Power of attorney from a legal entity to an individual

Most employees of large companies are well aware of what a power of attorney to represent the interests of the organization is. Such a document is drawn up in order to relieve some tasks from senior management. It is clear that the head of an enterprise is not able to simultaneously represent the interests of the enterprise in all organizations. It is for this reason that heads of departments and individual employees are given a power of attorney, which will allow them to act as the legal representative of a legal entity.

Who can be a confidant

At the legislative level, there are only two requirements for persons for whom a power of attorney can be issued:

• majority;
• full legal capacity.

Both a legal entity and an individual can act as a proxy, and what powers of attorney exist and who certifies them can be read on the website: https://businessman.ru/chto-takoe-doverennost-i-kakie-vidyi-byivayut.html. The main thing is that the guarantor has no doubts about the integrity of this citizen and has confidence that he is responsible for the actions that he will carry out within the framework of the issued order.

Duration of power of attorney

The law specifies several cases when a document loses its force:

• the term has expired;
• liquidation of the trustee organization;
• the representative is declared incompetent or has died;
• the trustee no longer wishes to carry out instructions.

As a rule, such a power of attorney is issued for a period of up to three years. The minimum period is unlimited. It all depends on the orders that will be carried out. It is recommended to specify the deadline in a separate paragraph. It is worth noting that in the absence of a specific period, it will be equal to one year. The date of registration is considered the beginning of this period. Naturally, in order to know when the countdown of this time begins, it is imperative to indicate the date of compilation. In its absence, the document is considered void, i.e. has no legal force.

There are cases in which the validity of a document must begin after a certain time. In this case, you need to indicate the exact date when exactly this should happen. Often the deadline is marked by a specific date, and the action continues until 24 hours of that day.

Often a power of attorney is issued to perform a specific action. At the same time, this is indicated in the document. Accordingly, the power of attorney loses its force immediately after the specified event. It must be taken into account that not every event can be determined whether it took place or not. That is why, if there is not enough information about when the event should take place and how this can be accurately determined, the power of attorney is considered to have no specific validity period. So it is equal to one year.

( Video : “Power of Attorney: new rules”)

There is much debate about the maximum validity period. This is due to the fact that previously the law prohibited issuing a power of attorney for a period of more than three years. However, as of 2013, this requirement was abolished. Thus, in 2021, the power of attorney has no restrictions on the validity period. Although practice shows that many organizations, out of habit, continue to issue such a document for a period of up to three years. As for the minimum terms, there are no restrictions here either. Here everything is decided by the director of the trusting company.

Signatures of the parties

A power of attorney can be called a one-sided document executed by the principal. In fact, there is no need to obtain the consent of the representative to draw it up. At least, this is not provided for by law. If the attorney's signature is missing here, the document will still have legal force.

But practice shows that signatures are almost always affixed by both parties. Representatives also sign a document confirming that they accept the assigned obligations. If an organization gives an employee authority, it implies that he is willing to carry it out. Otherwise, drawing up a power of attorney simply loses its meaning.

Who draws up the document

A power of attorney for the right to represent the interests of an organization is perhaps the most common document in large companies. It can be drawn up by any person appointed by the management of the enterprise. This document can even be drawn up by the person to whom it will be issued. The main thing is that the powers are clearly stated in the text.

The power of attorney can be drawn up either on the company’s letterhead or on an ordinary blank A4 sheet.

When a power of attorney expires

Along with the natural reason for the termination of a power of attorney, which allows one to represent the interests of a legal entity, due to the expiration of the term, there are a number of other circumstances:

1. The document may be terminated for any reason specified in it.
2. In case of termination of the organization's activities (for example, a company declares itself bankrupt).
3. The document ceases to be valid if the principal is recalled or the representative refuses to carry out his actions. The fact of revocation is reflected in writing; the document is also signed by the director and the seal of the organization. If the power of attorney was initially registered with a notary, then the revocation must also be notarized. Revocation and refusal to fulfill obligations can occur at any time, except in the case of signing an irrevocable power of attorney (more details below).

