根据我国《公司法》的规定,股东在一定条件下,可以以自己的名义向公司内部成员或外部第三人提起诉讼,以保护公司利益。但现实中,诉讼并非是公司解决纠纷的唯一途径。出于对保密性、跨境执行等种种因素的综合考虑,越来越多的公司选择在公司内部章程或对外的商事合同中加入仲裁条款,希望以仲裁代替诉讼的方式解决纠纷。《公司法》仅对股东代表诉讼作出规定,但未规定股东代表仲裁,不同地区的人民法院对此亦未达成统一意见,这给仲裁机构处理股东代表仲裁案件带来不确定性。探讨分析股东代表仲裁在实践中面临的问题,提出解决方案,将有利于相关立法工作的推进。 Under the provisions of the Company Law of the People’s Republic of China, under certain conditions, shareholders may, in their own name, institute legal proceedings against internal members of the Company or external third parties in order to protect the interests of the Company. In reality, litigation is not the only way a company can resolve disputes. Due to various factors such as confidentiality and cross-border enforcement, more and more companies choose to include arbitration clauses in their internal articles of association or foreign commercial contracts, and they hope to settle their disputes by arbitration instead of litigation. The “Company Law” only stipulates the shareholder representative litigation, but does not provide for shareholder representative arbitration. People’s courts in different regions have not reached a consensus on this. This creates uncertainty for the arbitration agency to handle shareholder representative arbitration cases. To analyze and analyze the problems that shareholder representative arbitration faces in practice and put forward solutions will help to promote the relevant legislative work.