Global Voice Group SA v. The Postal and Telecommunications Regulatory Authority of Guinea, and the Republic of Guinea, ICC Case No. 22467/DDA, ICC Case No. 22467/DDA

New
Short Name:

Global Voice Group v. Guinea

Case type:
International Commercial Arbitration (State–Private)
Applicable arbitration rules:
ICC Rules of Arbitration (2012)
Seat of Arbitration:
Paris (France)
Investment treaty:
Applicable legal instruments:
Economic sector:
Information and communications technology
Amount of damages:
US $21,797,699
Other remedy:
The Tribunal ordered Respondents to pay Claimant USD 21.8M in damages plus costs and post-award interest, and dismissed all counterclaims.

Available documents

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18 Jul 2019
Final Award (English)
Final Award (French)
Document Details:
PARTICIPANTS
Final Award (English)
Final Award (French)
Participants listed for this document only; this may not include all participants involved in the entire case.
Claimant appointee
Claimant appointee:
Charles Jarrosson
Respondent appointee
Respondent appointee:
Carmen Núñez-Lagos
Tribunal/Panel chair
Chair/President:
Sophie Nappert
Arbitrator(s)
Sole Arbitrator
ICSID Annulment Committee president
ICSID Annulment Committee members
WTO Appellate Body members
WTO Appellate Body chair
Judges
Claimant's counsel
Marianne Kecsmar, Bassam Mirza, Bertrand Madsen
Respondent's counsel
Sena Agbayissah, Marc Henry
Other counsel
Claimant's expert
Respondent's expert
François-Xavier Train
Claimant's witness
Katim Touray, Patrice Baker
Respondent's witness
Other witnesses
Tribunal secretary
Tribunal assistant
Country
Print reporter
Entities
Global Voice Group S.A., Post and Telecommunications Regulatory Authority of Guinea, Guinea, Pellerin Kecsmar Mirza Avocats, Madsen Law P.C., Hughes Hubbard & Reed, 3 Verulam Buildings, International Chamber of Commerce (ICC)
Document Summary
Final Award (English)
Final Award (French)
This summary note is machine-generated. Always consult the original materials.

In Global Voice Group S.A. v. Post and Telecommunications Regulatory Authority of Guinea (ARPT) and The Republic of Guinea (ICC Case No. 22467/DDA), a three-member ICC arbitral tribunal issued a landmark Final Award addressing critical doctrines of sovereign consent, state entity attribution, and the rigorous evidentiary standards required to sustain allegations of corruption in international commercial and state-entity arbitration. The dispute arose from a 2009 Telecom Partnership Agreement designed to modernize Guinea's telecommunications monitoring infrastructure. The Claimant, Global Voice Group (GVG), alleged that ARPT and the Republic of Guinea unlawfully terminated the contract and withheld significant contractually mandated fees.

Jurisdictional Objections: Sovereign Consent and State Entity Attribution
The Defendants raised threshold jurisdictional objections, asserting that the Republic of Guinea was not bound ratione personae because it signed purely as a supervisory authority, and challenging jurisdiction ratione materiae based on mandatory provisions of the Guinean Public Procurement Code (CMP), which allegedly required ad hoc rather than institutional ICC arbitration.

The Tribunal dismissed both jurisdictional exceptions. Applying principles of international arbitration and domestic law, the Tribunal determined that the State's active participation in the negotiation, implementation, and financial benefits of the agreement—which yielded over $212 million in gross revenue—demonstrated clear, functional intent to be bound by the contract and its arbitration clause. Regarding the procurement code, the Tribunal found no operational conflict between the broad wording of the CMP and the ICC mechanism, validating the tribunal’s composition and the choice of Paris, France, as the seat of arbitration.

The Merits: Extinctive Prescription and Evidentiary Standards for Corruption
On the merits, the Defendants sought a declaration of nullity, alleging procurement violations and an underlying pact of corruption. The Tribunal dismissed the procurement-based nullity claim as time-barred under the five-year extinctive prescription period of the Guinean Civil Code.

