Background
A labor union registered as a juridical person under the Trade Union Act was involved in a damages dispute. The plaintiff filed the main lawsuit in June 2020, naming an individual (A) as the union’s representative. A in turn filed a counter-claim. The first instance court in April 2025 partially granted both claims, and the Tokyo High Court dismissed both parties’ appeals in January 2026.
However, during the pendency of this litigation, union members brought a separate action that resulted in a February 2026 judgment (which became final in July 2027) confirming that no valid general assembly resolutions selecting A as the union’s representative existed from 2015 to 2025. This raised a fundamental question about whether A had authority to represent the union in the original dispute.
The Court’s Holding
The Supreme Court found that the lawsuit had been initiated and pursued by a person lacking representative authority. This violated Civil Procedure Code Section 312(2)(4), requiring reversal of the judgment. The Court emphasized that representative authority is a matter the court must examine on its own initiative, not dependent on party objection.
However, the Court did not enter a final judgment. Instead, it remanded the case because the union had since held new general assemblies in May 2026 and September 2027 that purportedly selected A as representative and ratified all prior litigation acts. The remand allows the Tokyo High Court to examine whether these ratifying resolutions were validly adopted and, if so, whether they cure the original procedural defect. The Court noted that its reversal did not require oral argument since representative authority is a matter of official knowledge.
Key Takeaways
- A corporation or organization cannot proceed in litigation through a representative lacking proper authority, even after years of litigation and appellate proceedings.
- Defective representative authority is reviewed by the court on its own initiative and may not be waived by the parties.
- Later ratification of unauthorized litigation acts may cure the defect if the ratifying resolutions are valid, but such ratification must be carefully examined by the court.
- For labor unions and similar entities, proper governance procedures are essential to the validity of litigation strategy and positions.
Why It Matters
This decision reinforces that organizational procedure is not merely internal governance—it directly affects the validity of litigation. Even when a case has advanced through trial and appeal, a fundamental defect in representative authority can still result in reversal. The decision protects the integrity of the legal system by ensuring that parties are genuinely represented by those with authority to bind them.
For labor unions, non-profits, and other associations, this case serves as a cautionary reminder that careful compliance with bylaws and statutory procedures in selecting representatives is critical. Moreover, if such procedural defects are discovered, parties should promptly hold curative general assemblies and ensure those proceedings are documented and properly conducted—mere assertion of ratification will not suffice without proof of valid underlying resolutions.