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Secretary Certificate Template for Switzerland

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Key Requirements PROMPT example:

Secretary Certificate

"I need a Secretary Certificate to verify our Swiss company's board resolution dated March 15, 2025, authorizing the opening of a new bank account with Credit Suisse, with apostille certification for international use."

Document background
A Secretary Certificate is a crucial corporate document used in Swiss business practice to formally certify corporate actions, decisions, or documents. This certification is typically required when dealing with third parties, financial institutions, or government authorities who need official confirmation of corporate matters. The document draws its authority from Swiss corporate law, particularly the Swiss Code of Obligations, and must comply with specific formatting and content requirements. Secretary Certificates are commonly used in situations such as bank account openings, property transactions, commercial registry filings, or international business dealings where formal verification of corporate actions or authority is needed. The certificate may require additional authentication steps depending on its intended use, such as notarization for domestic use or apostille certification for international recognition.
Suggested Sections

1. Certificate Header: Official letterhead and title of the document, including the company name and date of certification

2. Secretary Identification: Full identification of the certifying secretary, including their position and authority within the company

3. Company Details: Complete legal name of the company, registration number, registered office address, and jurisdiction of incorporation

4. Certification Statement: Formal declaration by the secretary confirming their authority to make the certification

5. Subject Matter: Clear description of the matters being certified (e.g., board resolutions, shareholder decisions, corporate documents)

6. Verification of Documents: Confirmation that any referenced documents are true copies of the originals

7. Signature Block: Secretary's signature, name, title, and date of signing

8. Authentication: Official company seal or stamp (if applicable) and any required notarization details

Optional Sections

1. Apostille Preparation Block: Required when the certificate needs to be used internationally and requires apostille certification

2. Witness Statement: Used when local requirements or receiving parties require witness attestation

3. Corporate Authority Confirmation: Additional section confirming the secretary's appointment and authority when required by third parties

4. Language Certification: Required when the certificate relates to documents in multiple languages or requires translation certification

5. Incumbency Verification: Used when certifying the current officers and their positions within the company

Suggested Schedules

1. Referenced Resolutions: Copies of the board or shareholder resolutions being certified

2. Corporate Documents: Relevant corporate documents being certified (e.g., articles of association, bylaws)

3. Signature Specimens: When certifying authorized signatories, specimens of their signatures

4. Register Extracts: Relevant extracts from the commercial register or other official registers

5. Power of Attorney: If referenced in the certificate, copies of relevant powers of attorney

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions




















Clauses




















Relevant Industries

Banking and Financial Services

Insurance

Manufacturing

Technology

Real Estate

Professional Services

Healthcare

Retail

Energy

Transportation and Logistics

Construction

Telecommunications

Education

Non-Profit Organizations

Hospitality

Relevant Teams

Legal

Corporate Governance

Compliance

Administrative

Executive Office

Company Secretariat

Board Administration

Risk Management

Corporate Affairs

Regulatory Affairs

Relevant Roles

Corporate Secretary

General Counsel

Legal Director

Compliance Officer

Board Member

Chief Executive Officer

Chief Financial Officer

Legal Counsel

Company Director

Corporate Governance Officer

Administrative Officer

Risk Manager

Board Secretary

Managing Director

Industries






Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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