UNITED STATES DISTRICT COURT
DISTRICT OF COLUMBIA
|
Solluce Romania 1 B.V., LSG Building Solutions GmbH, Green Source GmbH, Risen Energy Solar Project GmbH, SC LJG Green Source Energy Beta SRL, Core Value Capital GmbH, Core Value Investments GmbH & Co KG Pressburg UK GmbH, Anina Pro Invest Limited, Giust Limited, Plaintiffs, v. The Republic of Romania, |
No. 26-2389 |
[Page 2]
Defendant.
Plaintiffs Solluce Romania 1 B.V. (“Solluce”), LSG Building Solutions GmbH (“LSG”), Green Source GmbH f/k/a Green Source Consulting (“Green Source”), Risen Energy Solar Project GmbH (“Risen”), SC LJG Green Source Energy Beta SRL (“Beta”), Core Value Capital GmbH (“Core Value”), Core Value Investments GmbH & Co KG Gamma (“CVI”), Pressburg UK GmbH (“Pressburg”), Anina Pro Invest Limited (“Anina”), and Giust Limited (“Giust”) (collectively, “Plaintiffs”), by and through their undersigned counsel, allege as follows for their Complaint against Defendant the Republic of Romania (“Romania”):
1. This is an action to recognize and enforce: (i) an arbitral award issued on February 20, 2024 in ICSID Case No. ARB/18/19 in favor of Plaintiffs and against Romania (the “Award”);1 and (ii) a decision on annulment issued on February 18, 2026 in the same case in favor of Plaintiffs and against Romania (the “Decision on Annulment”).2 The Award was issued by an arbitral tribunal (the “Tribunal”) following arbitration proceedings conducted in accordance with the Convention on the Settlement of Investment Disputes between States and Nationals of Other States (the “ICSID Convention”).3 The Decision on Annulment was issued by an ad hoc committee (the “Committee”) following annulment proceedings also conducted in accordance
1 A true and correct copy of the Award, certified by the Secretary-General of ICSID, is attached hereto as Exhibit A. The cover page of the Award is marked “CORRECTED” because the Tribunal corrected a calculation error in the Award on April 3, 2024. The Award incorporates the Tribunal’s Decision on Jurisdiction, Liability and Principles of Reparation dated July 11, 2022 (the “Decision”), which is attached to the Award as an Annex. See Award, Ex. A, ¶ 7. ↩
2 A true and correct copy of the Decision on Annulment is attached hereto as Exhibit B. ↩
3 A true and correct copy of the ICSID Convention is attached hereto as Exhibit C. ↩
[Page 3]
with the ICSID Convention.
2. Pursuant to Articles 52(4) and 54 of the ICSID Convention and 22 U.S.C. § 1650a, Plaintiffs request that this Court: (1) enter an order recognizing and enforcing the Award and the Decision on Annulment and giving them the same full faith and credit as if they were final judgments of a court of general jurisdiction of one of the several states; (2) enter judgment in Plaintiffs’ favor and against Romania for damages in the amounts and currency denominations specified in the Award and the Decision on Annulment, plus pre-award and post-award interest as ordered by the Tribunal and the Committee; and (3) grant any other and further relief that the Court may deem appropriate.
3. Plaintiff Solluce is a company incorporated under the laws of the Netherlands, having its registered office at Herikerbergweg 88, 1101 CM Amsterdam, the Netherlands.
4. Plaintiff LSG is a company incorporated under the laws of Austria, having its registered office at Gorskistrasse 13, 1230 Vienna, Austria.
5. Plaintiff Green Source is a company incorporated under the laws of Austria, having its registered office at Seilerstätte 15/10-11, 1010 Vienna, Austria.
6. Plaintiff Risen is a company incorporated under the laws of Germany, having its registered office at Neumeyerstrasse 28-34, 90411 Nuremberg, Germany.
7. Plaintiff Beta is a company incorporated under the laws of Romania, having its registered office at 1st District, 3D Apicultorilor Boulevard, 1st floor, Bucharest 013852, Romania.
