Power of attorney to conduct business on behalf of a legal entity: download sample

Form

Surely everyone understands that the oral form of any agreement does not give it legal force. This also applies to a power of attorney, which must be drawn up on paper. The attorney to whom the document is written will represent the interests of the company. That is why it is signed by the director or other manager. When designing, you can use a regular sheet of paper. Also, a standard template is used for this, which already contains all the important points.

As a rule, registration is carried out in a simple form, without the involvement of a notary. However, there are situations in which the law requires the preparation of a notarial form. The services of a notary are sought in the following cases:

Registration of a transaction requires the mandatory presence of a power of attorney drawn up in notarial form;
The attorney carries out transactions and various actions that are subject to mandatory state registration;
It is planned that the trustee will dispose of the property rights. Moreover, this right is registered in the state register;
In any circumstances when the principal wishes to record the transaction in a notary office.

Types of powers of attorney

Appearance is greatly influenced by the powers vested in the attorney to carry out certain obligations. For example, a special power of attorney is needed when the attorney needs to carry out similar tasks. For example, a responsible employee of a company regularly receives inventory items. Special powers of attorney also include those that allow company employees to drive vehicles. Practice shows that a special power of attorney is used extremely rarely. Other types of this document are the most popular.

For what purposes may a power of attorney be required from a legal entity?

It should be noted that not all powers of attorney from a legal entity require a notarized form. In some cases, a simple written form is sufficient, when the power of attorney is printed on letterhead or a regular sheet of paper and sealed with two signatures: the manager and the authorized representative.

However, in order to perform many responsible actions that require notarization in accordance with Russian law, the power of attorney from a legal entity itself must be certified by a notary. The main types of such actions:

Representation of the interests of a legal entity in courts.
Carrying out various operations related to the company’s property: registration of ownership, concluding purchase and sale transactions and carrying out other operations that require notarization of the property of a legal entity.
Debt transactions. Transactions related to the transfer of debt, assignment of claims and other transactions that are in one way or another related to the debt obligations of the legal entity itself or its debtors.
All powers of attorney that provide for the right of subrogation.

In turn, powers of attorney for manipulation of material assets are most often issued in simple written form. For example, financially responsible persons constantly receive powers of attorney from legal entities to conduct various operations with property. These types of powers of attorney are most often put on stream as part of corporate document flow and do not require notarization.

General power of attorney to represent the interests of the organization

This power of attorney gives a full range of powers. Its bearer is allowed to perform various actions while acting as a representative of the company. Here the attorney has no restrictions; he has the right to dispose of the assets and other property of the company, make real estate transactions and perform other significant actions. If a company needs a representative to protect its rights in court, the holder of this power of attorney can become one. He can speak not only in court, but also in other institutions.

( Video : “Everything about drawing up a power of attorney”)

Features of a general power of attorney

The main feature of such a document is that it gives the representative the maximum possible rights. Having such a power of attorney in hand, the representative is allowed to transfer the power of attorney to someone else. Due to the huge range of powers, this power of attorney must be certified by a notary. Moreover, the general's license can be issued not only to employees. The law does not prohibit a company from making third parties its representatives.

As a rule, if an organization issues a general power of attorney, managers act as attorneys, for example, deputy director, head of department and other officials. This is explained by the fact that this type of power of attorney requires maximum responsibility from representatives. The Labor Code states that in this case, the trustee is assigned certain duties, rights and responsibilities. For example, when making transactions under a general power of attorney in the interests of the company, the trustee becomes financially responsible.

To whom can a power of attorney be issued?

A legal entity can issue a power of attorney to both an individual and another legal entity. Most often, organizations prefer to entrust the representation of their interests to their employees: heads of departments, chief accountants, lawyers, etc. A power of attorney can be issued for one representative or for several.

It happens that enterprises include a line about the possibility of reassigning a power of attorney. In cases where this right is granted, the first power of attorney must be certified by a notary.

One-time power of attorney

When a representative needs to perform a specific action, a one-time power of attorney is issued. For example, this document is needed if the attorney is entrusted with receiving goods, sending documents, selling property, etc. It is worth noting that after the transaction has been completed, the power of attorney automatically loses its force.

Absolutely anyone can play the role of a trustee. The head of the company chooses who to issue a one-time power of attorney himself. Naturally, the personal and moral qualities of the attorney are taken into account. After all, this is the only way the principal will be sure that the attorney will fulfill the instructions assigned to him. This could be one action or several.

