Using Execution Blocks For Deeds And Contracts In Australia

Getting a contract over the line often comes down to one tiny section: the execution block. If this part isn’t set up correctly, you risk delays, re-signing, or worse - a document that isn’t legally binding.

As a small business owner, you don’t need to be a lawyer to get this right. You just need a clear, practical framework for setting up and completing execution blocks, especially when you’re signing deeds, agreements, or dealing with different signing capacities (like companies, directors, partners or attorneys).

In this guide, we’ll walk through what an execution block is, the difference between signing deeds and standard agreements, how companies should sign under the Corporations Act, and what to include to make your signature pages robust and compliant.

What Is An Execution Block?

An execution block (sometimes called a signature block) is the section of a document where parties formally sign to make it legally binding. It tells each signer exactly how to sign - their name, capacity (for example, Director), and any witness details required.

In practice, execution blocks vary based on the type of document and the party signing. An agreement signed by an individual looks different from a deed signed by a company. Getting the format right matters because the rules for valid execution differ depending on the situation and the governing law in Australia.

A well-drafted execution block should remove doubt. It guides the signer on:

• Who is signing and in what capacity (individual, director, sole director and company secretary, attorney, partner, trustee)
• Whether a witness is required (often for deeds, not usually for standard agreements)
• How to identify the entity (for companies, include the ACN)
• Where to sign, print name, date and add titles

Deed Execution Blocks Vs Agreement Signature Blocks: What’s The Difference?

The big distinction is that deeds often have stricter signing and witnessing requirements than standard agreements. That’s because deeds are a special type of instrument which can be enforceable without consideration (no exchange of value is needed), but they must meet specific formalities.

If you’re unsure when to use a deed or an agreement, it helps to understand what is a deed and why businesses use them (for example, confidentiality deeds, deed polls or settlement deeds).

Witnessing And Formalities

For many deeds signed by individuals, a witness is required. State and territory rules vary, so your execution block should clearly provide for a witness line (signature, name and address). To make this easier in practice, check the general witness signature rules in Australia and ensure your signers understand who can (and cannot) witness their signature.

By contrast, standard agreements usually don’t require a witness to be binding, unless the document itself demands it.

Delivery Of A Deed

Unlike a standard agreement (which is formed on offer, acceptance and consideration), a deed is usually effective on “delivery” - a concept often satisfied by including wording that the deed is delivered on execution. It’s good practice for the execution block or the document’s signing provisions to make this clear.

How Should A Company Execute Under Section 127?

If a company signs correctly under section 127 of the Corporations Act 2001 (Cth), counterparties can rely on that execution without having to investigate authority. Your execution block should reflect one of the permitted methods set out in the Act:

• Two directors sign; or
• One director and one company secretary sign; or
• For a proprietary company with a sole director who is also the company secretary, that person signs alone.

Set out separate lines for each authorised officer to sign, print their name and title, and include the company’s full name and ACN. Where a company uses a common seal (less common nowadays), include a space for affixing the seal and the required officer attestations.

For more detail on the mechanics and when counterparties can rely on it, see company execution under section 127.

Electronic And Remote Signing

Electronic execution is broadly permitted in many cases, but you need to ensure the method identifies the signer and indicates their intention to be bound. Different rules can apply to deeds and certain states and territories have their own electronic execution and remote witnessing regimes.

If you’re planning to sign digitally or by email, it’s worth reviewing the differences between wet ink and electronic signatures and considering any special requirements for deeds in your state. If you must witness remotely (for example, in NSW), look into the rules on remote witnessing in NSW and make sure your process ticks all the boxes.

Execution Blocks For Individuals, Sole Traders, Partnerships And Attorneys

Not every document is signed by a company. Your execution block needs to match the party type.

Individuals And Sole Traders

Use a simple block with the person’s name, signature and date. For deeds, include a witness line and ensure the witness is eligible and present at the time of signing.

Partnerships

Partnerships don’t sign under section 127. Typically, the deed or agreement is signed by all partners, or by a partner who has authority under the partnership agreement. Your execution block should let the signer state they are signing “as partner for and on behalf of ”.

Attorneys And Agents

Companies and individuals can sign through authorised attorneys or agents. For companies, execution by an authorised person is recognised under section 126 of the Corporations Act (separate from section 127). If you’re relying on an authorised representative, your execution block should allow the signer to state their authority (for example, “signed by as authorised representative of under section 126”). You can read more about authority and capacity in section 126.

Practical Layout: What To Include In An Execution Block

Here’s a practical checklist you can adapt. The exact wording may change depending on your document, governing law and party type, but these are the elements most small businesses will need to include.

