Power of Attorney Act in Bangladesh

The Power of Attorney Act is one of the most significant legal instruments in Bangladesh, enabling individuals to authorize others to act on their behalf in various legal, financial, and property-related matters. Whether you’re an expatriate managing property from abroad or a business owner delegating authority, understanding this Act is crucial for protecting your interests.

What is Power of Attorney?

A Power of Attorney is a legal document through which one person lawfully confers authority upon another person to perform specific acts on their behalf. The person granting the power is called the “Principal” or “Donor,” while the person receiving the authority is known as the “Attorney” or “Donee.”

Under Section 2(21) of the Stamp Act, 1899, any document authorizing a person to act on behalf of another in legal matters constitutes a Power of Attorney.

Historical Background and Legal Framework

The Evolution of Power of Attorney Law

The Powers-of-Attorney Act, 1882 originally came into force on May 1, 1882, and extended to the whole of undivided India. This colonial-era legislation served Bangladesh for 130 years after independence.

However, recognizing that the 1882 Act was inadequate for contemporary needs, particularly for the large Bangladeshi diaspora living abroad, the old Powers of Attorney Act, 1882, was repealed and replaced by the Powers of Attorney Act, 2012 in September that year.

The 2012 Act brought comprehensive reforms, and was supplemented by the Power of Attorney Rules 2015, gazetted on July 23, 2015. Most recently, in February 2025, the interim government amended certain sections to further reduce harassment faced by expatriates.

Types of Power of Attorney in Bangladesh

General Power of Attorney (GPA)

A General Power of Attorney grants broad and extensive powers to the attorney to act on behalf of the principal in multiple matters. This may include managing bank accounts, conducting business transactions, dealing with property matters, and representing the principal in various legal proceedings.

Special Power of Attorney (SPA)

A Special Power of Attorney is limited to specific transactions or purposes. For example, you might grant someone authority solely to sell a particular property, collect rental income from a specific building, or represent you in a particular court case. Once that specific task is completed, the power ceases.

Irrevocable Power of Attorney

An irrevocable Power of Attorney, particularly relating to land development, has a specified term and cannot be revoked by the principal during that period. This type is commonly used in real estate transactions where consideration value has been accepted.

Essential Requirements for Valid Power of Attorney

Formal Requirements

A valid Power of Attorney deed must meet several statutory requirements:

Written Document: The power must be granted through a written instrument, clearly specifying the powers being delegated.
Identification of Parties: The document must contain complete details of both the principal (donor) and the attorney (donee), including names, addresses, and identification documents.
Scope of Authority: The specific acts or transactions that the attorney is authorized to perform must be clearly stated.
Signatures and Attestation: The document must be signed by the principal and properly attested according to legal requirements.

Authentication and Registration

Authentication: Authentication by a Notary Public or authorized officer is mandatory for all Power of Attorney documents. This step verifies the identity of the parties and the genuineness of the document.

Registration: For irrevocable Powers of Attorney, registration is compulsory. Deeds executed in Bangladesh must be presented for registration within 3 months from the date of execution. Without proper registration, an irrevocable Power of Attorney cannot be legally enforced.

Power of Attorney for Bangladeshis Living Abroad

Recent Amendments (2025)

In a significant development, the interim government published amendments in February 2025 that make it easier for expatriate Bangladeshis to execute Power of Attorney. The amendment allows expatriates to execute power of attorney from abroad using either a national identity card or a birth certificate, even if they hold foreign passports or citizenship.

Execution Process for Foreign Power of Attorney

For Bangladeshis residing abroad who wish to grant Power of Attorney, the following procedure applies:

Execution Abroad: The Power of Attorney must be executed and signed in the presence of an appropriate officer at the Bangladesh mission (embassy or consulate) in the country of residence.
Transmission to Bangladesh: The authenticated document is then sent to Bangladesh.
Ministry Attestation: Within two months of reaching Bangladesh, the document must be submitted to the Ministry of Foreign Affairs for attestation.
Stamping: The document must be properly stamped within three months according to the Stamp Act.
Registration: For registration purposes, the Power of Attorney must be submitted to the sub-registry office within four months from the date it was received in Bangladesh.

Legal Consequences and Authority of the Attorney

Powers and Obligations

Under Section 7 of the Powers of Attorney Act, 2012, any obligation arising from acts executed by the attorney has the same legal effect as if the principal had performed those acts personally. This means the attorney’s authorized actions are legally binding on the principal.

Payment and Transactions Without Notice

If any person makes a payment or performs an act in good faith pursuant to a power-of-attorney, without knowledge of the death, lunacy, unsoundness of mind, bankruptcy or insolvency of the donor, that person shall have the same remedy against the donee of the power as they would have had against the donor.

This provision protects third parties who deal with an attorney in good faith, even if the principal’s capacity has changed without their knowledge.