It would be useful to indicate the competence of the attorney. For example, if he is issued a power of attorney to receive cargo, then you can indicate that he is allowed to sign the accompanying papers. As a rule, to issue a one-time power of attorney, there is no need to engage a notary. But if the attorney has the opportunity to draw up a deed of power, it will not be possible to do without the services of a notary.

Who can represent the interests of the organization

Until 2012, there was a rule obliging organizations to issue a power of attorney exclusively for their employees. It was the company employee who had the right to represent its interests in various structures. But today the law does not prohibit issuing a permit to any citizen. In fact, the organization is allowed to write it out not only to a former employee, but also to a stranger.

Another company also has the right to represent the interests of the organization. This can often be encountered when two companies cooperate. Often there is a need to replace each other, protecting interests in various authorities. Naturally, the corresponding powers of attorney contain information that one company is authorized to represent another.

If any responsibilities are assigned to employees of the organization, a power of attorney must also be issued to them. But there is no need to draw up such a permit if the attorney is the head of the company. After all, he must always protect the interests of the company. But you need to remember that a power of attorney is necessary for heads of departments and other employees holding high positions.

What documents will be required

The permit is drawn up with the consent of the head of the organization. But first you need to prepare the necessary documentation. These include:

memorandum of association;
position;
extract from the Unified State Register of Legal Entities;
manager data;
documents confirming official authority.

This documentation fully reflects all information about the principal and the attorney.

Power of attorney. 20 ready-made formulations for all occasions

The director can download a power of attorney from the Internet and issue it to an employee, the legal department will not know about it. As a result, the lawyer will have to solve problems due to the fact that the government agency did not like how the powers were written. To avoid such situations, provide the director and other employees with unmistakable powers of attorney. We have prepared wording that is accepted by courts, government agencies and contractors.

Each government agency has its own requirements for the wording of powers in powers of attorney. For example, tax officials say that it is necessary to detail the authority to sign a VAT refund application. The same rule applies to other similar applications and tax returns: “sign and submit to the tax authority at the place of registration tax returns (calculations), financial statements, VAT refund applications, documents necessary for the calculation and payment of taxes, make changes to tax documents and accounting reports."

In one case, the director asked the lawyer not only to submit statements to the tax office, but also to sign them. In this case, such authority must be specifically stipulated in the power of attorney: “submit and sign.”

It is safer to separately indicate the authority to file complaints with a higher department of the Federal Tax Service. Local tax authorities often require specification - specifying special powers in powers of attorney. In this way, the inspectorates are trying to protect themselves from disputes over whether the taxpayer was properly notified of the place and date of consideration of the tax audit materials, and whether he participated in such consideration.

Although tax authorities demand specific authority to file complaints, the courts often side with companies. They believe that the authority to sign on behalf of the company all documents submitted to government bodies also includes the right to sign a complaint to the Federal Tax Service. The same applies to participation in the consideration of audit materials.

According to judicial powers of attorney, it is necessary to specify the powers of the representative. For example, in bankruptcy cases, judges check whether the authority is not just to conduct business, but to represent interests in the bankruptcy process. In such disputes, it is necessary to specify in detail what actions the power of attorney has been issued for.

EXAMPLES OF FORMULATION OF POWERS OF POWER OFFICE

To represent the interests of the company in the Federal Tax Service:

“To represent the interests of the Company in the Federal Tax Service of Russia for the city of Ivanovo with the right:

submit and sign applications, letters, notifications and other documents;

receive and sign acts, decisions, demands, messages, notifications, certificates, including certificates of absence of debts on taxes and fees, acts based on the results of a desk tax audit;

receive and sign certificates of on-site tax audits, acts based on the results of on-site tax audits, notices of summoning of the taxpayer, notices of consideration of materials of on-site tax audits, requests for the provision of documents, decisions to bring to justice for committing a tax offense or to refuse to bring to justice liability for committing a tax offense, other decisions and documents within the framework of an on-site tax audit;

submit objections to the tax control act based on the results of an on-site tax audit, participate in the consideration of on-site tax audit materials with the right to sign, submit all necessary documents.”

