How to revoke a power of attorney certified by a notary

What is an “irrevocable power of attorney”

An irrevocable power of attorney is a document issued by a principal to a trustee (attorney) to secure obligations related to the conduct of business. The peculiarity of such a power of attorney is that the principal cannot cancel it before the expiration of its validity period, or can cancel it only in cases provided for in the power of attorney itself.

An irrevocable power of attorney (an example of filling out a document can be found below) can be issued to any person whom the principal deems competent to do so. Legal entities and entrepreneurs can issue a document in order to ensure or fulfill specific obligations related to business activities. Current legislation does not establish restrictions on the validity period of the document. But since it is difficult to cancel it, the principal should be very responsible when determining the terms.

An irrevocable power of attorney was first introduced in civil law in 2013. This was done in order to regulate the actions of persons who may represent other subjects of legal relations in civil transactions on the basis of a concluded power of attorney.

Power of attorney for representation of interests: sample 2021

The content of the power of attorney does not depend on who issues it and for whom. The type of activity and form of ownership of the organization also does not matter. Therefore, a power of attorney to represent the interests of an LLC, OJSC, public association, religious organization and other legal entities is no different in appearance. The main thing is to correctly draw up the document and specifically state the types of activities that the company representative is authorized to engage in.

The content of the power of attorney must contain the following items:

1. Details of the organization and both parties:

• name, INN, OGRN of the organization, with which tax authority it is registered;
• personal data of the principal and representative (attorney): full name, passport details;

1. Contents of the power of attorney – i.e. what powers the representative can exercise.
2. An indication of the possibility or impossibility of transferring authority.
3. Indicating the validity period of the document.
4. If necessary, you can reflect the fact that the power of attorney is irrevocable, as well as separately indicate the grounds on which it can be revoked.
5. Signature of the director and representative, date stamp.

The text of the document directly depends on the goals - for example, in the case of a general power of attorney, general wording is given (without specific instructions):

• manage and dispose of property;
• receive and send any correspondence on behalf of the company;
• represent the company in the tax office, any state or municipal authorities;
• represent interests in court in any cases in which a legal entity acts as a plaintiff or defendant, etc.

An example of a general power of attorney is presented below.

And here is an example of a power of attorney, which allows you to represent the interests of a company in the tax authorities - the powers here are spelled out much more specifically: a step-by-step description of all the actions that a citizen can perform on behalf of a legal entity.

Where is an irrevocable power of attorney used?

An irrevocable power of attorney from an individual or organization has a targeted direction, that is, it cannot extend its effect to all relationships and areas of activity. The document can be issued only if the obligation is related to the conduct of business. Within the normal, non-entrepreneurial sphere, citizens will not be able to issue this power of attorney. The status of the represented persons and information about their state registration is indicated in the text of the document.

Entrepreneurs must be responsible when issuing an irrevocable power of attorney, as this process can entail significant legal risks. The trustee will be able to perform legally significant actions on behalf of the principal, and in some cases this may occur against the will of the principal.

How to revoke a power of attorney issued by a legal entity (certified or not notarized)

The procedure for revoking any powers of attorney is specified in paragraph 1 of Art. 188 Civil Code of the Russian Federation. Accordingly, the cancellation of transferred powers on behalf of a legal entity is possible in two ways:

1. By drawing up a written document containing information that the power of attorney has been revoked.
2. Through a notary, who has the right to revoke any power of attorney, including a non-notary one.

If there is a risk that the representative will continue to use the power of attorney, it is recommended to use the services of a notary. There is no point in sparing money on this, since the consequences of improperly notifying a representative about the revocation of a power of attorney can cost much more, including in the conduct of court cases. When registering the cancellation of the grant of powers through a notary, legally significant actions to notify the representative are considered completed by default.

