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Alawyer letterissued in the Netherlands is a written power of attorney for one person (the agent or nominee) to represent and act on behalf of another person (the principal or principal). The power of attorney can grant powers in private matters, it can be used for business or for the practice of other judicial acts.
This legal instrument can be useful in a wide variety of business situations, from setting up a company in the Netherlands to providing the services of an appointed director, to handling certain company affairs when foreign investors who are Owners of a Dutch company cannot be present in the country. . However, it is advisable to use the power of attorney with due care and to use competent and trustworthy people. Protection against unauthorized representation is possible with the help of our Dutch lawyers.
Our team can provide you with all the necessary details if you need to execute a power of attorney for a general or specific purpose. Below, we describe the main types of documents available for this purpose, as well as the situations in which the document loses its validity.
Index
Types of powers in the Netherlands
The power can be general or specific or temporary.
AGeneral powerit covers all the client's affairs and the representative can make all the necessary decisions, whether personal or business. It is really general purpose and the agent can perform any necessary task on behalf of the donor or power of attorney, including signing documents or agreements in the Netherlands.
ASpecial powerit is limited to a specific act and includes only the power to perform that act. However, onelawyer lettergranted for the purpose of achieving a specific objective, includes orlegal representation in the Netherlands, all administrative acts that may be useful to achieve this objective. To this end, it is recommended that the document explicitly state the action to be taken and the additional tasks that can be performed based on the needs of the main task. It is always recommended to consult one of our lawyers in the Netherlands before signing this type of document, as our team can advise you on how to clearly draft the limited power of attorney.
Alimited power of attorneyit is only granted for a predefined period of time. It can also refer to a specific task, as most special powers can also fall into this category. This can sometimes be called a temporary power of attorney, and it can also lose its effect if the principal becomes incompetent.
Omedical powerIt is a variant of the special one with clear objectives regarding the medical and health decisions of the donor or power of attorney. When this power of attorney is in effect, the agent will make all medical decisions on behalf of the agent.
Ojump authorityit is one intended to take effect after a specific event occurs in the future. This can be permanent or non-permanent and can easily be used for both personal and business purposes. For example, the owner of a foreign company in the Netherlands can use this type of power of attorney in case a specific event occurs and it needs to be executed while you are not in the country. For personal purposes, it may take effect in case of legal incapacity of the client.
These powers of attorney must be notarized and signed by the parties before they take effect.
Within the powers granted, the power of attorney allows legal acts that only produce effects in the agent.
In some cases, a judicial act performed on behalf of another person can be ratified later. For example, if a person acting as agent performs an act on behalf of another person without having the proper authority to do so, then the person who has been represented for that purpose can ratify the judicial act and therefore the judicial act will have the same legal effects as if they had been made based on a previous power of attorney or legal document confirming the power of attorney.
Other Provisions for Powers of AttorneyIn Holland
The representative may delegate to another person the power of attorney received by power of attorney. Unless the customer determines otherwise, there are certain cases in which theDutch power of attorneycan be transferred:
– if the right of transmission arises as a necessity for the performance of the judicial act;
(Video) How to make power of attorney if you are an NRI– if it is in the interest of the client and the client cannot make the transfer himself;
- yes orlawyer letteraffects assets located outside the Netherlands.
When collaborating with a notary in the Netherlands for the purpose of drawing up a notarial deed, you must attach all powers of attorney showing the persons involved in the deed (if the power of attorney has not been issued by the same notary and is not form part of their records).
If a person is acting on the basis of an oral power of attorney, the notarial deed must mention that fact, along with confirmation from the notary that proof of the existence of the power of attorney has been received. If such confirmation cannot be provided, the notary will attach, if necessary, a written power of attorney.
A representative can only grant the power of attorney (also called replacement) obtained on the basis of said document in the following cases:
– if the provision is directly related to the type of legal act to be carried out;
- if this is necessary in the best interest of the client and the client cannot initiate the action himself;
– if the power of attorney refers to assets that are not located in the country where the representative has his registered office (residence).
