Commercial analysis: The Court of Appeal held that it was neither necessary nor desirable to find a fiduciary duty in order to grant civil remedies for the payment of a bribe or secret commission. All that was required was to ask whether the recipient of the payment had been under a duty to provide advice or information on an impartial or disinterested basis. If so, both payer and payee of an undisclosed commission would be liable to all applicable civil remedies. The Court of Appeal also held that the relationships in the instant cases were fiduciary, and that the payments were fully secret commissions and not half secret commissions as alleged. Written by Charles Joseph, barrister at Tanfield Chambers.

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A person acting on behalf of an entity or person, not acquiring personal liability themselves.

1. A general term for a person appointed to act on behalf of a principle entity or person. An agent has the power to enter into contracts on behalf of the principal. 2. The person (usually one of the lenders) that administers the facilities in a syndicate loan and acts as a channel of communication between the borrower and the syndicate.

HMRC has published Issue 141 of the Agent Update, providing a round-up of updates and reminders for tax practitioners.

This Practice Note deals with the relationships arising between principals, agents and third parties with whom the agent deals on the principal’s behalf. It considers the principal’s liability for its agent, agent’s authority including remedies for breach of authority, fraud and misrepresentation, and the notions of disclosed and undisclosed principal. Principal’s liability for acts of agent A principal is normally liable for all acts of an agent within the agent’s authority, whether responsibility arises in contract or in tort. Authority means the agent’s actual, apparent (ostensible) or usual (customary) authority. For more information, see Practice Notes: Scope and authority of the agent and Forming enforceable contracts—agent's authority to contract. An agent’s authority is conferred by its principal and it is important to note at the outset that the ability to bind a principal in contract is not necessarily determinative of an agency relationship. Indeed, in many instances, an agent will not have the right to bind its principal and this is only one of many restrictions that a principal may apply to an agent’s authority.

Commercial analysis: On 9 March 2026, the Competition & Markets Authority (CMA) published guidance titled ‘Complying with consumer law when using AI agents’, alongside research entitled ‘Agentic AI and consumers’, explaining how existing consumer protection law applies to increasingly autonomous AI systems and how businesses can use agentic AI while remaining compliant. The publications examine the shift from AI tools where consumers are responsible for decision-making to agentic systems capable of acting on a consumer’s behalf. While the CMA recognises potential benefits such as convenience and improved decision-making, it also identifies risks including manipulation through dark patterns, system errors, consumer over-reliance, algorithmic coordination between businesses, platform lock-in, and heightened data protection concerns. Businesses remain fully accountable for outcomes generated by AI systems - automation does not reduce obligations under consumer law and competition law. The CMA emphasises transparency, human oversight, and robust governance as essential to building consumer trust and demonstrating compliance. It also encourages businesses to embed consumer protection principles in system design, maintain monitoring and audit processes, clearly disclose when AI is used, and enable interoperability to reduce switching barriers. Written by Ann Maree Blake, legal director at Quastels LLP.

An agent is a person who performs services for or on behalf of a commercial organisation. The use of agents will principally create risk under section 7 of the Bribery Act 2010 (BA 2010) (failure of a company to prevent bribery). See Failure to prevent bribery—the offence. Commercial organisations are: • bodies incorporated under the law of any part of the UK that carry on a business anywhere • any other bodies corporate that carry on a business or part of a business in any part of the UK • partnerships formed in the UK that carry on a business anywhere, or • partnerships formed anywhere that carry on a business or part of a business in the UK Business includes a trade or profession. How an agent may put a commercial organisation at risk An agent is a person who performs services for or on behalf of a commercial organisation. Agents are therefore associated persons within the meaning of BA 2010. Whether a person is an agent is to be determined

The managing agent in this case is the agent of the landlord even if the fees charged by the agent are recoverable from the tenants as part of the service charge in accordance with the terms of their leases. The question suggests that there is a written contract between land and agent. Consequently, the outcome in the situation described is subject to any express terms in any such contract. The agent will owe a duty of care

Commercial analysis: Article 7(1) of Council Directive 86/653/EEC provides: ‘A commercial agent shall be entitled to commission on commercial transactions concluded during the period covered by the agency contract: (a) where the transaction has been concluded as a result of his action; or (b) where the transaction is concluded with a third party whom he has previously acquired as a customer for transactions of the same kind’. Advocate General (AG) Ćapeta considered that Article 7(1)(b) is a non-mandatory rule. It 'serve[s] as an aid in drafting the contract, indicating possible solutions as to how the parties may resolve certain issues' and 'offer[s] the parties a list of choices while not precluding others'. Consequently, the parties may choose whether to include, exclude or modify the right under Article 7(1)(b) of Council Directive 86/653/EEC. In due course, the Court of Justice will hand down its judgment in this case. This will have implications for the negotiation and interpretation of agency contracts. Written by Fiona Petersen, barrister at Twenty Essex.

Damages assessed to compensate a claimant for the additional distress or injury to feelings arising from the manner in which the defendant committed the wrong against him.