This Practice Note provides practical guidance on the proper execution of documents by non-Companies Act corporations. Non-Companies Act corporations are those created by statute such as local authorities and building societies. A corporation is a body that has a legal personality separate from those of its members, meaning it can contract, generally hold property, and sue and be sued, in its own name. In this Practice Note, we are concerned with ‘corporations aggregate’, meaning corporations consisting of a body of persons, rather than ‘corporations sole’ (consisting of one person in a particular office). The term ‘body corporate’ or ‘corporation’ is broad and encompasses a variety of bodies including, for example, corporate bodies created by: • statute, such as building societies, co-operative or community benefit societies (previously known as industrial and provident societies), and friendly societies • a general Act of Parliament, such as local government authorities, corporations which control the public services and industries, bodies performing various general administrative and advisory functions, and certain bodies performing special functions of a public nature • a Royal Charter, such as

This Practice Note provides practical guidance on how to arrange the execution of a document by an individual when that individual has an impairment or disability, or where the individual does not speak the same language as their adviser. For general guidance on execution of contracts and deeds, see Practice Notes: • Deeds • Executing documents—deeds and simple contracts We have produced a collection that is a comprehensive, interactive resource to help users identify and work through the concepts and common issues when executing documents. Each section or phase includes practical guidance, precedent clauses and Q&As relevant to that section. For more information, see: Execution collection. Inability to read or comprehend documents in writing An impairment may mean that the signatory is unable to read a document for themselves. For example, signatories who are partially-sighted or blind. It could also be the case that the signatory does not read or speak the language in which the document is written. Furthermore, it should not be assumed that because the signatory is a fluent speaker

This Practice Note provides practical guidance on the execution of documents by overseas companies, primarily when execution takes place after 1 October 2009 in accordance with the Overseas Companies (Execution of Documents and Registration of Charges) Regulations 2009, SI 2009/1917. In this Practice Note it is assumed the contract is in writing. We have produced a collection that is a comprehensive, interactive resource to help users identify and work through the concepts and common issues when executing documents. Each section or phase includes practical guidance, precedent clauses and Q&As relevant to that section. For more information, see: Execution collection. The law relating to overseas companies The execution of documents by overseas companies is governed by the Overseas Companies (Execution of Documents and Registration of Charges) Regulations 2009 (OC(EDRC)R 2009), SI 2009/1917. These regulations apply (with modifications) to those provisions in the Companies Act 2006 (CA 2006) relating to company contracts and the formalities of doing business in the UK to companies incorporated outside the UK. OC(EDRC)R 2009, SI 2009/1917, reg 4 applies and modifies CA 2006, ss 43–44 and 46 to overseas

This Practice Note provides practical guidance on proper execution of simple contracts and deeds for general partnerships. For information relating to execution by limited liability partnerships, see Practice Note: Execution formalities—limited liability partnerships. For information relating to execution by limited partnerships, see Practice Note: Execution formalities—limited partnerships. We have produced a collection that is a comprehensive, interactive resource to help users identify and work through the concepts and common issues when executing documents. Each section or phase includes practical guidance, precedent clauses and Q&As relevant to that section. For more information, see: Execution collection. Quick view The table below provides a brief overview of the execution formalities applicable to partnerships and where related precedent execution clauses can be found. For further information, navigate to the document type using the links in the first column. Document type Can be made: Document can be executed by: Precedents Simple contracts On behalf of the partnership. The signature of a partner acting under the authority of the partnership, express or implied. Execution clause—partnership—contract. Deeds On behalf of the partnership. Execution as a deed by all

This Practice Note provides guidance on the execution of documents by personal representatives (PRs). It covers the execution of simple contracts and deeds by PRs (being executors and administrators). In executing such documents, PRs will be acting on behalf of the estate of the deceased. This Practice Note sets out the requirements for execution by different types of PRs, including where a firm of solicitors is acting as PR. It also summarises what steps practitioners should take to check the authority of PRs to execute documents. We have produced a collection that is a comprehensive, interactive resource to help users identify and work through the concepts and common issues when executing documents. Each section or phase includes practical guidance, precedent clauses and Q&As relevant to that section. For more information, see: Execution collection. Quick view The table below provides a brief overview of the execution formalities applicable to PRs and where related precedent execution clauses can be found. For further information, navigate to the document type using the links in the first column.

This Practice Note provides practical guidance on the proper execution of simple contracts and deeds for private trusts. We have produced a collection that is a comprehensive, interactive resource to help users identify and work through the concepts and common issues when executing documents. Each section or phase includes practical guidance, precedent clauses and Q&As relevant to that section. For more information, see: Execution collection. Capacity A trust has no legal identity, which means it cannot enter into contracts in its own name. Broadly speaking, a trust exists as an obligation between persons (trustees) to hold and deal with property over which they have control (trust property) for the benefit of person(s) (beneficiaries) who may enforce those obligations. For more information, see: Nature and classification of trusts—overview. The powers of trustees to operate the trust and deal with trust property are conferred by statute, case law and under the trust instrument. It is important for the trustees to check the provisions in the trust instrument before entering into contracts and deeds. For more information, see: Administration of

