporate articles and a corporate resolution specific to the intended transaction, which is further endorsed by those directors or officers empowering the action.
In other words, I make certain that there’s no confusion or misunderstanding what was intended and who is empowered to execute the docs.
In your “friend’s” deal, in the end, absent other supporting documents, it will be up to whether both parties are satisfied or not, as there may be a lot of wiggle room on such a poorly memorialized transaction. In other words, it might be easy for someone who wants out to weasel their way out of the commitment.