I was wondering if someone can guide me.
I am a director of a company which has two directors. I am in South Africa and a legal SA Citizen, my business partner(the other director) is a non SA citizen. I recently discovered that my business partner entered into a lease agreement for a printer in SA without my conscent. The lease agreement was granted to value of more than R1 mil. I realised this the minuted the SA bank account was debitted with the installments from the service provider.
My question is, must the two directors not to co-sign such an agreement if a company resolution is not in place for one director to sign such agreements. I find it not to be binding as the other director does not have authority to enter into agreements in South Africa withouot my conscent. In addition to this, the maintenance agreement on the device was signed by a third party with no relation to our company, also binding my company. I also need to mention that the banking details supplied was not even verified by a bank nor officially stamped.
The only resolution which was signed on this agreement, was provided by the services provider stipulating the the person who is signing the document do have the authority. I find this not to be binding, normaly I would have thought that a resolution letter on a company letter head signed by all directors would be more appropreciate before such an contract can be approved by the leasing company.
Your inputs and advice would be appreciated.