prokura

Prokura is a specialized form of commercial power of attorney used in German-speaking civil-law countries. It is granted by a commercial company to one or more persons (prokurists) to represent the company in all typical business transactions and related legal acts. The authority is recognized by third parties primarily after the prokura is entered in the commercial register.

Types and scope: Prokura can be full (Vollprokura) or limited (Spezialprokura). It may be granted to a single person (Einzelprokura) or to several jointly (Gesamtprokura). There are also forms such as branch-specific prokura (Filialprokura) and transaction-specific limitations. The exact scope is defined by the grant and, if entered in the register, is binding for third parties.

Creation and effect: The grant of prokura must be in writing and is effective from entry in the Handelsregister (commercial register). The company may revoke or modify the prokura at any time. The prokura typically ends with revocation, the grantor’s death, the dissolution of the company, or the expiry of a stated term. Prokurists act on behalf of the company in day-to-day business and legal acts within the authorized scope.

Limitations and practical notes: The prokurist can perform most ordinary business acts and represent the company in routine transactions; acts outside the defined scope or that require higher authorization (such as certain corporate changes or specific real estate dispositions) may be restricted or require additional authorization. Prokura is a key instrument in corporate governance and is used in Austria and Switzerland with similar principles, though local rules may vary.