An arbitration clause contained in the articles of association of a company is binding on the members without the need for specific written approval pursuant to Article 1341 of the Civil Code, inasmuch as its efficacy derives from adherence to the corporate organisation and not from the application of general terms and conditions unilaterally drafted by one party.
Disputes arising from settlement agreements concerning the termination of a corporate relationship and the related financial arrangements retain a corporate nature and fall within the scope of the statutory arbitration clause, even where the member has ceased to be part of the corporate body at the time the dispute arose.
A reference by incorporation to the statutory arbitration clause contained in a subsequent contractual agreement is effective and binds the parties to the arbitral jurisdiction for disputes arising from such agreement.
The requirement of specific written approval of an arbitration clause pursuant to Article 1341, paragraph 2, of the Civil Code does not apply where the contract was preceded by negotiations specifically concerning the inclusion of that clause, or where the clause is contained in a contractual proposal made by the very party which subsequently pleads its ineffectiveness.
An order for payment issued by the ordinary courts in the presence of a valid arbitration clause is vitiated by nullity on grounds of lack of jurisdiction and must be revoked upon the plea of arbitration being upheld.