What the current legislation says

An irrevocable power of attorney in civil law is regulated by Art. 188.1 of the Civil Code of the Russian Federation. This article provides the following:

• Legal entities and individual entrepreneurs will be able to become participants in legal relations.
• An irrevocable power of attorney is terminated upon expiration of its validity period or in cases provided for in the document itself.
• An irrevocable power of attorney must be notarized, otherwise it will be considered invalid.
• When drawing up a power of attorney, it should be indicated in its text that it cannot be canceled before the expiration of its validity period, or cancellation is possible only in the cases specified in the document.
• Submission of an irrevocable power of attorney is unacceptable. But if such conditions are recorded in the text of the document, the authorized person has the right to delegate an irrevocable power of attorney.

Submission of a power of attorney

A person who has received a power of attorney is obliged to perform only authorized actions in person, but it is possible to delegate (in whole or in part) their performance in the following cases:

• the presence in the power of attorney of the possibility of reassignment
• transfer of powers due to circumstances to protect the interests of the issuer
• the text does not directly prohibit re-reliance

The main power of attorney may provide for the possibility of subsequent reassignment, the number of which is not limited by law.

The sub-power of attorney must be notarized on the basis of presentation of the main power of attorney, which reflects such a possibility, its validity period (with the termination of the main power of attorney, the sub-power of attorney also loses force), powers.

Is it possible to revoke an irrevocable power of attorney?

Cancellation of an irrevocable power of attorney is possible only if there are compelling reasons. Even in court it can be extremely difficult to get it overturned.

The main reasons for terminating the validity of the document are given below:

• expiration of the period specified in the power of attorney;
• abuse of the powers granted to him by a trustee to the detriment of the principal;
• termination of obligations that necessitated the issuance of a power of attorney;
• other reasons specified by the principal in the text of the document.

Unfortunately, the irrevocable power of attorney described in the Civil Code of the Russian Federation has certain problems of legal regulation, as a result of which it does not perform its functions effectively enough. To a greater extent, this is due to significant risks for the person whose interests are represented. It is recommended to use an irrevocable power of attorney only for one-time actions or for transactions whose terms are determined in advance.

Revocation of power of attorney

The law does not provide for the original form of the power of attorney to be returned at the request of the principal. Art. 188 of the Civil Code of the Russian Federation provides for the above grounds for termination of a power of attorney. If the power of attorney does not fall under any of the above conditions, then it is necessary to carry out the procedure for revoking the power of attorney.

The person who revokes the power of attorney must notify the person in writing of its cancellation and also known third parties to whom the power of attorney concerns. Only after this the authorized person is obliged to return the power of attorney.

If the power of attorney was notarized, then its change or cancellation is also made in notarial form.

Features of drawing up a power of attorney

An irrevocable power of attorney does not have a form established by law. But in order for the document to gain legal force, it must indicate the following:

• name of the document and purpose of its issuance;
• date of issue (from this date the power of attorney comes into force);
• information about the principal and attorney;
• a list of actions that the authorized person has the right to carry out;
• a list of situations in the event of which the power of attorney may be revoked;
• validity period of the document;
• signatures of the attorney and principal;
• notary's certification.

Power of attorney

When performing a notarization, the notary is obliged to explain the rights after receiving the power of attorney, the possibility of transferring powers.

When providing a power of attorney from a legal entity, it is certified by the signature of the director or an authorized person (a seal is not required). Such powers can be specified in the constituent documents and reflected in the Unified State Register of Legal Entities.

In case of joint powers, the power of attorney is signed by all persons listed in the constituent documents.

Registration of a power of attorney

A power of attorney in the field of entrepreneurship is an indispensable tool for organizing business activities and promptly resolving emerging issues. Recent innovations introduced into the Civil Code of the Russian Federation in relation to powers of attorney require detailed study from a theoretical point of view for the correct formation of law enforcement practice .

Last year, the Civil Code of the Russian Federation underwent significant changes. At the same time, legislators do not abandon the general idea of ​​​​adopting the Civil Code of the Russian Federation in a new edition; the corresponding bill is being considered in the State Duma. In the meantime, it’s worth talking about the practical application of changes regarding the execution of a power of attorney. These changes were introduced by Federal Law No. 100-FZ dated May 7, 2013 and came into force on September 1, 2013.

USEFUL TO KNOW Starting from September 1, 2013, new rules regarding representation and powers of attorney apply.

