LAW OF AGENCY

Case - Ratification ( at that time, agent must expressly act as an agent)

Keighley Maxted and Co v Durant Robert (agent) had exceed his authority to buy wheat at higher price and bought it in his own name. Keighley ( Principal) is not liable to Durant (3rd)

Case - DOA ( to exercise care and diligence...)

Keppel v Wheeler The agent ( W) didn't tell his principal (K) that there was a 2nd offeree with higher price. A contract was made with the 1st offeree. Held: agent must disclose everything that might influence the principal's decision to make the contract.

Case - Ratification ( ratifications must be within reasonable time)

Metropolitan Asylum Board v Kingham and Sons Held: Principal's purported ratification on the agent's contract to buy eggs without authority, one week after it was void

Case - Necessity ( Real and actual emergency)

Sachs v Miklos Agent sold furniture belongs to principal at a lower price. Agent was liable because there's no agency by necessity.

Part X of the Contracts Act 1950

Sec 135 of Contract act 1) Agent= a person employed to do any act for another 2) Principal = person for whom such act is done

Express Appointment

Sec 140 of contract act; an agent may be authorized by oral or word

DOA - not to make any secret profit...**

Sec 168; if the principal knows abt the secret profit and consent to it, the Agent may keep it. It is no longer a secret profit Remedies if did not consent to it: 1) repudiate his contract = cancel 2) recover the amount of bribe (sec 169) 3) principal may refuse to pay the agent his commission or remuneration 4) dismissed his agent = fired 5) sue the agent and third party

Case - DOA (recover the amount of bribe)**

Tan Kiong Hwa v Andrew S.H Chong The plaintiff told his agent to sell his flat for 45k but the defendant(agent, managing director of the flat's comp) sold it for 54k. The difference of 9k was credited to the company.

Case- DOA (not to let his own interest conflict with his duty) *

Wong Mun Wai v Wong Tham Fatt and Anor The 1st defendant failed his duty as agent : 1) sold the plaintiff's half share of the land below the market price 2) failed to inform to principal that he sold it to his wife (2nd def) Held: breached his duty to act in good faith , he could also use his position to gain profit form the plaintiff's expense

Terminations of Agency

1) By agreement 2) by act of the parties 3) by operation of law

Creation of Agency

1) Express appointment 2) by Implied appointment 3) Appointment by Ratification 4) By Necessity 5) By Estoppel

Implied Appointment

1) Inferred when a person by His words or conduct holds out another person as having authority to act for him , Sec 140 2) husband and wife who lives together 3) partnership business

Conditions of Ratification

1) act or contract must be unauthorized 2) unauthorized contract must be one recognized by law 3) at tht time of contract , agent must expressly act as an agent for the principal 4) agent must have a principal who is in actual existence 5) principal must have contractual capacity at the time when contract is kade and the time of ratification 6) principal must have full knowledge of all material facts at the time of ratification 7) principal must ratify the whole contract, partial = whole 8) ratification must be within reasonable time 9)ratification must not injure a third party ( damage , terminate right)

Appointment by Ratification

1) an agent who was duly appointed has exceeded his authority 2) a person who has no authority to act for the principal and acted as if he has the authority

TOA- by agreement

1) if an agreement has a specific time period, it will end automatically when the period ends 2) agreement provided that it will be terminated upon the occurrence of a specified event

Duties of Agent (DOA)

1) obey principal's instructions ( Sec 164) 2) when absence of instructions, to act accordingly 3) to exercise care and diligence in carrying out his work and to use skill he possesses ( sec 165 ) 4) " agent is bound to render proper acc to his principal on demand" (sec 166) 5) pay to his principal all sums he received on his behalf (sec 171) 6) communicate with principal (sec 167) 7) not to let his own interest conflict with his duty (sec 168) 8) not to make any secret profit out of the performance of his duty 9) not to disclose confidential info tht was entrusted to him 10) not to delegate his authority