Limitations on Power of Attorney

The Powers of Attorney Act specifies certain acts that cannot be delegated through a Power of Attorney:

Execution of Wills: An attorney cannot execute a will on behalf of the principal
Creation of Trusts: Trust instruments cannot be executed by an attorney
Making Gifts: The power to make gifts is personal and non-delegable
Adoption Matters: Powers relating to adoption cannot be granted through Power of Attorney
Marriage and Divorce: Personal status matters generally cannot be delegated

Death of Parties and Continuation of Power

Death of Joint Donors

In cases of irrevocable Power of Attorney with multiple donors, if one donor dies before the power is fully operated, the legal heirs of the deceased person step into their position and the Power of Attorney continues to be effective.

Death of Joint Donees

If there is more than one donee of an irrevocable power-of-attorney, then in the event of death of any one of them, the power-of-attorney shall not be revoked but remain intact and effective for the remaining surviving donees.

Termination and Revocation

Grounds for Termination

A Power of Attorney may be terminated under various circumstances:

Death of the principal (donor)
Mental incapacity or unsoundness of mind of the principal
Bankruptcy or insolvency of the principal
Completion of the specified purpose
Expiry of the specified term
Mutual agreement between principal and attorney
Revocation by the principal (for revocable powers)

Revocation Process

For revocable Powers of Attorney, the principal can revoke the power by issuing written notice to the attorney. The revocation should be properly documented and, if the original Power of Attorney was registered, the revocation should also be registered.

Fraudulent Power of Attorney

Courts have the authority to cancel Powers of Attorney that are found to be fraudulent, obtained through misrepresentation, or executed under undue influence.

Dispute Resolution Mechanisms

The Powers of Attorney Act, 2012 encourages alternative dispute resolution. If any dispute arises from a Power of Attorney registered under the Registration Act, parties are required to first attempt settlement through mediation or other amicable means before approaching the courts.

This approach helps reduce the burden on the judicial system and promotes faster, more cost-effective resolution of disputes.

Special Provisions for Married Women

A married woman, whether a minor or not, has power, as if she were unmarried and of full age, by a non-testamentary instrument, to appoint an attorney on her behalf. This progressive provision ensures that married women have equal rights to grant Power of Attorney for any lawful purpose they could execute themselves.

Practical Considerations and Best Practices

Choosing the Right Attorney

Selecting an appropriate attorney is crucial. Consider the following factors:

Trustworthiness: Choose someone with proven integrity and reliability
Competence: Ensure the person has the capacity to handle the matters you’re delegating
Availability: The attorney should be readily available when needed
Legal Capacity: The attorney must be an adult, of sound mind, and not disqualified from executing contracts

Drafting Clear Terms

When creating a Power of Attorney:

Be specific about the powers being granted
Define any limitations or restrictions clearly
Specify the duration if it’s for a limited period
Include provisions for reporting and accountability
Consider requiring the attorney to seek approval for major decisions

Regular Review and Monitoring

Even after granting Power of Attorney:

Periodically review the attorney’s actions
Maintain communication and request regular reports
Keep copies of all transactions executed by the attorney
Be prepared to revoke the power if circumstances change

Why Professional Legal Assistance Matters

Given the complexity of Power of Attorney law and its significant implications for your legal and financial interests, professional legal guidance is invaluable. A qualified attorney can:

Ensure your Power of Attorney document meets all legal requirements
Draft clear, comprehensive terms that protect your interests
Handle the authentication and registration process efficiently
Advise on tax implications and stamp duty requirements
Assist with dispute resolution if problems arise
Represent you in court if the Power of Attorney is challenged

Conclusion

The Power of Attorney Act in Bangladesh provides a robust legal framework for delegating authority in personal, business, and property matters. Whether you’re managing affairs from abroad, conducting business transactions, or ensuring continuity in your legal matters, understanding this Act is essential.

The 2012 reforms and subsequent 2025 amendments have modernized the law to meet contemporary needs, particularly for the Bangladeshi diaspora. However, the legal and practical complexities involved in creating and executing Powers of Attorney underscore the importance of professional legal assistance.

At M. Elahi & Associates, our experienced legal team provides comprehensive services related to Power of Attorney, including drafting, authentication, registration, and dispute resolution. We help clients navigate the complexities of Bangladesh’s legal system with confidence and ensure their interests are properly protected.

Need Expert Legal Assistance with Power of Attorney?

Contact M. Elahi & Associates today for professional guidance on all aspects of Power of Attorney law in Bangladesh. Our experienced lawyers are ready to help you protect your interests and ensure compliance with all legal requirements.

Phone: +880-1717-554759

Office: Eastern Arzoo Suite No. 1 (11th Floor), 61, Bijoy Nagar, Dhaka-1000

Disclaimer: This article provides general information about Power of Attorney law in Bangladesh and should not be considered legal advice for specific situations. For advice tailored to your circumstances, please consult with qualified legal professionals.