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what is certificate of incumbency a certificate of incumbency also called certificate of officers or register of directors is a document issued by corporates this document lists the names of its current directors officers and sometimes key shareholders this certificate determines individuals who have the authority to enter into legally binding agreements on behalf of the corporation the corporate secretary issues the certificate of incumbency having a corporate seal on it and the secretarys signature this certificate is often also docHubd by a notary publiequirement to open a bank account the certificate of incumbency is requested by a bank when the corporate is opening an account or beginning any major transaction the bank with this certificate wants to confirm the legality and stated positions of directors or officers within the corporate