Multilateral power of attorney

Previously, a power of attorney was recognized as written authority issued by one person and only one other person for representation before third parties. Starting from September 1, 2013, one power of attorney can be issued to several persons at once for representation before third parties (Article 158 of the Civil Code of the Russian Federation).

Also, by analogy, it became possible to issue a power of attorney jointly by several principals (clause 6 of Article 185 of the Civil Code of the Russian Federation). If a power of attorney is issued to several representatives, each of them has the powers specified in the power of attorney, unless the document stipulates that the representatives exercise them jointly.

The legislator does not limit the number of powers delegated in one power of attorney, including a multilateral power of attorney. Also, the law does not limit principals from transferring only homogeneous or similar orders. Thus, the powers provided for by the power of attorney may not be related to each other.

At the same time, the possibility of drawing up a multilateral power of attorney did not entail a change in the amount of the state duty enshrined in Art. 333.24 of the Tax Code of the Russian Federation, for their identification.

Power of attorney form

Previously, a power of attorney could exist in only two forms: simple written (if the law did not establish a requirement for notarization of the power of attorney) or notarized. Starting from September 1, 2013, it became possible not to issue a power of attorney as a separate document at all.

USEFUL TO KNOW A power of attorney on behalf of a legal entity is issued signed by its director or another person authorized to do so in accordance with the law and constituent documents.

Today it is enough to secure the powers of the representative in the contract. Such an agreement can be concluded between a representative and the represented, between the represented and a third party, or in a decision of the meeting, unless otherwise established by law or does not contradict the essence of the relationship (clause 4 of Article 185 of the Civil Code of the Russian Federation).

Duration of power of attorney

The period for which a power of attorney can be issued has also changed. In particular, there is no limitation on the maximum period of its validity. Previously, this period was three years. Today, a power of attorney can be issued for any period, i.e., it is not limited to a three-year period.

IMPORTANT IN WORK Written authority to carry out a transaction by a representative can be provided by the represented directly to the relevant third party, who has the right to verify the identity of the represented and make a note about this on the document confirming the authority of the representative.

The minimum term of a power of attorney is not established by law. At the same time, according to Art. 190 of the Civil Code of the Russian Federation, it can be determined by a calendar date or the expiration of a period of time, which is calculated in years, months, weeks, days or hours. Thus, a power of attorney can be issued for any of the above periods, for example for a couple of hours.

The provision remains unchanged that if the power of attorney does not indicate its validity period, it remains valid for a year from the date of its execution (clause 1 of Article 186 of the Civil Code of the Russian Federation). But if the power of attorney does not indicate the date of its execution, such a power of attorney will be considered void.

Power of attorney

From September 1, 2013, the Civil Code was supplemented with a new article establishing the peculiarity of certification of powers of attorney (Article 185.1 of the Civil Code of the Russian Federation). Paragraph 1 of this article establishes the need for notarization of a power of attorney for the following transactions:

• requiring notarial form;
• to submit applications for state registration of rights or transactions;
• to dispose of rights registered in state registers.

IMPORTANT IN WORK If the power of attorney does not indicate its validity period, then it remains valid for a year from the date of its execution. Thus, the legislator abandoned the limitation of the validity period of the power of attorney to three years and made it possible to set any validity period for the power of attorney.

There are also powers of attorney equivalent to notarized ones, for example, powers of attorney of military personnel and other persons undergoing treatment in a hospital, sanatorium or other military medical institution, which are certified by the head of such an institution, his deputy for medical affairs, and in their absence - by a senior or duty officer doctor. A complete list of such powers of attorney can be found in paragraph 2 of Art. 185 of the Civil Code of the Russian Federation.

Separately in paragraph 3 of Art. 185.1 of the Civil Code of the Russian Federation regulates the procedure for certifying a power of attorney to receive wages and other payments related to labor relations, to receive remuneration by authors and inventors, pensions, benefits and scholarships, or to receive correspondence, with the exception of valuable correspondence. Such a power of attorney can be certified by the organization in which the principal works or studies, and by the administration of the inpatient medical institution where he is being treated. In this case, the document is certified free of charge.

