Are Powers Of Attorney Valid After A General Director Is Dismissed?
According to Article 185, paragraph 1 of the Civil Code (CC) of the RF, a power of attorney is a written certificate of empowerment issued by one party to another party with a right to act on behalf of the issuing party before third persons. A power of attorney on behalf of a legal entity is signed by its executive head or another person empowered by the entity’s founding documents to do so, and authenticated by an organization’s stamp.
Therefore, when a power of attorney is issued on behalf of legal entity, it is issued not by the general director personally, but by the organization, with the director acting only as an agent of the legal entity (article 53 of the CC of the RF). Consequently, the period of validity of the power of attorney issued by the general director on behalf of the organization is unrelated to the director’s term of appointment.
It is worth noting that the period of validity for a power of attorney may not exceed three years. If a power of attorney does not indicate an expiration date, it is considered valid for one year from the day of issuance (article 186, paragraph 1 of the CC of the RF). Article 188 of the CC establishes provisions for the termination of a power of attorney. The provisions do not include a change of an organization’s executives (article 188, paragraph 1).
In order to terminate a power of attorney, it must be officially recalled (article 188, paragraph 1, subparagraph 2 of the CC of the RF). According to article 189, paragraph 1, an issuing party who desires to recall a power of attorney must notify the person or entity to whom it was issued and also all known third parties before whom the power of attorney may be used.
In summary, following the replacement of the general director of a legal entity, termination of a valid power of attorney is carried out by recalling it by the new head executive or another person empowered for it by the organization’s charter.
Читать далее о услугах от Alinga Consulting Group
Вопросы есть? - Спросите эксперта!