NEWSLETTER-2019-metin

129 ARBITRATION LAW sembly resolutions and the dissolution of companies are not arbitrable. Another group contends that all disputes, but for those regarding the dissolution of companies, are arbitrable, as these disputes are subject to the will of the parties. Each corporative dispute needs to be considered separately, based on a proper review of the factual matrix. In my opinion, most cor- porative disputes are subject to the will of the parties and are, thus, arbitrable. Examples of arbitrable corporative disputes include non- contentious disputes related to the exercise of minority rights and individual shareholding rights, liability of board members, disputes concerning share transfers, exercise of exit rights or squeeze out rights, and disputes related to the execution of capital debt. Only a few decisions by the Court of Cassation have been ren- dered on this matter. In a decision rendered in 1983, the Court of Cas- sation decided that a request for registration in the share ledger was accepted to be arbitrable : “… a request for a registration in the share ledger by the heirs and the rejection of such request by the company by virtue of Article 31 of the articles of association should be resolved by arbitration …” 3 The arbitrability of corporative disputes is mainly discussed in relation to: (i) cancellation of general assembly resolutions, and (ii) the dissolution of companies. Cancellation of General Assembly Resolutions In relation to the arbitrability of the cancellation of general as- sembly resolutions, there are three main arguments. The first group of scholars simply finds these disputes not arbitrable. The second group makes a distinction between the subject matter of the general assem- bly resolution and is divided into two groups. The distinction made is based on whether the subject matter of the resolution is subject to the will of parties; for example, if the resolution relates to the distribution of dividends, this is accepted to be arbitrable. 3 11. CC, E. 1983/1595, K. 1983/1780, 07.04.1983.