In paragraph 4 of Art. 185.1 of the Civil Code of the Russian Federation describes the procedure for issuing a power of attorney on behalf of a legal entity. It is issued signed by the manager or other person authorized to do so in accordance with the law and constituent documents.

ORIGINAL SOURCE A representative who has delegated powers to another person by way of delegation does not lose his powers under the original power of attorney, unless otherwise specified in the power of attorney or in the law. — Clause 6 of Art. 187 Civil Code of the Russian Federation.

The new procedure for issuing powers of attorney by legal entities differs significantly from the previously existing one. Thus, until September 1, 2013, the power of attorney was signed by the head of the organization or another authorized person with a mandatory seal attached. In the new order there is no such requirement. Also, the signature of the chief (senior) accountant is not required for powers of attorney to receive or issue money and other property assets. However, if the organization continues to issue powers of attorney with a seal attached after September 1, 2013, this will not entail their invalidity.

However, this rule is not exclusive. A power of attorney on behalf of a legal entity for representation in court to this day must contain a seal (clause 3 of article 53 of the Code of Civil Procedure of the Russian Federation, clause 5 of article 61 of the Arbitration Procedure Code of the Russian Federation).

Retrust

As before, a power of attorney issued by way of subpoenaing must be notarized (clause 3 of Article 187 of the Civil Code of the Russian Federation). However, there are exceptions to this rule. Thus, it has been established that the rule on notarization of a power of attorney issued by way of delegation does not apply to powers of attorney issued by way of delegation by legal entities, heads of branches and representative offices of legal entities.

USEFUL TO KNOW A new basis for termination of a power of attorney has been introduced - the introduction of a bankruptcy procedure in relation to the represented or representative, in which the corresponding person loses the right to issue powers of attorney.

However, do not forget about the mandatory notarization of some transactions listed in paragraph 1 of Art. 185.1 of the Civil Code of the Russian Federation. In these cases, even legal entities, branches and representative offices cannot do without notarization. In any case, unless otherwise specified in the power of attorney or established by law, a representative who has delegated powers to another person by way of delegation does not lose the corresponding powers.

Delegation is not allowed in relation to the authority to receive wages and other payments related to labor relations, to receive remuneration for authors and inventors, pensions, benefits, scholarships, correspondence.

Repeated reassignment is expressly prohibited by law (Clause 7, Article 187 of the Civil Code of the Russian Federation), if such a possibility is not provided for by the original power of attorney or the law.

Irrevocable power of attorney

One of the innovations introduced into the Civil Code of the Russian Federation was the establishment of a new type of similar documents, namely an irrevocable power of attorney. As a general rule, the person who issued the power of attorney can revoke it at any time (Clause 2 of Article 188 of the Civil Code of the Russian Federation). Now Art. 188.1 of the Civil Code of the Russian Federation establishes an exception to this rule, providing for the possibility of issuing an irrevocable power of attorney.

ORIGINAL SOURCE Notice of the revocation of a power of attorney may be published in an official publication that contains information about bankruptcies. Moreover, third parties are considered to be notified of the cancellation of the power of attorney after one month from the date of said publication, if they were not notified of this cancellation earlier. — Clauses 1, 2 art. 189 of the Civil Code of the Russian Federation.

An irrevocable power of attorney is one that cannot be canceled before the end of its validity period, except in cases provided for by the power of attorney itself or by law (Clause 1, Article 188.1 of the Civil Code of the Russian Federation), and containing an indication of the impossibility of such cancellation (Clause 2, Article 188.1 of the Civil Code of the Russian Federation) . An irrevocable power of attorney can be issued only for obligations related to carrying out business activities. The transfer of other powers not related to business activities by means of an irrevocable power of attorney is void in accordance with clause 2 of Art. 188 Civil Code of the Russian Federation.

An irrevocable power of attorney must contain provisions that the power of attorney cannot be canceled before the end of its validity period or can be canceled only in the cases provided for in the power of attorney.