Addressing the corruption allegations, the Tribunal reaffirmed that the burden of proof rests strictly on the party asserting it, requiring "grave, precise, and concordant" circumstantial evidence to establish corruption to a preponderance of probabilities. The Tribunal held that the Defendants' evidence—comprising disparate accusations of improper gifts, unproven vehicle transfers, and un-barreled checks—failed to form a coherent, convergent bundle of proof. Consequently, the allegations were rejected.

Award on Liability and Quantum: Abusive Termination and Damages
Finding that GVG fully performed its obligations, the Tribunal ruled the termination abusive. While it rejected GVG's attempt to invalidate a 2012 Addendum that reduced its fee structure, it awarded GVG $6,824,441.28 for unpaid invoices and $14,973,258.19 in damages for the unexpired term, totaling $21,797,699.47 plus 2% simple interest, alongside a partial allocation of arbitration costs.
7 Sep 2021
Judgment of the Paris Court of Appeal(French)
Document Details:
PARTICIPANTS
Judgment of the Paris Court of Appeal(French)
Participants listed for this document only; this may not include all participants involved in the entire case.
Claimant appointee
Respondent appointee
Tribunal/Panel chair
Arbitrator(s)
Sole Arbitrator
ICSID Annulment Committee president
ICSID Annulment Committee members
WTO Appellate Body members
WTO Appellate Body chair
Judges
François Ancel, Laure Aldebert, Fabienne Schaller
Claimant's counsel
Respondent's counsel
Other counsel
Claimant's expert
Respondent's expert
Claimant's witness
Respondent's witness
Other witnesses
Tribunal secretary
Tribunal assistant
Country
Country in which this occurs:
France
Print reporter
Entities
Global Voice Group, Guinea, Postal and Telecommunications Regulatory Authority of Guinea
Document Summary
Judgment of the Paris Court of Appeal(French)
This summary note is machine-generated. Always consult the original materials.

Procedural Background

This judgment of the Paris Court of Appeal (International Commercial Chamber) addresses an application by the Republic of Guinea and its telecommunications regulator, the Autorité de Régulation des Postes et Télécommunications (ARPT), to set aside an ICC arbitral award. The award had ordered the applicants to pay approximately USD 21.8 million to Global Voice Group SA (GVG) for breach of a partnership agreement for the control of telephone traffic.

The Court's Analysis of Annulment Grounds

The Court systematically reviewed and rejected all grounds for annulment advanced by Guinea and ARPT under Article 1520 of the French Code of Civil Procedure.

Jurisdiction (Article 1520(1°)): The Court dismissed the challenge to the arbitral tribunal's jurisdiction. On jurisdiction ratione materiae, it held that under the French material rule of international arbitration, the validity of the ICC arbitration clause was autonomous from the main contract. The choice of Guinean law for the contract did not subject the arbitration clause to Guinean public procurement laws that allegedly mandated a different dispute resolution mechanism. On jurisdiction ratione personae, the Court found that the Republic of Guinea was a party to the arbitration agreement, despite not being formally named as a contracting party on the first page. The Court determined that Guinea's direct and extensive involvement in the contract's formation, execution, and benefits—as evidenced by ministerial signatures and contractual clauses explicitly benefiting the State—demonstrated a common will of the parties to include Guinea in the contractual relationship and, by extension, the arbitration clause.

Constitution of the Tribunal (Article 1520(2°)): The Court found that the applicants had waived their right to challenge the tribunal's constitution by failing to raise the objection in a timely manner during the arbitration proceedings, as required by Article 1466 of the Code of Civil Procedure.

International Public Policy (Article 1520(5°)): The Court conducted a thorough review of the applicants' allegations that the underlying contract was procured through corruption. It held that to annul an award on this ground, there must be a manifest, effective, and concrete violation of public policy. The Court analyzed the 'red flags' presented by Guinea, including the sole-sourcing of the contract during a period of political instability and an allegedly imbalanced economic model. It concluded that these elements did not constitute a body of grave, precise, and consistent evidence of corruption in relation to the specific contractual obligations enforced by the award. The Court distinguished these from allegations concerning a later amendment (Avenant n°3), which the arbitral tribunal had not enforced, rendering those allegations irrelevant to the annulment action. The Court also noted the applicants' failure to pursue any domestic corruption proceedings.

