POA for a Luxembourg Branch: Is there an obligation to put in place a aPower of Attorney (“PoA”) in favour of the legal representative of a branch of a Management Company (branch based in EU and ManCo based in Lux) for him to have the authority to execute all documents for the day-to-day activities of the branch?

Answer:

 Under Luxembourg law, a branch must notably have a management headed by an agent representing the central administration but who has sufficient power to benefit from a certain degree of operational independence. Powers of delegation would usually be described in the Company’s constitutional documents.
  

As the branch does not have separate legal personality, a power of attorney from the company to the legal representative is typically required. The power of attorney may take many forms (e.g. separate power of attorney, contract, delegation of authority in the minutes of the relevant governing body’s meeting, power given in the articles of association etc.). Prior to providing such powers, it would be good governance that the management body performs, and documents, a ‘fit and proper’ test on the person to whom powers will be granted.
  

The power of attorney would typically cover (i) the scope of powers of the representative including any limitations, (ii) remuneration (if any) of the representative, (iii) duration of the delegation, and (iv) liability of the representative. The representative should regularly update the relevant governing body of the company (typically the board of managers/directors) of the activities carried out for and behalf of the branch. As the branch does not have separate legal personality, the company remains liable for all of the branch’s activities. 
  

Note that there may be formalities to comply with to establish a branch in other EU jurisdictions and regulatory requirements to consider on a case-by-case basis.

 POA for a Luxembourg Branch: Is there an obligation to put in place a aPower of Attorney (“PoA”) in favour of the legal representative of a branch of a Management Company (branch based in EU and ManCo based in Lux) for him to have the authority to execute all documents for the day-to-day activities of the branch?

Answer:

 Under Luxembourg law, a branch must notably have a management headed by an agent representing the central administration but who has sufficient power to benefit from a certain degree of operational independence. Powers of delegation would usually be described in the Company’s constitutional documents.
  

As the branch does not have separate legal personality, a power of attorney from the company to the legal representative is typically required. The power of attorney may take many forms (e.g. separate power of attorney, contract, delegation of authority in the minutes of the relevant governing body’s meeting, power given in the articles of association etc.). Prior to providing such powers, it would be good governance that the management body performs, and documents, a ‘fit and proper’ test on the person to whom powers will be granted.
  

The power of attorney would typically cover (i) the scope of powers of the representative including any limitations, (ii) remuneration (if any) of the representative, (iii) duration of the delegation, and (iv) liability of the representative. The representative should regularly update the relevant governing body of the company (typically the board of managers/directors) of the activities carried out for and behalf of the branch. As the branch does not have separate legal personality, the company remains liable for all of the branch’s activities. 
  

Note that there may be formalities to comply with to establish a branch in other EU jurisdictions and regulatory requirements to consider on a case-by-case basis.

 POA for a Luxembourg Branch: Is there an obligation to put in place a aPower of Attorney (“PoA”) in favour of the legal representative of a branch of a Management Company (branch based in EU and ManCo based in Lux) for him to have the authority to execute all documents for the day-to-day activities of the branch?

Answer:

 Under Luxembourg law, a branch must notably have a management headed by an agent representing the central administration but who has sufficient power to benefit from a certain degree of operational independence. Powers of delegation would usually be described in the Company’s constitutional documents.
  

As the branch does not have separate legal personality, a power of attorney from the company to the legal representative is typically required. The power of attorney may take many forms (e.g. separate power of attorney, contract, delegation of authority in the minutes of the relevant governing body’s meeting, power given in the articles of association etc.). Prior to providing such powers, it would be good governance that the management body performs, and documents, a ‘fit and proper’ test on the person to whom powers will be granted.
  

The power of attorney would typically cover (i) the scope of powers of the representative including any limitations, (ii) remuneration (if any) of the representative, (iii) duration of the delegation, and (iv) liability of the representative. The representative should regularly update the relevant governing body of the company (typically the board of managers/directors) of the activities carried out for and behalf of the branch. As the branch does not have separate legal personality, the company remains liable for all of the branch’s activities. 
  

Note that there may be formalities to comply with to establish a branch in other EU jurisdictions and regulatory requirements to consider on a case-by-case basis.

 POA for a Luxembourg Branch: Is there an obligation to put in place a aPower of Attorney (“PoA”) in favour of the legal representative of a branch of a Management Company (branch based in EU and ManCo based in Lux) for him to have the authority to execute all documents for the day-to-day activities of the branch?

Answer:

 Under Luxembourg law, a branch must notably have a management headed by an agent representing the central administration but who has sufficient power to benefit from a certain degree of operational independence. Powers of delegation would usually be described in the Company’s constitutional documents.
  

As the branch does not have separate legal personality, a power of attorney from the company to the legal representative is typically required. The power of attorney may take many forms (e.g. separate power of attorney, contract, delegation of authority in the minutes of the relevant governing body’s meeting, power given in the articles of association etc.). Prior to providing such powers, it would be good governance that the management body performs, and documents, a ‘fit and proper’ test on the person to whom powers will be granted.
  