NOTE. In some cases, the text of the power of attorney itself states that it cannot be revoked by the director (or other principal) before the specified period. This is an example of a so-called irrevocable power of attorney, which is defined in Article 188.1 of the Civil Code. It is drawn up in special cases when it is fundamentally important to create conditions for the impossibility of revoking powers.

If the director resigns

This case deserves special attention. The law does not directly reflect the rule according to which the dismissal of a manager automatically revokes the power of attorney. The reason is that the document is issued on behalf of the organization itself, but not personally by the director as a private individual.

Accordingly, the new director must immediately revoke the power of attorney by issuing a written order, which, if necessary, is certified by a notary. In order not to find yourself in a situation where a new manager occupies a position, and persons unknown to him act on the orders of the previous one, you should maintain a detailed register of document flow, which will record all documents issued by the organization.

Required details

A power of attorney to represent the interests of an organization must contain the full name of the organization that issued it, including an identification code. After the name of the document, it is necessary to indicate the place and date of preparation; if the legal entity provides for the registration of such documents, then the registration number.

Next, the full name, passport details, and position of the authorized person are written down.

The main part of the document must contain a complete list of functions that are transferred to the trustee. If the document requires the right to sign, then this should also be mentioned.

At the end of the text, the validity period is stated, as well as whether the authorized person has the right to delegate his powers. And at the very end, the position of the person who issued the power of attorney is indicated, his signature is affixed and his full name is indicated.

Revocation of power of attorney

If for some reason a legal entity withdraws a representative, you must:

1. Notify the representative in writing of the termination of his powers and demand the return of the issued document.
2. Notify the persons for whom a power of attorney was issued for representation of the termination of the representative’s powers.

Unfortunately, the law does not provide an interpretation of what to do if the representative does not return the document or it is lost. In this case, it is especially important to publicly notify third parties that the trustee's authority has been revoked. To do this, you need to submit an advertisement in the Kommersant newspaper. At the end of one month, third parties are considered to have been notified of this fact.

Validity period and date of compilation

The current legislation does not provide for specific terms for a power of attorney to represent the interests of an organization, so it can be issued for either one day or 10 years. If the text does not indicate the validity period of the document, then, as a general rule, it is determined at one year. However, if there is no date of preparation, then it will be impossible to determine the validity period of the document. It is for this reason that the date of preparation is a mandatory detail of the power of attorney; if it is not there, the document will be considered void.

Types of powers of attorney. General (general for all powers) and one-time powers of attorney. Retrust

In legal practice, powers of attorney are usually divided into three types:

• general powers of attorney to represent the interests of a legal entity;
• special;
• one-time

A general power of attorney is a general power of attorney to represent the interests of a legal entity, implying the transfer of all rights the organization has. Accordingly, the person representing interests under such a power of attorney can perform any actions in relations with third parties that the organization itself has the right to perform, for example: enter into various transactions, defend the company’s position in negotiations, in the courts, the tax inspectorate and other state and municipal bodies.

A special power of attorney, in contrast to a general power of attorney from an organization to represent interests, involves the assignment of only certain powers to the representative for a certain period of time. For example, only to protect interests in the tax office or court.

A one-time power of attorney gives the principal the right to perform a single legally significant action. For example, to receive a specific parcel or correspondence for an organization.

Features of a special power of attorney

The provisions of the Civil Code of the Russian Federation contain only an indication of the general requirements that a power of attorney must comply with. At the same time, the legislation does not approve any unified forms of such documents, for example, the form of a general power of attorney from an LLC for all powers. However, there may be exceptions to this rule, in particular, a power of attorney to receive material assets, which is issued by the organization to employees in the M-2 form. This form was approved by the Decree of the State Statistics Committee of the Russian Federation “On approval...” dated October 30, 1997 No. 71a. Its use is currently not mandatory.

