The current legislation divides the notion of a representative into a legal and authorized representative. If we consider terms within the framework of actions of legal entities, then:
- A legal representative is a person who canto represent the interests of the enterprise on the basis of law or constituent documents, in other words, the director or another person designated in local documents that has the right to act without a power of attorney.
- The authorized representative is a personrule, an employee who has the right to act in the interests of the enterprise solely on the basis of a power of attorney, or another legal entity. To confirm the authority from an individual, you will need to issue a power of attorney from a notary.
Types and features of powers of attorney from legal entities
General rules for drawing up powers of attorneyare settled by the Civil Code. So, under the general rules, the power of attorney must be made in writing. The power of attorney must necessarily meet two basic requirements:
- be signed by the head of the enterprise(legal representative) and seal (despite the abolition of the seals at the legislative level, in practice, documents without them are not accepted and are not used in business circulation);
- contain the date of issue, otherwise the power of attorney can be recognized as invalid.
Types of powers of attorney foreseen by business turnover
- One-off, for certain actions, for example, the transfer of a report to a fiscal body or the signing of a specific contract.
- Special, for certain actions, for example, within the framework of a concrete agreement, to obtain certain material values.
- The general power of attorney for an authorized representative is the consent to perform various legally significant actions for a certain period of time.
The notarial form of the power of attorney is not provided foronly for individuals and IP, but also in cases where the transaction is carried out in a notarial form between legal entities, that is, the powers must be confirmed in the same form as the contract is concluded.
Rights of a legal entity when issuing a power of attorney
A legal representative of a legal entity has the right to withdraw a previously issued power of attorney at any time. The power of attorney is terminated in a number of other cases:
- in case its validity period has expired;
- the legal entity ceased its activities;
- termination of relations between legal entities or between an enterprise and an individual.
There are no requirements for the design of a power of attorney on the company letterhead of the enterprise in the legislation, therefore it can be drawn up on a regular A4 sheet.
Term of the power of attorney
In the power of attorney for an authorized representativeit is recommended to specify the validity period of the document. If the period is not specified, then by default the document is considered valid for 1 year from the date of issue. In practice, more than 3 years of power of attorney is not issued.
Power of attorney
At the beginning of the document should be displayedInformation about a legal entity that acts as a trustee and a trusted legal entity. It is necessary to display the organizational and legal form of enterprises, their OGRN. If the authorized representative is an individual, it is recommended to register his passport details and completely the full name. The date and place of issue of the document shall be indicated.
The rights of an authorized representative are,perhaps, the information that requires the most careful study. If a general power of attorney is issued, then, as a rule, powers are described by general phrases, without specificity, for example:
- "Has the right to manage immovable property located at ..., except for the conclusion of transactions for the alienation of such property";
- "Has the right to represent the interests of the enterprise ... in all municipal and tax authorities, be a representative at enterprises of any form of ownership."
In case of registration of a one-time power of attorney it will be necessary to clearly state what actions an authorized representative can perform, for example:
- "The full name has the right to submit a report on the form ... to the tax authority at ... for the 4th quarter of this year."
- "The full name has the right to sign a contract ___ from" ___ "_____, with the simultaneous signing of an act of work performed."
If the contract is not signed by the managerenterprise, and one of the parties, it is better to prescribe in the header that the contract on the part of the Customer or the Contractor is signed in the person of the authorized representative - surname, initials, requisites of the power of attorney.
A special power of attorney presumes a description of a specific list of materials, its quantity, which a trustee can receive under this document.
Further under the text of the power of attorney it is recommended to present the sample of the signature of the authorized representative. Then the position of the head of the enterprise, the signature and the full name shall be indicated.
In some cases, especially if the trustee has broad powers, it is recommended that he indicate that he has no right to delegate his powers to a third party.</ p>