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1. What is the mandate of representation at a general meeting?
When a person cannot attend a meeting, the meeting can transfer their presence to another member by giving them the power to represent them at the meeting. In fact, the person to whom the mission of representation falls is the mandatary and the person who gave this power is the mandator.
The representative entrusts another member with the task of voting on his behalf.
As a general rule, the appointment of the mandatary is free. However, the statutes may set limits and exceptions such as spouses or agents of the grantor.
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2. In what cases can power of representation be given?
The power of representation is established during general meetings (AGs) where key issues are debated. In order for the opinion of the absent member to be considered, he gives the proxy the power to vote. In addition, this representation, which makes it possible to compensate for the absence, prevents any blocking of decisions and activities.
By organizing your general meetings on the Axiocap platform, you can easily manage all your proxies online; Discover all the advantages of the dematerialization of assemblies.
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3. What is the validity period of the representation mandate?
The duration of an assembly power is limited to the session for which the mandate of representation was drawn up.
In case of cancellation, this power may be postponed provided that the agenda is the same at the next meeting. The office or the Board of Directors must assess whether the power of attorney is still valid depending on the context. In the event of changes, powers of attorney may be revoked.
However, the possibility of issuing a proxy for several general meetings including a period of validity is possible in the event of a prolonged absence of a member. In fact, it is possible to indicate the subjects for which the mandatary can use his power of representation.
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4. Who is affected by the mandate?
Depending on the forms of society, representation may vary.
a) In a limited liability company (SARL), representation may be carried out by:
- The spouse;
- Another partner (if the number of partners is greater than two);
- A non-associated person (if the statutes allow it).
b) In a general partnership (SNC), representation can be carried out by anyone, the mandate has no limits.
c) In a public limited company (SA), representation may be carried out by:
- Another shareholder;
- The spouse or partner in a civil union.
d) In a simplified joint stock company (SAS), representation can be carried out by anyone in accordance with the articles of association which freely determine the agents.
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5. How to write the representation mandate?
A number of elements must be indicated in order for the power of attorney to be valid.
Thus, the mandate must mention the name of the association or company, the name of the person being represented, the address of the latter, the powers granted to the mandatary, and then the time, place and date of the meeting.
Following this, the document must be signed and dated and the identity document of the principal must be attached.
⇢ In order to facilitate the drafting of your mandate, we provide you with a customizable representation mandate template to download free of charge here.
Dig deeper into the subject with our article on the organization of the general meeting of an association.