An irrevocable power of attorney may be terminated under the following circumstances:

• in cases provided for by the power of attorney itself (paragraph 1, clause 1, article 188.1 of the Civil Code of the Russian Federation);
• in cases of termination (fulfillment) of an obligation for which a power of attorney was issued (paragraph 2, clause 1, article 188.1 of the Civil Code of the Russian Federation);
• in cases of abuse by a representative of his powers (paragraph 2, clause 1, article 188.1 of the Civil Code of the Russian Federation).

As a general rule, an irrevocable power of attorney cannot be delegated unless otherwise provided in the power of attorney. An irrevocable power of attorney must be notarized (clauses 1.2 of Article 188.1 of the Civil Code of the Russian Federation). The power of attorney form may look like this:

Irrevocable power of attorney

Volgograd

March 10, 2014

By this power of attorney, limited liability company "Inter", registered on 04/05/2003 at the location: 400034, Volgograd, st. Gagarina, 29, office 304, OGRN 1027802761282, INN 7805145876, represented by director Alexey Vasilievich Vlasov, acting on the basis of the Charter, trusts the Individual Entrepreneur Sergey Viktorovich Nikitin, passport series 18 03, No. 379635, date of issue 06.11 .2009, issued by the Department of Internal Affairs of the Traktorozavodsky district of Volgograd, registered at the place of residence at the address: Volgograd, st. KIM, building 53, apt. 8, perform the following actions on behalf and at the expense of the Principal:

1) receive cargo from the Supplier Trans-auto LLC under goods supply agreement No. 7 dated February 23, 2014, concluded between Inter LLC and Trans-auto LLC;

2) fulfill all rights and obligations of the Buyer provided for in the goods supply agreement No. 7 dated February 23, 2014.

The Representative is obliged to personally carry out the assignment given to him in accordance with the instructions of the Principal, and to inform the Principal, upon his request, all information about the progress of the execution of the assignment.

The power of attorney was issued without the right of substitution for a period of 6 (six) months.

This power of attorney cannot be canceled before the end of its validity period, with the exception of the termination of the goods supply agreement No. 7 dated February 23, 2014, concluded between Inter LLC and Trans-auto LLC.

This power of attorney may be revoked at any time if the Representative abuses his powers, as well as if circumstances arise that clearly indicate that such abuse may occur.

Signature of the authorized representative N I K I T I N / I certify

General Director V L A S O V / Vlasov A. V.

M.P.

Termination of power of attorney

The list of grounds for termination of a power of attorney has been expanded. So, based on paragraphs. 7 clause 1 art. 188 of the Civil Code of the Russian Federation, a power of attorney is terminated due to the introduction of bankruptcy proceedings in relation to the represented or representative, in which the corresponding person loses the right to independently issue powers of attorney.

If the principal cancels the power of attorney, he is obliged to notify the authorized person of the cancellation, as well as third parties known to him, for whose representation the power of attorney was given (Clause 1 of Article 189 of the Civil Code of the Russian Federation).

IMPORTANT IN WORK: The applicant’s signature on the application to revoke the power of attorney must be notarized.

Also, as of September 1, 2013, it became possible to publish information about the revocation of a power of attorney in the official publication in which data on bankruptcy is published. In this case, the signature on the application to revoke the power of attorney must be notarized. Third parties are considered to be notified of the revocation of the power of attorney after a month from the date of said publication, if they were not notified of the revocation of the power of attorney earlier (clause 2 of Article 189 of the Civil Code of the Russian Federation).

If third parties did not know and could not find out about the cancellation of the power of attorney, the rights and obligations acquired as a result of the actions of the trustee whose powers were terminated remain valid for the principal and his legal successors.

Upon termination of the power of attorney, it must be returned to the principal.

In conclusion, it should be noted that the changes introduced by Law No. 100-FZ, although aimed at improving the legal regulation of relations associated with a power of attorney, still leave a lot of unanswered questions.

Thus, the issue of revoking the power of attorney remained unresolved. In paragraphs 2 p. 1 art. 188 of the Civil Code of the Russian Federation states that the power of attorney is terminated due to its cancellation by one of the persons who jointly issued the power of attorney. In this case, the principal is obliged to notify the person to whom the power of attorney was issued, as well as third parties known to him, for whose representation the power of attorney was given, about the cancellation. As can be seen from the norm, the law does not provide for the obligation to notify the remaining principals who jointly issued the power of attorney. In practice, this situation can lead to various kinds of adverse consequences.

