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Discussion > Property Law > Real Estate > company can be power of attorney holder   Unanswered Threads Post New Topic

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There are 10 Replies to this message


Vinod kashyap


Legal Manager
[ Scorecard : 299]
Posted On 04 September 2010 at 11:14 Report Abuse

A company can be power of attorney holder for a immovable property.

Individual can give POA in company favour for immovable property sale & possession transfer.



Devajyoti Barman


Senior Partner
[ Scorecard : 76584]
Posted On 05 September 2010 at 12:59 Report Abuse

Yes it can be made but the attorney again will be represented by its authorised officer.


ranganathan


Director
[ Scorecard : 1727]
Posted On 05 September 2010 at 18:57 Report Abuse

yes. company represented by anyone of its directors or authorized can be a POA.


Vinod kashyap


Legal Manager
[ Scorecard : 299]
Posted On 07 September 2010 at 11:57 Report Abuse

But power of attorny act section 1A said that only specified person can be POA holder.

What is the diference between specified person and person or legal person (as per companies act)?

Language like that is ok

.......appoint as my lawful attorney M/s ABC Ltd. represented by its authorised representative Mr. xyz


R.Ramachandran


Advocate
[ Scorecard : 16745]
Posted On 13 September 2010 at 08:29 Report Abuse

Dear Mr. Vinod,

As rightly pointed out by you, Section 1A of the Power of Attorny Act clearly stipulates that POA can be given only to a specified person.  Company, which is a body corporate (may be a legal person) but not a specified person, cannot be made the Power of Attorney.  On the contrary, the Company being not a normal person (only a legal entity) itself has to authorise some one to act on its behalf.

As such,  even the language suggested by you would not serve the purpose.


Hemant Agarwal


ha21@rediffmail.com Mumbai : 9820174108
[ Scorecard : 3043]
Posted On 13 September 2010 at 16:04 Report Abuse

1.  U/s 11 of the IPC,  Person means & includes any Company or Association or body of persons.

 

2.  Hence by the above logic  POA can be delegated / given to a Company.
Obiviously,  the BOD of the Co., further appoints and delegates the co. powers to its employees (directors, manager, secretary.....)

 

3.  The word "specified" is in relation to a particular person  and not a category. 
(eg.  Mr. Xyz or ABC Pvt.Ltd.  and so on)

 

4.  In maharashtra, the POA is to be "irrevocable" and should be registered with the registrar of assurances,  SPECIFICALLY SO IF IT IS FOR  "IMMOVABLE"  PROPERTY.

 

5.  In mumbai there are several incidences of  POA being given to corporate builders / developers, by individuals or housing societies,  for development or reconstruction of  "immovable" properties.

 

Keep Smiling .... Hemant Agarwal
 


R.Ramachandran


Advocate
[ Scorecard : 16745]
Posted On 13 September 2010 at 22:09 Report Abuse

Dear Mr. Hemant,

With due respect, the definition of 'person' in IPC which includes a Company is to fasten criminal liability.

What we are talking here is to give GPA to a specified person.  We cannot import the definition given in one Act into another and that too out of context.

Let us be very clear that there would be agreement with the builders / developers and one of the covenants in such agreement would enable the developers/builders to get the work done even by appointing attorneys.  This is not to say that the Builders/Developers who are Corporates themselves have been given the GPA.


ranganathan


Director
[ Scorecard : 1727]
Posted On 14 September 2010 at 07:30 Report Abuse

Mr. Hemant, GPA is only given in favour of a specified person. In the case of companies, it is given in favour of a company but that company should be represented by any one of its authorized officers. You imagine a power in favour of only the company without naming any individual then who will act for the company. Tomorrow everyone in the company will come forward and do acts stating that he is entitled at act as per power, which will create complications. So it is not possible to give it in the name of company as such.


Hemant Agarwal


ha21@rediffmail.com Mumbai : 9820174108
[ Scorecard : 3043]
Posted On 14 September 2010 at 09:00 Report Abuse

Please re-read point no. 02 of my earlier post (above)


1.  The word "person"  defined in IPC, is very much applicable to the entire spectrum of other Acts, unless and until specified so, in that particular law / act.    Under IPC,  if a company is found guilty, then the co. as a fiction person cannot be imprisoned.   BUT THE CRIMINAL LIABIILITY REMAINS INTACT.  And this criminal liability is to fastened on the person who was delegated representative powers, by the BOD of the co.,


Further :
2.  The POA can be delegated only to the companies name (eg. abc pvt. ltd.) .  Under the companies act, the BOD appoints a person (director, manager ....) to execute the POA on behalf of the company (or say act on behalf of the co.).  The co. may change (as required) the representative via a BOD resolution,  yet leaving the provisions of the POA Act intact or without making a new POA.
Here the component of  "re-delegating powers"  is not applicable, since the principal POA holder (company)  remains the same and is a "legal entity / person".


3.  IF a POA is delegated as follows  " abc pvt.ltd  represented by Mr. xyz ",  THEN it will mean
a)  surpassing the powers of the BOD & now BOD cannot change the representative, ever.
b)  On resignation or death of Mr. xyz,  the POA lapses by default & becomes infructuous (null & void) for the co.
c)   It will mean POA is given to Mr. xyz and not to  company "abc pvt  ltd)
d)  Under the Co. Act,  any individual "person"  has no legal standing.
e)  The authority / power given under the POA is fixed and given to a specific person.  It cannot be changed or redelegated or sub-delegated, hence if specific representative person is named in POA, then it cannot be changed.


4.  A representative of the co. has no powers to act on behalf of the company,  "unless & until"  a specific resolution is passed by the co.  BOD.  Hence there is no question of an individual / third party making an POA in name of co. representative in absence of BOD resolution / approval.


Keep Smiling .... Hemant Agarwal
 


ranganathan


Director
[ Scorecard : 1727]
Posted On 14 September 2010 at 10:03 Report Abuse

Board resolution to authorize a person to act as POA is necessary. If that person resigns or leaves the company then another resolution is passed giving authority to another and a fresh Power is registered. So in any case whenever a power of attorney is registered in the name of a company it is always with the company name represented by some individual representing the company. Company as such without any representative cannot be a power agent.  



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