60-Second Answer
iVC drafts and notarizes Certificate of Signing Authority (Certificate of Incumbency) for Thai company directors who need to prove their legal authority to bind the company in cross-border transactions. We review your DBD Affidavit, Articles of Association, and Board Resolutions; draft the certificate in English or bilingual Thai-English; the director signs in person at iVC Asoke before our Lawyers Council of Thailand Notarial Services Attorney; we then process Apostille at MOFA Chaeng Watthana (post-Hague 2026) for use in 125 Hague member countries. Standard price 3,500 THB, joint 2-signatory 5,500 THB. Turnaround 3-5 days end-to-end including Apostille. Accepted by HSBC, DBS, OCBC, UOB, Citi, Standard Chartered, Deutsche Bank, BNP Paribas, ANZ, JPM, and 1,000+ international banks/counterparties.
Use Cases — When Foreign Banks/Counterparties Require It
- Foreign corporate bank account opening — HSBC HK, DBS Singapore, OCBC, UOB, Citi, Standard Chartered, BoC, ICBC, Deutsche, BNP, JPM, ANZ
- Cross-border M&A SPA execution — when Thai company is buyer or seller in international transaction
- International tender bidding — UN, World Bank, ADB, ASEAN government tenders
- Foreign branch/subsidiary registration — registering Thai company branch in Singapore/HK/UK/Dubai
- Cross-border loan agreement execution — when Thai company borrows from foreign bank/fund
- IP assignment / licensing agreements — international patent/trademark transfers
- International real estate purchase by company — Thai PCL buying property overseas
- Foreign court litigation — proving authority to file suit on behalf of company
- International arbitration — SIAC, HKIAC, ICC arbitration proceedings
Pricing & Process
| Service | Price (THB) | Time |
|---|---|---|
| Single Signatory Certificate | 3,500 | Same day |
| Joint 2-Signatory Certificate | 5,500 | Same day |
| Bilingual Thai-English drafting | +1,500 | +1 day |
| Apostille MOFA (Hague countries) | +1,500-2,500 | +3-5 days |
| Embassy stamp (Non-Hague: UAE/SA/CN/VN) | +2,500-4,500 | +5-10 days |
| DHL international courier | +2,500 | +2-3 days |
| Urgent same-day Apostille | +50% surcharge | 1 day |
FAQ
What is a Certificate of Signing Authority and when do I need it?
A Certificate of Signing Authority (also called Certificate of Incumbency or Certificate of Authorized Signatory) is a notarized legal document that confirms a specific individual is the duly authorized director, officer, or signatory who can legally bind a Thai company (Co., Ltd., PCL, Partnership). It identifies: (1) the company's full registered name, registration number, and registered office; (2) the named individual's full legal name, ID/passport number, and position; (3) the scope of their signing authority (joint vs single signatory, monetary limits, document categories); (4) the supporting corporate documents reviewed (Affidavit/Certificate of Incorporation, Articles of Association, Shareholders' Resolution, Board Resolution). You need it when: opening a corporate bank account abroad (HSBC HK/Singapore/UK, DBS, Citi, JPM), executing an international M&A SPA, signing international tender documents, registering a foreign branch/subsidiary, executing cross-border loan documents, signing IP assignment agreements, or any cross-border contract where the foreign counterparty needs assurance that your signature legally binds the company.
What documents do I need to bring to iVC for this notarization?
Required corporate documents (originals or certified true copies issued within the last 30-90 days depending on receiving country): (1) DBD Affidavit / Certificate of Incorporation (Nor.Sor.20) — Department of Business Development — must be dated within 30 days for most foreign banks (90 days for routine purposes); (2) Articles of Association (Memorandum / Bor.Or.Jor.5); (3) List of Shareholders (Bor.Or.Jor.5); (4) Board Resolution appointing the signatory (or Power of Attorney delegating authority from board); (5) Shareholders' Resolution if Articles require it for specific transactions. Personal documents: passport (original + 2 copies signed by the director), Thai work permit or visa (if foreign director), proof of address (utility bill / lease / Thai house registration). Optional: company seal (if Articles require seal). iVC reviews all documents, drafts the Certificate in English (or bilingual Thai-English), and the director signs in person before our Notarial Services Attorney.
