A commercial agent must not engage in any of the following conduct without the permission of the merchant:
conducting a transaction that is in the merchant's line of business for the benefit of the agent or a third party;
自己又は第三者のためにその商人の営業の部類に属する取引をすること。
becoming the director, executive officer, or executive managing member of a company that carries on the same kind of business as the merchant.
その商人の営業と同種の事業を行う会社の取締役、執行役又は業務を執行する社員となること。
If a commercial agent has engaged in the conduct set forth in item (i) of the preceding paragraph in violation of the provisions of that paragraph, the amount of profit that the agent or third party has earned as a result of the conduct is presumed to be the amount of damage that the merchant has incurred.
merchant
「商人」
A person who, in their own name, carries on commercial transactions (商行為) as a business.
Defined inArticle 4, paragraph (1)· applies throughout the law
commercial agent
「代理商」
A person, not an employee of the merchant (商人), who acts as agent or intermediary for a merchant in transactions belonging to that merchant's ordinary line of business.
Defined inArticle 27, paragraph (1)· applies only in this chapter
director
取締役
An officer of a stock company, elected by the shareholders meeting (Companies Act, Article 329, paragraph (1)). Every stock company has at least one (Article 326, paragraph (1)). Where there is no board of directors, the directors run the company's business unless the articles of incorporation say otherwise (Article 348, paragraph (1)), and each of them represents it unless the company has chosen representative directors (代表取締役) or others to do that (Article 349, paragraphs (1) and (3)). Where there is a board (取締役会, board of directors), the directors are its members, and the board decides the business and normally chooses the representative directors from among them (Article 362). The term normally runs to the annual shareholders meeting for the last business year ending within two years of election (Article 332, paragraph (1)).
Written by AI using Companies Act, Arts. 326, 329, 332, 348, 349, 362 as a reference.