합작해소의 다양한 유형과 국제중재를 통한 분쟁해결
Various Exit Strategies of Joint Venture and Dispute Resolution by International Arbitration
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This paper examines various exit strategies and options for joint ventures, and in particular, presents several case studies regarding termination disputes arising from cross-border joint ventures when these exit strategies come into play. In case of cross-border joint ventures, joint venture partners usually agree to resolve all disputes arising out of the joint venture agreement through international arbitration so as to secure neutrality of the forum and avoid national courts of one party. However in practice, it is not uncommon to see various related agreements adopting different dispute resolution clauses making the overall dispute resolution process more difficult and complex as parties are dragged into various jurisdictions, which may include different international arbitral tribunals as well as national courts. It is also important to review the substantive governing law of the contract as well as the law governing the joint venture company when entering into the joint venture agreement. This is to prevent unnecessary disputes arising from conflicting laws and contract provisions. Lastly, the paper briefly examines several issues the joint venture partners may encounter depending upon the method of exit adopted by the parties; i.e., transfer of shares or dissolution of the joint venture company. In conclusion, the paper emphasizes the importance of establishing a comprehensive and strategic approach to cross-joint ventures when considering various exit strategies, and especially when the disputes are to be resolved by international arbitration.
Abstract
This paper examines various exit strategies and options for joint ventures, and in particular, presents several case studies regarding termination disputes arising from cross-border joint ventures when these exit strategies come into play. In case of cross-border joint ventures, joint venture partners usually agree to resolve all disputes arising out of the joint venture agreement through international arbitration so as to secure neutrality of the forum and avoid national courts of one party. However in practice, it is not uncommon to see various related agreements adopting different dispute resolution clauses making the overall dispute resolution process more difficult and complex as parties are dragged into various jurisdictions, which may include different international arbitral tribunals as well as national courts. It is also important to review the substantive governing law of the contract as well as the law governing the joint venture company when entering into the joint venture agreement. This is to prevent unnecessary disputes arising from conflicting laws and contract provisions. Lastly, the paper briefly examines several issues the joint venture partners may encounter depending upon the method of exit adopted by the parties; i.e., transfer of shares or dissolution of the joint venture company. In conclusion, the paper emphasizes the importance of establishing a comprehensive and strategic approach to cross-joint ventures when considering various exit strategies, and especially when the disputes are to be resolved by international arbitration.
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