For one-time transportation of cargo:

“Receive inventory items according to consignment note No. __from __ from Romashka LLC (legal/factual address: ___________, postal address: ____________, INN/KPP ___________, OKPO___________, OGRN __________, settlement account _______ in _________, BIC _________K /s _______), deliver goods and materials to the Principal’s address according to the details specified in this power of attorney.

Sign the primary accounting documents for the receipt/delivery of cargo (forwarding receipts, waybills, waybills) in the column confirming the acceptance of the cargo for transportation and the delivery of the cargo to the consignee.”

To represent interests in GIT:

“Represent the interests of the Principal in relations with the State Labor Inspectorate in Moscow, sign and submit petitions, statements, requests and other documents to the State Labor Inspectorate in Moscow, give explanations, get acquainted with all materials of the inspection case, receive copies of protocols, conclusions , resolutions and other acts of the State Labor Inspectorate in Moscow, sign acts and other documents, perform the necessary actions related to the receipt of documents, submit comments on protocols, resolutions and other acts of the State Labor Inspectorate in Moscow, be the Principal’s representative when performing other actions necessary to represent interests in relations with the State Labor Inspectorate in Moscow and related to the subject of this power of attorney.”

Read the continuation of the article at the link: https://e.lawyercom.ru/article.aspx?aid=682908

How to draw up a power of attorney to represent the interests of an organization in 2021

Many companies use the appropriate form for these purposes. Here, responsible persons must enter information in the blank lines. The document must contain the full name of the organization, information about the authorized representative, and a list of powers.

You can use a ballpoint pen to fill it out. If you select manual filling, try to write legibly. A more convenient option is a computer set. After printing, the principal must put a “live” signature here.

Contents of the power of attorney

Particular attention must be paid to the content. After all, it is this information that allows the representative to fully fulfill the assigned obligations, but at the same time he will not be able to exceed his authority. You also need to provide the following information here:

Legal form of organization;
Validity;
Date of signing of the power of attorney;
KPP codes, INN, OGRN;
Legal address of the company or its office;
Position, full name and other passport details of the manager who signs the power of attorney;
Personal information about the representative;
A detailed list of assigned powers;
Director's signature.

Definition and features of a power of attorney

The Civil Code of the Russian Federation and established practice define a power of attorney as a document containing authority issued by one person to another to represent his interests before other persons, authorities and organizations.
In essence, a power of attorney is a one-sided transaction, the conclusion of which is possible with the will of only one person - the principal. The consent of the person receiving the right to represent the interests of others, and even his presence when drawing up a power of attorney are not required.

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The issuance of a power of attorney by an individual, in itself, does not confirm any accomplished fact. In particular, the Supreme Court of the Russian Federation sets out its position on this issue as follows:

A power of attorney, as a document, cannot confirm the conclusion of any agreement (Decision of the Supreme Court of the Russian Federation No. 18-B11–101 of January 10, 2012).
The issuance of a power of attorney to represent interests in a purchase and sale transaction does not terminate the ownership rights of an individual to the object being sold (Decision of the Supreme Court of the Russian Federation No. 36-G02–2 of June 27, 2002).

The current laws of the Russian Federation and established practice suggest the possibility of drawing up different types of powers of attorney on behalf of individuals, which differ in form and scope of powers.

One-time

Such a document is drawn up for the representative to perform one single action. For example, receiving a specific parcel or letter at the post office. The main feature of this type of power of attorney is a detailed description in the text of the action that needs to be performed.

Special

This type of power of attorney is issued to perform the same type of actions for a certain period of time. For example, receiving pensions, social benefits, wages or money transfers.

General

The current Civil Code of the Russian Federation does not contain a definition of the concept of “general power of attorney”. The specific meaning of this document can be determined by clause 4.9. Methodological recommendations for certification of powers of attorney (approved by the Decision of the Federal Notary Chamber dated 07–08.07.2003 on the basis of Protocol No. 03/03), according to which a general power of attorney is a document of a general nature containing powers to use and dispose of all property of the principal, to carry out on his behalf all rights and obligations, including representation before any third parties on all issues and the conduct of any affairs.

That is, the person representing the general power of attorney has the maximum amount of authority, which gives rise to certain features when issuing and registering it. It is necessary to carefully approach the choice of a representative, since the representative will actually personify the personality of his principal. Accordingly, his every word and action will be perceived as the word and action of a principal.

