Michigan Compiled Laws

Mich. Comp. Laws § 440.3403 (2026)

Unauthorized signature; effect.

✓ current as of July 2026
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UNIFORM COMMERCIAL CODE


Act 174 of 1962


440.3403 Unauthorized signature; effect.

Sec. 3403.

    (1)  Unless otherwise provided in this article or article 4, an unauthorized signature is ineffective except as the signature of the unauthorized signer in favor of a person who in good faith pays the instrument or takes it for value. An unauthorized signature may be ratified for all purposes of this article.

    (2) If the signature of more than 1 person is required to constitute the authorized signature of an organization, the signature of the organization is unauthorized if 1 of the required signatures is lacking.

    (3) The civil or criminal liability of a person who makes an unauthorized signature is not affected by any provision of this article which makes the unauthorized signature effective for the purposes of this article.

History: 1962, Act 174, Eff. Jan. 1, 1964 ;-- Am. 1993, Act 130, Eff. Sept. 30, 1993

Notes of Decisions
Cited in 5 cases, 1972–2014 · leading case: Kroll v. Crest Plastics, Inc., 369 N.W.2d 487 (Mich. Ct. App. 1985).
Kroll v. Crest Plastics, Inc., 369 N.W.2d 487 (Mich. Ct. App. 1985). · cites it 2× “3403(3), a trial court may consider parol evidence in establishing personal liability, despite the fact that a promissory note has been signed in what appears to be a representative capacity. That statute provides in pertinent part: "(3) Except as otherwise established the name…”
Grosberg v. Michigan Nat'l Bank Oakland, 362 N.W.2d 715 (Mich. 1985). “MCL 440.3403(1); MSA 19.3403(1). Under these provisions, then, an indorsement is not forged if either it is made by an authorized agent or, even though unauthorized, the signature is subsequently ratified by the principal or the principal is precluded from denying its validity.”
Littky & Mallon v. Michigan Nat'l Bank, 287 N.W.2d 359 (Mich. Ct. App. 1979). “The power to sign for another and thereby bind that party pursuant to MCL 440.3403(1); MSA 19.3403(1) may rest upon express, implied or apparent authority.”
Wright v. Seco Metals, Inc, 196 N.W.2d 341 (Mich. Ct. App. 1972). “MCLA 440.3403(3); MSA 19.3403(3) reads: “Except as otherwise established the name of an organization preceded or followed by the name and office of an authorized individual is a signature made in a representative capacity.”
State Bank v. Dale M Smith (Mich. Ct. App. 2014). · cites it 2× “MCL 440.3403(1) further states, “Unless otherwise provided in this article or article 4, [MCL 440.”
— Mich. Comp. Laws § 440.3403(1) — 3 cases
Grosberg v. Michigan Nat'l Bank Oakland, 362 N.W.2d 715 (Mich. 1985). “MCL 440.3403(1); MSA 19.3403(1). Under these provisions, then, an indorsement is not forged if either it is made by an authorized agent or, even though unauthorized, the signature is subsequently ratified by the principal or the principal is precluded from denying its validity.”
Littky & Mallon v. Michigan Nat'l Bank, 287 N.W.2d 359 (Mich. Ct. App. 1979). “The power to sign for another and thereby bind that party pursuant to MCL 440.3403(1); MSA 19.3403(1) may rest upon express, implied or apparent authority.”
State Bank v. Dale M Smith (Mich. Ct. App. 2014). “MCL 440.3403(1) further states, “Unless otherwise provided in this article or article 4, [MCL 440.”
— Mich. Comp. Laws § 440.3403(3) — 2 cases
Kroll v. Crest Plastics, Inc., 369 N.W.2d 487 (Mich. Ct. App. 1985). “3403(3), a trial court may consider parol evidence in establishing personal liability, despite the fact that a promissory note has been signed in what appears to be a representative capacity. That statute provides in pertinent part: "(3) Except as otherwise established the name…”
Wright v. Seco Metals, Inc, 196 N.W.2d 341 (Mich. Ct. App. 1972). “MCLA 440.3403(3); MSA 19.3403(3) reads: “Except as otherwise established the name of an organization preceded or followed by the name and office of an authorized individual is a signature made in a representative capacity.”
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