Business Law
Mohammad-Ali Bahmaei; Mohammad-Reza Narimani Zamanabadi
Abstract
Shareholders’ claims for reflective loss, also called indirect claims, are a certain type of shareholder lawsuit in corporate law. Reflective losses are those damages incurred by shareholders of a company in the form of devaluation of their shares resulting from losses sustained by the corporate ...
Read More
Shareholders’ claims for reflective loss, also called indirect claims, are a certain type of shareholder lawsuit in corporate law. Reflective losses are those damages incurred by shareholders of a company in the form of devaluation of their shares resulting from losses sustained by the corporate entity. Whether a shareholder is allowed to seek compensation for such devaluation by bringing direct action against the wrongdoer is the main question this paper addresses. The article attempts to answer the question in light of corporate law and civil liability principles. In doing so, reflective loss claims are analyzed after a brief review of other types of shareholders’ claims and by reference to common law and civil law jurisprudence. The article also examines the feasibility of such claims under Iranian law. The article also reviews the UK Supreme Court’s decision in Sevilleja dated 15 July 2020 as the latest judicial development concerning reflective loss. The article concludes that these damages are barred under major legal systems and also under Iranian law.
Arbitration Law
Mohammadali Bahmaei; Ehsan Solhi
Abstract
The New York Convention of 1958 as the major international instrument about arbitration, despite its title, does not entirely concern recognition and enforcement of arbitral awards, but also deals with the recognition and enforcement of arbitration agreements. It was dealt with this later subject in ...
Read More
The New York Convention of 1958 as the major international instrument about arbitration, despite its title, does not entirely concern recognition and enforcement of arbitral awards, but also deals with the recognition and enforcement of arbitration agreements. It was dealt with this later subject in Art. II which was, at the initiative of Dutch delegation, included into the text at the closing date of the Conference and led to various ambiguities before Doctrine and inside the case law of member states and it can be said that Art. II is one of the thorniest provisions of this international instrument. The issues ranging from arbitration agreements covered by the Convention, the applicable law to arbitrability of the dispute, and compliance with formal requirements, inconsistent with international trade, to conclude arbitration agreement, to the issues regarding the ambiguities of Para. 3 of this Article concerning process, conditions and obstacles to the enforcement of arbitration agreements, caused the application of Art. II of this instrument to be viewed as Achilles' heel in the case law of member states to the extent that even some old proponents of the Convention have insisted on amendment of this instrument, including Art. II, and proposed for a so-called Miami Draft. In conjunction with examination of the ambiguities of Art. II, this essay examines its application in the case law of the member states and as well as the Miami Draft. It is hoped that this enriched case law could help Iranian courts in harmonized application of the Convention in the stage of recognition and enforcement of arbitration agreements.
Private Law
ahad khakpour; Rabiya Eskini; Mohammadali Bahmaei
Abstract
AbstractNowadays, Arbitration is an effective framework for resolving international commercial disputes. Most of the issues related to the international arbitration process allocate for the status, rights and obligations of disputant parties and the arbitrator. The Arbitration Agreement which is the ...
Read More
AbstractNowadays, Arbitration is an effective framework for resolving international commercial disputes. Most of the issues related to the international arbitration process allocate for the status, rights and obligations of disputant parties and the arbitrator. The Arbitration Agreement which is the legal basis of the arbitral proceedings only creates the legal relationship between disputant parties, therefore it does not deal usually with the legal relationship between the arbitrator and disputant parties that is effective in their mutual rights and obligations. The authority and position of the arbitrator empowers him to agree on his rights and obligations with disputant parties and whenever the expectation of the parties may endanger the arbitration process he will stand against the unreasonable demands of them and will organize their rights and obligations within a legal formal framework. The best framework accepted in some jurisdictions is the establishment of a separate contract known as the “arbitrator's contract”. The contents of this agreement include the most important rights and obligations of disputant parties and arbitrator which affect their position.
