Facts
In this case, X. and [Y.] jointly founded a limited liability company called "Z. Sàrl" to carry out a real estate development project. Serious disagreements arose between the two managing partners, preventing them from holding the company's general meeting. [Y.] then filed a request with the President of the Civil Court of the District of East Vaud, concluding with the appointment of a commissioner for the company. X. opposed this request and filed a counterclaim for the dissolution of the company.
The President of the Civil Court granted Y.'s request and appointed a commissioner for the company. X. appealed against this judgment, but his appeal was directed only against [Y.] and not against the company "Z. Sàrl" itself.
Considerations
The Federal Tribunal dismissed X.'s appeal on the grounds that the company "Z. Sàrl" had passive legitimacy, both for the main action seeking the appointment of a commissioner and for the counterclaim seeking the dissolution of the company. However, since X. did not direct his appeal against the company, the judge could not rule on these claims without violating the company's right to be heard.
Accor…