The power of attorney would typically cover (i) the scope of powers of the representative including any limitations, (ii) remuneration (if any) of the representative, (iii) duration of the delegation, and (iv) liability of the representative. The representative should regularly update the relevant governing body of the company (typically the board of managers/directors) of the activities carried out for and behalf of the branch. As the branch does not have separate legal personality, the company remains liable for all of the branch’s activities. 
  

Note that there may be formalities to comply with to establish a branch in other EU jurisdictions and regulatory requirements to consider on a case-by-case basis.

 POA for a Luxembourg Branch: Is there an obligation to put in place a aPower of Attorney (“PoA”) in favour of the legal representative of a branch of a Management Company (branch based in EU and ManCo based in Lux) for him to have the authority to execute all documents for the day-to-day activities of the branch?

Answer:

 Under Luxembourg law, a branch must notably have a management headed by an agent representing the central administration but who has sufficient power to benefit from a certain degree of operational independence. Powers of delegation would usually be described in the Company’s constitutional documents.
  

As the branch does not have separate legal personality, a power of attorney from the company to the legal representative is typically required. The power of attorney may take many forms (e.g. separate power of attorney, contract, delegation of authority in the minutes of the relevant governing body’s meeting, power given in the articles of association etc.). Prior to providing such powers, it would be good governance that the management body performs, and documents, a ‘fit and proper’ test on the person to whom powers will be granted.
  

The power of attorney would typically cover (i) the scope of powers of the representative including any limitations, (ii) remuneration (if any) of the representative, (iii) duration of the delegation, and (iv) liability of the representative. The representative should regularly update the relevant governing body of the company (typically the board of managers/directors) of the activities carried out for and behalf of the branch. As the branch does not have separate legal personality, the company remains liable for all of the branch’s activities. 
  

Note that there may be formalities to comply with to establish a branch in other EU jurisdictions and regulatory requirements to consider on a case-by-case basis.

 POA for a Luxembourg Branch: Is there an obligation to put in place a aPower of Attorney (“PoA”) in favour of the legal representative of a branch of a Management Company (branch based in EU and ManCo based in Lux) for him to have the authority to execute all documents for the day-to-day activities of the branch?

Answer:

 Under Luxembourg law, a branch must notably have a management headed by an agent representing the central administration but who has sufficient power to benefit from a certain degree of operational independence. Powers of delegation would usually be described in the Company’s constitutional documents.
  

As the branch does not have separate legal personality, a power of attorney from the company to the legal representative is typically required. The power of attorney may take many forms (e.g. separate power of attorney, contract, delegation of authority in the minutes of the relevant governing body’s meeting, power given in the articles of association etc.). Prior to providing such powers, it would be good governance that the management body performs, and documents, a ‘fit and proper’ test on the person to whom powers will be granted.
  

The power of attorney would typically cover (i) the scope of powers of the representative including any limitations, (ii) remuneration (if any) of the representative, (iii) duration of the delegation, and (iv) liability of the representative. The representative should regularly update the relevant governing body of the company (typically the board of managers/directors) of the activities carried out for and behalf of the branch. As the branch does not have separate legal personality, the company remains liable for all of the branch’s activities. 
  

Note that there may be formalities to comply with to establish a branch in other EU jurisdictions and regulatory requirements to consider on a case-by-case basis.

 POA for a Luxembourg Branch: Is there an obligation to put in place a aPower of Attorney (“PoA”) in favour of the legal representative of a branch of a Management Company (branch based in EU and ManCo based in Lux) for him to have the authority to execute all documents for the day-to-day activities of the branch?

Answer:

 Under Luxembourg law, a branch must notably have a management headed by an agent representing the central administration but who has sufficient power to benefit from a certain degree of operational independence. Powers of delegation would usually be described in the Company’s constitutional documents.
  

As the branch does not have separate legal personality, a power of attorney from the company to the legal representative is typically required. The power of attorney may take many forms (e.g. separate power of attorney, contract, delegation of authority in the minutes of the relevant governing body’s meeting, power given in the articles of association etc.). Prior to providing such powers, it would be good governance that the management body performs, and documents, a ‘fit and proper’ test on the person to whom powers will be granted.
  

The power of attorney would typically cover (i) the scope of powers of the representative including any limitations, (ii) remuneration (if any) of the representative, (iii) duration of the delegation, and (iv) liability of the representative. The representative should regularly update the relevant governing body of the company (typically the board of managers/directors) of the activities carried out for and behalf of the branch. As the branch does not have separate legal personality, the company remains liable for all of the branch’s activities. 
  

Note that there may be formalities to comply with to establish a branch in other EU jurisdictions and regulatory requirements to consider on a case-by-case basis.