BA Outline
AGENCY
1) Agency
a. Basics
i. Definitions etc.
1. manifestion of desire for agent to act on principal’s behalf
2. one person working for another with one in a subservient role
3. Agent
a. Acts under principles control
4. Principle
a. controls
ii. Common law
1. Rest §1
a. Agency is the fiduciary relation which results from manifestation of consent by one person to another that the other shall act on his behalf and subject to his control, and consent by the other so to act.
b. Creation
i. Two/three ingredients
1. manifestation of desire for agent to act on principals behalf
2. control by principal
3. consent by agent
ii. Magic words
1. none required
iii. Why this matters
1. can enter into an agency relationship without meaning to
2. Fiduciary problems
3. Remember:
a. When people form a business organization, whether intentionally or inadvertently, they subject themselves to the rules governing that entity
b. Ties yourself to a particular set of rules and laws, and principles
iv. Basile
1. H&R block would take a cut of rapid returns.
2. Problem was that the work they did for the people possibly created an agency and the agent had a fiduciary duty of loyalty, and the problem was that the cut REALLY belonged to Basile
a. At the point of doing the work h&r cannot act in self interest but only as the principle
3. Ultimately they were not agents, though the dissent said they were
v. What is control
c. Duty
i. Basics
1. the main duty in an agency relationship: fiduciary duty
2. particularly important prong of fiduciary duty in the agency context
ii. Fact that the agen acts on the principal’s behalf
iii. Three theoretical justifications for authority
1. Control
2. Benefit
3. Consent
ii. Two major kinds of authority:
1. Actual
a. Manifestion by a principal, consenting for the agent to act on the principals behalf (Rest §3.01
i. two types
1. express
a. something specifically said
2. implied
a. everything needed to be done to do the expressed job. (rest §§26, 35)
2. Apparent Authority
a. Requirements
