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Commerce Act 1986

Enforcement, remedies, and appeals - Injunctions generally

90: Conduct by employees, agents, and others

You could also call this:

"When company staff do something wrong on purpose, the company can be blamed too."

Illustration for Commerce Act 1986

When a company does something wrong, you need to figure out if they meant to do it. If someone who works for the company, like a director or employee, knew what they were doing or wanted to do it, that can be enough to say the company did it on purpose. The person who works for the company must have been doing their job when they did the wrong thing.

If someone does something wrong while working for a company, you can say the company did it too. This is true if the person was doing what their boss told them to do, or if they were doing their job. It is also true if someone was helping the company and the company agreed with what they were doing.

When a person does something wrong, you can say they did it on purpose if someone who works for them knew what they were doing. This is true if the person who works for them was doing their job when they did the wrong thing. You can also say a person did something wrong if someone else did it for them, and they agreed with it or told them to do it.

The law looks at what people know, want, or believe when they do something. It also looks at why they wanted to do it. This applies to people in New Zealand and people in other countries. You can find more information about this law by looking at the Commerce (Cartels and Other Matters) Amendment Act 2017.

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM89496.

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Part 6Enforcement, remedies, and appeals
Injunctions generally

90Conduct by employees, agents, and others

  1. In proceedings under this Part in respect of conduct engaged in by a person other than an individual (person A), if it is necessary to establish the state of mind of person A it is sufficient to show that a director, employee, or agent of person A, acting within the scope of the director’s, employee’s, or agent’s actual or apparent authority, had that state of mind.

  2. Conduct by a person (person B) is deemed for the purposes of this Act also to be the conduct of a person other than an individual (person A) if, at the time of the conduct,—

  3. person B was a director, employee, or agent of person A, acting within the scope of person B’s actual or apparent authority; or
    1. person B was a person who was acting on the direction, or with the consent or agreement (express or implied), of a director, employee, or agent of person A who was acting within the scope of the director’s, employee’s, or agent’s actual or apparent authority.

      1. In civil proceedings under this Part in respect of conduct engaged in by an individual (person C), if it is necessary to establish the state of mind of person C it is sufficient to show that an employee or agent of person C, acting within the scope of the employee’s or agent’s actual or apparent authority, had that state of mind.

      2. In civil proceedings under this Part, conduct by a person (person B) is deemed for the purposes of this Act also to be the conduct of an individual (person C) if, at the time of the conduct,—

      3. person B was acting at the direction, or with the consent or agreement (express or implied), of person C; or
        1. person B was an employee or agent of person C and acting within the scope of person B’s actual or apparent authority; or
          1. person B was a person who was acting on the direction, or with the consent or agreement (express or implied), of an employee or agent of person C who was acting within the scope of the employee’s or agent’s actual or apparent authority.

            1. A reference in this section to the state of mind of a person includes a reference to—

            2. the knowledge, intention, opinion, belief, or purpose of the person and the person's reasons for that intention, opinion, belief, or purpose; and
              1. the state of mind of a person outside New Zealand.

                Notes
                • Section 90: replaced, on , by section 27 of the Commerce (Cartels and Other Matters) Amendment Act 2017 (2017 No 40).