Cyprus - Andreas Neocleous & Co

CYPRUS
CYP/15
In Ioannis Patsalides v Georghios Th. Takkas, 22 Artemis DJ said:
The obligation of the principal to pay remuneration (commission) to the agent
exists only where it has been created by an express or implied agreement and
such obligation arises mainly where the agent has earned it.
An agent is entitled, from the sums received on account of the principal, to
retain any remuneration due to him for acting as agent, as well as advances he
has made or expenses incurred by him in conducting the agency business.
Subject to these deductions, the agent must pay to his principal all sums received
on account. 23
As previously stated, when there is an express contract providing for the
remuneration of the agent, the amount of remuneration and conditions under
which it becomes payable must be ascertained from the terms of the contract. In
the absence of any special contract (which includes a contract arising by
implication from custom or usage), payment for the performance of any act is
not due to the agent until the completion of the act.
However, an agent may hold back moneys received by him on account of goods
sold, even though the whole of the goods consigned to him for sale may not
have been sold, or the sale may not be actually complete. Further, an agent is
entitled to retain goods, papers and other property, whether movable or
immovable, of the principal until the amounts due to him for commission,
disbursements and services have been paid or accounted for. 24
If services are rendered by the agent not pursuant to a contract, but the principal
with full knowledge freely accepted them, the courts may award a reasonable
sum to the agent as remuneration on a quantum meruit basis. 25
If an agent is guilty of misconduct in the business of the agency, he is not
entitled to any remuneration with respect to delinquent business. In Socrates
Eliades v Pantelis Petrides, the court stated that:
A principal is entitled to have an honest agent and it is only the honest agent
who is entitled to any commission; if an agent directly or indirectly colludes
with the other side and so acts in opposition to the interest of his principal, he is
not entitled to any commission.
Part III of the Regulation of Relations Law reflects the above principles and
provides that, in the absence of an agreement between the contracting parties in
relation to the amount of the remuneration, the commercial agent is entitled to a
remuneration according to the trade customs which prevail in the place where he
carries on his business. In the absence of such trade customs, the commercial
agent is entitled to a reasonable remuneration, taking into consideration all the
material facts of the commercial transaction. 26
22 Ioannis Patsalides v Georghos Th Takkas, 1974.
23 Contract Law, Cap 149, ss 177–178.
24 Contract Law, Cap 149, ss 179–181.
25 Tsamkoshoglou Trading Company v Cytechno Limited (1974) 11 JSC 1124.
26 Law Number 51(I) of 1992, s 5.
(Release 2 – 2013)