Co-signature according to the Law on Business Companies

Law on Business Companies (“Official Gazette of RS”, no. 36/2011, 99/2011, 83/2014 – other laws, 5/2015, 44/2018, 95/2018, 91/2019 and 109/2021 – from now on: the Law) in Article 33 determines the co-signature as a type of restriction of the authority of the representative of the company.

This limitation may be provided for a legal representative, procurator or other representatives. If a co-signature limits the power of representation, the representative to whom this limitation applies cannot undertake legal affairs or legal actions without the co-signature of a specific person.

A co-signatory can be determined by position, in which case the co-signatory is any person holding that position. Also, the co-signer can be determined by specifying personal data (e.g. name and surname) and in another way by which the co-signer can be determined.

The founding act can limit the power of representation by co-signature. Still, it can also be provided by the decision of the authority on the appointment of the representative. Continue reading Co-signature according to the Law on Business Companies


Concept of Procuration

Procuration is a business power of attorney whereby a company authorizes one or more natural persons (hereinafter referred to as: the procurator) to conclude legal transactions and take other legal actions in its name and on its behalf.

Exceptionally, procuration may be issued for the company’s branch only.

Procuration is not transferrable and a procurator may not issue a power of attorney to another person.

By the provisions of Articles 35 to 43 of the Companies Act are regulated appointing the procurator, types of procuration, limitations, revocation and cancellation of procuration, as well as liability and limitations of procurator and procuration issued by a sole trader. Continue reading Procuration