Retrust

Particular attention should be paid to the issue of allowing the representative to transfer all or part of the acquired powers to third parties. As a rule, a power of attorney issued by an organization contains a prohibition on such actions. However, a representative (especially if it is a legal entity) may often need to transfer part of the powers to a specific citizen (employee) or relevant specialist. Therefore, in such cases it is reasonable to indicate a restriction on sub-reliance, but not its complete prohibition.

It should also be remembered that the issuance of a power of attorney does not deprive the organization of the right to carry out the actions indicated in it. Accordingly, an organization has the right to issue several powers of attorney, including those with the same scope of powers. In this case, the rule of Article 185 of the Civil Code of the Russian Federation will apply, stating that each representative has the right to represent the interests of the organization independently.

If necessary, in order to protect the interests of the organization, powers of attorney may indicate to several persons that representatives have the right to exercise all powers only jointly.

Do you need a notary?

There is no mandatory requirement for certification of powers of attorney to represent the interests of an organization. You will have to contact a notary office if the document provides for the right of subrogation or if it is drawn up as part of a transfer of debt or assignment of a right of claim.

Individuals are encouraged to contact a notary, although this is not always required. However, if the powers relate to rights to real estate, then you will have to contact a notary. In any case, a power of attorney certified by a notary is more trustworthy.

Principles for issuing a one-time power of attorney to represent the interests of an organization

A one-time authorization of rights may be granted for a one-time transaction.

Trust deeds for the management of real estate of an enterprise must be notarized, in accordance with the current legislation.

The document is issued to formalize the representation of the interests of the company. A deed of trust acquires legal force only from the moment it is certified by the signature of the head and the wet seal of the organization. The start date of the guarantee is considered to be the day, month and year of issuance of the trust document.

Important! This type of transfer of authority requires mandatory notarization. Such a power of attorney receives legal force from this day.

Who can act as a proxy

Any individual who has legal confirmation of his authority can represent the interests of the company in the legislative aspect.

Let's take a closer look at who can act on behalf of the principal and represent his interests:

• Powers may be vested in one or more persons for joint or separate representation of interests on the basis of regulatory documents;
• Information about authorized representatives must be in the State Register of Legal Entities.

Important! To provide data for inclusion in the State Register, you must fill out a special application form.

An entry in such a register automatically confirms the status of legal actions from the organization. In addition, an extract from the contractual agreement regarding the assigned duties may be provided.

( Video : “Power of Attorney: New Rules”)

Is it possible to revoke a document?

Current civil legislation provides for the right of the person who issues the power of attorney to revoke it at any time. If the power of attorney is no longer valid, it can be revoked. In any case: whether it was a revocation, annulment or cancellation, the person who issued the document is obliged to notify all interested parties of his decision. Ideally, it is better to get the original copy of the power of attorney back.

Example of a general power of attorney

Power of attorney (general)

The city of Novokuznetsk, Kemerovo region of the Russian Federation.

September twentieth two thousand sixteen

I, the undersigned, Kalinin Viktor Fedorovich, born March 20, 1976, native of the city of Kemerovo, Kemerovo region, passport of a citizen of the Russian Federation series 4983 number 14368976, issued TOM of the Ministry of Internal Affairs of the Central District of the city of Novokuznetsk on April 15, 1996, division code 045-726, registered under address: Russia, Kemerovo region, Novokuznetsk, Lenin Ave., building 32, apartment 18,

with this power of attorney I authorize Alexander Valerievich Brigitov, born on June 5, 1982, a native of Kiev, Ukrainian SSR, passport of a citizen of the Russian Federation series 1965 number 4468245458, issued by the Department of the Federal Migration Service of Russia for the Kemerovo region in the Zheleznodorozhny district of Kemerovo on December 20, 2013, department code 675-055, registered at the address: Russia, Kemerovo region, Novokuznetsk, st. Pobeda, building 198,

