Q&As

Are there any restrictions on a UK company appointing an individual as an overseas attorney (for example, a senior manager) to sign a contract under the laws of England & Wales on its behalf in an overseas country?

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Published on LexisPSL on 30/08/2019

The following Commercial Q&A provides comprehensive and up to date legal information covering:

  • Are there any restrictions on a UK company appointing an individual as an overseas attorney (for example, a senior manager) to sign a contract under the laws of England & Wales on its behalf in an overseas country?

A power of attorney (POA) is a document that is entered into as a deed under which one party (known as the donor) grants to the other party (known as the donee or attorney) the power to act on behalf of, and in the name of, the donor.

Whether a corporation can grant a POA will depend on its constitution or governing document. A company incorporated under the Companies Act 2006 (CA 2006) will usually have an express power in its articles of association enabling it to appoint an attorney under a POA. The instrument appointing the attorney must be executed as a deed; see Precedent: Power of attorney for commercial transactions.

As long as a document executed by the attorney is done so in accordance with the powers granted under the POA, it will have the same effect as if it were executed by the company.

An individual is capable of acting as an attorney, provided they have capacity to do so (eg in the case of an individual, the person is not a mino

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