Civil Code: Authorized Representation - 4

 
(These clauses are selected from The Civil Code of the People’s Republic of China translated and authored by Steve Li and Robert Zhang, international arbitration lawyers registered in Shanghai, China, and published by Kindle Unlimited. No reproduction is allowed unless authorized by the authors.)
 
Article 171 No business conducted in the name of the principal by a person without or beyond authorization or whose authorization has been terminated shall be binding on the principal unless the business is ratified by the principal.
 
The counterparty may, by notice, demand ratification by the principal within 30 days of the date of the receipt of the notice. The principal's failure to respond shall be deemed its refusal to ratify. A bona fide counterparty may revoke such business by a written notice before it is ratified.
 
Where any business conducted in the name of the principal by a person is not ratified, the bona fide counterparty may file a claim against the person or hold the person liable for compensation for the damage to or loss of the bona fide counterparty arising therefrom; provided, however, that the compensation shall not be more than the benefits which might have been obtained by the counterparty had the business been ratified by the principal.
 
Where the counterparty knew or had reason to know that the person conducting the business was unauthorized, the counterparty and the person shall be held liable accordingly in proportion to their respective faults.