What are the manifestations of apparent agency
There are three manifestations of apparent agency. That is, authorization representation type of representation agent, authority override type appearance agent and authority continuation type appearance agent. These three types and their manifestations in reality are discussed below.
Authorized presentation type apparent proxy
The apparent proxy of the authorization representation type, and It is claimed that due to my express or tacit apparent agency, that is, I have granted agency authority to others through my own actions without actually authorizing it, or I know that others are engaging in civil acts in my name without denying it, causing the third party When the person mistakenly believes that the actor has the power of agency, he must bear the responsibility of the actual authorized person to the counterparty. According to the provisions of my country's Civil Code and combined with my country's judicial practice. There are several types of apparent agents with authorization expression in my country’s civil law:
1. I express directly or indirectly to the counterparty in written, oral or other forms that I have authorized it but in fact I have not authorized it, and the counterparty relies on my representation to conduct transactions with the perpetrator.
In this case, the expression of my intention can be direct or indirect. It can be verbal It can also be in writing. The counterparty can be specific or unspecific (for example, the counterparty in the advertising authorization method is the public). I can withdraw my authorization statement, but it should be between the counterparty and the perpetrator. The civil activity is withdrawn before the establishment of the civil activity. The notice of withdrawal should effectively reach the counterparty and should generally be made in the same manner as the authorization statement.
2, I hand over my document seal that proves the power of agency to others, and others use it to engage in civil activities in my name, and the counterparty trusts it transactions carried out.
These document seals include those of the agent Personal seal, contract seal, stamped blank certification letter, blank power of attorney, blank contract document, etc. Although the seal of these documents itself is not a power of attorney, it is closely related to the person, has specificity, and serves to prove the power of attorney. The bona fide counterparty therefore believes that the actor has agency authority and concludes a contract with it, which should constitute apparent agency.
3. I know that others have committed civil acts in my own name without denying it.
When I know that others do not have agency rights and perform civil acts in my own name, I should clearly state my position on the acts of others without agency rights. What I express Different attitudes can produce different legal consequences. If the person expresses his recognition, it is equivalent to granting the agent the right to act or ratifying it afterwards. This kind of subsequent ratification of the authorization act has retrospective effect, causing the actor's unauthorized agency to be converted into a powerful one. Agency, the person agrees but the legal effects produced by the agency act (especially note that such ratification should be carried out before the counterparty exercises the right of revocation). If the person denies it, the actor's lack of authority to act becomes a narrow senseThe agent has no authority and is the responsibility of the agent himself, and I do not bear any responsibility for this. If the person knows that someone else is acting in his own name without authority, and neither admits nor explicitly denies it, in order to protect the third party who is in good faith and has no fault, it should be considered that an apparent agency has been established.
4, allow others to act as their own branches .
In joint venture activities, some leading units allow other units or Individuals carry out activities in the name of their own "branch company" or "branch factory". In the process of enterprise group restructuring, some core enterprises, in order to expand their scale, allow other enterprises to use their collective trademarks and act in the name of group branches. In fact, these units or individuals operate independently and are not included in the scope of the legal person. . However, the bona fide counterparties did not know this. Once a dispute occurred between these "branch offices" and the counterparties, the leading unit refused to take responsibility on the grounds that it was not a party to the contract. Because according to the basic theory of civil law, branches without legal person qualifications are components of legal persons, and legal persons must bear responsibility for their civil activities. Therefore, when these entities that are not originally legal branches engage in activities in the name of legal person branches and make bona fide counterparties think that they are acting as legal persons, an apparent agency should be established.
Permission-exceeding appearance proxy
Permission-exceeding apparent agency, also known as apparent agency beyond agency rights, apparent agency limited by agency rights. The agent's power of agency usually has certain restrictions, but this restriction is not necessarily known to the counterparty. If there are external objective circumstances that can cause the bona fide counterparty to mistakenly believe that the actor has the power of agency, instead of it being a civil act, This constitutes apparent agency, and the person shall bear the consequences. This is the principle in the modern agency system that "restrictions on agency rights must not conflict with bona fide counterparties".
Permission override apparent proxy mainly has the following two forms:
1. Although I have placed certain restrictions on the agent’s power of agency, I have not It is stated in the power of attorney, or I grant the agent a certain amount of agency power, but later impose restrictions on it. If the agent ignores the restrictions and carries out agency activities according to the original agency power, but the counterparty does not know about it, then it should constitute If you act as an agent, you will be responsible for the consequences.
2, my entrustment authorization is unclear, and the objective situation is If the counterparty in good faith can mislead into believing that the actor has agency authority, even if the actor's behavior exceeds the scope of his or her intended authorization, apparent agency will be established.
Permission continuation apparent proxy
Permission continuation apparent proxy, also known as Apparent agency when the agency power is terminated and apparent agency when the agency power is withdrawn. This type means that the person and the perpetrator once had an agency relationship, but after the agency rights were terminated or withdrawn, the person did not disclose it to the outside in a timely manner, and the counterparty did not know about it. Therefore, in order to protect the interests of bona fide counterparts and maintain transaction security, the termination and withdrawal of their agency rights shall not be against bona fide counterparts. There are mainly two situations:
1, during the agency period Agency upon expiry or completion of agency affairs. The person shall state the agency period and agency affairs in the power of attorney presented to the third party. If the principal does not make a clear record, even if he and the agent have agreed on the reasons for extinguishing the agency power, as long as the third party does not know this situation, he or she will stillWhen a contract is concluded with an agent, an apparent agency is established.
2, the agency after I withdraw my entrustment. The power of attorney can be revoked at the owner's discretion. This kind of withdrawal is a unilateral legal act, and the notice of withdrawal becomes legally effective when it reaches the agent. At this time, I should withdraw the agency certificate, notify the third party, or publish an announcement announcing the withdrawal of agency rights. If the principal fails to do so and the counterparty does not know that the agency power no longer exists and still engages in civil conduct with the agent, this constitutes apparent agency.
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