La doctrine o principle de Ultra Vires (a Latin expression that means "beyond the powers" o "outside the faculties") is a concept legal fundamental that applies to two major areas: the Law School Administrative/Public and the Law School Corporate/Private (especially in the arbitration).
Ultra Vires in the Law School Corporate y Private
In the field privateThis doctrine It applies to commercial companies (corporations, businesses).
Definition
It refers to the acts performed by a society that exceed the object social or the purposes expressly established in its statutes or record Constitutive. The society, through its administrators or representatives, acts outside its framework legal of existence
Historical Implications
Historically, the acts Ultra vires were considered null fully right, because it was understood that the capacity of the society It was rigidly limited by its statutes. If a company A company established to "manufacture shoes" decided to buy a football team without a statutory clause allowing it, the act rd Ultra vires and lacked validity.
Current Situation (Mitigation)
Today to date, the doctrine Ultra Vires has been mitigated or removed in the mayoria of modern legislation (as in the United States or many Latin American countries). This is because the nullity Such acts generated legal uncertainty for third parties who contracted with good faithThe laws usually state:
- Presumption de Capacity: It is presumed that a society has capacity to perform any act lawful for your object social.
- Liability Intern: Overstepping becomes a problem of responsibility intern of the administrators or managers in relation to the society and the shareholders, and not in a cause de nullity of the contract against third parties.
2. Ultra Vires in the Law School Administrative and Public
In the field public, the doctrine It applies to the actions of the authorities and the organs of State.
Definition
It refers to the situation in which a official or body public acts without having the competition legal or making a act no way beyond the faculties that give it the Constitution and the laws. In this context, the principle rector is the legality, which requires that officials may only do what they are expressly authorized to do.
Consequences
Un act administrative that is Ultra vires It is considered illegal (o unconstitutional) and, therefore, is susceptible to being canceled or declared null and void by the courts contentious-administrative. . The nullity of the act Ultra vires guarantees:
- Submission to the Act: That the power public always be sujeto to Constitution and law.
- Protection of Citizen: That the citizen not be affected by arbitrary decisions made by officials who encroach on other people's powers.
El Case of the Arbitration ( Visa Previously)
In the context of arbitration (which has a hybrid nature), the overreach of the competition of the Tribunal The arbitration process we discussed earlier is an application of principle Ultra Vires. It is considered that the award es Ultra vires because the Tribunal acts beyond the mandate conferred by the agreement arbitration of the parties.
In short, doctrine Ultra Vires It is a control mechanism used to ensure that any entity —be a company or organ de gobierno— act within the limits of power that have been conferred upon him legal or statutorily.