Compliance with Mission (Article 1520(4°)): The Court rejected the claim that the tribunal failed to provide sufficient reasoning. It found that the tribunal had addressed the core arguments, and that a failure to respond to every single point raised by a party does not constitute a failure of mission. The Court affirmed that its role was not to review the correctness or pertinence of the tribunal's reasoning, but only its existence.

Decision

The Paris Court of Appeal rejected the application for annulment in its entirety. It ordered the Republic of Guinea and ARPT to pay GVG €200,000 in costs under Article 700 of the Code of Civil Procedure and to bear the costs of the proceedings.
19 Jun 2024
Judgment of the French Court of Cassation (French)
Document Details:
PARTICIPANTS
Judgment of the French Court of Cassation (French)
Participants listed for this document only; this may not include all participants involved in the entire case.
Claimant appointee
Respondent appointee
Tribunal/Panel chair
Arbitrator(s)
Sole Arbitrator
ICSID Annulment Committee president
ICSID Annulment Committee members
WTO Appellate Body members
WTO Appellate Body chair
Judges
Carole Champalaune, Agnès Robin-Raschel, Catherine Guihal
Claimant's counsel
Respondent's counsel
Other counsel
Claimant's expert
Respondent's expert
Claimant's witness
Respondent's witness
Other witnesses
Tribunal secretary
Tribunal assistant
Country
Country in which this occurs:
France
Print reporter
Entities
Global Voice Group, Guinea, Postal and Telecommunications Regulatory Authority of Guinea, Autorité de régulation des postes et télécommunications (ARPT), Boucard-Maman, Ortscheidt
Document Summary
Judgment of the French Court of Cassation (French)
This summary note is machine-generated. Always consult the original materials.

Procedural Posture

This judgment of the French Cour de cassation (First Civil Chamber) dismisses an appeal lodged by the Republic of Guinea and its telecommunications regulatory authority (ARPT). The appeal challenged a 7 September 2021 decision of the Paris Court of Appeal, which had rejected their application to set aside an ICC arbitral award rendered against them on 18 July 2019 in a dispute with Global Voice Group (GVG).

Grounds of Appeal and Parties' Arguments

The appellants' sole ground for appeal was that the recognition and enforcement of the award would violate international public policy, alleging that the underlying partnership agreement with GVG was procured through corruption. They argued that the Court of Appeal erred by: (1) dismissing as irrelevant certain evidence of corruption, which they contended was linked to the core agreement, even if it directly pertained to a later amendment not enforced by the arbitral tribunal; and (2) failing to properly investigate their claim that the direct award of the contract to GVG circumvented Guinean public procurement laws, thereby constituting a serious indicator of corruption. The appellants contended the lower court misapplied the "imperious urgency" exception under Guinean law.

The Court's Decision and Reasoning

The Cour de cassation rejected the appeal in its entirety. The Court held that the Paris Court of Appeal had legally justified its decision on both points. First, the Court found that the lower court was correct to deem evidence related to a specific contract amendment (Avenant n° 3) as inoperative, given that the arbitral tribunal's final award was not based on that amendment. Therefore, any alleged corruption concerning it was not pertinent to the validity of the award itself.

Second, the Court affirmed that the Court of Appeal, in its sovereign assessment of the evidence, had correctly determined that Guinean law permitted direct-award contracts in situations of "imperious urgency." The lower court had noted that this procedure was also used for GVG's competitor and that the appellants failed to demonstrate that a public tender process was required under the specific circumstances. The Cour de cassation concluded that the Court of Appeal was not obligated to conduct further inquiries and that its reasoning was free from any mischaracterization ("dénaturation") of the law or facts.

