Research On The Representation Of The Legal Representative Of The Company

For a long time,the representation of the legal representative has occupied an important position both in the theoretical field and the judicial practice.This problem mainly includes three aspects.First,the connotation of the legal representative's right to represent;Second,the legal representative implements civil activities in the name of a legal person,and the consequence of the behavior belongs to the issue;Third,the limitation of legal representative's right to represent and its validity.Because the above problems have not yet been solved so far,there is a situation in which the judicial organs in practice have chaotic laws.Based on the influence of the "factory manager responsibility system",the public generally believes that the legal representative's representative power has multiple functions and can represent legal persons to engage in various behaviors.This concept has been widely accepted by our country's real society.However,the theoretical community However,there are different understandings and propositions.Some scholars believe that the legal representative's representative behavior is one of the acting behaviors.The representative behavior is the legal representative's legal behavior in the legal person's name,so as to produce the question of validity and attribution of the representative behavior.In fact,from a legislative point of view,the power to engage in civil activities in the name of a legal person clearly implies factual behavior;In terms of judicial practice,the judge also understands the right to represent as the right to represent legal persons to engage in legal acts and deeds.From the perspective of civil society's understanding of the legal representative's right to represent,representation is an all-encompassing right.Therefore,representation is not only the expression of legal agency,it also has richer connotations.The power of representation is inextricably linked with authority,which includes both the power of decision,the right to execute,and the right to statutory power.It is a trinity of power.Therefore,there is a certain gap between theory and practice.Trinity theory is proposed to try to reconcile the theory with practice.The core is to cancel the absolute equivalence relationship between representatives and agents,and to enrich the representation rights according to China's practice.The connotation makes it possible to include not only legal acts in the name of legal persons,but also factual actions in the name of legal persons,emphasizing the indivisibility of representation rights and powers,and reestablishing the basic theory of representation of legal representatives.Only in this way can the theory be There is a harmony between reality.Based on this reconciliation,all disputes have become the application of the attribution rules,which should be divided into contractual acts and non-contractual acts.When legal representatives perform contractual acts in the name of legal persons,Article 50 of the "Contract Law" shall apply.When the legal representative acts in the name of a legal person to perform anything other than a contract,the principle of the application of Article 26,paragraph 2,of the General Principles of the Civil Law applies.The exception to this is paragraph 3.The core issue of applying these provisions lies in clarifying the restrictions on representation rights and their effectiveness.By clearly identifying the source of the obligation,the obligation of examination of the counterparty of the transaction is determined so that the problem of chaotic legal application in judicial practice can be solved and finally maintained.Social order security and stability.