Ostensible authority
“What they eye don’t see, the chef gets away with.”
- ---- Terry, the head cook at Fawlty Towers
So when your counterparty - a legal fiction, after all, a conceptualised bunch of papers filed at Companies House - signs your carefully crafted contract, it — for it is an it — signs through the agency of an individual: perhaps an employee, a director or someone operating under a power of attorney.
How can one be sure that a person who says they have such an authority really has it?
How indeed.
Possible agency scenarios
Here are the possible “undisclosed agency” scenarios at the time of contract:
- Fully disclosed agency: Principal has appointed agent, agent has disclosed agency, agent has disclosed principal.
- Undisclosed principal: Principal has appointed agent, agent has disclosed agency, agent has not disclosed principal.
- Undisclosed agency: Principal has appointed agent, agent has not disclosed agency, agent has not disclosed principal.
- Full principal: Principal has not appointed agent, agent has not disclosed agency, agent has not disclosed principal. (i.e., a fellow who claims ex post facto to have been an agent is better known as a “liar”).