Who signs the dismissal letter for serious cause?

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Date:
15 Dec 2014

The body or person mandated by a company to sign documents in its name can lawfully sign a dismissal letter, even if this body or person does not have the power to decide over a dismissal. The crucial point is that the signatory was given the power to sign by the person competent to dismiss.

 

In a decision of 16 September 2014, the Labour Court of Liège recalled that the power to dismiss in a non-profit organisation normally rests with its board of directors.

What happens with a dismissal which isn't signed by the directors?

In the case at hand the Court decided that the dismissal was lawful since the signatory had a regular authority to sign. By so deciding, the Court correctly applied the principles, that also apply to companies, following from the distinction between:

  • the authority to decide, which concerns the internal structure of the organisation, from which the employee derives neither rights nor obligations;
  • the authority to represent, which concerns the external space of the organisation: the delegation of the representation power is enforceable with respect to the employees.

The Court specifically referred to this distinction.

In this case, the employee claimed that the dismissal was irregular because the signatory of the dismissal letter, who had the authority to represent the organisation because of the regulations, did not have the authority to decide over the dismissal, which remained the competence of the board of directors. The latter had not decided the dismissal and likewise did not subsequently ratify it.

The Court ruled that the employee cannot invoke the absence of a prior (or even a later ratified) decision of the board of directors, because this depends on the decision-making authority, namely the internal order of the organisation. The Court recalled that the signatory did have the authority to represent the organisation concerned. The Court concluded that the dismissal was valid.

 

> Action point

Verify if the signatory of any dismissal letter has the power to represent the company. If this is not the case, someone who has the authority to decide upon the dismissal should immediately ratify it.