An objection to the jurisdiction of the ordinary court based on a statutory arbitration clause cannot be upheld in the context of non-contentious proceedings provided for by Article 2485(2) of the Civil Code for the determination of the cause of dissolution of a company and the appointment of a liquidator, given that the substitutive intervention of the court in such proceedings cannot be precluded by a statutory provision referring disputes to arbitrators, nor can it be replaced by an arbitral award, since arbitrators cannot issue orders capable of immediate registration in the companies register. The question of arbitral jurisdiction may only arise in the context of subsequent contentious proceedings for positive or negative declaratory relief concerning the dissolution, designed to conclude with a judgment capable of acquiring res judicata.
The statutory arbitration clause and Article 806 of the Code of Civil Procedure, having express regard only to “disputes”, do not affect non-contentious proceedings, which have a nature and purpose different from contentious proceedings and conclude with orders incapable of acquiring the stability of res judicata.