Marginal note:Authority of directors and officers
20 A company or society or a guarantor of an obligation of a company or society may not assert against a person dealing with the company or society or with any person who has acquired rights from the company or society that
(a) the company’s or society’s incorporating instrument or any by-laws of the company or society have not been complied with,
(b) the persons named as directors of the company or society in the most recent return sent to the Superintendent under section 549 or 668 are not the directors of the company or society,
(c) the place named in the incorporating instrument or the by-laws of the company or society is not the head office of the company or society,
(d) a person held out by the company or society as a director, an officer or a representative of the company or society has not been duly appointed or has no authority to exercise the powers and perform the duties that are customary in the business of the company or society or usual for any such director, officer or representative, or
(e) a document issued by any director, officer or representative of the company or society with actual or usual authority to issue the document is not valid or not genuine,
except where the person has or ought to have by virtue of the person’s position with or relationship to the company or society knowledge to that effect.
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