Has anyone ever had the incumbency certification portion of the Secretary's Certificate be signed via docusign (as opposed to scanned handwritten signatures)? I wonder if the increased acceptance of electronic signatures should, in theory, mean that e-signed incumbency certificates to suffice...

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When doing Docusign for the rest of the signatures, the incumbency should be Docusign as well. Otherwise there's a discrepancy between the incumbency and the execution.

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Some banks might act weird about it though so good to check in your transaction if an issue.

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I'm on the receiving end for a big bank. We don't care. Just don't make us ask for it repeatedly, send us the wrong one, or have a client telling us they don't know what an incumbency is.

Banks on every major transaction i have worked on lately still require hard copy officer’s certificates/incumbency certificates for all entities. Super annoying because nobody will ever look at them again.

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No but it should work. The point is that when you compare the signature of the incumbency certificate to the actual signature, it should look the same

I’ve seen it where there’s a handwritten signature portion and an electronic signature portion on the certificate. I’ve never seen banks/trustees allow electronic signatures on certain docs, but they seem to be flexible on others.

If you mean signed electronically by the officer as opposed to the secretary or asst sec giving the certificate I kind of question why you would even bother. If I’m asking an officer to sign the incumbency it’s to verify his signature. If he’s going to use DocuSign, that’s irrelevant. I’d just list the officers without signature and have the (asst) secretary sign by DocuSign.

Agree - we usually just eliminate the incumbency if it’s a deal that is all electronic signatures anyway.

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