Procuration – sole trader

Sole traders issuing procuration is not very common, but when they do these are the most common types: common procuration, written procuration and procuration with special authorisation.

If you are a sole trader you may want to authorise someone else to run your business for you. You can do that by issuing a procuration (prokura). A procuration is a type of power of attorney.  Issuing someone a procuration you thereby authorise that person to represent you in all matters concerning your business. The person you appoint can be a natural or legal person.

You have no obligation to register a procuration, but there are practical aspects of having a procuration registered with Bolagsverket; the person you have appointed can prove that he or she is authorised to run your business and you can easily cancel the procuration.

Common procuration

A common procuration (vanlig prokura) may be oral or written.  Assigning someone a common procuration gives that person authority to carry out the business activities you have registered.

Example

Christine Croissant has a bakery. She has given her main baker, Alf Baker, a procuration. Mr Baker can buy flour, seasoning, butter etc, but he cannot buy shares for the bakery, since stockbroking is not part of the bakery's registered business activities.

You can register a written common procuration, but not an oral common procuration.

Written procuration

If you issue a written procuration (skriftlig prokura) you extend the power to giving a person right to represent you before authorities and courts.

Procuration with special authorisation

By issuing a procuration with special authorisation you give another person the right to

  • transfer your business's real property
  • transfer your business's lease of land
  • apply for mortgages.

Requirements on persons with a procuration

A person appointed with a procuration must not be prohibited to carry on business.

Liability

Persons given a procuration are basically non-liable for commitments to a third party, as long as he or she does not exceed the powers of the procuration.

Register a procuration

If you want to register a procuration you can use form  Registration of a new company, number 903 e . Write what type of procuration you want to register and the details of the person you have given the procuration to. Please note that you have to attach the original procuration or a signed copy of the procuration if you want to register a written procuration or a procuration with special authorisation.

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