Section 22 — Execution of bills of exchange, etc

(1) A bill of exchange, hundi or promissory note shall be
deemed to have been made, accepted, drawn or endorsed on behalf of a company if made, accepted, drawn,
or endorsed in the name of, or on behalf of or on account of, the company by any person acting under its
authority, express or implied.
(2) A company may, by writing 2[under its common seal, if any,] authorise any person, either generally
or in respect of any specified matters, as its attorney to execute other deeds on its behalf in any place either
in or outside India:
3[Provided that in case a company does not have a common seal, the authorisation under this
sub-section shall be made by two directors or by a dire ctor and the Company Secretary, wherever the
company has appointed a Company Secretary.]
(3) A deed signed by such an attorney on behalf of the company and under his seal shall bind the
company 4***.