In small businesses, paperwork moves fast - proposals, supplier contracts, HR forms, and day‑to‑day letters. Sometimes, the person who “owns” the decision isn’t available to sign.
This is where signing on behalf of someone (often written as “p.p.” or “per procurationem”) comes in. Used correctly, it keeps your business moving. Used incorrectly, it can void agreements, create personal liability, or derail a deal at the worst time.
In this guide, we’ll explain when you can sign on someone’s behalf, how to write the signature block correctly, what “p.p.” means, who can sign for a company, and the simple steps to reduce risk. We’ll also share practical examples you can copy and adapt for your business.
What Does “Signing On Behalf Of Someone” Mean For Your Business?
“Signing on behalf of someone” means you are executing a document as an authorised representative - you’re not signing in your own capacity. You’re binding the person or entity who gave you authority.
In business, there are two common scenarios:
- An individual authorises someone else to sign for them (for example, a founder gives their operations manager written authority to sign a letter or a short supplier agreement while they’re travelling).
- A company authorises certain officers or employees to sign documents for the company (for example, a director and company secretary signing a contract under the Corporations Act).
To be effective, you need the right authority, the correct signing method for the document type, and a clear signature block that shows you’re signing in a representative capacity.
When Is It Legal To Sign On Behalf Of Someone?
Authority can arise in a few ways. Understanding which applies helps you decide how to sign and what evidence to keep.
1) Express Written Authority
This is the cleanest option. The person or company gives you written permission to sign certain documents or categories of documents on their behalf.
For individuals and businesses, you’ll often see a simple Letter of Authority to Act or an Authority to Act form. These documents state who is authorised, what they can sign, and any limits (for example, dollar thresholds or timeframes).
2) Company Officer Authority (Corporations Act)
Companies can be bound when executed by certain officeholders. Under Section 127, a company may execute a document by two directors, a director and company secretary, or a sole director who is also the sole company secretary (for proprietary companies). This is a powerful “statutory” authority and counterparties are generally entitled to rely on it.
If execution is not under Section 127 (for example, an employee signs a service agreement), ensure there’s clear delegated authority in place and the signature block makes the representative capacity obvious.
3) Agency (Implied or Apparent Authority)
Sometimes, authority can be implied from someone’s role. For example, a CFO may have implied authority to sign routine finance-related documents. However, relying on implied authority is riskier. Put it in writing where you can (for instance, a Delegations of Authority policy or a letter of authority) and keep it within clear limits.
4) Power Of Attorney
A company can appoint an attorney to sign documents on its behalf via a deed. This is useful for specific projects or when directors are unavailable. If you’re using a corporate power of attorney, make sure the deed is validly executed and that the attorney stays within their scope.
Important: Regardless of the pathway, you still need to satisfy the document’s execution rules. For instance, deeds have stricter requirements than simple agreements, and some documents need witnesses. If you’re unsure, check the legal requirements for signing documents and consider getting advice before execution.
“p.p.” stands for “per procurationem,” Latin for “through the agency of.” In practice, “p.p.” and phrases like “for and on behalf of” or “as authorised representative of” signal that you are signing using someone else’s authority.
On Behalf Of Signature Example (Letter or Email)
p.p. Jordan Nguyen
Operations Manager
For and on behalf of
Acme Pty Ltd (ACN 123 456 789)
Here, Jordan is signing for and on behalf of the company. You could also write:
Signed p.p. Acme Pty Ltd by:
Jordan Nguyen
Operations Manager
On Behalf Of Signature Example (Simple Contract)
Signed for and on behalf of Acme Pty Ltd:
____________________________________
p.p. Jordan Nguyen, Operations Manager
(Authorised Representative)
Date: ___ / ___ / ______
If you’re signing on behalf of an individual (not a company), you might write:
Signed p.p. Taylor Smith by:
Jordan Nguyen (as authorised representative)
Date: ___ / ___ / ______
Tip: Make it crystal clear in the signature block that you’re signing “for and on behalf of” the person or entity, include your name and title, and reference the source of authority (e.g. “as authorised representative,” “under power of attorney dated dd/mm/yyyy,” or “under board delegation dated dd/mm/yyyy”).
“p.p.” vs “for and on behalf of” vs “per”
- “p.p.” is the traditional notation, widely accepted in letters and short-form documents.
- “for and on behalf of” is plain English, great for contracts and to avoid confusion.
