Assigning and changing signatories
On Carta, signatories are company officers—who can sign certificates, option grants, warrants, and convertible notes. Each type of security can have a different signatory.
1. To specify signatories, navigate to the 'Permissions and roles' under Company, go to the 'Signatories' tab, then select Option grants, warrants, and convertibles signatories, which are each signed by one officer of the company.
2. Certificates require two signatures. In addition, you'll need to specify the legal titles of the officers who are signing.
For many Delaware corporations, certificates are signed by the company's President and Secretary. It is possible for both roles to be filled by the same person.
What happens if I issue securities, and then change signatories?
Let's say you issue a stock certificate with Emily Wilson as the signatory. Then, you remove Emily Wilson as the signatory, and replace her with Billy Johnson. What happens?
The answer: It depends on whether Emily has signed the certificate.
If Emily has signed the certificate, her signature will remain on it.
If, however, Emily hasn't yet signed the certificate, the signatory will change to Billy. Emily will no longer be able to sign the certificate; instead, it will appear in Billy's account for him to sign.