Sales of Good Act 1930

I. INTRODUCTION

Agency deals with situations in which one person -- the principal-- uses another person -- the agent-- to act on his behalf. Sometimes the acts of the agent are attributed legally to the principal, sometimes not. Delineating the conditions under which each is true are what make up the law of agency. The importance of agency in the common law is shown by its being the subject in 1933 of the second (after Contracts) of the American Law Institute's series of Restatements. Clearly, agency is central to business dealings. No owner of a business can do everything himself; he must delegate some things to agents, and this is true not only of large corporations but of sole proprietorships that have employees who work for the owner. In partnerships, the partners act as each other’s agents. And in corporations, the shareholders are completely unable to act on their own behalf; they delegate authority to a board of directors, who in turn delegate authority to the officers of the corporation. Indeed, agency is one of the main themes of corporate law, and a standard introductory section of its textbooks. Agency is often taught in conjunction with Corporations and Partnership, but it runs through all the major areas of law. In torts, it enters via vicarious liability; in contracts, via the validity of contracts made by agents; in criminal law, via conspiracy.

Agency law has nonetheless been neglected in legal research. The problem is perhaps that it no longer is taught as a separate law school course, but rather is tucked away in odd corners of tort, procedure, contract, and business organization, so being important to all, it is the focus of none. Hence lawyers in general do not think of it as an independent subject of study and law professors, who write most law review articles, do not come to it naturally through their teaching responsibilities. Nowadays, no law school hires a professor to fill an “agency slot”, even if...