Power-of-Attorney Holders Are Agents, Not Executants:
The Supreme Court’s Call to Revisit Rajni Tandon in G. Kalawathi Bai v. G. Shashikala (2025)

1. Introduction

On 15 July 2025, a two-judge Bench of the Supreme Court of India (Justices Sanjay Kumar & K. V. Viswanathan) delivered an order in G. Kalawathi Bai (Died) per LRs. v. G. Shashikala (Died) per LRs., Civil Appeals 9497-9501 of 2025 (arising out of SLP(C) 6685-6689 of 2023). Though styled as an “order”, the pronouncement stakes out a far-reaching doctrinal position on the Registration Act, 1908 (“the Act”), specifically whether a holder of a power of attorney (PoA) who both executes and presents a title document for registration qualifies as a “person executing” under s 32(a) or remains an “agent” under s 32(c), triggering the authentication safeguards of s 33.

The immediate controversy concerned:

• The genuineness of a registered “Irrevocable General Power of Attorney” dated 15-10-1990 allegedly signed by landowners Ranveer Singh and Gyanu Bai in favour of their tenant, G. Rajender Kumar.
• The validity of three subsequent sale deeds (16-11-1990, 18-07-1991, 16-08-1991) executed and presented for registration by Rajender Kumar in favour of his wife, G. Shashikala.

At trial, questions were framed regarding (i) execution of the PoA itself and (ii) the Registrar’s compliance with ss 32-35 of the Act and allied Andhra Pradesh Registration Rules, 1960 (Rules 49-55). During arguments, the respondents invoked the Supreme Court’s earlier ruling in Rajni Tandon v. Dulal Ranjan Ghosh Dastidar (2009) 14 SCC 782, which had treated a PoA holder who signs and presents a deed as the deed’s “executant”, effectively bypassing s 33 authentication. Finding that approach doctrinally unsustainable, the Bench has requested the Chief Justice to place the matter before a larger Bench.

2. Summary of the Judgment/Order

The Court (i) granted leave, (ii) analysed the statutory scheme of the Registration Act, (iii) critiqued Rajni Tandon, and (iv) referred the issue to a larger Bench. The core holding is:

A PoA holder who signs a conveyance on behalf of the principal does not become the “executant” under s 32(a); rather, he or she remains an agent falling under s 32(c). Therefore, the power of attorney must satisfy the authentication requirements of s 33, read with ss 34-35 and the relevant state rules.

Until a larger Bench decides, the correctness of Rajni Tandon is in doubt, and registrars must rigorously apply s 33 even where the PoA holder is the signatory and presenter of the instrument.

3. Analysis

3.1 Precedents Cited

• Rajni Tandon v. Dulal Ranjan Ghosh Dastidar (2009) 14 SCC 782
  • Held that where the same PoA holder executes and presents the deed, the case falls under s 32(a); authentication under s 33 is unnecessary.
  • The 2025 Bench finds this logic inconsistent with both the statutory text and registration safeguards.
• Statutory references: The Court meticulously quoted ss 32-35 of the Registration Act and Rules 49-55 (A.P.). No other judicial authorities were relied upon, underscoring that the conflict is primarily statutory-interpretive rather than precedent-accumulating.

3.2 Legal Reasoning

1. Textual Reading of “Person Executing”. Section 32(a) lists “some person executing” the document as competent to present it. The Court reasons that a PoA holder signs on behalf of the principal, who alone is the legal executant appearing in recital clauses. The agent’s signature operates per procurationem and does not transform the agent into the person “executing” within the meaning of the section.
2. Contextual Harmony with s 33. If s 32(a) were stretched to include a PoA holder, s 33’s elaborate authentication regime becomes largely redundant, defeating legislative intent to protect property owners from fraudulent or forged PoAs.
3. Administrative Practicality. Elevating a mere “presenter” (in the hypothetical scenario where presentation is delegated) to greater scrutiny than an “executor” (who actually transfers title) is illogical and exposes landowners to greater risk.
4. Registrar’s Statutory Duties (ss 34-35). The Registrar must verify identity and the right to appear. Such verification necessarily entails examining the PoA’s validity, which in turn mandates compliance with s 33.
5. Need for Larger Bench. Because Rajni Tandon is a coordinate-Bench decision, judicial discipline requires reference to a Bench of greater strength. The present order therefore stops short of overruling but squarely repudiates its reasoning.

3.3 Impact

If upheld by the larger Bench, the ruling will:

• Restore Rigor to Property Transfers. Registrars across India will insist on authenticated PoAs for every deed executed by an agent, reducing fraud.
• Invalidate “Notarised-only” PoAs. Transactions based solely on unregistered or merely notarised PoAs may face challenges, causing ripple effects in the real-estate market.
• Increase Compliance Burden. Parties may need additional visits to registration offices, higher costs and procedural diligence.
• Litigation Surge. Pending suits that relied on Rajni Tandon may be reopened. Title insurers and lenders will reassess risk.
• Uniformity Across States. Since many state rules mirror A.P. Rules 49-55, the decision promotes national coherence in registration practice.

4. Complex Concepts Simplified

• Power of Attorney (PoA): A legal instrument authorising one person (agent) to act on another’s (principal’s) behalf. • General PoA – broad powers; Special PoA – limited purpose. • Irrevocable – purportedly cannot be cancelled unilaterally.
• Authentication vs. Registration: • Authentication (s 33) – certifying, by a registrar/magistrate/notary, that the PoA was voluntarily executed. • Registration (s 32) – entering the title document (sale deed, mortgage, etc.) into official records.
• Executant: The legal person whose act of signing creates or transfers rights. When an agent signs “for and on behalf of X”, X remains the executant.
• Sections 32(a) & 32(c): • 32(a) – presentation by the executant or someone claiming under the document. • 32(c) – presentation by an agent authorised by an authenticated PoA.
• Larger Bench Reference: A mechanism where a Bench refers a point of law to a Bench with more judges (e.g., three or five) to resolve conflicts in case-law.

5. Conclusion

G. Kalawathi Bai v. G. Shashikala signals a pivotal re-examination of how Indian registration law treats power-of-attorney transactions. By asserting that a PoA holder is an agent, not an executant, the Court fortifies statutory safeguards designed to curb property fraud, distancing itself from the laxer approach adopted in Rajni Tandon. The forthcoming larger-Bench verdict will either cement this shift or restore the prior regime, but the present order already serves as persuasive authority for registrars and courts to demand authenticated powers of attorney whenever an agent purports to convey immovable property. In the landscape of Indian real-estate jurisprudence, the case stands as a watershed moment—prioritising due-diligence over convenience and striking a blow against clandestine conveyancing.