Disposition

Consequently, the Cour de cassation dismissed the appeal, upheld the judgment of the Paris Court of Appeal, and ordered the Republic of Guinea and ARPT to pay costs and a sum of €3,000 to GVG pursuant to Article 700 of the French Code of Civil Procedure.
18 Feb 2025
Memorandum Opinion of the United States District Court for the District of Columbia
Document Details:
PARTICIPANTS
Memorandum Opinion of the United States District Court for the District of Columbia
Participants listed for this document only; this may not include all participants involved in the entire case.
Claimant appointee
Respondent appointee
Tribunal/Panel chair
Arbitrator(s)
Sole Arbitrator
ICSID Annulment Committee president
ICSID Annulment Committee members
WTO Appellate Body members
WTO Appellate Body chair
Judges
Jia M. Cobb
Claimant's counsel
Respondent's counsel
Other counsel
Claimant's expert
Respondent's expert
Claimant's witness
Respondent's witness
Other witnesses
Tribunal secretary
Tribunal assistant
Country
Country in which this occurs:
United States
Print reporter
Entities
Global Voice Group, Guinea, Postal and Telecommunications Regulatory Authority of Guinea
Document Summary
Memorandum Opinion of the United States District Court for the District of Columbia
This summary note is machine-generated. Always consult the original materials.

Procedural Background

This Memorandum Opinion from the United States District Court for the District of Columbia addresses a petition by Global Voice Group SA (“GVG”) to recognize and enforce an ICC arbitral award and a related Paris Court of Appeal judgment against the Republic of Guinea. The Court considered several motions, including Guinea's motion to set aside an entry of default and to dismiss the complaint for lack of subject matter jurisdiction under the Foreign Sovereign Immunities Act (FSIA), GVG's cross-motions for default or summary judgment, and Guinea's motion for sanctions.

Jurisdictional Analysis

The dispositive issue before the Court was whether it possessed subject matter jurisdiction over Guinea. GVG argued for jurisdiction based on the FSIA's arbitration exception (28 U.S.C. § 1605(a)(6)) and, alternatively, the implied waiver exception (§ 1605(a)(1)). GVG contended that Guinea was a party to the underlying arbitration agreement, citing a Guinean minister's signature on the contract and Guinea's involvement in and benefit from the agreement. Guinea countered that it was not a party to the contract or its arbitration clause, which textually defined the parties as GVG and the Postal and Telecommunications Regulatory Authority of Guinea (PTRA), and thus it retained its sovereign immunity.

The Court held that it must independently determine whether a foreign state was a party to an arbitration agreement to establish jurisdiction under the FSIA, rather than deferring to the arbitral tribunal's findings. The Court found that GVG failed to provide sufficient evidence that Guinea had consented to arbitrate. The minister's signature, without more, was deemed insufficient to bind the sovereign, particularly where the contract's text explicitly excluded Guinea from the definition of “Parties.” The Court also found no “clear and unmistakable evidence” that Guinea had agreed to delegate the question of arbitrability to the tribunal. Furthermore, the Court rejected the implied waiver argument, noting that the D.C. Circuit has not adopted a rule that merely signing the New York Convention constitutes a waiver of immunity for enforcement actions, and that such a waiver would, in any event, require an agreement to arbitrate the specific dispute in question.

Decision

The Court concluded that it lacked subject matter jurisdiction over the dispute. Accordingly, the Court granted Guinea's motion to set aside the entry of default and granted its motion to dismiss the complaint. GVG's motions for default judgment or summary judgment were denied as moot. The Court also denied Guinea's motion for sanctions against GVG's counsel.
18 Feb 2025
Order of the United States District for the District of Columbia
Document Details:
PARTICIPANTS
Order of the United States District for the District of Columbia
Participants listed for this document only; this may not include all participants involved in the entire case.
Claimant appointee
Respondent appointee
Tribunal/Panel chair
Arbitrator(s)
Sole Arbitrator
ICSID Annulment Committee president
ICSID Annulment Committee members
WTO Appellate Body members
WTO Appellate Body chair
Judges
Jia M. Cobb
Claimant's counsel
Respondent's counsel
Other counsel
Claimant's expert
Respondent's expert
Claimant's witness
Respondent's witness
Other witnesses
Tribunal secretary
Tribunal assistant
Country
Country in which this occurs:
United States
Print reporter
Entities
Global Voice Group, Guinea, Postal and Telecommunications Regulatory Authority of Guinea
Document Summary
Order of the United States District for the District of Columbia
This summary note is machine-generated. Always consult the original materials.

