Power Of Attorney By Company

What is a Power of the Attorney?

A Power of Attorney gives someone the authority to do things on behalf of the Company - "You stand in the shoes of the Company." For example, the person you appoint can sell and buy another factory on behalf of the company. With a Power of Attorney you as a director can go on holidays and for period of time somebody else can run the company as attorney for the company.

Why should your Company give a Power of Attorney?

As a proper asset protection strategy your company should only have one director. As a hard working ‘man’, you need some extensive holidays overseas. There is the World Cup in Germany, the Tour de France in France and Wimbledon in England, not forgetting the Cricket, and a two month trek through the Amazon Jungle!

All good reasons to leave the country for a while.

But your company cannot stop acting just because you are away, or unable to act for other reasons. Further you prefer not to be disturbed while you are away.

A company acts through its director(s). If the director(s) are not in the country, the company cannot act. The person / people you nominate as having Power of Attorney can act for the Company, while you, as director are away on your well earned holiday.

Section 124 of the Corporations Act gives a company the legal capacity and powers of an individual both in and outside this jurisdiction. As a consequence, a company can appoint agents, attorneys, whether individuals or other bodies corporate, because it has been given the power of an individual under section 124 Corporations Act.

The Directors may, by power of attorney, appoint any person to be the attorney of the Company for the purposes and with the powers, authorities and discretions held by the Directors for the period and subject to the conditions that they think fit.

The same arguments would apply if the company has two directors and one is away. Therefore it is always worthwhile having the Power of Attorney.

Only $99.00 for a peace of mind! Money well spent.

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Company Details
• Power of Attorney for Company
• Can a company give a power of attorney?
• Put in the company’s address
• Signing Power of Attorney
• Who can witness the signature?
• Do I have to lodge this POA anywhere?
• Can the Company withdraw the Power of Attorney?
• When does the POA end?
Attorney Details
• Does my attorney also have to sign the document?
• Who should the Company nominate as its Attorney?
• Name of your Attorney
• Your Attorney's address
• The Attorney's Duties
• The Attorney's Powers
• When does the POA end?
• Attorneys acting Together or Independently?

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Company Details

• Power of Attorney for Company

  Legal authority to do in another's name anything that person might do, or anything within limits set out in the power of attorney document. Specific powers of attorney are often granted to a person such as a solicitor or company executive to sign certain documents on behalf of a company.

  This hint is provided by Law Central Legal.

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• Can a company give a power of attorney?

  Sure it can.
  Section 124 of the Corporations Act gives a company the legal capacity and powers of an individual both in and outside this jurisdiction.
  As a consequence, a company can appoint agents, attorneys, whether individuals or other bodies corporate, because it has been given the power of an individual under section 124 Corporations Act.
  
  It is the power of the company and not the power of the director or directors of the company which is given away.
  
  Therefore if the company director has his individual power of attorney given to his wife, that does not cover to act for the company.

  This hint is provided by Law Central Legal.

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• Put in the company’s address

  You are welcome to put in any address. You can put in the registered address of the company.
  
  Where is the company registered? –
  
  Look at your ASIC application form. Most of the time the address will be the address of your accountant or your current residential address, eg 42 Narrow Lane, Glebe NSW 2037.
  

  This hint is provided by Law Central Legal.

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• Signing Power of Attorney

  After you get your Summary and then buy the Power of Attorney, it needs to be signed by the Company in the space provided.
  
  The company has to execute the Deed according to the company constitution, eg with or without seal and one or two directors signing.
  
  The Attorney will provide a ‘specimen’ signature.
  

  This hint is provided by Law Central Legal.

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• Who can witness the signature?

  The company has to execute the Deed according to the company constitution, eg with or without seal and one or two directors signing.
  
  There is no witness required.
  

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• Do I have to lodge this POA anywhere?

  No you don't. Once correctly signed it is fully enforceable.
  
  Of course if you want to use the Power of Attorney at the bank or government agency then they may require you to "lodge" it or "register" it with them first.
  
