AUTHORISED SIGNATORY

An authorized signatory is an individual with legal power to sign documents and bind an organization to the terms within them, such as contracts, cheques, and financial agreements. This authority is granted by the organization, often through a board resolution or power of attorney, and is crucial for making official commitments and managing legal and financial responsibilities on the company's behalf. A key differentiator is that while anyone can physically sign a document, only an authorized signatory's signature carries the legal weight to obligate the organization. 

Having authorised signatory ensures that signatures on official documents are legally binding and representative of the company. It prevents unauthorized spending and ensures that only approved contracts and agreements are made. It is essential for managing financial transactions, such as signing checks or approving large financial agreements. It streamlines processes for signing important documents, preventing delays and ensuring that key business activities can proceed smoothly. The appointment process involves officially granting an individual the legal authority to sign for the organization.

In respect of GST laws, the registered person is to come across various legal hurdles for which he may prefer appeal etc., before the proper officers. The companies, firms, associations etc., are though a separate legal entity, they cannot physically sign the legal documents. Such artificial judicial persons appoint signatory to sign on behalf of them by means of passing resolution etc.

Section 107 of the Central Goods and Services Tax Act, 2017 provides for filing appeal before the First Appellate Authority. Section 107(5) provides that every appeal under this section shall be in such form and shall be verified in such manner as may be prescribed. Rule 108 provides that the appeal to the Appellate Authority shall be filed in Form GST APL – 01. Sub section (2) provides that the grounds of appeal and the form of verification as contained in FORM GST APL- 01 shall be signed in the manner specified in rule 26.

Rule 26(2) provides that each document including the return furnished online shall be signed or verified through electronic verification code-

• in the case of an individual, by the individual himself or where he is absent from India, by some other person duly authorised by him in this behalf, and where the individual is mentally incapacitated from attending to his affairs, by his guardian or by any other person competent to act on his behalf;
• in the case of a Hindu Undivided Family, by a Karta and where the Karta is absent from India or is mentally incapacitated from attending to his affairs, by any other adult member of such family or by the authorised signatory of such Karta;
•  in the case of a company, by the chief executive officer or authorised signatory thereof;
•  in the case of a government or any Governmental agency or local authority, by an officer authorised in this behalf;
• in the case of a firm, by any partner thereof, not being a minor or authorised signatory thereof;
• in the case of any other association, by any member of the association or persons or authorised signatory thereof;
• in the case of a trust, by the trustee or any trustee or authorised signatory thereof; or
• in the case of any other person, by some person competent to act on his behalf, or by a person authorised in accordance with the provisions of section 48.

In Sabre Travel Network (India) Pvt Ltd Versus Union of India & Anr. - 2025 (3) TMI 1317 - BOMBAY HIGH COURT, the writ petitioner filed an appeal before the First Appellate Authority against the order passed by the Adjudicating Authority. The First Appellate Authority dismissed the said appeal on the ground that the appeal has not been signed by the authorised signatory and has not submitted a Board resolution appointing the said person as authorised signatory to sign the appeals, documents or any other proof of the authorised signatory of being the authorised signatory of the appellant.

The respondent contended that the appeal was signed by one Ms. Gracie Fernandes. The appellant has not submitted any board resolution or any document authorising her to sign the appeals etc.,

Against the said order the petitioner filed the present writ petition before the High Court. The High Court observed that the if the Appellate Authority wanted to verify the authority of Ms. Grace Fernandes, it ought to call upon the appellant and seek for proper documents. The High Court further observed that there is a board resolution authorising Ms. Grace Fernandes, to institute, depose, defend, compromise, appear, verify, sin, affirm and/or papers, applications, petitions, affidavits and other documents under the applicable laws before the Supreme Court, High Court, GST Appellate Tribunal, Authority for advance ruling etc. Because of this the petitioner wanted the Court to set aside the impugned order and to remand the matter to the First Appellate Authority for a de novo consideration.

The High Court set aside the impugned order. The High Court remanded the matter back to the Appellate Authority.  The High Court directed the First Appellate Authority to hear the appeal after giving the petitioner a reasonable opportunity of being heard. The order of the First Appellate Authority shall be a reasoned order considering all the submissions of the petitioner. All the rights and contentions of all parties are expressly kept open to be agitated before the Appellate Authority.

In Tata AIG General Insurance Company Ltd. Versus The Union of India & Ors. - 2025 (4) TMI 559 - BOMBAY HIGH COURT, Bombay High Court, decided on 07.04.2025, the petitioner filed an appeal before the First Appellate Authority. The First Appellate Authority dismissed the appeal on the ground that the petitioner did not produce documents to establish that he is the authorised signatory. The First Appellate Authority held that since no proof, such as board resolution, was produced by the petitioner. Further the documents produced by the petitioner, along with the appeal, are xerox copies without self-certification. Therefore, these documents are not valid documents for their claims.

The petitioner also filed a rectification application. The same was dismissed on the ground that the rectification of mistakes under section 161 of the Central Goods and Services Tax Act, 2017 is limited to correcting the errors which are apparent on record. This type of orders cannot be rectified as it would lead to review of the order-in-appeal passed by the Authority.

The High Court relied on various judgments in which the High Courts rejected the appeal as the same was not signed by the authorised signatory. The High Court found that the First Appellate Authority rejected the appeal holding that the evidence/documents submitted by the petitioner in support of their claims are not self-certified. The High Court was of the view that such defect is of a curable defect. The First Appellate Authority ought to have given an opportunity to submit self-certified copies of the documents before rejecting the appeal. Further there is no requirement of submission of self-certified copies of the documents in an appeal filed online. The petitioner, however, undertook to submit self-certified copies of documents.

Therefore, the High Court set aside the impugned order and rectification order. The High Court restored the appeal to the First Appellate Authority for fresh consideration on merits and as per law. The High Court directed the petitioner to submit self-certified copies of documents including a copy of the adjudication order. The First Appellate Authority shall give reasonable opportunity to the petitioner and pass a reasonable order.