Legal definition:
According to Article 63 of the General Principles of Civil Law, agency refers to a civil legal system in which an agent carries out a civil act with a third person (also known as the counterpart) in the name of the principal (also known as himself) within the scope of agency authority, and the legal consequences are directly borne by the principal.
basic feature
The agent has the following basic characteristics:
1. Agency behavior is a civil legal behavior that can cause civil legal consequences.
2. An agent shall generally act as an agent in the name of the principal.
3. The agent expresses himself independently within the scope of agency authority.
4. The legal consequences of agency behavior directly belong to the principal.
classify
Classification is divided into:
one
(1) Principal-agent, also known as meaning agent, means that the agent is authorized by the principal.
(2) Legal agency is an agency relationship directly generated according to the provisions of the law, which is mainly designed to protect the legitimate rights and interests of people with no capacity for civil conduct and those with limited capacity for civil conduct, such as parents' agency for minor children.
(3) Designated agent means that the agent acts according to the designation of the relevant authorities. For example, in civil litigation, if one party is a person with no capacity or limited capacity, there is no legal representative, or the legal representatives shirk each other, or there is a conflict of interest between the legal representative and the principal, the court will appoint another agent. The power of agency enjoyed by the agent is specified, which has nothing to do with the will of the principal and does not require authorization.
two
① The agent
② Re-agency. Sub-agency, also known as re-agency, refers to the act of an agent entrusting others to act as agents for the benefit of the principal. In contrast, an agent who is personally represented by an agent is an agent.
three
① Nominal agent. The so-called agency by estoppel refers to the agency behavior carried out by the agent and must be carried out in the name of the principal himself.
② Anonymous proxy. The so-called anonymous agency means that although the agent does not take his own name as a legal act, it actually refers to the agency act, and the relative person knows or should know, so that the agency effect also occurs in law.
agent ad litem
An agent ad litem refers to a person who carries out litigation in the name of the principal within the scope of agency authority. A civil litigation agent has the following characteristics: first, a civil litigation agent represents the parties in civil litigation, and he is not the subject of the civil legal relationship disputed by the parties, so the judgment of the case has nothing to do with him. [1] Therefore, he participated in the litigation not in his own name, but in the name of the client; Second, the purpose of civil litigation agents to participate in litigation is to safeguard the interests of the principal, and the legal consequences of implementing litigation within the scope of agency authority shall be borne by the principal; Third, a civil litigation agent can only represent one party in the same case, but not both parties. Fourth, a civil litigation agent must be a person with litigation capacity.
Difference from litigation representative
Both agents ad litem and representatives ad litem act on behalf of others, but there is a fundamental difference between them:
1. Interests different from the object of litigation. The agent ad litem is not a party, and has no same interests with the object of litigation, nor the same interests, but only conducts certain litigation acts on behalf of the parties; The litigation representative himself is also a party, and he and the client have the same or the same interest in the subject matter of the litigation.
Second, the purpose of litigation is different. The purpose of a litigation agent's litigation behavior is not to protect his own interests, but to conduct litigation in the name of the principal within the scope of the agency's authority according to the law or the entrustment of the parties, and his behavior is effective for the principal; The purpose of litigation behavior of litigation representatives is to safeguard their own interests and the interests of the principal.
Third, the foundation is different. The agent ad litem is created according to law or entrusted by the parties; Agents ad litem shall be elected by the same party or agreed by the people's court.
Agent and agent certificate
Power of agency and certificate of agency An agent must have power of agency. A certificate of agency is a document that proves that an agent has the power of agency. In the principal-agent system, the power of attorney is the agent certificate. The power of attorney shall specify the agent's name, agency matters and authority, term of validity and date of entrustment, and shall be signed or sealed by the principal. If the power of attorney needs notarization or authentication according to law, it must be notarized by a notary office or authenticated by relevant authorities. In legal agency, the agent's identity document is the agent certificate. If an agent is entrusted, the letter of authorization from the relevant authorities (such as the ruling of the court to appoint an agent ad litem) is also an agent certificate.
Unauthorized organization
A legal act carried out in the name of another person without agency is called unauthorized agency, which means that the actor has no agency and acts as an agent in the name of another person and a third person. Unauthorized agency itself has no legal effect. There are many reasons for unauthorized agency, such as unauthorized agency, agency beyond the agency authority, and the original agency right has been eliminated. If the unauthorized agent is retroactively ratified by the principal, the agent shall be effective from the beginning, and the unauthorized agent shall become an effective agent; Without ratification by the principal, the agent has no right to bear the legal consequences by himself. An unauthorized agent shall be liable for compensation for the damage caused by unauthorized agency without ratification.
Elements of unauthorized agency:
(1) The actor has neither the power of agency nor the facts or reasons that make people believe that he has the power of agency;
(2) Civil acts committed by the actor with others in his own name;
(3) The third party must be in good faith and without fault;
(4) the behavior of the actor is not illegal;
(5) The actor and the third party have corresponding capacity for civil conduct.
Agent type
Generally speaking, agents can be divided into three categories: entrusted agents, statutory agents and designated agents.
The agency methods used in international trade can be divided into:
(1) sole agent
Exclusive agency refers to the exclusive right to sell designated goods in a specific region and period, and it is not allowed to sell similar goods from other sources.
Unless otherwise agreed by both parties, the agent shall be entitled to commission for any goods transaction in the specified area and within the specified period, whether it is conducted by the agent or directly with other merchants by the principal.
(2) General agent
General agent, also known as commission agent, means that in the same region and at the same period, the client can choose multiple customers as agents to pay commission according to the actual quantity of goods sold or in the way and proportion stipulated in the agreement.
There are many such agents in China's export business.
(3) General agent
The general agent is the authorized representative of the principal in a specific region and for a certain period of time. In addition to signing sales contracts, handling goods and other business activities, we can also carry out some non-commercial activities, and also have the right to appoint sub-agents and enjoy the commission of sub-agents.
(4) Special agents
Special sales agents: Some national manufacturers and multinational trust group companies often appoint special agents abroad to promote technical industrial products or provide them with technical and maintenance services. For example, Nissan cars such as Mitsubishi and Toyota are produced and operated in these special agents, including maintenance, spare parts supply and technical consulting services. Thereby relieving buyers' worries about maintenance services.
Registered company agent
1. Agents of registered companies, branches, foreign-funded companies and overseas companies.
2. Acting as an agent for tax declaration of various taxes, and acting as an agent for self-examination and liquidation of various tax businesses of enterprises.
3. Acting as an agent for the overall tax arrangement of enterprises, tax assessment of investment projects and making tax-related documents.
4. Acting for industry and commerce, tax change and cancellation.
5. Acting as an agent to review the final settlement of enterprise income tax, go through the formalities for approval, and increase the deduction business for the normal tax avoidance of enterprises.
6. Identification of acting as general taxpayer
7. Acting as an agent for patent right, software production, exclusive license and intellectual property application.
Agency in civil law
It refers to the behavior that an agent acts with a third party in the name of the principal within the scope of agency authority, thus directly generating rights and obligations to the principal. For example, Party A entrusts Party B to buy something on its behalf, and Party B enters into a sales contract with Party C in the name of Party A, and the resulting contractual rights and obligations are directly borne by Party A. Here, Party A is the principal (also called "himself"), Party B is the agent, and Party C is the third person (also called "counterpart").
Agency in commercial law
It refers to the business activities carried out by an agent in the field, degree and time stipulated in the contract according to a certain contractual relationship with the principal. Common agents in commercial law include project agents and product agents.