The definition contained in the Methodological Recommendations a priori assumes that a general power of attorney must be certified exclusively by a notary. Article 185 of the Civil Code of the Russian Federation lists officials whose signature is equivalent to the signature of a notary - heads of military medical and sanatorium institutions, heads of military units and places of deprivation of liberty. But you can resort to other forms of certification only if there is no notary nearby.

General powers of attorney are very extensive and can include powers to dispose of any type of movable and immovable property, including cash deposits in banks. In particular, they are most often drawn up regarding the disposal of real estate (or its individual types) or vehicles.

Sample power of attorney to represent the interests of an organization

Formatting the main part of the document

The basis is the “body” of the document itself. There should be information here that allows you to easily identify the representative. As a rule, this is passport data from other identification documents. It would be useful to specify where exactly the person on whom the organization entrusts such responsibility lives.

The text needs to reflect the essence of this document. So write that the bearer has the right to act as a representative of the company, protect its interests, and carry out instructions. Indicate that the attorney is allowed to enter into any transactions with various organizations.

As a rule, the trustee accepts obligations to the company by signing the text of the document. The director of the company certifies the consent of the attorney. After the power of attorney is signed, the attorney has the rights to carry out the prescribed transactions.

How is a power of attorney drawn up on behalf of a legal entity?

The notary comments: The power of attorney form is considered free, that is, drawn up in accordance with the needs and characteristics of a particular situation. However, in practice, certain templates have emerged that comply with the requirements of the Civil Code of the Russian Federation and other laws, and also provide an optimal solution for all parties.

The text of the document states:

Full details of the enterprise: its name, legal address, constituent details.
Details of the recipient of the authority. If this is an individual, then his last name, first name and patronymic, as well as full passport details and place of registration. If a legal entity - similar details described in the previous paragraph.
A complete list of powers and rights that are transferred to the trustee. If necessary, specifying parameters and clarifications (for example, the address of the property for which the rights apply).
Validity. The standard term of a power of attorney is 1 calendar year. If the period is not specified, this is the period that will be assigned to this document in accordance with the law.
Place and date of document preparation.

When notarized, the notary must check the powers of the person signing the power of attorney on behalf of the legal entity. To do this, he verifies his identity using a passport and checks whether the person in question is actually on the list of those authorized to act on behalf of the enterprise.

Download the power of attorney form from a legal entity to an individual.

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.

Types of power of attorney

A power of attorney can be of three types:

general (with the widest possible range of powers);
special (to carry out any instructions within a strictly defined period of time);
one-time (for one specific action).

This power of attorney can be presented to any institution: both commercial (banks and other structures) and government (courts, tax inspectorates, post offices, extra-budgetary funds, etc.).

Download samples of powers of attorney to represent the interests of an organization

– General power of attorney from an organization – Standard power of attorney to represent the interests of an organization – Power of attorney to represent interests during an audit – Power of attorney to represent interests in an insurance company – Power of attorney to represent interests in a bank – Power of attorney to represent interests in the tax office – Power of attorney to represent interests in the Federal Antimonopoly Service – Power of attorney for representation of interests in the Pension Fund of Russia - Power of attorney for representation of interests in court.

Sample cooperation proposal

1 . Minimal text. People love good numbers, read little, and immediately know their own benefits. First write down everything you planned to tell your future partner. After that, cut your message in half. It would not hurt to divide the entire text into short and clear paragraphs. This will make it easier for both you and the person with whom you want to start cooperation. The best option is a little text, beautiful and understandable tables/graphs. You can draw a general scheme of work.

2. Initially, carry out the so-called framing. You can tell your partner a lot of things, tell him all your ideas and so on. But think about it, does he need it? Highlight the most important benefit you can provide to the collaboration. Here you must answer the question: why does your partner need you?

3. Always be specific in your offer. Give examples in numbers and various graphs. But it is worth noting that scattered numbers and formulas are also useless. The partner must understand where this data comes from and why it is in this particular paragraph.

4. There must be a point about the target audience. After all, it is with her that you will have to work together with your partner. It should be immediately clear who the entire project is intended for. Here, of course, it is best to present data in numbers.

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Bottom line: make a commercial proposal for cooperation not big, but wisely

You need to ensure that the quality of your offer fully corresponds to your product or service. You need to provide information so that even a partner would want to buy your products. Not everyone will want to change their previous mode of operation. Therefore, show that thanks to a commercial proposal for cooperation, the partner’s work will become more efficient and profitable.

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