How does post-Hague Apostille (2026) change this workflow for foreign banks?
Massive workflow simplification since 1 Jan 2026: pre-Apostille, a Certificate of Signing Authority needed: (a) notarization → (b) MOFA Chaeng Watthana → (c) destination embassy (US/UK/HK/Singapore/Germany etc.) — taking 7-14 days. Post-Apostille (now): (a) iVC notarization → (b) Apostille at MOFA Chaeng Watthana (single stamp) — Hague Convention Member States (125 countries) accept it directly without embassy involvement. Timeline reduced from 7-14 days to 3-5 days. Cost reduced ~40%. Major beneficiaries: HSBC Hong Kong, DBS Singapore, OCBC Singapore, UOB Singapore, Standard Chartered Singapore, Citi Singapore/HK, Deutsche Bank Frankfurt, BNP Paribas Paris, Mitsubishi UFJ Tokyo, ANZ Sydney — all now accept Apostille-only. Non-Hague exceptions still requiring embassy stamp: UAE (Dubai banks), Saudi Arabia, China (Bank of China, ICBC, China Construction Bank), Vietnam, Cambodia, Myanmar — iVC handles dual legalization for these.
Joint signatory vs single signatory — which to certify?
Critical decision based on your company's Articles of Association: (1) Single Signatory — your Articles state 'Any one director may bind the company' or 'Director Mr. X may bind the company alone' — iVC certifies the single individual; foreign banks accept this readily (2) Joint Signatory (2 of N) — your Articles state 'Two directors signing jointly bind the company' — iVC certifies BOTH directors in one combined Certificate of Signing Authority OR issues two separate Certificates referencing each other (3) Joint with Company Seal — Articles require 'Signature + company seal' — iVC certificate must explicitly reference the seal requirement and we register the seal impression with our notarial act (4) Monetary limit signatories — some companies have 'Up to THB 5M: single director / Above THB 5M: joint directors' — iVC drafts tiered authority certificate (5) Specific transaction authority — board resolution delegating authority for ONE specific transaction (e.g., 'Mr. X authorized to sign SPA with XYZ Ltd dated 27 June 2026 only') — iVC certifies the limited scope. Foreign bank preference: most major banks (HSBC/DBS/Citi) STRONGLY prefer joint signatories for accounts > USD 100K — single signatory accepted for SME accounts and routine transactions.
Pricing and turnaround time
Standard Certificate of Signing Authority: 3,500 THB per certificate (single signatory) or 5,500 THB (joint 2-signatory combined). Includes: drafting in English (or bilingual), reviewing all corporate documents for accuracy, verifying signatory identity, notarial act with Lawyers Council seal, 3 original copies. Add-ons: bilingual Thai-English drafting +1,500, Apostille MOFA Chaeng Watthana +1,500-2,500 (3-5 working days), embassy stamp for non-Hague countries +2,500-4,500 + 5-10 days, certified Thai-English translation of company documents +800-1,500 per page, DHL international courier +2,500 per shipment, urgent same-day notarization +50% surcharge. Bulk discount: 10+ certificates per year (recurring corporate clients) → 2,800 THB each. Turnaround: same-day notarization (if all documents are ready), 3-5 days end-to-end including Apostille.
Common rejection reasons and how iVC prevents them
Top 5 rejection reasons by foreign banks/counterparties: (1) Stale DBD Affidavit — most banks require Nor.Sor.20 dated within 30 days; iVC obtains fresh DBD copy same-day before notarization (300 THB DBD fee); (2) Signatory authority mismatch — Articles say 'joint' but Certificate names single signatory; iVC reviews Articles before drafting and matches authority structure exactly; (3) Missing Apostille — sent to Hague country without Apostille; iVC includes Apostille recommendation in every quote; (4) Translation discrepancy — Thai version of Articles uses different wording than English Certificate; iVC uses Lawyers Council certified translator + cross-references Thai-English (5) Signatory ID expired — passport expired or close to expiry; iVC checks passport validity (must be > 6 months) before scheduling. iVC pre-submission checklist includes all 5 verification points + receiving party's specific format requirements (we maintain templates for HSBC, DBS, Citi, Standard Chartered, OCBC, UOB, Bank of China, Deutsche Bank, BNP Paribas, JPM).