An action to set aside an arbitral award under art. 829 of the Code of Civil Procedure constitutes a challenge on restricted grounds: the grounds of invalidity are exhaustively listed in that provision and it is not permissible to contest the assessment of facts and evidence made by the arbitrators.
An arbitration clause referring to arbitration ‘any dispute’ between shareholders concerning the interpretation or performance of the articles of association must be construed restrictively: it covers disputes arising within the framework of the corporate relationship, but does not extend to claims for damages founded on tortious conduct allegedly committed by a shareholder after the termination of the corporate relationship, which, where the act of withdrawal has already taken effect, fall outside the scope of the arbitration agreement.
The defect of contradictoriness that renders an arbitral award invalid under art. 829, para. 1, no. 11, of the Code of Civil Procedure arises where there is an irreconcilable conflict between different parts of the operative provisions, or between the reasons and the operative provisions, such as to render the ratio decidendi incomprehensible; that defect is not constituted by the circumstance that the award contains, in relation to the same dispute, a ruling on the merits of certain claims and a ruling declining arbitral jurisdiction over others, where the two findings are logically complementary and not irreconcilable.