USEFUL TO KNOW The person to whom the power of attorney has been issued can still renounce the authority at any time, and the person who issued the power of attorney can revoke the power of attorney or subassignment, and the agreement to waive these rights is void. An exception is the case of issuing an irrevocable power of attorney.

The issue of issuing a power of attorney to several representatives also remains unclear. In particular, each of them has the powers specified in the power of attorney, unless the document itself provides that the representatives exercise them jointly. However, the legislator does not explain how they should coordinate joint actions. In practice, a situation may arise in which the actions of representatives may contradict each other.

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Document validity period

The person being represented is completely free to choose the validity period of the power of attorney, since the law does not have any restrictions on the duration of validity of such documents.

There are several equally acceptable options for determining the deadline:

• Indication of a specific date for termination of the power of attorney to represent the interests of a legal entity.
• Determination of the period during which the document is valid, in years, months and days.
• Linking the end of a period to a specific event, for example, turning 80 years of age.

It is necessary to take into account some features of establishing the period and indicating it in the text of the power of attorney.

• When mentioning several powers, you can specify different validity periods for each of them.
• If there are several representatives, you can also set different deadlines for them.
• A power of attorney issued by way of delegation cannot be valid longer than the main document.
• The deadline should be indicated not only in numbers, but also in words.

If the text of the power of attorney does not contain an expiration date, the document does not lose its validity. In this case, it is considered that it is valid for a year, and if the representation is carried out abroad, then until the act is canceled by the represented person.

Advice: when drawing up a power of attorney, you will probably not forget to indicate important information, including the term, if you use a sample of such a document.

In some cases, a power of attorney to represent the interests of a legal entity loses its force prematurely, that is, its validity period is reduced. The reasons for this may be the following:

• Review by the company on whose behalf the document was issued.
• Refusal of a representative to fulfill his powers.
• Recognition of a representative as missing, incompetent or restriction of his legal capacity in court.
• Death of a representative.
• Liquidation of the legal entity that issued the power of attorney, its merger with another company, merger with it or division.
• Bankruptcy proceedings against one party or another, preventing the issuance of a power of attorney.

Do you need a reason?

The power of attorney has such a name because it is designed for a certain amount of trust of both parties in each other. If an individual or company entrusts someone to act in its place for any authorized action, it has the right to terminate this opportunity at any time.

Question: Does an organization have the right to revoke an irrevocable power of attorney by sending a revocation that is not notarized? View answer

There can be many reasons for this, for example:

• loss of trust
• termination of contractual relations,
• termination of contract, etc.

But the principal is not obliged to voice them either to the notary or to his representative, since the granting of powers from the point of view of the law is a one-sided transaction.

How to cancel the power of attorney of the head of the branch ?

To terminate a power of attorney, the expressed will of the person who issued it is sufficient and the procedure is carried out completely according to the law - in accordance with Art. 188, 189 of the Civil Code of the Russian Federation.

REFERENCE! The procedure for revoking a power of attorney is enshrined in clause 10 of the Methodological Recommendations for Certifying Powers of Attorney, approved by the decision of the Federal Notary Chamber of July 7-08, 2003, Protocol No. 03/03.

What happens after the power of attorney is revoked?

The answer to this question is specified in Art. 34.4 Fundamentals of legislation on notaries. Here are the notary's actions after he receives the notice:

• making an entry in the register of notarial acts;
• entering information into the electronic register. This action has great legal significance, since all interested parties who previously did not know that the power of attorney had been revoked are considered to have been notified of this the very next day. So this resource, and more specifically, the notary’s introduction of information into it and its constant availability to all interested parties, is a guarantee that the former attorney will not be able to use his former powers to cause harm to the company where he previously worked. This site also protects the interests of many individuals, giving everyone the opportunity to avoid becoming a victim of a fraudster who has a “fake” power of attorney in his hands.

