| Abstract [eng] |
Company law regulates main questions related to company establishment and management. There is no such company, which is protected from all potential disputes. Disputes can be very diverse and in most cases they are divided into external disputes – that rise when company encounters relations with third parties and internal disputes – that rise inside of the company between company members. Namely the internal disputes are understood as company (corporate) disputes. Therefore in this paper we will concentrate to the disputes which rise inside of the company and which can cause consequences that are more severe than external disputes and may even lead to the “death” of the company (end of the legal person under the grounds established in the legal acts). It can be noticed, that such negative consequences occur when parties fail to resolve the dispute peacefully and submit their claims to the state court. In this paper we will discuss resolution of dispute in the arbitral tribunal -mechanism of dispute resolution, which is equal, and in many cases even more superior (more liberal, peaceful, operative and effective). Firstly, we will discuss the most important question – are corporate disputes arbitrable and what are the views in other jurisdictions regarding this question? Further we will carry on to other essential questions by pointing out requirements applied to arbitral agreements. We will also focus to the drafting procedure of arbitration clause and negative consequences, which are caused by badly, drafted arbitration clause. After discussing the drafting procedure of arbitration clause we are left with additional question without which arbitration process would not be possible – how and where arbitration clause agreed by the parties to pass their corporate dispute to the arbitral tribunal shall be set. Having regard to this question we will discuss possible places to include arbitration clause and then indicate where is the most natural place to set an arbitration clause for resolution of corporate disputes. Finally we will provide an answer to one additional question, which is also very important and interesting to subjects of corporate disputes – whether arbitration clause according to which resolution of corporate disputes is passed to arbitral tribunal, can be applied to parties, which have not signed the arbitration agreement and in what cases this can be done? |