8. Plaintiffs Core Value and CVI are companies incorporated under the laws of Austria, having their registered offices at Seilerstätte 15/10-11, 1010 Vienna, Austria.
9. Plaintiff Pressburg is a company incorporated under the laws of Germany, having its registered office at Laer 3, 59872 Meschede, Germany.
[Page 4]
10. Plaintiffs Anina and Giust are companies incorporated under the laws of Cyprus, having their registered offices at Lampousas 9, 1095 Nicosia, Cyprus.
11. Defendant Romania is a foreign state within the meaning of the Foreign Sovereign Immunities Act, 28 U.S.C. §§ 1330, 1391(f), and 1602-1611.
12. This Court has subject matter jurisdiction over this proceeding pursuant to 28 U.S.C. § 1330(a) and 22 U.S.C. § 1650a(b). This case falls within the exceptions to foreign sovereign immunity set forth in two sections of the Foreign Sovereign Immunities Act (“FSIA”): (i) 28 U.S.C. § 1605(a)(1), for cases in which a foreign state has waived its immunity either explicitly or by implication; and (ii) 28 U.S.C. § 1605(a)(6), for cases brought against a foreign state to confirm an arbitration award that “is or may be governed by a treaty or other international agreement in force in the United States calling for the recognition and enforcement of arbitral awards.” See, e.g., Tatneft v. Ukraine, 771 F. App’x 9, 10 (D.C. Cir. 2019) (subject matter jurisdiction under waiver exception in 28 U.S.C. § 1605(a)(1)); NextEra Energy Global Holdings B.V. v. Kingdom of Spain, 112 F.4th 1088, 1105 (D.C. Cir. 2024), cert. denied, Spain v. Blasket Investments LLC, 609 U.S. ___ (2026) (subject matter jurisdiction under arbitration exception in 28 U.S.C. § 1605(a)(6)).4
13. Personal jurisdiction over Romania exists under 28 U.S.C. § 1330(b), which provides that this Court may exercise personal jurisdiction over a foreign state as to every claim for relief over which the Court has subject matter jurisdiction, provided that service has been made
4 In NextEra, the D.C. Circuit held that the district courts have jurisdiction under the FSIA’s arbitration exception over actions to enforce intra-EU awards made pursuant to the Energy Charter Treaty, like the Award at issue in this case. See NextEra, 112 F.4th at 1103-04. On June 29, 2026, the Supreme Court denied Spain’s petition for a writ of certiorari seeking review of NextEra. See Spain v. Blasket Renewable Invs. LLC, 609 U.S. ___ (2026). ↩
[Page 5]
in accordance with 28 U.S.C. § 1608.
14. Venue is proper in this judicial district pursuant to 28 U.S.C. § 1391(f)(4).
15. As discussed further below, under 22 U.S.C. § 1650a(a), the Award and the Decision on Annulment are entitled to receive “the same full faith and credit as if [the Award and the Decision on Annulment] were a final judgment of a court of general jurisdiction of one of the several States.” Consequently, the merits of the dispute and the reasons underlying the Tribunal’s resolution of the dispute are not relevant to the recognition and enforcement of the Award and the Decision on Annulment under U.S. law. Nonetheless, solely for the purpose of providing background and context, Plaintiffs provide a brief overview of the dispute underlying the Award.