  For banks you walk in with the original Power of Attorney and ask them to take a copy of it. (They try and keep your original. Don’t let them. They only need to cite (see) the original and take a copy.)
  
  For the land titles office it requires you to pay a fee to lodge the Power of Attorney with it. I think that is pretty sad of them to charge you. However, they need to pay their staff at the titles office. Most people won't lodge the Power of Attorney until they actually need it. The titles office generally requires a short statutory declaration from the donee (not the donor) to say that the donor has not revoked the Power of Attorney.
  
  DO I NEED TO HAVE IT 'STAMPED'?
  Good news here. The document is a 'deed' however it does not need to be stamped.
  

  This hint is provided by Law Central Legal.

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• Can the Company withdraw the Power of Attorney?

  Sure, the Company can withdraw the power any time.

  This hint is provided by Law Central Legal.

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• When does the POA end?

  The POA ends when:
  
  - the company is dissolved or the Attorney dies;
  
  - the company decides to revoke the POA and notify the Attorney about this;
  
  - your Attorney decides that they do not wish to be your Attorney anymore and notify you of that; or
  
  - if the company is insolvent or the Attorney becomes bankrupt.

  This hint is provided by Law Central Legal.

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Attorney Details

• Does my attorney also have to sign the document?

  There is no requirement for the attorney to sign. But it is a good practice to provide a ‘specimen signature’ as drafted in our deed.

  This hint is provided by Law Central Legal.

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• Who should the Company nominate as its Attorney?

  The choice of Attorney is up to the Company. The Company’s Attorney must be over 18 years of age. It should be someone you trust.
  
  You can choose:
  
  Your accountant
  Business partner
  Spouse of Director
  
  Your Attorney of choice must be willing to accept responsibility on the Company’s behalf.
  
  Ask:
  
  Do you trust the person to manage the Company’s property and financial affairs?
  
  Will they act in the Company’s best interests at all times?
  
  Are they competent in dealing with management decisions?
  
  Are they capable of keeping accurate records of dealings and transactions?

  This hint is provided by Law Central Legal.

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• Name of your Attorney

  State the full name of the person you want to appoint as your Attorney, e.g Michael John Smith.

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• Your Attorney's address

  State your Attorney's current residential address, for example:
  
  Unit 5, 31 Green Street, Bondi Junction NSW 2022 Australia.
  
  You may appoint someone who lives in New South Wales, in another Australian state or even in another country as the Company’s Attorney.

  This hint is provided by Law Central Legal.

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• The Attorney's Duties

  The Attorney is legally obliged to act in the best interests of the company. The Attorney must carry out the written instructions in the POA and any other instructions that were given him/ her.
  
  Your Attorney is accountable for his/her actions.
  
  Your Attorney must:
  
  * exercise their powers with reasonable diligence to protect the Company’s interests; and
  
  * keep accurate records and accounts of all dealings and transactions they make on the Company’s behalf.

  This hint is provided by Law Central Legal.

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• The Attorney's Powers

  The Attorney has the powers as stated in the Power of Attorney to make decisions regarding a wide range of issues. If you believe these powers are not wide enough, you can add more powers by hand.
  
  When your Attorney exercises authority on your behalf, your Attorney should sign as follows:
  
  (Attorney's name) as Attorney for (Company Name, ACN).
  
  E.g Helen Smith as Attorney for XYZ Pty Ltd ACN 99990008789.

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• When does the POA end?

  The POA ends when:
  
  - the company is dissolved or the Attorney dies;
  
  - the company decides to revoke the POA and notify the Attorney about this;
  
  - your Attorney decides that they do not wish to be your Attorney anymore and notify you of that; or
  
  - if you or your Attorney become bankrupt.

  This hint is provided by Law Central Legal.

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• Attorneys acting Together or Independently?

  Companies often appoint multiple attorneys in different states.

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This document has been prepared by the law practice Law Central Legal

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