Power of Attorney in Spain: Execution and Revocation

Granting a Power of Attorney in Spain looks simple on paper, until a notary, a registry or a bank asks for something you didn’t prepare. For multinational groups, the stakes are practical: a signatory who can’t sign holds up a deal. This guide covers how the Spanish Civil Code (Royal Decree of 24 July 1889) frames a PoA, how to execute one properly, when registration applies and how the arrangement ends. It’s written for legal, tax and compliance teams who need Spain-specific detail rather than a primer.

What types of Power of Attorney does Spain recognise?

A Power of Attorney in Spain comes in four main types. The split turns on two questions: how wide the authority is, and whether it covers court proceedings.

• General Power of Attorney: broad authority across many legal acts, such as buying and selling property, managing assets, entering into contracts, mortgaging assets, setting up companies, handling inheritance matters, running bank accounts, making payments and collecting debts.
• General Power of Attorney for Lawsuits: granted to one or more lawyers or procuradores (court representatives who formally act for parties in Spanish proceedings), covering all types of legal proceedings.
• Special Power of Attorney: limited to specific acts, for example selling a particular property, accepting an inheritance or donation, collecting a pension or obtaining an NIE (the identification number Spain assigns to foreigners).
• Special Power of Attorney for Lawsuits: the same idea as the general litigation power, but tied to one particular judicial process.

Here’s the catch that trips up foreign teams. The Civil Code treats a mandate drafted in general terms as covering acts of administration only. Selling, mortgaging, settling or otherwise disposing of assets needs express authorisation.

Therefore, “general” in Spain doesn’t mean “anything goes”. If you want the agent to sell, mortgage or settle, the document has to say so.

Which laws shape a Power of Attorney in Spain?

The Civil Code sits at the centre. Its rules on mandates set out the nature and form of a PoA, plus the obligations of both parties. Two further sources complete the picture:

• the Corporate Enterprises Act (Royal Legislative Decree 1/2010), which governs corporate representation, including proxies at shareholder meetings and the powers and limits of directors;
• the Notarial Regulations, which set the requirements for notarising PoA documents and make sure the principal understands what they’re signing.

Corporate users should pay attention to shareholder proxies. Any shareholder entitled to attend a general meeting can appoint a proxy, and that proxy doesn’t need to hold shares. The company’s by-laws, however, may restrict who can act.

A written proxy grants authority for a particular general meeting. Shareholders can also use remote means of communication, provided those methods meet the Act’s standards for electronic communication. That keeps the process secure and verifiable.

How do you put a valid Power of Attorney in Spain on paper?

Start with the type. Then draft a document that leaves no room for guesswork. It should include:

• the full legal names and identification numbers of the principal and the attorney-in-fact, such as an NIE for foreigners or a DNI (the Spanish national identity document) for Spanish nationals;
• the specific powers granted, or the scope of authority;
• the duration, if any;
• any conditions or limitations.

Next comes the notary, and this step isn’t optional. Spanish law requires the principal to formalise a PoA before a notary public. They appear with valid identification, such as a passport or national ID, and the draft document.

The notary then reads and explains the document. Once the principal understands it, they sign in the notary’s presence. Any notary in Spain will do, although most people pick one who is convenient for both parties.

What if the principal can’t sign? They may authorise another person to sign for them, but that also happens in front of the notary. Finally, the notary authenticates the PoA with their official stamp and signature, and that is what gives it legal validity.

For companies, there’s a useful shortcut. Directors don’t have to visit the notary’s office in person to grant deeds. Instead, they can grant a PoA to lawyers, who then grant deeds or carry out other legal acts on the company’s behalf.

What happens when the principal isn’t in Spain?

Non-residents can still grant a PoA for use in Spain without travelling. They sign it before a notary in their home country. Before anyone relies on it in Spain, it needs an Apostille under the Hague Convention, or legalisation.

It also needs a Spanish translation by a sworn translator (an officially authorised translator whose work carries legal weight), unless it’s already in Spanish. The Civil Code allows mandates in public or private deeds, so Spain can recognise a foreign PoA once it’s properly authenticated.

The same logic works in reverse. A Spanish PoA heading abroad needs an Apostille or consular legalisation, depending on the receiving country’s requirements.

Does a Power of Attorney in Spain have to be registered?

Usually not. For most general uses, the PoA takes effect on notarisation and needs no further filing. It stays valid until the principal revokes it or it expires under its own terms.

Some uses do trigger registration, though. You must register powers involving real estate transactions with the Land Registry. For corporate or commercial matters, the PoA may need to go on record with the Mercantile Registry (Spain’s commercial register for companies).

Whatever the use, the agent must present the original or a certified copy of the PoA when acting for the principal. Keep that in mind when you plan how many copies to request.

What does Spanish law expect from the agent?

The agent must act in the principal’s best interest and stay within the powers granted. On top of that, Spanish law sets out three core duties:

• perform the mandate with diligence;
• compensate the principal for damages caused by failing to fulfil those duties;
• give the principal an account of their actions.

And when things go wrong? The dispute goes to court. The agent answers for damages caused by malice or negligence, and the principal can seek compensation or simply revoke the PoA.

Courts look closely at two things in particular. Did the agent exceed the mandate, or act against the principal’s instructions?

How does a Power of Attorney in Spain come to an end?

The principal can revoke a PoA at any time. Revocation requires a Deed of Revocation, signed before a notary. If the original PoA went on a registry, file the revocation with that same registry as well.

Expiry works more flexibly. The principal can include an expiration date, but doesn’t have to. Without one, the PoA remains valid until revoked. It also ends automatically when:

• the principal dies;
• the principal becomes incapacitated;
• the principal becomes insolvent;
• the PoA’s purpose has been fulfilled.

For multinational groups, this is where the admin piles up. Revoking a PoA before the notary is only half the job when the original sits on a registry. In addition, a clear record of who holds which powers, and until when, saves a lot of last-minute chasing.

What’s next?

Managing a Power of Attorney requires detailed planning and full legal awareness. For more insights into processes in other jurisdictions, explore our article: Director Change in Spain: A Compliance Guide.

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