When the power of attorney is granted to two or more attorneys-in-fact (they are empowered to jointly represent the principal), each of them may carry out the legal act independently or as indicated in the document. In some cases, joint representation may be necessary or when several procedures have to be carried out and the client wants to designate two people to carry out the process more easily or efficiently. If you are interested in starting or running a company, talk further with our Dutch lawyers. Later in this article, our team also outlines the main uses of a power of attorney.
A notary in the Netherlands acts under the Notary Law. The entity that ensures compliance with this regulation and the complete performance of notaries and notary practitioners is theRoyal Dutch Association of Notaries (KBN).
Natural or legal persons who need notarial assistance in various areas of law and for specific notarial acts can contact our team.Lawyers in the Netherlandsfor help in contacting a specialist and drafting the required contract or declaration.
Termination of a power of attorney in the Netherlands
The power of attorney loses its effect if:
– the client dies;
– the beginning is placed under the guardianship of an adult;
– the principle is bankrupt;
– the client revokes the power of attorney;
– the representative has complied with all obligations.
If the principal dies or is placed under the guardianship of an adultrepresentative retains the right to take legal action, as defined bylawyer letter, to the extent necessary for the management of the client's business. In addition, the representative may continue to exercise the functions that have been assigned to him under the terms of art.lawyer letterif the postponement of obligations could harm the client. The power of representation ceases one year after the occurrence of said events.
Representatives for doing business in the Netherlands
For most entrepreneurs, a power of attorney is a legal tool that can help them with their business activities in the Netherlands. It is especially useful for foreign investors who may not have a permanent presence in the country. Some of the uses may include:
– Opening a new company or branch in the Netherlands: Through a power of attorney, a designated representative in the Netherlands can take care of all document filing and communication with the authorities when the foreign investor cannot be present in the country . ;
– Management: Having a general power of attorney, a union delegate can manage all business transactions and business decisions with full authority and power.
– Banking: A power of attorney can also be used to appoint an agent to manage existing bank accounts or open new bank accounts as needed.
– Administration of commercial real estate: The power of attorney can also be used to delegate the administration of certain commercial real estate;
– Taxation: the representative can handle all necessary tax matters for the company, including the necessary filings with the relevant tax authorities.
(Video) Dual Citizenship in the Netherlands– Investment: A designated agent can make investments on behalf of the client when necessary.
Entrepreneurs in the Netherlands can use the ready-made power of attorney templates and then authenticate themselves before a notary together with the authorized representative. While this can be useful in some cases and for certain purposes, it is recommended that you create the document specifically. By doing so, you clearly state the powers of attorney and whether or not your decisions under the power of attorney will be binding once they take effect. One of our lawyers in the Netherlands can help you put special clauses in the power of attorney and point out all sorts of situations that may be specific to your case.
The health care power of attorney is an important tool for estate planning, but also for many business purposes, especially for foreign investors. The power of attorney can play an important role in the continuity of the business.
doing business in the netherlands
The Netherlands offers a welcoming business climate and entrepreneurs in many business fields may find it beneficial to establish business here. Cooperation with a local representative, e.g. B. one of our lawyers in the Netherlands, as well as the preparation of a power of attorney for the daily administration of the company, as well as helpful assistance during the pre-registration phases may be necessary, and in some cases even mandatory.
Anyone looking to open a business here should know that the country's economic growth has been relatively steady, increasing by 2.7% in 2017. Data shows that the country has been growing steadily for many years. Other numbers are also encouraging for foreign investors:
- Revenues from business services in 2018 were 33% higher than in 2008;
– In the same year, the business services sector was the one that contributed the most to the number of new businesses: the greatest increase was that of business consultancies, 7,000;
– of all companies founded in 2018, 97% had only one employee;
– In 2018, many sectors had an increase in companies; This happened in areas such as transportation, commerce, accommodation, and food; One notable trend has been the rise of online stores with more than 2,940 new businesses, a trend that is likely to continue for years to come.
Working with a local representative to set up a company in the Netherlands is convenient for many investors, since traveling to the country is not mandatory in all cases and the procedures that must be carried out in person can be conveniently planned.
Ourlaw firm in the netherlandscan help you if necessarylawyer letteror any otherdutch legal documents. For more information and personal questions, please contactContactourlaw firm in the netherlands.