Granting Power of Attorney
A simple board resolution for the granting of power of attorney to a director or employee of a company in England and Wales. To be inserted in the general board resolution template provided by GitLaw.
Grant of Power of Attorney
IT IS RESOLVED THAT:
Appointment of attorney
The Company hereby appoints [attorney name] as its attorney, with authority to act in the name and on behalf of the Company in connection with [extent of power].
Scope of authority
The attorney(s) shall have full power to:
execute, deliver and do all acts, matters and things which they consider necessary or desirable in connection with the matters authorised by this resolution; and
execute documents (including deeds) on behalf of the Company in accordance with section 44 of the Companies Act 2006.
Limitations
The power of attorney:
is limited to the scope expressly set out in this resolution;
is subject to the Company's Articles and applicable law; and
does not authorise any act or matter reserved to the shareholders.
Duration and revocation
This power of attorney shall take effect on the date of this resolution and shall continue until [termination of power], unless earlier revoked by further resolution of the board.
Ratification
All acts, matters and things lawfully done by the attorney pursuant to this resolution be and are hereby approved, confirmed and ratified.
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About this template
What is this template?
This is a board resolution template and not a standalone power of attorney deed. It specifically references Section 44 of the Companies Act 2006 regarding the execution of documents and requires the board to define the specific extent of the power granted.
When should you use it?
Use this when a board of directors needs to formally record the decision to delegate signing authority to a specific person. If a general power of attorney for an individual is required rather than a corporate delegation, use a Lasting Power of Attorney or General Power of Attorney form instead.
What's inside
| Clause | Name | What it does |
|---|---|---|
| 1 | Appointment of attorney | The Company appoints a named individual as its attorney with authority to act in the name and on behalf of the Company. |
| 1 | Scope of authority | The attorney is granted power to execute documents, including deeds, in accordance with section 44 of the Companies Act 2006. |
| 1 | Limitations | The power excludes any acts or matters reserved to the shareholders and is subject to the Company's Articles. |
| 1 | Duration and revocation | The power remains effective from the date of the resolution until a specified termination event or earlier board revocation. |
| 1 | Ratification | The Company approves and confirms all lawful acts performed by the attorney pursuant to the resolution. |
Who it's for
- a UK company board authorizing an individual to execute deeds on its behalf
- directors delegating authority for a specified transaction or category of matters
- a company secretary preparing board minutes for the appointment of an attorney
How long it runs and how it's signed
Law it's drafted under
England & Wales note
This version is drafted for England & Wales. Scotland and Northern Ireland differ on some points — for example notice periods and tribunal procedure. Tell GitLaw where you hire and it adjusts the draft.
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