Procedural Posture

This judgment of the English High Court (Commercial Court) addresses applications by the Claimant, Soprim Construction SARL, to enforce arbitral awards against the Respondent, the Republic of Djibouti. Soprim sought a final charging order over approximately US$41 million held in London bank accounts in the name of Doraleh Container Terminal SA (DCT). The Objecting Parties, DP World Djibouti FZCO and DCT, opposed the application and sought to set aside the arbitration claim form.

Principal Legal Issues

The Court was required to determine whether the funds in the accounts were beneficially owned by Djibouti, rendering them amenable to enforcement. This involved analyzing whether DCT held the funds on a bare trust for the State under English law. The Objecting Parties challenged the authority of DCT's state-appointed administrators to create such a trust, arguing that the Djiboutian court judgments appointing them should be refused recognition in England on the grounds of public policy, breach of English anti-suit injunctions, breach of arbitration agreements, and natural justice violations. The Court also considered whether to pierce DCT's corporate veil and whether Soprim had breached its duty of full and frank disclosure during the ex parte application.

Tribunal's Analysis and Findings

The Court first determined that English law governed the alleged trust under Article 7 of the Hague Trusts Convention, given the situs of the bank accounts in London. Drawing inferences from the factual matrix, including Djibouti's extensive control over DCT's administrators, the Court concluded that an agreement was reached for DCT to hold the funds on bare trust for the Republic.

Addressing the recognition of the Djiboutian judgments, the Court rejected the Objecting Parties' arguments. It found no breach of the English injunctions, as they were directed at a different entity (PDSA) and did not bind the Republic. Furthermore, the Republic was not bound by the arbitration agreements in the joint venture documents, as it was not a shareholder. The Court also dismissed the natural justice objections, finding that the Djiboutian court had provided a properly reasoned decision that did not meet the high threshold for refusing recognition based on systemic bias.

While the Court declined to pierce DCT's corporate veil—noting the strong presumption of separate legal personality for state-owned entities—it held that the bare trust was successfully established. The Court found no material breach of the duty of full and frank disclosure by Soprim.

Decision

Exercising its discretion under the Charging Orders Act 1979, the Court applied the "first past the post" principle and granted the final charging order over the entirety of the funds in the accounts. The Court dismissed the Objecting Parties' set-aside application and rejected Soprim's alternative applications for a third-party debt order and receivership.