What Skills Do I Need as a Legal Representative?

The capacity of a legal person for civil conduct refers to the qualification of a legal person to conduct civil activities independently, acquire rights and assume obligations under his own will. The legal capacity of a legal person is different from that of a natural person. It is consistent with the capacity of civil rights in terms of time. It began with the establishment of the legal person, finally disappeared, and persisted during the existence of the legal person. The legal capacity of a legal person is consistent with its capacity for civil rights. The scope of a legal person's ability to acquire rights and assume obligations through its own conduct must not exceed the limits defined by its rights and capabilities. The capacity for civil conduct of legal persons is realized through the organs of legal persons. The organ is a component of a legal person. The civil juristic acts performed by the organ to the outside of the legal person are the acts of the legal person itself. The legal person actually acquires rights and assumes obligations through its organ. Legal persons sometimes conduct civil activities through agents. The agent shall, in accordance with the legal person's entrustment, conduct civil legal acts with a third person in the name of a legal person, thereby realizing the legal capacity of the legal person. ^[1]

Civil capacity

The capacity of a legal person for civil conduct refers to the qualification of a legal person to conduct civil activities independently, acquire rights and assume obligations under his own will. The legal capacity of a legal person is different from that of a natural person. It is consistent with the capacity of civil rights in terms of time. It began with the establishment of the legal person and finally disappeared. The legal capacity of a legal person is consistent with its capacity for civil rights. The scope of a legal person's ability to acquire rights and assume obligations through its own conduct must not exceed the limits defined by its rights and capabilities. The capacity for civil conduct of legal persons is realized through the organs of legal persons. The organ is a component of a legal person. The civil juristic acts performed by the organ to the outside of the legal person are the acts of the legal person itself. The legal person actually acquires rights and assumes obligations through its organ. Legal persons sometimes conduct civil activities through agents. The agent shall, in accordance with the legal person's entrustment, conduct civil legal acts with a third person in the name of a legal person, thereby realizing the legal capacity of the legal person. ^[1]

(1) The beginning and end are consistent. Unlike a natural person, the capacity for civil conduct of a legal person is generated and eliminated simultaneously with its capacity for civil rights, and the beginning and end periods of the two are completely the same. However, natural persons acquire restricted or full capacity as they reach a certain age as required by law. Natural persons not only die of their capacity due to death, but also lose part or full capacity due to their mental illness.

(2) The scope is different. The capacity for civil conduct of a legal person is a full capacity for civil conduct, so its scope is always consistent with the scope of capacity for civil rights. For natural persons, the scope of the incapacitated person or the person with limited civil capacity is inconsistent.

(3) The realization of civil legal capacity is different. A legal person's independent participation in civil activities and the implementation of civil legal acts are carried out by representative offices. The so-called representative organization is an organization that expresses its intention on behalf of a legal person. In an enterprise legal person, the legal representative of the representative organization. The legal representative must be a natural person with full capacity for civil conduct. When a civil legal act is carried out in the name of a legal person, the legal representative's intention is the legal person's intention, not the legal representative's personal intention. Therefore, the legal person shall bear the effect expressed by the legal representative. The capacity of a natural person to act is not necessarily the same as that of their rights. The inconsistency is resolved by the legal establishment of a guardian or agent.

A legal person not only enjoys the benefits brought by participating in civil activities, but also as an independent civil liability bearer, but also bears the liabilities arising therefrom.

1. The legal person shall be responsible for the acts of the legal representative. Article 43 of the General Principles of Civil Law stipulates that an enterprise legal person shall bear civil liability for the business activities of its legal representative and other staff members. By reason, the acts of the legal representative of a non-corporate legal person should also be undertaken by the legal person represented. The legal person's responsibilities to the legal representative include responsibilities for acts beyond his authority. Article 50 of the Contract Law stipulates that a contract entered into by a legal person or legal representative of a legal person or other organization that exceeds its authority shall be effective unless the counterparty knows or should know that it has exceeded its authority.

2. Legal persons are responsible for the duties of the staff members. The so-called job behavior is a civil act performed by a legal person's staff during the performance of their duties. It is impossible for a legal person to participate in civil activities only by the legal representative, and many tasks need to be performed by other staff. Therefore, a legal person is not only responsible for the actions of the legal representative, but also for the actions of other staff members in performing the tasks assigned by the legal person, including civil liability for torts.

3 Legal persons shall be liable for illegal activities. Article 49 of the General Principles of the Civil Law stipulates that corporate legal persons shall be responsible for the following six types of illegal activities: those who engage in illegal business beyond the business scope approved by the registration authority; those who conceal the real situation from the registration authority or taxation authority and falsify them; withdraw funds, hide property and escape Those who are in debt; those who dispose of the property without authorization after being dissolved, cancelled or declared bankrupt; fail to apply for registration and announcement in a timely manner upon change or termination, causing significant losses to the interested parties; engaging in other activities prohibited by law, harming national interests or Of public interest.