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COMMERC I AL LAW
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not exist, before the civil court of first instance acting for the commercial
court.
The competent court is the court with jurisdiction for the place where
the head office of the company is located.
The case will be initiated against the company along with the
shareholders. The decisions of the Court of Cassation are also in agreement
with this.
In practice, the appointment of a trustee is sought as a precaution
before the case has ended. It is important to emphasize that the court will
not decide on a precaution which will reach the same conclusion as the
decision. The trustee will be charged with the urgent and necessary duties
as a precaution. For instance, a case is initiated for the appointment of a
trustee because all the members of the board of directors have died in a
traffic accident and the company lacks a body. However, while the case is
continuing, the term of the specimen signature has expired. In this situation,
the appointment of a trustee is sought as a precaution for the issuance of a
new specimen signature.
Conclusion
An appointment of a trustee for a joint stock company is an exceptional
resolution, and it is a temporary remedy for preventing the termination of
the company due to lack of bodies. Therefore, the courts take into account
that the real reason for an appointment of a trustee is to provide for the
continuation of the company. The courts will not appoint a trustee in order
to settle disputes between shareholders.
In case of a requirement for an appointment of a trustee, the duties,
the powers, the term and the fees are determined in the decision explicitly.
The decision will not cause the trustee to be a substitute for a body with
authority to manage and represent the company permanently.