For A Company (Under Section 127)

• Company name and ACN
• Statement “Executed by ACN in accordance with section 127 of the Corporations Act 2001 (Cth)”
• Signature line for Director: signature, name, title
• Signature line for second Director or Company Secretary: signature, name, title
• If applicable, an option for sole director and sole company secretary (clearly labelled)
• If using a common seal: space to affix the seal and attestations by appropriate officers

For An Individual (Agreement)

• Name and address (optional)
• Signature block: signature, printed name and date

For An Individual (Deed)

• Include “Signed, sealed and delivered” style wording if appropriate for your jurisdiction
• Signature block: signature, printed name and date
• Witness block: witness signature, printed name and address/occupation (as required)

For A Partnership

• Partnership name
• Statement “Signed for and on behalf of by , a partner of the partnership”
• Signature block: signature, printed name and date
• Witness line (for deeds where required)

For An Attorney Or Authorised Representative

• Identify the principal (for example, the company or individual)
• State the authority (for example, “under power of attorney dated ” or “under section 126”)
• Signature block: signature, printed name, capacity and date
• Attach or reference evidence of authority if the counterparty requires it

Counterparts And Dating

If parties will sign separate copies, include a counterparts clause in the document so each signed copy together forms one agreement. When setting up your signature page, it’s okay to anticipate that reality and keep the process neat and traceable. For the legal effect of this approach, see how documents can be signed in counterpart.

Finally, include a space to date the signature. It helps establish when the document took effect, particularly for deeds (which often specify delivery on execution).

Common Pitfalls (And How To Avoid Them)

Even seasoned operators occasionally stumble on execution. Here are common mistakes we see - and how to avoid them.

• Using the wrong block for the party type: Don’t use a company block when a trust’s corporate trustee is signing as trustee - make sure the capacity line says “as trustee for the ”.
• Missing a required witness: For an individual signing a deed, include a witness and ensure they’re present. If your team is signing remotely, explore valid processes for electronic signatures and remote witnessing where permitted.
• Incorrect or incomplete titles: When signing under section 127, clearly state “Director” or “Company Secretary” and use the correct combination. If you’re unsure, review the rules for signing under section 127.
• Illegible names or missing ACN: Always print names clearly and include the ACN for companies.
• Not aligning the execution block with the governing law: Deed formalities can be jurisdiction-specific. If your deed says it’s governed by NSW law, set up the witnessing and “delivered as a deed” wording to align with NSW requirements.
• No clear authority for an agent: If someone signs as an authorised representative, make sure the block indicates the authority (for example, section 126) and the signer is actually authorised to bind the principal.
• Inconsistent dates: Aim for a clear “effective date” in the body of the document and ensure dating on the signature page doesn’t create confusion.

As a final check, compare your signature page against the broader execution requirements of the document and the parties involved. If you’re coordinating a multi-party signing, it’s worth revisiting the general legal requirements for signing documents before circulating the final version.

Step-By-Step: Setting Up Your Execution Block

1) Confirm The Party Details

Make sure you have each party’s correct legal name, ACN for companies, and the capacity in which they’re signing (for example, “as trustee”, “as partner”, “as attorney”).

2) Choose The Right Format

Is this a deed or an agreement? If it’s a deed, build in the appropriate witnessing lines for individuals and use a section 127 block for companies. If it’s an agreement, keep the block simple but accurate.

3) Set Up For Electronic Or Wet Ink

Decide how signatures will be collected. If electronic, ensure the method clearly identifies the signer and their intention to be bound, and consider any state-specific rules (especially for deeds and witnessing). If you’re in NSW and need to witness remotely, review the process for remote witnessing.

4) Include A Counterparts Clause In The Document

If multiple copies will be signed, add a counterparts clause in the body of the agreement so each signed counterpart is treated as one document. Your execution blocks can then be completed independently and compiled without issue - consistent with being signed in counterpart.

5) Keep A Clean Record

Collect fully completed signature pages, ensure names and dates are visible, and store the final executed version securely. If signatures were collected electronically, retain the audit trail or certificate provided by your e-signing platform.

Key Takeaways

• Execution blocks are the roadmap for valid signatures - tailor them to the document type (deed vs agreement) and each party’s capacity.
• For company execution, mirror the combinations permitted under section 127 and label officer titles clearly, including the ACN.
• Deeds often require additional formality, such as witnessing for individuals and clear delivery wording, so build that into the execution block.
• Plan ahead for electronic signing, remote witnessing and counterparts so your process remains legally compliant and efficient.
• Avoid common pitfalls by checking authority, capacity, witnessing and dates - and align your blocks with the governing law of the document.
• When in doubt, review the legal requirements for signing documents, the rules for company execution, and witnessing rules before you circulate your final version.

If you’d like a consultation on setting up robust execution blocks for your deeds and contracts, you can reach us at 1800 730 617 or team@sprintlaw.com.au for a free, no-obligations chat.