If an investment fund company managing an investment fund loses its permit to manage the fund in connection with a sanction decision of the Polish Financial Supervision Authority or such a permit expires, the investment fund loses the body responsible for its management and representation. In the described extraordinary situation provisions of law provide that the custodian of the investment fund is responsible for its representation. The article analyses the legal basis and scope of the depositary’s authority to represent investment fund as well as aim to qualify custodian representation from the perspective of private law institutions.