The figure and role of the legal representative differ according to the structure of the company: «Pro tempore legal representative» is an expression that is often encountered: what does it mean? Pro tempore is a Latin expression meaning «temporary». The pro tempore legal representative is therefore none other than the current legal representative. In practice, we would like to emphasize with this expression that the function is not definitively exercised: the legal representative will be until there is a dismissal of his function or a new appointment by the represented social group (company, co-ownership, etc.). Managing partner and legal representative are not the same: while the first issue deals with the management of the company, the task of the legal representative is exclusively to express the will of the partners outside the company. Representation is a power closely linked to the relationship with third parties, i.e. to realities outside the structure of the company. There are two types of partners in the limited partnership: limited partners and general partners. These are reserved only for the management of the company. Sponsors, on the other hand, are limited to funding the team and making profits (or losses) as part of their participation. In this case too, legal representation is the responsibility of the managers, i.e. the personally liable partners. Of course, by mutual agreement, the members can agree otherwise, by entrusting legal representation to a single entity. In the event that none of the shareholders owns more than 25% of the shares, the number of owners of the person whose shares can influence business decisions is identified.
In any case, the owner does not have the power to manage or represent the company, unless otherwise provided in the articles or articles. Business corporations, as we know, have their own board of directors (c.d.a.) that manages all corporate affairs. However, management, as we have seen, is different from representation: while the first concerns the internal management of the company, the second is the power to express the will of the shareholders and thus deliver the name of the team to third parties. As a rule, the statutes determine which person also assumes the role of legal representative. If nothing is specified, the legal representative is the Chairman of the Board of Directors. With regard to persons who are unable to take care of their own interests (we are talking mainly about minors and disqualified), the law assigns legal representation directly to parents or guardians. In this way, the general interest in the protection of the incapable person is safeguarded and, obviously, the interest of the incapable person himself. Often, the legal representative of a company, especially in partnerships, agrees with the business owner, but these are two very different roles within a business structure. The legal representative of the company is the one who expresses the will of all shareholders to the outside world. For example, by signing a certificate, he commits the entire team to the company. Often, the legal representative agrees with the manager, but representation and administration are two different concepts: while administration concerns the internal management of the company, representation concerns relations with third parties outside the team (the representative expresses the will of the shareholders outside). The legal representative of a company is the one who expresses the will of all the partners.
For example, the legal representative has the authority to sign and can speak on behalf of the corporation, but is not necessarily the director of the corporation. REASONS FOR THE DECISION 1. By her first plea, the applicant alleges the absence and/or inadequacy of reasons on essential points, referring to Article 645 of the CCP, § 2 and art. 647 C.C.P., arguing that the Court of Appeal relied indiscriminately on the indications of the jurisprudence on legitimacy, without taking into account the facilitation expressed in the appeal file, according to which, in order to shorten the time limits granted to the opposing creditor, a conscious expression of the will of the opposing party was required to avail itself of the possibility provided for by law or expressly formulated or derived from conclusive elements. do. In the present case, the fact that the time limit for appearance was only seven days less than at least and that the appearance took place on the ninth day had not been properly assessed, which was to lead to a mere clerical error in the calculation of the time limit for appearance. To regard the error as irrelevant would introduce an irrebuttable presumption of the opponent`s exercise of the right to shorten the statutory time limits and to transform that right into an obligation. In addition, where a period shorter than the legal provision is granted, the provision on the extension of the summons (Article 164 of the Code of Civil Procedure) must also be applied in the judgment on opposition to a provisional injunction, which constitutes an ordinary judgment, since the reference to the speciality of the rite is not sufficient to justify the imposition of a penalty. such as inadmissibility.
The second plea, alleging violation or misapplication of Article 645 of the C.C.P., § 2, with reference to Article 647 of the C.C.P., alleges that the judgment of opposition, as provided for in Article 645 of the C.C.P. the discipline of ordinary procedure must apply, and consequently, in the case of legal formation, not omitted, but only delayed, the procedural sanction of inadmissibility would not be justified, solely for the judgment of appeal by article 348 C.C.P., amended by Act No. 348 C.C.P., as amended by Act No. 348 C.C.P., as amended by Act No. 348 C.C.P., as amended by Act No. 348 C.C.P., as amended by Act No. 348 C.C.P., 353 of 1990. He also denounces the inconsistency of considering art inapplicable to the specialty of the rite.
164 C.C.P. with simultaneous application of the provisions of the statutes. 165 and 163 to C.C.P. By his third plea, the applicant alleges incorrect or incorrect application of Article 645 of the CCP, § 2, since it would not be correct to apply Article 165 where the court has authorised the reduction of the minimum time limit for appearance, where the reduction of the time limit for appearance is based on a simple decision of one of the parties. 2. The grounds put forward by the applicant, some of which are set out and developed in the interim order of the First Civil Chamber, are not such as to justify a permanent change in the Court`s orientation, even though, as will be explained below, clarification is necessary. Apart from a single earlier date, on the contrary, remained absolutely isolated (Cass. 10 January 1955 n.
8), the Court has always held that, if the opposing party has availed itself of the possibility of indicating a time limit for appearance shorter than the normal time limit, the time limit for appearance is automatically reduced to five days from the date of service of the summons to appear, which corresponds to half the time limit provided for by the ordinary constitution (principle affirmed, to the power of art. 645, as amended by Presidential Decree No. 597 of 1950, art. 13 starting with Cass. October 12, 1955, No. 3053 and then constantly followed; finally, see Cass. Nos. 3355/1987, 2460/1995, 3316 and 12044/1998, 18942/2006).
More recently, in the context of this approach, it has been clarified that the shortening of the time limit for the opposing party follows automatically from the objective circumstance that the opposite is granted to a shorter period for appearance than the usual time-limit, being irrelevant to the fact that the fixing of this period depends on a deliberate decision or a calculation error (Cass. n. 3752/2001, 14017/2002, 17915/2004, 11436/2009). Contrary to what is advocated by some legal texts, the approach just mentioned does not lack the necessary normative basis. While it is true that in the original wording of the Code of 42, article 645 para. Article 2(2) provided for the halving of the duration of the term of office, whereas in the current wording of the provision the halving refers only to the words `appearance`, but it is not apparent from the travaux préparatoires that the amendment was introduced in order to reduce the function of accelerating the halving of the term of office provided for in the previous legislation. but only that the rule was imposed as a necessary consequence of the introduction of the system of summonses to appear for fixed negotiation. However, there is no objective reason for the contrary view, which considers that the silence of the legislature on the regulation of constitutional provisions, taking into account the express provision of the previous discipline, is relevant to the intention to amend the rule expressly confirmed by art. 165 C.C.P., § 1, which establishes a link between the concepts of appearance and the conditions of the Constitution in order to make the system coherent in procedures requiring rapid processing.
It follows that this rule cannot be regarded as exceptional or pejorative, but as the expression of a general principle of rationality and consistency, with the consequence that the express reference to art. Article 645 of this principle would have been totally superfluous.