This final and appealable Order from the United States District Court for the District of Columbia resolves several pending motions and terminates the proceedings initiated by Global Voice Group SA against the Republic of Guinea. The Court's rulings are based on reasoning provided in a separate, accompanying memorandum opinion.

The Court granted the Defendant Republic of Guinea's motion to set aside default and its motion to dismiss the case. As a direct consequence of the dismissal, the Court denied the Plaintiff's motion for default judgment or summary judgment as moot. Additionally, the Court granted the Plaintiff's motion for leave to file a surreply and denied the Defendant's motion for sanctions. The Order concludes by directing the Clerk of Court to dismiss and terminate the case.
29 May 2026
Judgment of the United States Court of Appeals for the District of Columbia Circuit
Document Details:
PARTICIPANTS
Judgment of the United States Court of Appeals for the District of Columbia Circuit
Participants listed for this document only; this may not include all participants involved in the entire case.
Claimant appointee
Respondent appointee
Tribunal/Panel chair
Arbitrator(s)
Sole Arbitrator
ICSID Annulment Committee president
ICSID Annulment Committee members
WTO Appellate Body members
WTO Appellate Body chair
Judges
Karen Henderson, Gregory Katsas, Justin Garcia
Claimant's counsel
Respondent's counsel
Other counsel
Claimant's expert
Respondent's expert
Claimant's witness
Respondent's witness
Other witnesses
Tribunal secretary
Tribunal assistant
Country
Country in which this occurs:
United States
Print reporter
Entities
Global Voice Group, Guinea, Postal and Telecommunications Regulatory Authority of Guinea
Document Summary
Judgment of the United States Court of Appeals for the District of Columbia Circuit
This summary note is machine-generated. Always consult the original materials.

This Judgment, issued per curiam by the United States Court of Appeals for the District of Columbia Circuit, addresses an appeal by Global Voice Group SA concerning claims against the Republic of Guinea. The appeal originated from a decision of the United States District Court for the District of Columbia. The Court of Appeals ordered and adjudged a partial reversal of the lower court's decision. Specifically, the appellate court vacated the District Court's dismissal of Global Voice's claim for the confirmation of an arbitral award. However, it affirmed the dismissal of a related claim for the recognition of a judgment. The matter was remanded to the District Court for further proceedings consistent with the Court of Appeals' accompanying opinion.
29 May 2026
Order of the United States Court of Appeals for the District of Columbia Circuit
Document Details:
PARTICIPANTS
Order of the United States Court of Appeals for the District of Columbia Circuit
Participants listed for this document only; this may not include all participants involved in the entire case.
Claimant appointee
Respondent appointee
Tribunal/Panel chair
Arbitrator(s)
Sole Arbitrator
ICSID Annulment Committee president
ICSID Annulment Committee members
WTO Appellate Body members
WTO Appellate Body chair
Judges
Claimant's counsel
Respondent's counsel
Other counsel
Claimant's expert
Respondent's expert
Claimant's witness
Respondent's witness
Other witnesses
Tribunal secretary
Tribunal assistant
Country
Country in which this occurs:
United States
Print reporter
Entities
Global Voice Group, Guinea, Postal and Telecommunications Regulatory Authority of Guinea
Document Summary
Order of the United States Court of Appeals for the District of Columbia Circuit
This summary note is machine-generated. Always consult the original materials.