DOA- not to delegate his authority ( Maxim: delegatus non potest delagare)

1) principal approves the delegation of authority 2) presumes from the conduct of parties that the agent would have power to delegate 3) customs of trade or business permits delegations 4) nature of the agency is such that delegation of authority is necessary 5) in case of necessity of unforeseen emergency 6) the act to be done is purely ministerial or clerical

TOA- by operation of law

1) sec 154; by performance 2) expiration of fixed period/ implied ( expired) 3) death of either P or A (🔪‍♂️) 4) sec 151; subsequent insanity ( mereng) 5) sec 154; bankruptcy or insolvency 6) happening of event which renders the agency unlawful

TOA- by act of the parties ( exceptions)

1) sec 155; the agent himself is interested with the property 2) sec 157; authority has partly exercised by the agent 3) sec 161; notice of termination by the Principal is only effective when the agent and 3rd party knows about it

Duties of Principal ( DOP)

1) to pay the agent commission or the agreed remuneration ( if agent misconducts, he lose his right of remuneration, sec 173) 2) not to willfully prevent the agent from earning his commission ( principals should not employ 2nd agent) 3) to compensate and reimburse the agent

DOP - to compensate and reimburse the agent

1) when the agent had incurred loss on liabilities during performance of contract 2) when the agent causes injury to 3rd person or executing his authority 3) agent suffers from injury during his duty due to the principal's negligence ( agent loss his right to compensate when he acts beyond his duty or negligently

Case - DOA ( May refuse to pay his agent)**

Andrews v Ramsay and Co Plaintiff had promised to give £50 to his agent (defendant) as commission from selling the property. When the purchaser gave deposit of £100, the defendant kept £50 with the principal's consent. Later, the plaintiff had known that the defendant had received £20 from the purchaser. Plaintiff sued to claim the £20 and £50 commission. Held: the plaintiff could recover both sums

Case - Appointment by Ratification

Bolton and Partners Ltd v Lambert

Case - Implied Appointment

Chan Yin Tee v William Jacks & Co Yong had the authority to act for Chan, Chan was liable for Yong's act.

Qualifiaction

1) Principal= Sec 136, 18 y/o and above, sound mind 2) agent = Sec 137, anyone, not necessarily possess full contractual capacity, mouthpiece of principal

Conditions : by Necessity

1) Real and actual Emergency 2) agent was entrusted with principal's property 3) agent acted in good faith 4) impossible to get principal's instructions

Types of Authority

1. Actual Authority 2. Apparent Authority

Actual Authority

Authority expressly given by the principal to the agent ,writing/oral 1) all such power are proper and necessary to execute 2) the circumstances of the case 3) custom/ trade usage 4) the situation and contract

Case - Estoppel

Freeman and Lockyer v Buckhurst Park Properties A enter a contract on behalf of company without authority, the directors knew about it but did not tell T (3rd). Company is estopped from denying A's existence.

Case - Necessity ( agent was entrusted with principal's property)

Jebbara v Ottoman Bank

Effects of Contracts made by Agents

Table dekat dalam buku

Appointment by Necessity

a situation where a person may become the agent of another without having appointed ( Sec 142 Contract Act)

Appointment by Estoppel

If a person , by his word/ conduct makes a 3rd party to believe tht A is his agent when A is not, the 3rd party will rely on that info. That person will be estopped from denying the existence of A's authority ( Sec 190 )

Case - DOA ( to obey principal's instructions)

Turpin v Bilton The agent was instructed to get an insurance for the principal's vessel but the agent failed to do so. The vessel was lost and the principal had to bear the loss. Held: agent is liable

TOA - by acts of the parties

Unilateral revocation by the principal / unilateral renunciation by agent 1) sec 154; principal revokes or agent renounce ( either one) 2) sec 156; principal revokes before agent exercise his duty 3) sec 159; principal must give reasonable notice 4) sec 158; if agency is a fixed term, earlier termination , the agent is entitled to claim damages 5) sec 160; expressed or implied