Power of Attorney: Types, Forms and When Certified Translation is Essential

A power of attorney is a legal institution that allows one person (the principal) to authorize another person (the attorney-in-fact or agent) to act on their behalf within a specified scope. It's an extremely useful tool, both in everyday life and in business transactions. However, when a power of attorney prepared in one language is to be used in a country where another official language applies, its certified translation becomes crucial.

What is a power of attorney and who can grant it?

A power of attorney is a unilateral declaration of will by a person (the principal), by which they authorize another natural person, legal entity, or organizational unit without legal personality that has legal capacity under law (the attorney-in-fact), to perform specific legal acts on their behalf and with legal effect for them. Acts performed by the attorney-in-fact within the scope of authorization have direct legal consequences for the principal.

Any person with legal capacity can be a principal. An attorney-in-fact can also be a natural person with at least limited legal capacity, as well as a legal entity. Importantly, the attorney-in-fact cannot be the other party to a legal transaction they perform on behalf of the principal (prohibition of "self-dealing"), unless otherwise specified in the power of attorney or special provisions.

The principal may appoint one or several attorneys-in-fact, defining the scope of their actions. The attorney-in-fact may also, if it follows from the content of the power of attorney, law, or the legal relationship underlying the power of attorney, appoint other attorneys-in-fact for the principal (so-called substitutes).

Types of powers of attorney and their scope

Polish Civil Code distinguishes three basic types of powers of attorney, differing in the scope of authorization:

• General power of attorney: Authorizes to perform acts of so-called ordinary management, i.e., current matters related to the principal's property (e.g., property management, receiving correspondence). Must be granted in writing under penalty of invalidity.
• Specific (categorical) power of attorney: Includes authorization to perform a specific type of legal acts that exceed the scope of ordinary management (e.g., to sell all real estate belonging to the principal, to represent before courts in all cases of a given type). Should also be prepared in writing.
• Special power of attorney (for individual acts): Authorizes to perform a specific, individually designated legal act (e.g., sale of a specific car, conclusion of one specific contract). The form of this power of attorney depends on the form required for the act to be performed (e.g., if real estate sale requires notarial deed form, the power of attorney for this act must also be in this form – see more about notarial power of attorney).

There is also commercial power of attorney (prokura), which is a special type of power of attorney granted by an entrepreneur subject to registration in CEIDG or the KRS business register, covering authorization for judicial and extrajudicial acts related to conducting business.

In what form should a power of attorney be prepared?

As mentioned, general power of attorney must be granted in written form under penalty of invalidity. In the case of specific or special power of attorney, the form depends on the type of acts the attorney-in-fact is authorized to perform.

Important: If a special form is required for the validity of a legal act (e.g., notarial deed for real estate sale contract), the power of attorney to perform this act should be granted in the same form.

The power of attorney document should at least contain:

• Identification of the principal and attorney-in-fact (personal data, addresses).
• Definition of the scope of authorization (what acts the attorney-in-fact is authorized to perform).
• Date and place of preparation.
• Principal's signature.

It may also contain the period for which it was granted.

Termination and revocation of power of attorney

A power of attorney may terminate for various reasons:

• Revocation by the principal: The principal may revoke the power of attorney at any time, unless they waived revocation for reasons justified by the content of the legal relationship underlying the power of attorney.
• Death of the principal or attorney-in-fact: As a rule, the death of either party causes termination of the power of attorney, unless otherwise stipulated in the power of attorney for reasons justified by the content of the legal relationship.
• Renunciation of the power of attorney by the attorney-in-fact.
• Loss of full legal capacity by the attorney-in-fact (if it was required).
• Expiration of time for which it was granted.
• Performance of the act for which the power of attorney was granted (in case of special power of attorney).

After termination of authorization, the attorney-in-fact is obliged to return the power of attorney document to the principal. They may demand a certified copy of this document with a note that the authorization has expired.

When is certified translation of power of attorney necessary?

Certified translation of power of attorney becomes essential when this document is to be used in legal transactions in a country where a different official language applies than the one in which the power of attorney was prepared. Typical situations include:

• Representing the principal before authorities or courts abroad: If a Pole grants power of attorney to act on their behalf, e.g., in Germany, a power of attorney prepared in Polish will need to be translated into German by a sworn translator (more about German translations).
• Handling matters in Poland based on foreign power of attorney: If, for example, a person living in the UK grants power of attorney (prepared in English) to sell real estate in Poland, such power of attorney will need to be translated into Polish by a Polish sworn translator (see English translations).
• Establishing and conducting business abroad through an attorney-in-fact.
• Banking and financial transactions in other countries.
• Inheritance proceedings with international elements.

In many cases, in addition to certified translation, foreign power of attorney may require additional authentication of its authenticity in the form of an apostille clause (for countries party to the Hague Convention) or legalization (for other countries).

How to professionally translate power of attorney online?

A power of attorney is a document of significant legal importance, so its translation must be not only faithful but also formally correct and certified. Such guarantees are provided only by a sworn translator who specializes in translating legal and official documents.

The Sworny.com platform is an effective way to order certified translation of power of attorney online. We provide access to a wide database of experienced sworn translators of various languages, ready to undertake the translation of your documents.

1. Send a scan or clear photo of your power of attorney.
2. Quickly receive free quotes from several specialists.
3. Choose the translator whose offer best suits you.
4. You'll receive the finished, certified translation in a convenient form (electronic with qualified signature or paper).