This Order, issued sua sponte by the United States Court of Appeals for the District of Columbia Circuit, directs the Clerk of the Court to withhold the issuance of the mandate in the appeal between Global Voice Group SA and the Republic of Guinea. Citing Federal Rule of Appellate Procedure 41(b) and D.C. Circuit Rule 41, the court instructs that the mandate shall not be issued until seven days after the disposition of any timely petition for rehearing or rehearing en banc. The Order preserves the right of any party to move for an expedited issuance of the mandate upon a showing of good cause.
29 May 2026
Opinion for the United States Court of Appeals for the District of Columbia District
Document Details:
PARTICIPANTS
Opinion for the United States Court of Appeals for the District of Columbia District
Participants listed for this document only; this may not include all participants involved in the entire case.
Claimant appointee
Respondent appointee
Tribunal/Panel chair
Arbitrator(s)
Sole Arbitrator
ICSID Annulment Committee president
ICSID Annulment Committee members
WTO Appellate Body members
WTO Appellate Body chair
Judges
Karen L. Henderson, Gregory G. Katsas, Bradley N. Garcia
Claimant's counsel
Alexander H. Loomis, Dennis Hranitzky, Owen B. Smitherman
Respondent's counsel
James H. Boykin III, Carter Rosekrans, Winthrop Jordan, Kayahan Cantekin
Other counsel
Claimant's expert
Respondent's expert
Claimant's witness
Respondent's witness
Other witnesses
Tribunal secretary
Tribunal assistant
Country
Country in which this occurs:
United States
Print reporter
Entities
Global Voice Group, Guinea, Postal and Telecommunications Regulatory Authority of Guinea
Document Summary
Opinion for the United States Court of Appeals for the District of Columbia District
This summary note is machine-generated. Always consult the original materials.

Procedural Posture

This opinion from the United States Court of Appeals for the District of Columbia Circuit addresses an appeal by Global Voice Group SA ("Global Voice") against the Republic of Guinea ("Guinea"). The appeal arises from a U.S. District Court decision that dismissed, for lack of subject matter jurisdiction, Global Voice's action seeking both the confirmation of an arbitral award and the recognition of a related French court judgment against Guinea. The District Court had found Guinea was immune from suit under the Foreign Sovereign Immunities Act (FSIA).

The Court's Analysis and Holdings

The Court of Appeals analyzed Global Voice's two claims separately, applying a claim-by-claim approach to FSIA immunity determinations.

Regarding the award-confirmation claim, the appellate court held that the District Court applied an incorrect legal standard. The lower court had focused narrowly on whether Guinea was a formal "party" to the underlying arbitration agreement. The Court of Appeals, relying on its recent precedent in TIG Insurance v. Republic of Argentina, clarified that the proper inquiry under the FSIA's arbitration exception (28 U.S.C. § 1605(a)(6)) is not whether the sovereign was a party, but whether the arbitration agreement "legally binds" the sovereign to arbitrate. This determination requires a two-step analysis: first, identifying the source of law governing the enforcement of the agreement, and second, applying that law to determine if the sovereign is bound, whether as a party or a non-party. Because the District Court failed to conduct this analysis, its dismissal of the award-confirmation claim was vacated.

Conversely, the court affirmed the dismissal of the judgment-recognition claim. Citing its dispositive precedent in Amaplat Mauritius Ltd. v. Zimbabwe Mining Development Corp., the court held that the FSIA's arbitration exception does not abrogate sovereign immunity for actions seeking recognition of foreign court judgments, even where such judgments arise from arbitration-related proceedings. The court reasoned that the plain language of § 1605(a)(6) is limited to actions to enforce an arbitration agreement or confirm an award made pursuant to it. Furthermore, the court reiterated its holding in Amaplat that a state's accession to the New York Convention does not constitute an implicit waiver of immunity for judgment-recognition actions under the FSIA's waiver exception (§ 1605(a)(1)).

Disposition

The Court of Appeals vacated the District Court's dismissal of the award-confirmation claim and remanded it for further proceedings consistent with the legal framework established in TIG Insurance. The court affirmed the dismissal of the judgment-recognition claim.
Case Summary
This summary note is machine-generated. Always consult the original materials.

Case Overview

In Global Voice Group v. Guinea, an ICC tribunal seated in Paris and applying Guinean law addressed a dispute arising from a 2009 Partnership Agreement for the provision of telecommunications monitoring services. The Claimant, Global Voice Group S.A. (GVG), a Seychelles-based company, alleged that the Respondents, the Postal and Telecommunications Regulatory Authority of Guinea (ARPT) and the Republic of Guinea, had abusively terminated the agreement and failed to pay for services rendered. The Respondents counterclaimed, seeking to nullify the agreement on grounds of corruption and violation of Guinean public procurement law, and sought restitution of sums paid to GVG.

