• Power of Attorney

Sir, I wish to buy a property for commercial use.  But the party is a NRI. He gave power of attorney to other person.  POA holder will be there at the time of registration.  Is it ok that the registration without the presence of company Director?  Resolution passed under the signature of company secretary. Is it valid that the resolution without Director Sign?
Asked 5 years ago in Property Law
Religion: Hindu

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20 Answers

The Componay being the Jjuristic person can not execute any deed on its wn.It acts through th Director.

However the Director for efficient management of the company can execute POA to any of its employee to execute other activities.

However for the purpose of transfer of proeprty it is essential that the Directors sign the sale deed and not the POA holder.

At least any of its Director must sign the sale deed along wth the POA holder. It is very important to avoid any future dispute as regards its title.

Devajyoti Barman
Advocate, Kolkata
22515 Answers
416 Consultations

5.0 on 5.0

POA is enough to sign papers for sale deed and he must bring the POA document during the time of registration :)

Once a person has given power of attorney then the principal need not to come.

Yes secretary sign his enough for the company :)

Shiva Bharathy
Advocate, Chennai
81 Answers
1 Consultation

4.0 on 5.0

1. The Director can not delegate essential functions of the company.

2.Without his presence the transfer deed can be registered.

3.Hence mere signature will not do.

4. Make his presence and signature in the title deed happen to avoid any defect in your deed of conveyance.

Devajyoti Barman
Advocate, Kolkata
22515 Answers
416 Consultations

5.0 on 5.0

1.Power of attorney is fine if supported by the board resolution . The secretary if deligeted the power to sign the CTC of Board Resolution can do so.

2. Normally it is signed by the directors in case of Companies.

3. In case of POA given the the presence of the director is not required.

The CTC, in original with the copy of the POA will be the part of documents submitted for the registration to the registrar.

Vimlesh Prasad Mishra
Advocate, Lucknow
6849 Answers
23 Consultations

4.9 on 5.0

Yes it is totally valid, if a special Power of Attorney has been issued to execute or complete the registration process on behalf of the owner then the power of attorney holder has power to complete the registration process. You should examine the Power of Attorney that it has been duly executed or not. If that Power of Attorney has been duly executed you may proceed further.

Shivendra Pratap Singh
Advocate, Lucknow
5127 Answers
78 Consultations

4.9 on 5.0

That Power of Attorney must bear the seal of company and signature of the director. In a limited company director has power to act on behalf of the company therefore director should execute power of attorney. If that Power of Attorney has been executed by secretary and assistant secretary then it must be mentioned in the power of attorney that director has delegated the power to the secretary and assistant secretary.

Shivendra Pratap Singh
Advocate, Lucknow
5127 Answers
78 Consultations

4.9 on 5.0

Secretary has no power regarding the sale deed .. oly the directors of the company have power to sign the resolution

Shiva Bharathy
Advocate, Chennai
81 Answers
1 Consultation

4.0 on 5.0

Is the POA registered ?

Foe sale of property POA has to be registered

3) if property belongs to company resolution has to be passed on board meeting for sale of property by company

Ajay Sethi
Advocate, Mumbai
89849 Answers
6516 Consultations

5.0 on 5.0

In case of sale of property by company board resolution has to be passed for sale of property

2) sale deed has to be executed by its authorised signatory

3) his presence is necessary at time of registration

4) it is necessary to peruse documents cited by you to advice further

Ajay Sethi
Advocate, Mumbai
89849 Answers
6516 Consultations

5.0 on 5.0

No, not at all.

Devajyoti Barman
Advocate, Kolkata
22515 Answers
416 Consultations

5.0 on 5.0

1.The person/Director who is given authority of sale the immovable property as per the Articles of Association alone can execute the sale deed or sale agreement. 2.Before executing the sale deed the Board of Resolution inrespect of sale the property is necessary. 3. Company property cannot be sale by the POA, because the articles of Association would not permit the third party to ender into the sale transaction on behalf of the company. 4. The sale deed should be executed by the signatory authority with the company seal. The sale consideration should be paid on the company's account or name. Before purchasing the property, you should confirm that Whether any wounding up petition is pending before any court of law. If any wounding up petition then the sale is hit by section 335 of the company act.

Selva Perumal
Advocate, Chennai
338 Answers
36 Consultations

4.9 on 5.0

The Seller is an individual or a company?

In case it is an individual, POA holder presence is sufficient.

Vibhanshu Srivastava
Advocate, Lucknow
9444 Answers
255 Consultations

5.0 on 5.0

If there is no POA and only the resolution is there then I would advise you to not purchase the said property.

Anilesh Tewari
Advocate, New Delhi
17968 Answers
377 Consultations

5.0 on 5.0

In absence of the person/ company in whose name the land is, you must only purchase the said land if there is a duly registered POA in favor of some agent.

Anilesh Tewari
Advocate, New Delhi
17968 Answers
377 Consultations

5.0 on 5.0

Do not purchase the property

Anilesh Tewari
Advocate, New Delhi
17968 Answers
377 Consultations

5.0 on 5.0

1. The agent i.e POA holder can execute the sale deed for and on behalf of the principal if there is a GPA executed in his favour by the owner.

2. The resolution should bear the seal and signature of the company secretary and also that of the director. You must read the articles of association of the company to ascertain whose has the authority to execute a GPA to authorize the sale of property. If the quorum of the meeting where the resolution was passed was not complete according to AOA then the GPA falls foul of law.

Ashish Davessar
Advocate, Jaipur
30763 Answers
972 Consultations

5.0 on 5.0

As advised, get the GPA along with Memorandum of Association (MOA) and Articles of Association (AOA) vetted by a lawyer to ascertain whether the resolution was passed according to the rules or not.

Ashish Davessar
Advocate, Jaipur
30763 Answers
972 Consultations

5.0 on 5.0

It is always advisable to have a proper legal opinion from an experienced lawyer by producing all the relevant documents related to the property proposed to purchase, proceed only when the lawyer opines the genuineness and confirms the same in writing to proceed with the proposed purchase.

The information what you give is piece meal, it has no relevance from the actual situation.

Your statement contradicts to your own information, you say that the owner ies NRI and now again you say it is company director. Is the property belonging to the company or the NRI?

Why should a company pass a resolution to the property belonging to a private party?

Therefore an opinion by local lawyer would enlighten the clarification on all your doubts in this regard.

T Kalaiselvan
Advocate, Vellore
80016 Answers
1674 Consultations

5.0 on 5.0

The company's resolution passed which should in terms of the articles of association or memorandum of association of the company, for selling this property as per the mandate passed in the resolution and the resolution is genuine and this act has been properly scrutinised and opined to be genuine by an advocate would be safe to proceed with the proposed purchase.

Dont take risk by ignoring the opinion of a local lawyer in this regard or avoiding to obtain an opinion from a lawyer before purchase.

T Kalaiselvan
Advocate, Vellore
80016 Answers
1674 Consultations

5.0 on 5.0

If there is no POA, only resolution passed under Secretary’s signature. Is it valid for registration?

How do you think that the secretary is authorised to pass any such resolution on this subject, has the secretary been authorised by the company to pass any such resolution?

You are under great confusion, this can be clarified only after seeing the relevant documents and any opinion given without knowing the background facts may be misleading which may be lead to losing the investment

T Kalaiselvan
Advocate, Vellore
80016 Answers
1674 Consultations

5.0 on 5.0

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