Introduction to Agency Dr. Fatih Serbest 0545 600
Description: Introduction to Agency Dr. Fatih Serbest 0545 600 22 18 fatih.serbestyildiz.edu.tr The agency relationship Principal Agent Third party Principal appoints the agent to act on their behalf as a fiduciary Agent acts on behalf of a principal
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slide1. Introduction to Agency
Dr. Fatih Serbest 0545 600 22 18
fatih.serbest@yildiz.edu.tr<br>
slide2. The agency relationship Principal Agent Third party Principal appoints the agent to act on their behalf as a fiduciary Agent acts on behalf of a principal with respect to a third party Binding contract<br>
slide3. General agent Can act for the principal in relation to their general business<br>
slide4. Special agent Acts for the principal with respect to a specific transaction<br>
slide5. Factor Sells goods in their own name on behalf of the principal and has control of the goods
Often referred to now as a mercantile agent and defined in s. 1(1) of the Factors Act 1889
“having in the customary course of his business as such agent authority either to sell goods, or to consign goods for the purpose of sale, or to buy goods, or to raise money on the security of goods”<br>
slide6. Broker Similar to a factor but a broker does not usually control the goods and will sell them in their own name
Baring v Corrie (1818)<br>
slide7. Del credere agent Also acts a guarantor for the obligations of a third party
E.g. will pay if the third party doesn’t<br>
slide8. Confirming house Acts as an agent in relation to international trade<br>
slide9. Commercial agent Discovers new customers for the principal and may also help to effect transactions between them<br>
slide10. Commercial agent Defined in regulation 2(1) of the Commercial Agents (Council Directive) Regulations 1993
“a self-employed intermediary who has continuing authority to negotiate the sale or purchase of goods on behalf of another person (the ‘principal’), or to negotiate and conclude the sale or purchase of goods on behalf of and in the name of that principal”<br>
slide11. ‘Self-employed’ Should be an independent contractor and not employed by the principal or anyone else<br>
slide12. ‘Continuing authority’ The regulations allow for fixed-term contracts but the definition does not include agents engaged for one off transactions
Poseidon Chartering v Marianne Zeeschip VOF [2007]<br>
slide13. ‘Negotiate’ The agent does not have to actually enter into contracts
Given a broad definition
PJ Pipe & Valve Co Ltd v Audco India [2005]
Must be on behalf of the principal
AMB Imballaggi v Pacflex Ltd [1999]<br>
slide14. ‘Sale or purchase of goods’ ‘Goods’ is a given a wide definition but excludes the provision of services<br>
slide15. ‘Negotiate and conclude’ Agents who do conclude contracts must do so in the name of the principal
Even if there is a principal, if that fact is not disclosed then that will not count
However where the existence of a principal is disclose (but not their identity) then that will count<br>
slide16. Exclusions Regulation 2(1) provides three exclusions:
(i) a person who, in his capacity as an officer of a company or association, is empowered to enter into commitments binding on that company or association;
(ii) a partner who is lawfully authorised to enter into commitments binding on his partners;
(iii) a person who acts as an insolvency practitioner<br>
slide17. Exclusions Regulation 2(2) sets out three further exceptions:
(a) commercial agents whose activities are unpaid;
(b) commercial agents when they operate on commodity exchanges or in the commodity market;
(c) the Crown Agents for Overseas Governments and Administrations<br>
slide18. Exclusions Regulation 2(4) excludes those whose activities as a commercial agent is secondary
“those who are primarily engaged for some other purpose but who incidentally provide [the services of a commercial agent]”<br>
Dr. Fatih Serbest 0545 600 22 18
fatih.serbest@yildiz.edu.tr<br>
slide2. The agency relationship Principal Agent Third party Principal appoints the agent to act on their behalf as a fiduciary Agent acts on behalf of a principal with respect to a third party Binding contract<br>
slide3. General agent Can act for the principal in relation to their general business<br>
slide4. Special agent Acts for the principal with respect to a specific transaction<br>
slide5. Factor Sells goods in their own name on behalf of the principal and has control of the goods
Often referred to now as a mercantile agent and defined in s. 1(1) of the Factors Act 1889
“having in the customary course of his business as such agent authority either to sell goods, or to consign goods for the purpose of sale, or to buy goods, or to raise money on the security of goods”<br>
slide6. Broker Similar to a factor but a broker does not usually control the goods and will sell them in their own name
Baring v Corrie (1818)<br>
slide7. Del credere agent Also acts a guarantor for the obligations of a third party
E.g. will pay if the third party doesn’t<br>
slide8. Confirming house Acts as an agent in relation to international trade<br>
slide9. Commercial agent Discovers new customers for the principal and may also help to effect transactions between them<br>
slide10. Commercial agent Defined in regulation 2(1) of the Commercial Agents (Council Directive) Regulations 1993
“a self-employed intermediary who has continuing authority to negotiate the sale or purchase of goods on behalf of another person (the ‘principal’), or to negotiate and conclude the sale or purchase of goods on behalf of and in the name of that principal”<br>
slide11. ‘Self-employed’ Should be an independent contractor and not employed by the principal or anyone else<br>
slide12. ‘Continuing authority’ The regulations allow for fixed-term contracts but the definition does not include agents engaged for one off transactions
Poseidon Chartering v Marianne Zeeschip VOF [2007]<br>
slide13. ‘Negotiate’ The agent does not have to actually enter into contracts
Given a broad definition
PJ Pipe & Valve Co Ltd v Audco India [2005]
Must be on behalf of the principal
AMB Imballaggi v Pacflex Ltd [1999]<br>
slide14. ‘Sale or purchase of goods’ ‘Goods’ is a given a wide definition but excludes the provision of services<br>
slide15. ‘Negotiate and conclude’ Agents who do conclude contracts must do so in the name of the principal
Even if there is a principal, if that fact is not disclosed then that will not count
However where the existence of a principal is disclose (but not their identity) then that will count<br>
slide16. Exclusions Regulation 2(1) provides three exclusions:
(i) a person who, in his capacity as an officer of a company or association, is empowered to enter into commitments binding on that company or association;
(ii) a partner who is lawfully authorised to enter into commitments binding on his partners;
(iii) a person who acts as an insolvency practitioner<br>
slide17. Exclusions Regulation 2(2) sets out three further exceptions:
(a) commercial agents whose activities are unpaid;
(b) commercial agents when they operate on commodity exchanges or in the commodity market;
(c) the Crown Agents for Overseas Governments and Administrations<br>
slide18. Exclusions Regulation 2(4) excludes those whose activities as a commercial agent is secondary
“those who are primarily engaged for some other purpose but who incidentally provide [the services of a commercial agent]”<br>