In the current environment, with more officers working from home, housing associations and other businesses may be having difficulties arranging for the execution of documents. Those complications will include:

• any requirement for the application of the association’s common seal to deeds and other documents; and
• availability of signatories more generally.

Use of the seal

Housing associations which are community benefit societies registered under the Co-operative and Community Benefit Societies Act 2014 will usually have a common seal and the society’s rules as supplemented by its standing orders and policies will usually set out the requirements for application of the seal. The rules and any standing orders will typically specify the level of authorisation required for entry into particular documents.

However a society is not obliged to have a seal and (subject to the society’s rules) execution by a society acting by two authorised signatories will usually have the same effect as if the seal were applied.

Furthermore a contract can be executed on behalf of a society by a person acting with the society’s authority.

We can advise on the appointment of authorised signatories to facilitate execution, together with arranging for electronic execution, where parties are not able to attend in one place for execution or have difficulties with limited availability at critical times.

Authorised signatories

Community benefit societies can also appoint authorised signatories to enter into contracts on their behalf. Such appointments are subject to the society’s constitutional documents together with any internal rules and standing orders as to such authorisation.

If you would like any advice on whether your constitutional documents require the use of the seal or on any amendments to the rules and other constitutional documents that may be required to enable execution without the use of the seal please get in touch with Stephen Dove.