The role of the legal representative in Colombian nonprofits

Who is the legal representative of a nonprofit?

The legal representative is the person designated by the bylaws and elected by the highest governing body to act on behalf of the entity before third parties, the State, and society. This person signs contracts, assumes legal commitments, and is accountable for the organization's administrative and financial management.

In Colombian nonprofits, the legal representative may be the executive director, the board chair, or whoever the bylaws designate. The role goes beyond a ceremonial function: it implies significant legal, tax, and criminal responsibilities.

Main functions of the legal representative

• Represent the entity judicially and extrajudicially
• Sign contracts, agreements, and accords on behalf of the organization
• Present management reports to the general assembly or highest governing body
• Ensure compliance with bylaws and board decisions
• Report to inspection, surveillance, and control entities
• Manage the entity's resources with diligence and good faith
• File tax returns and comply with fiscal obligations

Legal responsibilities and risks

The legal representative assumes civil, tax, and in some cases criminal liability. They may be personally liable for tax debts, accounting irregularities, failure to comply with labor obligations, and damages caused to third parties through negligence or willful misconduct.

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Being a legal representative of a nonprofit is a responsibility that should not be taken lightly. Knowing your legal obligations is the best protection against personal risk.

Among the main risks are: joint liability for tax debts, criminal liability for unfaithful administration, and civil liability for damages resulting from negligent decisions.