Procedural History

GVG filed its Request for Arbitration on December 8, 2016. The tribunal was constituted on July 6, 2017, with Sophie Nappert as President, Charles Jarrosson (appointed by Claimant), and Carmen Núñez-Lagos (appointed by the ICC Court after Respondents' failure to nominate). The seat of arbitration was Paris, France, and the proceedings were conducted under the 2012 ICC Rules. The parties exchanged written submissions, and a hearing was held in Paris from January 28-30, 2019. The tribunal issued its Final Award on July 18, 2019.

Key Issues and Positions

Jurisdiction

Respondents challenged the tribunal's jurisdiction, arguing that (1) the arbitration clause was incompatible with Guinea's Public Procurement Code (CMP), which they claimed mandated ad hoc arbitration for such contracts, and (2) the Republic of Guinea was not a proper party to the agreement, having signed only as a supervisory authority. GVG argued that the ICC arbitration was not incompatible with the CMP and that Guinea's extensive involvement in the negotiation, execution, and benefits of the contract established its consent to be a party.

Merits

Respondents argued the Partnership Agreement was void for violating the CMP's mandatory public tender requirements and for being procured through corruption. They sought restitution of over USD 48 million paid to GVG. GVG countered that the agreement was not subject to the CMP, or alternatively, that any non-compliance was justified by the political instability and state of urgency in Guinea at the time of signing. GVG vehemently denied all allegations of corruption. GVG claimed that Respondents' cessation of payments in May 2014 and subsequent actions constituted an abusive and unfounded termination of the contract. Respondents argued that the termination was justified due to GVG's poor performance and numerous contractual breaches.

Quantum

GVG claimed over USD 106 million in damages for unpaid invoices and lost profits, based on the original contract rate of USD 0.07 per minute. Respondents argued that if the contract was valid, damages should be calculated based on a lower rate of USD 0.025 per minute, as agreed in a 2012 Addendum. GVG sought to nullify this Addendum, claiming it was signed under duress.

Tribunal/Court Reasoning and Holdings

Jurisdiction

The tribunal affirmed its jurisdiction over both Respondents. It found no incompatibility between the ICC arbitration clause and the Guinean CMP, holding that the CMP's reference to arbitration was general and did not preclude institutional arbitration. On jurisdiction *ratione personae*, the tribunal found that the Republic of Guinea was a party to the arbitration agreement. It reasoned that Guinea's deep and active involvement throughout the life of the contract—from its negotiation and signing to its implementation and financial benefits (recovering over USD 212 million in fiscal revenue)—demonstrated a clear intent to be bound by the agreement and its arbitration clause.

Merits

The tribunal rejected Respondents' counterclaims to nullify the agreement. It dismissed the claim based on violation of public procurement law, holding that the Respondents were estopped from raising this objection for the first time in the arbitration after having performed and benefited from the contract for years without protest. The tribunal found it would be contrary to the duty of good faith to allow the State to invalidate a contract on the basis of its own regulations which it had chosen to disregard. The tribunal also dismissed the corruption allegations, finding that Respondents had failed to meet their burden of proof. The evidence presented did not constitute a "grave, precise, and concordant" body of indices sufficient to establish corruption. Consequently, the tribunal found the Partnership Agreement, the 2009 Avenant, and the 2012 Addendum to be valid and binding. It held that the Respondents' termination of the agreement was abusive and without legal foundation.

Quantum/Damages

The tribunal upheld the validity of the 2012 Addendum, rejecting GVG's claim of duress. It found that the renegotiation, while occurring in a tense context, was a commercial decision made by GVG to preserve the project. Therefore, damages were calculated based on the reduced rate of USD 0.025 per minute established in the Addendum, not the original USD 0.07 rate. The tribunal rejected GVG's claims for amounts it had waived under the Addendum.

Disposition / Relief

The tribunal ordered the Respondents to pay GVG a total of USD 21,797,699.47, comprising USD 6,824,441.28 for unpaid invoices from June 2014 to May 2015, and USD 14,973,258.19 for estimated lost revenue from June 2015 to the contract's valid end date of May 22, 2017. The tribunal awarded simple post-award interest at 2% per annum. All of Respondents' counterclaims were dismissed. The tribunal also ordered Respondents to bear a portion of GVG's legal costs and arbitration fees.