The Effect Of Legal Representative's Overstepping His Authority--from The Perspective Of Article 50 Of The Contract Law

With the development of the economy and society,the validity determination of the legal representative's act of overstepping his authority has become an urgent problem,which is related to the vital interests of the legal entity in the economic society.Although the provisions of the laws more about this problem,but did not give full play to the role in practice,the article 16 of law of the nature of the specification does not clearly lead to decided chaos,except in the case of article 50 of the law of contract to understand the lack of uniform standards,and rules about the effect is not comprehensive,still appear different connection with the given situation.In addition,after the validity of the act of the legal representative exceeding his/her authority,there are also differences in the responsibility of the legal representative.There is no definite direction as to whether the legal representative should be delegated or directly negated.The emergence of these problems reflect the legal representative of the unauthorized representative behavior effectiveness of complicated problems,the legal representative of the foreign representative behavior has particularity,solve the problem of its effectiveness need to distinguish between two steps,first of all,the legal representative shall be determined the effectiveness of the ultra vires ascription problem,namely the effect of the behavior of the legal representative can constraints as a legal person,legal person whether to need to responsible for all behavior of legal representative,this is responsibility;Secondly,the validity of the transaction needs to be solved,which is manifested in the validity of the contract and whether the contract is valid or not,which needs to be solved in accordance with the contract law and security law.Article 50 of the law of contract stipulates clearly the effectiveness of the legal representative on behalf of over-rides behavior,one of the representative behavior effectively i.e.refers to a legal person,the on behalf of the effectiveness of the actions belong to article 16 of law is the legal representative on behalf of the rights of the legal restrictions,because of legal restrictions,the review of relative person and the legal representative deal way and scope,the legal person for general and special trade or guarantee based on the existence of legal restrictions,when the other party to bear the duty of care is different,the allocation of burden of proof is different also,not all think that in any case the burden of proof in the other party.When applying article 50 of the contract law,we should pay attention to judge whether the relative party transacts due to the act of the legal representative,and whether there is a causal relationship between the two.The improvement of the legal representative unauthorized representative problems need to be clear about the liability of the legal representative,a unified standard of practice,the other party in good faith,at the same time through certain rights intervention affect the effectiveness of the unauthorized representative behavior,make the problem more accord with the demand of the society,the legal representative unauthorized representative behavior problems about the development of society and economy,which guarantees problem is closely related to the modern economic development,the effectiveness of the solution of ultra vires problem is crucial.