On the afternoon of November 24, the Dalian International Arbitration Court held a legal salon on "Practical Analysis of VAM Agreements", which was presided over by Hu Xiaomu, President of the Financial Arbitration Court, and invited Gao Wenxiao, an arbitrator of our court and director of the Legal Professional Committee of Dalian Lawyers Association, to give a lectureLiu Yuhong, arbitrator of our court and director of the Arbitration and Mediation Professional Committee of Dalian Lawyers Association, and arbitrators Wang Yanlong, Feng Wei, Shang Qingguo, Wang Dongni, Fang Yanmei and Wang Ning of our court participated in the exchangePan Xiaoli, deputy director of the Legal Professional Committee of Dalian Lawyers Association, Wang Bin, deputy director and other members, and some members of the Arbitration and Mediation Professional Committee of Dalian Lawyers Association participated in the discussionThe head of the business department of our court and all the arbitration secretaries attended.
Hu Xiaomu, President of the Financial Arbitration Court.
The legal salon was held in the form of a combination of lectures and roundtable discussions. In the special lecture session, lawyer Gao Wenxiao explained the basic concept of VAM, explained the validity and enforceability of VAM, the validity and performance of the target company's guarantee liability for the original shareholder, the calculation of performance compensation and repurchase money, and other common practical disputes.
In the roundtable discussion session, the participating arbitrators and the heads of various business departments of our court shared their views on the mechanism and value orientation of VAM agreements, the adjudication trends and practice of VAM disputes in the field of arbitration, and shared their views on the validity and performance of VAM agreements as investors, the adjudication ideas of "famous stocks and real debts", and the protection limits of the total standard of investment premiums and liquidated damages for late payment. Specific issues such as rigid payment are extended**.
The essence of the VAM is a valuation adjustment mechanism, and as an efficient investment method, it is of great significance for financing funds and promoting a win-win situation. Arbitration follows the principle of party autonomy, fully respects the spirit of the contract and the protection of shareholders' interests, escorts the sound development of business, and pays special attention to commercial logic and flexible dispute resolution when adjudicating.
Under some special application scenarios and transaction structures, the Dalian International Arbitration Court has paid attention to the effectiveness of VAM while taking into account the analysis of performance or listing commitments, and the consideration and determination of performance compensation while paying attention to equity repurchase, striving to meet the needs of dispute resolution and highlight the characteristics of commercial arbitration. In the future, the major CAC will further strengthen its research on arbitration practice and enhance the reasonableness and predictability of arbitration to resolve VAM disputes.
Arbitration Secretary
Since the reform of the system and mechanism, the Dalian Court of International Arbitration has regularly held arbitration legal salons, selected rich topics such as the expansion of arbitration concepts, the expansion of knowledge reserves, and the improvement of case-handling skills in combination with practical needs, and adopted multiple forms such as special lectures, case analysis, seminars and exchanges, aiming to build a platform for thinking and exchange of arbitration business, promote the comprehensive strengthening of the theoretical and practical abilities of business personnel, vigorously promote the professional development of arbitration, and lay a solid foundation for comprehensively improving the quality and efficiency of arbitration services and improving the credibility of arbitration.