Open Access. Powered by Scholars. Published by Universities.®
Articles 1 - 1 of 1
Full-Text Articles in Law
The Provisional Director Remedy For Corporate Deadlock: A Proposed Model Statute, Susanna Ripken
The Provisional Director Remedy For Corporate Deadlock: A Proposed Model Statute, Susanna Ripken
Susanna K. Ripken
The article discusses a unique remedy for shareholder and director deadlock within corporations: the appointment of provisional directors to corporate boards. Provisional directors are neutral third parties who are appointed by courts to act temporarily as tie-breaking directors in corporations paralyzed by deadlock. Provisional directors possess the same rights and powers of ordinary directors to vote at meetings. The provisional director remedy is a valuable dispute resolution mechanism that shares similarities with other alternative forms of dispute resolution, including arbitration, mediation, and a hybrid form called mediation-arbitration.
The appointment of a provisional director raises concerns about both the autonomy rights …