to be my representative in all bodies, organizations and institutions of all forms of ownership, on all issues relating to my interests, to manage and dispose of all my property, whatever it may be and wherever it is located, in connection with which to conclude all transactions permitted by law , including apartments and other real estate, in particular: buy, sell, accept as a gift, exchange, lease, dispose of in any other way, determining in all cases the amounts, terms and other conditions at its own discretion;

make payments on concluded transactions, register the relevant agreements and the transfer of rights under them with the competent authorities, remove me from the state registration register and put me on the state registration register at a new place of residence, accept an inheritance or refuse it, receive property, money, valuables due to me papers, and other documents on all grounds from all persons and organizations, manage accounts in the Central Bank of Russia and its divisions, commercial, savings and other banks with the right to open and close accounts, deposit and receive any amounts of money, receive postal, telegraphic, valuable and all kinds of correspondence and parcels,

conduct cases on my behalf in all organizations, conduct civil, administrative, criminal cases in all judicial institutions with all the rights granted by law to the plaintiff, defendant, third party and victim, including the right to file and sign a statement of claim, administrative claim, applications for securing a claim and all types of petitions, ending the case with a settlement agreement, recognizing or rejecting claims in whole or in part, changing the subject or basis of the claim, appealing decisions and judicial acts of courts, signing all types of complaints, receiving a writ of execution, presenting a writ of execution to recovery, with the right to receive property and money,

and also sign for me and perform all actions related to the implementation of this order.

The power of attorney was issued without the right of substitution and is valid for three years.

Signature Kalinin V.F.

On the twentieth of September two thousand and sixteen, this power of attorney was certified by me, the notary of the city of Novokuznetsk, Arina Evgenievna Leonova. The power of attorney was signed by citizen Viktor Fedorovich Kalinin in my presence after reading the text of the power of attorney out loud. His identity has been established and his legal capacity has been verified.

Sample

A general power of attorney to represent the interests of an organization is drawn up on letterhead, which must indicate the location address, identification data and full name of the enterprise.

Next, write down the name of the document: “Power of Attorney” and indicate:

• place of compilation;
• city ​​and date of compilation;
• name of the legal entity;
• TIN and OGRN;
• position, full name of the principal;
• position, full name, passport details of the authorized person,
• the authorities are listed where this document can be presented, for example, in the arbitration court, the Federal Tax Service, and so on;
• it is indicated that this person is given the right to sign all necessary documents for the proper performance of the functions assigned by this power of attorney, including the submission and receipt of all necessary documents that will be required in the course of the exercise of powers;
• at the very end it is indicated for what period this power of attorney was issued without the right or with the right of substitution;
• the position of the manager who issued the document is called, a signature is placed and it is deciphered - full name.

How to draw up a power of attorney

There is currently no single unified form of power of attorney from a legal entity to an individual. Representatives of organizations have every right to draw up a document in any form or according to a template in force in the company. It is important to follow only two basic rules: that in its structure the document complies with office work standards, and in its content it includes a number of mandatory information. These include:

• full name of the enterprise that issues the document, including its constituent details;
• number, place, date of drawing up the power of attorney;
• last name, first name and patronymic name of the person for whom it is issued and his passport details indicating registration at the place of residence.

The main part of the power of attorney must include a complete list of powers, rights and obligations that this document provides to the bearer. Maximum attention should be focused on this section of the power of attorney, spelling out all the points in detail and carefully. If the principal's representative receives the right to sign various types of papers, this must also be noted. Finally, you must indicate the validity period of the document.

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Revocation of a document

The head of an enterprise or company can revoke a power of attorney issued to a representative. The reasons for this action may vary. For example, a person does not fulfill his duties or the need for his work or services has disappeared. Revocation of a power of attorney in 2021 is carried out according to the standard procedure:

• It is necessary to notify the authorized person in the revocation of the document.
• The power of attorney is returned to the principal; it ceases to be a document with legal force.
• Third parties to whom such a power of attorney was granted must be notified of its termination.