Decision on the legal standing of a joint-stock company

Facts

This decision of the Swiss Federal Tribunal concerns the legal standing of a joint-stock company (A. SA) in a dispute with B. The cantonal court had authorized the company A. SA to be represented only by C., who has only a collective signature with two. A. SA appealed against this decision to the Federal Tribunal.

Considerations

The Federal Tribunal considered that the decision of the cantonal court, by only admitting one person to represent the company A. SA, deprived it of its right to designate the member of the board of directors, the director, the authorized signatory or the commercial agent with personal knowledge of the facts of the case to represent it in court. Such a decision is likely to cause irreparable harm to the company, as the question of whether other persons could have represented it can practically not be raised with the final decision.

Consequently, the Federal Tribunal upheld the appeal of A. SA and annulled the decision of the cantonal court.

The Federal Tribunal specified that the legal standing of a legal entity is the corollary in procedure of the exercise of its civil rights. The legal…