Certificate of Incumbency
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A Certificate of Incumbency (also called an Incumbency Certificate or Officer’s Certificate) is an official document issued by a company’s secretary or authorized officer that certifies the current directors, shareholders, and key officers of the company.
It serves as proof of identity and authority of company representatives for legal, financial, or international transactions.
Who Needs a Certificate of Incumbency
Private Limited Companies / Public Limited Companies
Subsidiaries of foreign companies operating in India
Companies opening foreign bank accounts or dealing with international clients or investors
Businesses applying for foreign investments, loans, or compliance filings
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Details Mentioned in the Certificate
Company name, CIN, and registered address
Names, designations, and specimen signatures of:
Directors
Company Secretary
Authorized signatories / Power of Attorney holders
Date of issue and company seal / certification
Statement confirming the validity and authority of listed officers
How to Obtain It
Prepare the certificate on the company’s official letterhead.
Have it signed by the Company Secretary or any authorized director.
Affix the company seal (if applicable).
For legal or international use, the certificate can be:
Notarized, or
Apostilled (for overseas submission).
Purpose & Benefits
Acts as official proof of company structure and authority.
Required for:
Bank account opening (domestic or international)
Loan processing and due diligence
Foreign trade or investment agreements
Regulatory or compliance filings
Enhances corporate transparency and credibility.
Validity
Valid until there’s a change in directors, officers, or authorized signatories.
A new certificate should be issued whenever changes occur.
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