A simple power of attorney can be revoked by posting a message in the office. publication for publishing information about bankruptcy - Part 3, Clause 1, Art. 189 of the Civil Code of the Russian Federation. In this case, the signature on the application must be notarized. Here we are talking about the Kommersant Kartoteka newspaper, because it has the right to publish information about bankruptcy, according to the Order of the Government of the Russian Federation.

Order of the Government of the Russian Federation dated July 21, 2008 N 1049-r

If a notice of the revocation of a power of attorney is published in a newspaper, persons are automatically considered to have been notified of this exactly one month later. This allows you to notify the maximum number of persons, even those about whom the former principal did not know at all, for example, if the attorney hid the relevant information from him.

Note! A power of attorney drawn up in simple written form can be revoked by the former principal by a notary. In this case, the legal consequences are the same as when canceling a power of attorney, which was certified by a notary from the very beginning.

Cancellation of a general power of attorney for motor vehicles

The power of attorney can be revoked for personal transport in the same way as for anything else. After recording an internal order with a notary, the attorney no longer has the right to use this transport. So he is obliged to return the car to its rightful owner on time. Also, the former attorney will no longer be able to enter into any transactions related to this car.

You can also revoke a power of attorney for a car.

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.

Procedure for revoking a power of attorney

IMPORTANT! Recommendations for drawing up a notice of revocation of a power of attorney from ConsultantPlus are available here

It would be more correct to call such an action not “revocation of a power of attorney,” but “cancellation of authority.” Since the result of such an action will be precisely the termination of the representation.

To complete this procedure, you cannot do without a notary who certified the issued power of attorney. What needs to be done by the principal who wishes to cancel this document:

• write a statement in which you notify the notary of your will to terminate the power of attorney;
• decide on who will notify the representative about the termination of his right - you yourself or a notary;
• if you decide to use the help of a notary to notify a representative, the representative of the law himself will send out official notices;
• after the notary has sent the notices, he will provide you with evidence that the notice was served;
• it is necessary to notify not only the representative, but also all possible “addressees” who were supposed to be presented with a power of attorney to act on behalf of the guarantor;
• a note on the revocation of the power of attorney in a special notary register (made by a notary);
• the power of attorney is returned by the recipient to the person who issued it.

IMPORTANT! If it is impossible to accurately determine the scope of the possible validity of the power of attorney or it is too broad, that is, targeted notification of third parties is impossible, you need to notify them through the media. To do this, you need to place the relevant information in the Kommersant newspaper. This does not cancel the obligation to personally notify the guarantor himself.

Types of powers of attorney

Powers of attorney to represent the interests of a legal entity can be classified on different grounds. So, depending on the scope and nature of the powers vested in the representative, such documents can be one of the following types:

• One-time. In this case, the representative receives the authority to perform one specific action, for example, to sign an agreement, receive funds from a bank, material assets, supplied products or equipment.
• Special. Most often, legal entities empower representatives to represent their interests precisely by drawing up such a document. Its main difference from a one-time power of attorney is the absence of restrictions on the number of actions. The representative receives the authority to perform any typical, similar operations, which, as a rule, are related to each other by one subject, purpose or result. This could be legal representation, regular receipt of cargo, etc.
• General (general). Such a document issued by an organization should be distinguished from a general power of attorney to represent the interests of an individual, which is often used as an alternative to a car purchase and sale agreement. Large companies often issue general powers of attorney to the heads of their separate divisions (representative offices and branches) so that they can act on behalf of the head office (enterprise) outside the locality in which it is located.

A power of attorney to represent the interests of a legal entity is issued to a citizen or another company

Based on the bodies in which the interests of the company need to be represented, the power of attorney may have some features. Here are several types of such documents:

• For judicial representation.
• For representation in the tax service.
• For social insurance authorities.

If a power of attorney issued to act on behalf of the company in relations with certain authorities is revoked, they should be notified of this.

For how long can I apply?

At the moment, such a document can be issued for an unlimited period. However, you should be careful and remember that it is extremely difficult to cancel this document. This type of power of attorney can be revoked only for reasons specified in the document, so it is worth reading as carefully as possible what is to be signed.

