Legal Consequences When Performing Work Outside The Scope Of Authorization

Legal Consequences When Performing Work Outside The Scope Of Authorization

Currently, the authorization mechanism in civil transactions is one of the useful tools that the law facilitates, allowing a subject to have the right to grant that right to another person to perform work on his or her behalf to achieve results. achieve the desired purpose through an authorization relationship. Authorization is relatively common, however, when implementing the scope of authorization in practice, many cases have resulted in legal risks for the authorizing party and the authorized party, the most common of which is may refer to cases where work is performed outside the scope of authorization. So what are the legal consequences when performing work outside the scope of authorization?

The article below from Apolo Lawyers Law Firm will help customers answer this issue. Please contact Hotline 0903.419.479 to receive the best support from Apolo Lawyers Law Firm.

1. What is an authorization contract?

Pursuant to Article 562 of the 2015 Civil Code: "A delegation contract is an agreement between the parties, according to which the authorized party has the obligation to perform work on behalf of the authorizing party, and the authorizing party only has to pay remuneration." if there is an agreement or the law so stipulates.

In principle, the authorized person must have civil legal capacity and civil act capacity appropriate to the established civil transaction. A person from fifteen to eighteen years old may be an authorized representative, except in cases where the law stipulates that civil transactions must be established and performed by a person eighteen years of age or older.

Civil transactions established and performed by an authorized person with a third person in accordance with the scope of authorization give rise to rights and obligations for the authorizer.

Legal consequences when performing work outside the scope of authorization

2. What is the scope of authorization?

The scope of authorization is the limit of representation that the authorized person is allowed to establish and perform transactions on behalf of the principal. The scope of authorization is determined according to the content of the authorization.

The content of authorization depends largely on the will of the authorizing party. If the will of the authorizing party is clearly determined, the performance of the authorized partys work will also be more convenient and if the third party knows Having the scope of authorization will also make it easier to understand and control your own behavior as well as that of the authorizing party, helping both parties ensure benefits to the maximum. On the contrary, if the scope of authorization is expressed in a general and unclear way, it will make it difficult for the authorized party to determine the limits of the authorized work.

In principle, the authorized person is only allowed to perform work within the scope assigned by the principal. When perform work that is not specified in the authorization contract, the authorizing party is not bound by these obligations. acts that the authorized party performs under certain circumstances.

3. Legal consequences when performing work outside the scope of authorization

Comparing with the provisions in Article 143 of the 2015 Civil Code, the legal consequences of civil transactions established and performed by the authorizing person beyond the scope of authorization are prescribed as follows:

(i) Civil transactions established and performed by an authorized person beyond the scope of authorization do not give rise to the rights and obligations of the authorizer with respect to the portion of the transaction performed beyond the scope of authorization. except one of the following cases:

+ Authorized person agrees;

+ The authorizer knows but does not object within a reasonable period of time;

+ The authorizing person is at fault, leading to the person who made the transaction not knowing or not being able to know that the person who established and performed the civil transaction with him or her exceeded the scope of authorization.

Legal consequences when performing work outside the scope of authorization

(ii) In case a civil transaction is established and performed by an authorized person and does not give rise to the rights and obligations of the authorizer for the portion of the transaction established and performed beyond the scope of authorization, the person The authorized person must perform his/her obligations to the person who has transacted with him/her regarding the transaction exceeding the scope of authorization, except in cases where the person who has transacted knows or should have known about the exceeding the scope of authorization and still transacts. .

(iii) The person who has transacted with the authorized person has the right to unilaterally terminate or cancel the civil transaction for the portion exceeding the scope of authorization or the entire civil transaction and request compensation for damages. , except in cases where that person knows or should know about the violation of authorization but still transacts or in the prescribed cases stated in item (i).

(iv) In case the Authorized Person and the person transacting with the Authorized Person intentionally establish and perform civil transactions beyond the scope of authorization and cause damage to the Authorizing Person, shall be jointly liable. damages.

4. Lawyers provide legal advice related to performing work outside the scope of authorization

Nowadays, especially in corporate governance, businesses usually authorize deputy directors or department heads, etc. to perform certain tasks or have the right to sign contracts with partners within price limits. fixed contract value. However, it is difficult for partners/third parties unable to grasp and know the scope of authorization leads to the fact that when a dispute occurs, businesses often have the mentality of pushing and avoiding responsibility.

Legal consequences when performing work outside the scope of authorizatiom

With experience and thorough professional training, the Lawyer will base on your specific situation to give reasonable advice when you fall into one of the topics related to performing work outside the scope of work. For authorization, Apolo Lawyers Law Firm provides a number of related legal activities as follows:

• Legal advice on authorization contracts.

• Support customers in drafting authorization contracts.

• Consulting and resolving civil and commercial transaction disputes related to acts exceeding the scope of authorization.

• Participate in negotiation, negotiation, and mediation when disputes arise;

• Appoint a lawyer to participate in the proceedings in case the case has been sued in Court/Arbitration.

If you have difficulties or questions about the legal consequences of performing work outside the scope of authorization. As with other issues, please contact Apolo Lawyers Law Firm via email contact@apolo.com.vn or Hotline - 0903.419.479 for the best advice and support.

We always provide professional legal services with outstanding quality. We keep customer information absolutely confidential. And the important thing that brings success is that we always give our customers peace of mind and maximum benefits in each case.