- “per” is often used in correspondence and means the same thing as “p.p.”
Whichever you choose, clarity beats tradition. Use wording that a reasonable reader would understand without legal training.
Who Can Sign For A Company - And How Should It Look?
When a company signs, think of two layers: (1) who is allowed to sign, and (2) whether the specific document has any special rules.
Signing Under Section 127
If you execute under Section 127, use a signature block that reflects the officer titles. For example:
Executed by Acme Pty Ltd (ACN 123 456 789) in accordance with Section 127 of the Corporations Act 2001 (Cth):
____________________________________ ____________________________________
Director Director/Company Secretary
Name: Name:
Date: Date:
For a sole director/sole company secretary:
Executed by Acme Pty Ltd (ACN 123 456 789) in accordance with Section 127 of the Corporations Act 2001 (Cth):
____________________________________
Sole Director and Sole Company Secretary
Name:
Date:
Counterparties usually take comfort from Section 127 execution because the law lets them assume the signatories are valid officers. You can read more about this regime at Signing Documents Under Section 127.
Electronic Signatures And Counterparts
Electronic signing is widely accepted for most business contracts in Australia, and recent reforms have modernised company execution. Still, some documents require “wet ink.” If in doubt, check whether a document can be signed electronically and whether it allows signing in counterparts. Useful refreshers: Wet Ink vs Electronic Signatures and Signed in Counterpart.
Deeds vs Agreements
Deeds often have stricter execution rules than ordinary contracts (for example, witnessing requirements in some states). If the document is labelled “Deed,” confirm the right method and witnesses before signing. When witnessing is required, make sure the witness meets the who can witness a signature and broader witness signature rules.
A Step‑By‑Step Checklist: How To Sign On Behalf Of Someone Safely
Use this quick workflow each time you plan to sign for another person or for the company.
Step 1: Confirm The Authority
- Is there express written authority (board resolution, Delegations of Authority, letter of authority, power of attorney)?
- Is the scope clear (document types, dollar limits, time period)?
- If relying on implied authority, consider upgrading to a simple written Letter of Authority to avoid doubt.
Step 2: Check The Document Type
- Is it a deed or a simple agreement?
- Does it specify a required execution method?
- Is witnessing required? If yes, line up an appropriate witness and the right form of words.
Step 3: Choose The Right Signature Block
- Use “for and on behalf of” or “p.p.” including your full name and title.
- For company execution under Section 127, use the statutory officer titles in the block.
- Mention the authority source where helpful (e.g., “as authorised representative,” “under POA dated…”).
Step 4: Decide On Electronic Or Wet Ink
- Confirm if the counterparty accepts e‑signatures and if the law or document allows it.
- For deeds or jurisdiction‑specific documents, double‑check wet‑ink requirements.
Step 5: Keep The Paper Trail
- File the authority document (letter, resolution, policy, POA) with the signed agreement.
- Store signed copies and metadata (date/time, IP address for e‑sign, identity checks) in a secure system.
- If you initial any amendments, make sure both sides do so consistently; here’s a refresher on initialling documents.
Common Mistakes With “p.p.” Signatures (And How To Avoid Them)
1) No Real Authority
Risk: The signature doesn’t bind the business, and the signer could face personal liability.
Fix: Put authority in writing and keep it current. Clarify scope and limits. Use role‑based delegations for day‑to‑day signing and require escalations above certain thresholds.
2) Ambiguous Signature Blocks
Risk: A signature looks like a personal signature, not a representative signature.
Fix: Always include words like “for and on behalf of ” and your title. Avoid signing with just a name scribble and no context. If needed, add “as authorised representative.”
3) Using The Wrong Execution Method
Risk: The document is not validly executed (common with deeds).
Fix: Confirm whether it’s a deed or agreement and follow the correct steps. If you must witness, use an eligible witness and follow the baseline signing requirements.
4) Mismatching The Entity
Risk: You accidentally sign on behalf of the wrong entity (for example, your trading name instead of the company).
Fix: Use the full legal name and ACN/ABN. If you trade under a registered business name, you can reference it in the contract body, but sign for the legal entity (e.g., “Acme Pty Ltd (ACN 123 456 789) trading as ACME”).
5) Hand‑Written Amendments Without Agreement
Risk: Last‑minute changes create uncertainty.
Fix: Ensure both parties initial each change next to the amendment or issue a clean revised version. Keep version control tight.