A court decision can also cancel the validity of a document, but this is only possible if it has been proven that the trustee abused his rights to the detriment of the principal. As a rule, irrevocable powers of attorney are concluded for a period of up to five years. After all, contacting a notary and extending the validity of a document is much easier than trying to get it canceled in court.

Guarantor and return of power of attorney

The refusal of the guarantor, notified of the cancellation of the power of attorney, to return it to the principal is a reason to contact law enforcement agencies: legally, this can be regarded as an attempt at fraud. You can first draw up an act of refusal to return the power of attorney and make a note on it about the guarantor’s refusal to sign it, if it follows. Signatures of witnesses to this action will be required.

What if the representative disappears? In cases where the representative avoids contact and his whereabouts are unknown, it would be legally correct to send a notice of revocation of the power of attorney to any of the addresses previously specified by him, making sure to keep the delivery notice. From the point of view of the law, it will be considered received.

FOR YOUR INFORMATION! Third parties are not obliged to verify the good faith of the guarantor and the validity of the power of attorney. All responsibility lies with the principal.

How to act

The Civil Code of the Russian Federation clearly describes how to revoke a power of attorney. Let's look at the steps that need to be taken here.

First

First, you need to notify the attorney of the decision to revoke the power of attorney. The step is reasonable: he must know that he is already losing his powers. He also receives the obligation to immediately return the power of attorney - clause 3 of Art. 189 of the Civil Code of the Russian Federation.

Here is an example of revoking a power of attorney:

“According to the law, paragraph 2, part 1, part 2 of Art. 188 Civil Code of the Russian Federation, clause 1, art. 189 of the Civil Code of the Russian Federation, I inform you about the revocation of the power of attorney issued by “_____” __________ on behalf of LLC “______” (TIN ___, ORGN ___), No. ___.”

The legislation allows any wording of this statement, as long as it clearly conveys the essence and all the necessary data. Regardless of the text style itself, it should say:

• Full name of the applicant;
• his full address;
• recipient's passport details. If this is a legal entity, then the identification characteristics are OGRN, TIN, actual address.

It is mandatory to notify the person that the power of attorney is no longer valid.

The document must also be registered. And if the notification relates to the documentation of a legal entity, it must have a date and an originating number. In any case, this paper requires a signature and proof of delivery to the addressee.

Note! In this case, you can do without specifying the grounds for revoking the power of attorney.

One method of revocation is notification via letter. However, other notification methods can be used. Among them is the publication of an administrative act. This method is very good in terms of expediency and convenience for the person interested in canceling the document. The fact that the former attorney gets acquainted with the order will turn out to be appropriate notification, since the employee must obey the administrative act.

The statement says that the company is revoking the previously issued authority from the employee, and the conditions of the decision are indicated - for example, the date, indication of a specific employee, the number of the document being canceled, its date.

Note! That is, the attorney begins to be considered notified that he is already a former attorney as soon as he is notified of this.

The application must indicate that the employee’s previously issued authority is being revoked.

Second

Now you should inform everyone with whom transactions were concluded by proxy. The laws do not provide for any specific form here either. It is simply accepted that the notice is in writing. It is best if third parties, having received the notice, confirm this fact.

Of course, you can provide information directly to third parties only if you have an idea of ​​how to contact them in general. Authorities are not always issued so that their recipient can use them in a fairly narrow circle of people. If this same circle of people is too wide, it is better to use other methods of notifying them. These include official websites of judicial authorities.

If there are no contacts of the person, you will have to use other notification methods

There is no form for such notice. Actually, here's an example:

"XXX LLC" represented by General Director K.M. Amyshev notifies of the revocation of all powers of attorney issued from XXX LLC to legal adviser I.U. Nilov. until 06/01/2019 inclusive. The specified powers of attorney are canceled as of January 1, 2018, and they should be returned to XXX LLC.”

The power of attorney is canceled either by the signature of the sole executive body or the person entrusted to represent the interests of the legal entity. The applicant himself has the right to decide whether to indicate why the power of attorney was revoked.

Note! In this case, the court must also be notified in writing.