English term (edited): joint and several director [of a Spanish Limited Liability Company / Joint Stock Corporation]

au cas où la société a plus d'un administrateur

administrateurs [de société] aux pleins pouvoirs collectifs et individuels


"joint and several director" is specific to Spain, to Spanish Limited Liability Companies (“LLCs”) and Spanish Joint Stock Corporations (“JSCs”)

and it's it's about the powers of company directors NOT about any kind of anyone's "joint and several" liability/responsibility

joint and several director = a company director fully mandated/authorised to represent the company on its own -

-- "severally" mandated/authorised directors = each director on its own has full authority

which doesn't exclude acting together with other directors if the company has more than one director:

-- "jointly" mandated/authorised directors = all directors deciding together]


Another detail regarding this ST:
minutes OF THE DECISION OF THE JOINT and several DIRECTORS OF xxxxxx s.l., SOCIEDAD UNIPERSONAL
[xxxxxxxx(Spain), S.L.
/ Mrs. xxxxxxxxx], in [its/her] capacity as joint and several director of the company xxxxxxxx, S.L., Sociedad Unipersonal (the “Company”), expressly stating that [its/her] are in force, hereby

IOW in this case it's ONLY ONE director, so it makes sense to be "administrateur [de société] aux pleins pouvoirs", while it's hard to imagine <>iwith whom (???) would one single director would be "conjointement et solidairement responsable"



Joint and Several Directors

Spanish Limited Liability Companies (“LLCs”) and Spanish Joint Stock Corporations (“JSCs”) can be managed and represented by Joint and Several Directors, each of whom shall be vested with all the representative powers of the Company, without prejudice to the provisions of the Bylaws or any decisions that may be adopted by a Shareholders Resolution on the distribution of powers, whose scope shall be only internal. The Company representation shall extend to all acts included in the corporate purpose provided by the Bylaws.

READMORE

Division of Duties: The management of the Company by Joint and Several Directors implies that each of them holds the entire representative power of the Company, so that the Company shall be bound by the individual decisions of each of the Joint and Several Directors, without the need of the concurrence of the other Director(s). The distribution of the representative powers between the Joint and Several Directors carried out in the Bylaws or adopted by a Shareholders Resolution, and any limitations thereon, have only internal effects. Moreover, the Shareholders’ General Meeting (“GM”) may issue instructions to the Joint and Several Directors and request them the submission of certain decisions for its approval. However, any limitation to the Joint and Several Directors’ representative powers, even if they are registered at the Spanish Commercial Registry, shall be null and void vis-à-vis third parties.

Composition: A LLC and a JSC can be represented by 2 or more Joint and Several Directors. Joint and Several Directors can be individuals or legal entities and they do not need to be Shareholders (unless otherwise provided by the Bylaws). When a legal entity is appointed as a Joint and Several Director, an individual must be permanently designated thereby to fulfil the duties of the position. None of the following can be eligible to be Joint and Several Director: non-emancipated minors, persons legally incapable, persons disqualified pursuant to the Spanish Insolvency Act, persons convicted for crimes against freedom, property, socio-economic order, public safety, or the Administration of Justice, anyone whose position is incompatible with commercial endeavors, public officials whose responsibilities are associated with activities of the Company, and judges or magistrates and other persons bound by legal incompatibility.


Question was already asked in 2009, the very relevant part of previous answers:

"There are several options for the management structure
of both SAs (Sociedades Anónimas) and SLs (Sociedades de Responsabilidad Limitada), each of which is mutually
exclusive:

1) Sole Director or "Administrador Unico". This is often
the preferred structure where important decisions
need to be taken relatively quickly and easily, and
where a trusted individual is available in Spain; or

2) Joint Directors or "Administradores
Mancomunados/Conjuntos" (directors who may only act
jointly). This may be appropriate where unanimity of
decision-making is required; or

3) Joint and Several Directors or "Administradores
Solidarios" (two or more directors who may take
decisions either jointly or severally); or

4) Board of Directors or "Consejo de
Administración" (not less than three directors), jointly
voting on the relevant resolutions. In this case, a
company secretary must also be appointed. Board
resolutions may be adopted in writing. Meetings may
be held by means of telecommunication methods."


https://www.proz.com/kudoz/spanish_to_english/finance_genera...