6) Assuming All Documents Can Be E‑Signed
Risk: Certain deeds, jurisdictional filings or third‑party forms may still require wet ink or special witnessing.
Fix: Before e‑signing, check if the document permits it. When in doubt, use wet ink and follow formalities. Revisit the differences between wet ink and electronic signatures.
What If You Receive A Document Signed “p.p.”?
It’s not just about how you sign - you also need to assess documents you receive that are signed “p.p.” or “for and on behalf of.”
- Ask for evidence of authority: a letter of authority, a copy of the corporate power of attorney, or confirmation that the signers are officers under Section 127.
- Check the signature block: does it clearly show representative capacity and the correct entity name and ACN/ABN?
- Match the authority to the document: is the signer’s authority broad enough to sign this type or value of contract?
- Confirm execution formalities for deeds: were witnesses used correctly? Is the deed wording compliant for the relevant state or territory?
If something feels off, request re‑execution using a clearer signature block or under Section 127. It’s far easier to fix execution before work starts than to argue later about validity.
Helpful Internal Policies And Documents To Put In Place
A little governance goes a long way. Setting up simple rules and templates will reduce bottlenecks and mistakes when people need to sign on behalf of the business.
- Delegations Of Authority: A brief policy that sets signing limits (by role, contract type, and dollar value). This streamlines approvals and proves authority to counterparties.
- Letter Of Authority Template: Keep a short template to authorise team members for specific matters (for example, “sales contracts up to $25,000”). A practical starting point is a Letter of Authority to Act format.
- Authority To Act Form: Use a simple internal form to document who is authorised, for what, and until when. See the overview of an Authority to Act form.
- Company Execution Playbook: One‑pager showing signature blocks for Section 127, deeds, agreements, and counterpart/e‑sign processes, plus an escalation path for exceptions.
- Contract Cover Sheet: A short cover sheet that records the basis of authority, document type (deed vs agreement), witness requirements, and final sign‑off. This becomes part of your contract file.
- Training And Quality Control: Short refreshers for managers on representative signatures, and a final “execution check” in your contract workflow.
Remember that proper execution is only one element of a valid agreement. Make sure the contract itself is clear, the parties are correctly described, and the essential terms are agreed. If you’re unsure whether a mark, stamp or typed name will count, it’s worth a quick read on what makes a valid signature and the witness rules in Australia.
FAQs: Quick Answers About “p.p.” And On‑Behalf Signatures
Is “p.p.” legally required?
No. There’s no magic to “p.p.” - the key is clearly showing you’re signing in a representative capacity and that you have authority. “For and on behalf of” is equally effective and often clearer.
Can an employee sign contracts for the company?
Yes, if they have authority (express, implied within their role, or under a power of attorney) and the document doesn’t mandate officer execution. For deeds and higher‑risk contracts, prefer Section 127 execution or obtain explicit written authority.
Do we need witnesses?
Witnessing is generally not required for ordinary agreements but is often required (or at least expected) for deeds and certain state‑specific documents. Always check the document’s requirements and follow the witness rules.
Can we use e‑signatures for deeds?
Sometimes, yes - but it’s jurisdiction‑ and document‑specific, and counterparties may have their own policies. If there’s any doubt, use wet ink for deeds and follow formal execution blocks. Compare your options with this overview of wet ink vs electronic signatures.
What if a counterparty refuses our “p.p.” signature?
Offer to re‑execute under Section 127 (for company documents) or provide a copy of the authority. Many counterparties will accept “p.p.” once they see written authority and a clear signature block.
Key Takeaways
- “Signing on behalf of someone” is valid when you have proper authority and the signature block clearly shows a representative capacity.
- For companies, execution under Section 127 is the safest default for important documents; otherwise, use clear written authority and fit‑for‑purpose blocks.
- Deeds and certain filings have stricter rules - confirm the right execution method and witnesses before signing.
- Keep a paper trail: store authority documents with the signed contract, and track whether it was executed electronically or in wet ink.
- Use practical tools - Delegations of Authority, a Letter of Authority, and an Authority to Act form - to avoid bottlenecks and reduce execution risk.
- If a document arrives signed “p.p.”, ask for evidence of authority and check that execution matches the document type and your risk profile.
If you’d like help setting up clean authority processes and signature blocks for your business - or reviewing how you’re currently executing contracts - you can reach us at 1800 730 617 or team@sprintlaw.com.au for a free, no‑obligations chat.
