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Notary Bulletin

A Guide To Notarizing For Representative Signers

Power-of-Attorney-2-resized.jpgUpdated 8-18-20. Many Notaries have been asked to notarize for a "representative signer" —  a signer acting on behalf of a company, organization or another person. Some states require additional steps when notarizing for a representative signer.

Here are three things you need to know when handling these situations.

What Is A Representative Signer?

A "representative signer" is a person signing the document on behalf of someone else or a business entity such as a corporation. It is sometimes referred to as acting in a "representative capacity." This can include someone signing a document as an attorney in fact for another individual, a company executive signing business documents, or signing legal documents as a designated officer of an organization or legal entity.  

Typically, notarizing for a representative signer follows the same rules for normal acknowledgments or jurats. However, be aware that in most states an attorney in fact can’t swear an oath in someone else’s name. So if "John Doe" is signing and requesting a jurat as a representative of "Jane Smith," John cannot assert that "Jane Smith swears this document is true."

However, John could say "I, John Doe, swear that the contents of this document are true." IIlinois is the only state that permits a signer to declare a statement under oath or affirmation in a representative capacity.​

What Notary Wording Do I Use For A Representative Signer?

It depends on your state. Some, like Colorado, Florida, Nevada, Oregon, Pennsylvania and Texas, require Notaries to use different certificate wording when notarizing for someone signing as a representative instead of as a private individual. However, California Notaries must use the same acknowledgment wording whether the person is signing as an individual or in a representative capacity.

While California Notaries may sometimes use another state's notarial wording for documents that will be filed in another state, they may not use out-of-state wording asking a Notary to certify a signer's representative capacity or make other determinations not allowed by law. For example, a California Notary could not complete notarial wording that read, "On this day, before me personally appeared John Doe, known to me to be the president of XYZ Incorporated, and acknowledged said instrument for that corporation."

Do I Verify The Signer’s Representative Status?

Whether you need to verify a signer's status depends on the state where you are commissioned. As mentioned previously, California prohibits its Notaries from certifying a signer’s status as a representative.

Other states, such as Hawaii, Montana and Utah, require their Notaries to confirm the signer’s status.

In Utah, a signer acting in a representative capacity must either present satisfactory evidence of their authority to the Notary, or provide a sworn statement or affirmation to the Notary that the signer has proper authority to execute the document.

You can learn about representative signers from your state's Notary regulating agency website or your state’s Notary handbook. Or check out the NNA’s Notary Primers or U.S. Notary Reference Manual, which is a NNA member benefit. The NNA’s Notary Essentials eLearning course guides you through all your state's requirements.

David Thun is an Associate Editor at the National Notary Association.

Additional Resources:

State Notary Law Summaries

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View All: Best Practices

12 Comments

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MisterJ

22 Jul 2016

Not having to verify the signer's representative capacity AT ALL just seems to leave the door wide open for fraud, as any old joe could sign a contract on behalf of Microsoft or Boeing when he has absolutely no business doing so, and the notary's job is only to make sure the signer is the same person that appears on his driver's license!

Cheryl Kaster

01 Aug 2016

In Hawaii all capacity acknowledgments require that the signer be given an oath, or affirm, the fact that they hold the capacity stated in the document. That, as I understand, puts the responsibility on the signer if they are lying (perjury?) under oath.

Mary Ann Savage

10 Jul 2017

Thank you

Matt M

09 Jul 2018

Mister J, that's all a notary does, is verify identity, not capacity. Why would YOU want to take on that liability?

Mister J

04 Jun 2019

Matt M... well, my company deals with commercial contracts on a regular basis, and it is company policy to verify that the person signing the contract is actually authorized by their company to do so. So I really don't mind at all.

David M

15 Jul 2019

Great article. Idaho does require the Notary to have satisfactory evidence that the signer has that authority

James

15 Jul 2019

My state is Wisconsin and it is one of the states where representative capacity must be shown in the notarial certificate. It is one of the states which does not require verification of capacity. I want a statement from the signer that they understand the document and are signing willfully. and are signing in the shown capacity. I don't feel that I can arbitrarily require a signer to verify capacity since a refusal to verify might require me to refuse to notarize. I know that if I refuse a notarization arbitrarily, I may be subject to damages in court.

Johanna

08 Dec 2020

I recall years ago, when my husband was in the Military. When he would be deployed for a long length of time, he would leave me a limited power of attorney, to act on his behalf, meaning that I could sign his name on any documents. However, the POA was document which he signed in front of notary and sealed. I was fortunate that I didn’t need to go a step further to inquire to swear that I was made his representative, a good thing for me living in Florida during the time.

Barry Hayes

11 May 2021

"While California Notaries may sometimes use another state's notarial wording for documents that will be filed in another state [...]" Huh. This is s surprise. I thought CA notaries always had to use the CA wording. When can a CA notary not use the CA wording? Also: How do we know where the document will be filed?

National Notary Association

11 May 2021

Hello. Please see this article for more information about California certificate rules: https://www.nationalnotary.org/notary-bulletin/blog/2017/06/what-california-notaries-need-to-know-about-notary-certificates

Naresh

27 May 2021

Please include Texas state for examples

National Notary Association

27 May 2021

Hello. The state of Texas provides short-form acknowledgment certificate wording for acknowledgments by different types of representatives. You can view sample wording here: https://www.sos.state.tx.us/statdoc/forms/edinfo-sample-forms-9-19.pdf

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