Subsection 2: Capacity and representation

Where the representative’s power is defined in general terms, it covers only conservatory and administrative acts. Where the power is specially determined, the representative may only perform the acts for which he is authorised and those which are incidental thereto.

An act performed by a representative without authority or in excess of his authority is unenforceable against the principal, unless the contracting third party legitimately believed in the reality of the representative’s authority, in particular because of the principal’s conduct or statements. Where he was unaware that the act was performed by a representative without authority or beyond his powers, the contracting third party may invoke its nullity. Neither the…

Where the representative misuses his powers to the detriment of the principal, the latter may invoke the nullity of the act performed if the third party was aware of the misuse or could not have been unaware of it.

A third party who is in doubt as to the extent of the contractual representative’s authority in connection with an act which he is about to enter into may request the principal in writing to confirm, within a period which he shall specify and which must be reasonable, that the representative is authorised to enter into that act. The writing shall state that, in the absence of a reply within…

The establishment of legal or judicial representation divests the principal, for its duration, of the powers transferred to the representative. Conventional representation leaves the principal to exercise his rights.

The representative’s powers cease if he is incapacitated or disqualified.

In matters of representation of natural persons, a representative may not act on behalf of several parties to the contract in opposition of interests or contract on his own behalf with the principal. In these cases, the act performed is null and void unless authorised by law or ratified or authorised by the principal.