When and Why to Notarize Business Contracts

Understanding Contract Notarization

A notarized contract is one where the signatures have been witnessed and authenticated by a Notary Public. While most contracts in Canada are legally binding without notarization, there are many situations where notarization adds significant value or is legally required.

This guide explains when, why, and how to notarize your business contracts.

Is Notarization Required for Contracts?

Contracts That Typically Require Notarization

Certain types of contracts are legally required to be notarized:

Contracts Where Notarization Is Common (But Not Required)

Many contracts benefit from notarization even when not legally required:

• Major business agreements
• Partnership agreements
• Shareholder agreements
• High-value sales contracts
• Employment contracts for executives
• Settlement agreements
• Licensing agreements

Benefits of Notarizing Contracts

Even when not required, notarization provides significant advantages:

1. Proof of Identity

The notary verifies each signer's identity using government-issued ID. This proves that:

• The person signing is who they claim to be
• The signature is authentic
• No impersonation occurred

2. Proof of Signing Date

The notary's certificate includes the date of signing, creating an official record of when the contract was executed.

3. Proof of Voluntariness

The notary ensures signers appear to be:

• Acting voluntarily
• Not under duress
• Competent to sign

4. Deterrent to Fraud

People are less likely to commit fraud when:

• Their identity is verified
• They sign in front of a witness
• There's an official record

5. Evidentiary Value

In legal disputes, notarized contracts:

• Are presumed authentic
• Shift the burden of proof
• Are harder to contest

6. International Recognition

Notarized contracts are more easily recognized abroad after authentication.

Types of Contracts We Notarize

Commercial Contracts

Employment Contracts

Executive employment agreements often benefit from notarization, especially when involving:

• Significant signing bonuses
• Stock options or equity
• Non-compete clauses
• Confidentiality agreements

Real Estate Contracts

Most real estate contracts require or benefit from notarization:

• Purchase and sale agreements
• Lease agreements (commercial)
• Property transfers
• Mortgage documents

Financial Contracts

Lenders frequently require notarization:

• Loan agreements
• Promissory notes
• Security agreements
• Personal guarantees

Intellectual Property Contracts

• Licensing agreements
• Assignment agreements
• Royalty agreements
• Technology transfer agreements

The Contract Notarization Process

Step 1: Prepare the Contract

Before your appointment:

• Have the final contract ready
• Ensure all blanks are filled in
• Review the document carefully
• Do not sign yet

Step 2: Gather What You Need

Each signer must bring:

• Valid government-issued photo ID (passport or driver's license)
• The contract (all pages)
• Corporate resolution (if signing on behalf of a business)

Step 3: At the Appointment

1. Identity verification — We check each signer's ID
2. Authority verification — For corporate signers, we confirm signing authority
3. Signing — All parties sign in our presence
4. Notarization — We add our signature, seal, and notarial certificate

Step 4: After Notarization

You'll receive the notarized contract with:

• Our official notary seal
• Notarial certificate
• Date of notarization

Keep the original in a safe place and make copies as needed.

Special Contract Situations

Multiple Signers in Different Locations

When contract parties are in different cities or countries:

Option 1: Sequential Notarization

• First party signs and gets notarized
• Contract is sent to second party
• Second party signs and gets notarized

Option 2: Separate Signature Pages

• Each party signs their own signature page
• Each is notarized separately
• Pages are combined into final contract

Option 3: Remote Notarization

• Where legally permitted
• Video-witnessed signing
• Electronic notarization

Contracts with Witnesses

Some contracts require witnesses in addition to notarization. We can:

• Serve as a witness
• Notarize the witnesses' signatures

Amendments and Addendums

Contract changes often need notarization:

• Amendment agreements
• Addendums
• Side letters
• Modification agreements

Each should be notarized the same way as the original contract.

What Notarization Does NOT Do

It's important to understand limitations:

❌ Does Not Make Illegal Contracts Legal

A notarized illegal contract is still illegal.

❌ Does Not Replace Legal Advice

We don't review contract terms or provide legal advice. Consult a lawyer for contract drafting and review.

❌ Does Not Guarantee Performance

Notarization doesn't ensure parties will fulfill their obligations.

❌ Does Not Validate Contract Terms

We verify signatures, not whether the contract terms are enforceable.

Certified Copies of Contracts

Once a contract is signed, you may need certified copies for:

• Filing with government agencies
• Providing to banks or lenders
• Sharing with partners or investors
• Keeping as backup

We can certify that a copy matches the original notarized contract.

International Contracts

Contracts used internationally often require additional steps:

Authentication Chain

For contracts to be recognized abroad:

1. Notarization — We provide this
2. Provincial authentication — Ministry of the Attorney General
3. Federal authentication — Global Affairs Canada
4. Embassy legalization — Of the destination country

Apostille (Hague Countries)

For countries in the Hague Apostille Convention, an apostille can replace the traditional authentication chain.

Translation

International contracts may need:

• Professional translation
• Notarized translator certification
• Both original and translated versions

Common Contract Notarization Mistakes

❌ Signing Before the Appointment

This is the most common mistake. Never pre-sign a document you want notarized. All signatures must be made in the notary's presence.

❌ Missing Signers

All parties whose signatures need notarization must be present. If someone can't attend, they need to sign separately with another notary.

❌ Wrong Identification

Bring valid government-issued photo ID. Business cards or employee IDs are not acceptable.

❌ Incomplete Contracts

Don't leave blanks in the contract. Fill in all information before signing.

❌ Missing Corporate Authority

If signing on behalf of a corporation, bring documentation showing you're authorized to sign (corporate resolution, Power of Attorney).

Cost Considerations

Total cost depends on:

• Number of signers
• Number of documents
• Copies needed
• Urgency

When to Consider NOT Notarizing

Notarization may not be necessary for:

• Simple, low-value transactions
• Informal agreements between trusted parties
• Contracts that will be superseded soon
• Situations where the added cost isn't justified

However, when significant money, property, or relationships are at stake, notarization is a wise investment.

Tips for Smooth Contract Notarization

✓ Review Before the Appointment

Read the entire contract carefully. Once signed and notarized, changes require amendments.

✓ Coordinate All Parties

Ensure all signers:

• Are available at the same time (if signing together)
• Have proper identification
• Understand the contract

✓ Bring Extra Copies

You may want multiple notarized originals. Discuss this at the appointment.

✓ Keep Good Records

After notarization:

• Store the original securely
• Make copies for reference
• Note where the original is kept

How We Can Help

At Minute Notary, we regularly notarize business contracts:

• Notarizing Signatures — For contracts and agreements
• Certified True Copies — Of signed contracts
• Affidavits — Supporting contract matters
• Statutory Declarations — For contract-related statements

We understand business needs and provide efficient, professional service.

Ready to Notarize Your Contract?

Don't let an important contract go without proper notarization. Book an appointment with Minute Notary today.

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