Clause Archivi - Page 5 of 5 - Arbitration in Italy

Waiver of the right to arbitrate

by Roberto Olivaart. 633 It. code civ. proc., art. 806 It. code civ. proc., art. 808 It. code civ. proc., art. 819/ter It. code civ. proc. 7 October 201524 July 2016No Comments

The Court of first instance of Rome (decision no. 19215 of 28 September 2015, Italian text available here) ruled in a complex case concerning the relationship between a limited liability company and its former director. First of all, the company sued the former director before the Court, claiming his liability. In a second case (the case of the decision at hand), the former director requested the Court to issue a payment order against the company, in order to obtain the amounts allegedly owed to him. The parties did not take into account the arbitration clause stipulated in Article 26 of the Articles of association. This provision notes that “all controversies arising among the quotaholders or among the quotaholders and the company, the directors, liquidators and statutory auditors shall be settled by a sole arbitrator appointed by the President of the Certified Public Accountants Register of the place where the company has its registered office (….).” In the judicial proceedings commenced by the company, the former director objected that the Court did not have jurisdiction, due to the above mentioned arbitration clause. On its turn, the company raised this objection when challenging the payment order issued in favour of the former director.

Did the parties waive their right to arbitrate, by initiating Court proceedings?

Construction of the arbitration clause contained in the Articles of association

by Roberto Olivaart. 808/quater It. code civ. proc. 23 September 201524 July 2016No Comments

In its decision no. 10610 of 22 September 2015, the Court of first instance of Milan declared its lack of jurisdiction on the challenge of a resolution of a cooperative company. The Court used a broad construction of the arbitration clause contained in the company’s Articles of association. The Italian full text of the decision is available here.

Arbitration and shareholders’ loan

by Roberto Olivaart. 806 It. code civ. proc., art. 808 It. code civ. proc., art. 808/quater It. code civ. proc. 20 September 201520 July 2016No Comments

If an arbitration clause is stipulated in the company’s Articles of association, disputes between a former shareholder and the company, concerning the repayment of a shareholders’ loan, shall be referred to an Arbitral Tribunal. This is, in a nutshell, the rationale of decision no. 18316 of 17 September 2015 of the Third Civil Chamber of the Court of first instance of Rome (the Italian full text is available here).