This Practice Note provides practical guidance on the proper execution of simple contracts and deeds by third party individuals or corporations (primarily companies incorporated under the Companies Act 2006 (CA 2006)), acting under a power of attorney. It considers who can grant a power of attorney, who can act as an attorney and execution formalities when executing simple contracts or deeds under a power of attorney. This Practice Note does not cover the execution of powers of attorney themselves. For details, see Precedent: Power of attorney for commercial transactions. This Practice Note does not cover the execution of documents by other authorised signatories of organisations. For more details, see Practice Note: Executing documents—deeds and simple contracts. We have produced a collection that is a comprehensive, interactive resource to help users identify and work through the concepts and common issues when executing documents. Each section or phase includes practical guidance, precedent clauses and Q&As relevant to that section. For more information, see: Execution collection. Quick view This table provides a quick overview of the various entity types which are

This Practice Note provides practical guidance on proper execution of simple contracts and deeds for unincorporated associations in England and Wales. Unincorporated associations are formed through agreement by a group of members who come together, generally for a purpose which is not for profit. Examples of unincorporated associations include sports clubs or voluntary groups. For more information, see Practice Note: Unincorporated associations. We have produced a collection that is a comprehensive, interactive resource to help users identify and work through the concepts and common issues when executing documents. Each section or phase includes practical guidance, precedent clauses and Q&As relevant to that section. For more information, see: Execution collection. Capacity An unincorporated association has no legal identity, which means it cannot enter into contracts in its own name. As such, an unincorporated association has no rights and cannot perform duties or own property. Property ‘belonging’ to an unincorporated association will be vested in the leading members of the organisation who act as trustees and hold property on trust for the remaining members of the organisation. When acting for an unincorporated association,

This Practice Note provides practical guidance on the execution of documents by unincorporated charities. For information on the execution of documents by incorporated charities, see Practice Note: Execution formalities—incorporated charities. We have produced a collection that is a comprehensive, interactive resource to help users identify and work through the concepts and common issues when executing documents, including the execution of deeds. Each section or phase includes practical guidance, precedent clauses and Q&As relevant to that section. For more information, see: Execution collection. Capacity Unincorporated charities have no distinct legal personality, which means that, as an entity, an unincorporated charity has no rights or duties per se and is not entitled to own property in its own right. Property ‘belonging’ to an unincorporated charity will be vested in the leading members of the organisation who act as trustees and hold property on trust for the remaining members of the charity. The legal persons with the capability to enter into arrangements and execute documents will be the trustees or members of the charity. As a general rule, this means all

This Practice Note summarises the execution formalities for witnesses, including who can act as a witness to the signature of another person on a document relating to a commercial transaction such as a deed or simple contract, witnessing electronic signatures and the position on video witnessing. For information relating to the witnessing of wills, see Practice Note: Validity of Wills—signature. We have produced a collection that is a comprehensive, interactive resource to help users identify and work through the concepts and common issues when executing documents, including information relating to the witnessing of signatures. Each section or phase includes practical guidance, precedent clauses and Q&As relevant to that section. For more information, see: Execution collection. Witnessing What is the difference between witnessing and attestation? Witnessing involves observing the execution of a document. Attestation involves the additional step of recording, on the document itself, that the witness has observed the execution. Typically, this is achieved by the witness signing an attestation clause which confirms that the document was duly executed in the presence of a witness. When is a witness required? When

This Practice Note answers a series of frequently asked questions (FAQs) concerning execution of documents in finance transactions. It answers some frequently asked questions on execution of deeds and simple contracts more generally, before addressing queries on execution of security, intercreditor and guarantee documentation, witnessing formalities, running the signing process on finance transactions. It finishes with some common issues and problems that may arise in relation to execution and how to address them. Each question includes a high-level summary with relevant authority and links to corresponding detailed guidance and analysis. What are the main documents to be executed in a lending transaction? In a loan transaction, the key documents to be executed are typically referred to as the 'finance documents'. This term refers to the suite of documents entered into between the obligor(s) and lender(s) or other finance parties which set out the contractual relationship between them. The finance documents required for a transaction depend on the parties involved, the type of financing and the structure of the transaction, but typically

This guide sets out the requirements for executing simple contracts in various international jurisdictions. The table provides a quick-reference summary of the execution formalities for companies, individuals and partnerships in different countries. More detailed guidance on each overseas jurisdiction covered by the table is set out in the sections below. For information on the execution of deeds in various jurisdictions, see Practice Note: Execution of deeds—jurisdictional guide. For information on electronic signatures in various jurisdictions, see Practice Note: E-signatures—jurisdictional guide. For information on the formation of contracts in various jurisdictions, see Practice Note: Contract formation—jurisdictional guide. For information on the execution of documents under Scots law, see: Execution—Scotland—overview. Please note that this is intended as an introductory guide only and local advice from appropriate legal professionals in the relevant country should be sought where appropriate. Summary table What are the requirements for the execution of contracts by companies? What are the requirements for the execution of contracts by individuals? What are the requirements for the execution of contracts by partnerships? Argentina The