ORDINANCE 8
EXECUTION OF DOCUMENTS AND USE OF THE COMMON SEAL
Documents to be executed by deed
1. The approval of the Council, or persons or bodies authorised by the Council generally or in respect of a particular transaction, is required before a deed is executed by the University. Subject to having regard to legal advice and, where relevant, financial advice, and subject to any limits set out in the Delegation Framework, the persons or bodies authorised by the Council generally to approve deeds are as follows:
(a) the Chair of Council;
(b) the Vice-Chair of Council;
(c) the Treasurer;
(d) a standing committee of Council where the subject matter of the deed is related to a matter delegated to that committee by the Council;
(e) the President and Principal.
2. A document approved by the University for execution as a deed must make it clear on its face that it is intended to be a deed and have the Common Seal of the University affixed in the presence of either two members of the Council, or one member of the Council and the Secretary to Council, under the following form of words.
‘Executed as a deed by affixing the common seal of Queen Mary University of London in the presence of:
Signature of Council Member:
Signature of Council Member / Secretary to Council:’
3. By signing, the signatories under paragraph 2 of this Ordinance confirm:
(a) the authenticity of the Common Seal;
(b) that they have seen the approval of the Council, or of the persons or bodies authorised under paragraph 1 of this Ordinance, to execute the deed; and
(c) that the Common Seal was affixed in their presence.
Contracts to be executed under hand
4. Contracts made by, or on behalf of, the University other than by deed shall be validly made and binding on the University if made in writing and signed by way of manual or electronic signature by any person acting under the express authority of the Council, including as set out in the Delegation Framework, or under the express authority of a standing committee of Council where the subject matter of the contract is related to a matter delegated to that committee by the Council. Such contracts may be varied or discharged under the same authority.
The Common Seal
5. The Common Seal shall only be affixed to:
(a) documents approved by the University for execution as a deed in accordance with this Ordinance;
(b) certificates confirming the award of Certificates, Diplomas and Degrees of the University, including Honorary Degrees, and signed by the Chair of Council and the President and Principal;
(c) documents where this is by law or by accepted custom and usage, as authorised by the Secretary to Council or nominee.
6. The Secretary to Council shall be responsible for the safe custody of the Common Seal and shall ensure that every use of the Common Seal, except under the provisions of paragraph 5(b) of this Ordinance, shall be reported to the next meeting of the Council and recorded in a Sealing Register in which shall be entered the date on which the Common Seal is affixed, the nature of the instrument and the names of the members or Officers of the Council who sign the instrument.
Approved by the Council with effect from 1 August 2024.