16. The dispute underlying the Award arose out of Romania’s violations of the Energy Charter Treaty (the “ECT”)5 with respect to Plaintiffs’ investments in five photovoltaic facilities located in southern Romania.6
17. In November 2004, Romania introduced a support scheme for investments in the production of electricity from renewable energy sources based on the award of tradable “green certificates” (“GCs”).7 Under the GC support scheme, installations producing electricity from renewable energy sources (“Generators”) were entitled to one GC per MWh of electricity supplied to the grid, irrespective of the renewable energy technology employed.8 In turn, electricity suppliers had the obligation to buy annually a defined number of GCs from Generators at a price
5 A true and correct copy of the ECT is attached hereto as Exhibit D. ↩
6 See Decision, Ex. A, Annex, ¶ 35. ↩
7 Decision, Ex. A, Annex, ¶¶ 53, 81. ↩
8 Decision, Ex. A, Annex, ¶ 84. ↩
[Page 6]
between the minimum and maximum trading values set by the Romanian National Energy Regulatory Authority (“ANRE”).9
18. On October 27, 2008, Romania enacted Law No. 220/2008 (“Law 220/2008”) in order to further incentivize investments in the country’s renewable energy sector.10 Law 220/2008 amended the GC support scheme by: (i) establishing a banding system, pursuant to which photovoltaic facilities received four GCs per MWh of electricity supplied to the grid, while small hydro-electric producers received only one GC per MWh; (ii) providing that renewable energy facilities commissioned before the end of 2014 would benefit from the GC support scheme for a period of 15 years; (iii) establishing that Generators could sell their GCs to electricity suppliers either on a centralized market administered by the OPCOM, the Romanian gas and electricity market operator, or by entering into bilateral contracts for the sale of GCs (so-called “green certificate purchase agreements” or “GCPAs”); (iv) stipulating that GCs would trade between minimum and maximum values set in the law itself (not by ANRE) and adjusted annually to Romanian inflation; and (v) requiring electricity suppliers to purchase yearly a defined number of GCs that would be determined each year by ANRE (“Acquisition Quotas”).11
19. On July 12, 2010, Romania once again modified the GC support scheme by enacting Law No. 139/2010 (“Law 139/2010”).12 Law 139/2010 made four main changes to the scheme: (i) it increased the number of GCs available for photovoltaic facilities from four to six GCs per MWh and extended the deadline for Generators to qualify for the support scheme until 2016; (ii) it clarified how the annual Acquisition Quota of GCs would work; (iii) it increased the
9 Decision, Ex. A, Annex, ¶¶ 84-85. ↩
10 Decision, Ex. A, Annex, ¶ 87. ↩
11 Decision, Ex. A, Annex, ¶¶ 88-96, 917-921. ↩
12 Decision, Ex. A, Annex, ¶ 922. ↩
[Page 7]
penalty for suppliers of electricity which breached their Acquisition Quota; and (iv) it extended, from 2014 to 2025, the period during which the GC value would trade between minimum and maximum values set in the law, and it established that these values would be annually indexed to European (not Romanian) inflation.13
20. On July 13, 2011, the European Commission approved Romania’s GC support scheme as enacted in Law 220/2008 and modified by Law 139/2010.14
21. In October 2011, the Romanian government issued Emergency Government Ordinance No. 88/2011 (“EGO 88/2011”), which introduced the concept of “overcompensation” of Generators in order to mitigate the impact of the GC support scheme on the price of energy for end consumers.15 EGO 88/2011 provided that ANRE would monitor the costs and revenues of Generators for overcompensation and, if needed, propose measures to reduce the number of GCs allocated to Generators.16 However, such measures would apply only to Generators commencing the production of electricity after the measures were adopted.17
22. On July 18, 2012, Romania enacted Law No. 134/2012 (“Law 134/2012”), which approved EGO 88/2011.18 Law 134/2012 envisaged the possibility for Romania to reduce the number of GCs for photovoltaic facilities accredited after January 1, 2014, in case of overcompensation.19 Romania also announced in Law 134/2012 that it would create a guarantee fund to buy any unsold GCs at least at the minimum GC trading value.20
13 Decision, Ex. A, Annex, ¶¶ 922-928. ↩
14 Decision, Ex. A, Annex, ¶ 942. ↩
15 Decision, Ex. A, Annex, ¶ 947. ↩
16 Decision, Ex. A, Annex, ¶ 948. ↩
17 Id. ↩
18 Decision, Ex. A, Annex, ¶ 959. ↩
19 Decision, Ex. A, Annex, ¶ 960. ↩
20 Id. ↩
[Page 8]
23. Plaintiffs are 10 project developers that invested in five photovoltaic facilities in southern Romania (the “PV Facilities”) between January 2011 and June 2013.21
24. Between June 2013 and September 2013, ANRE granted the final accreditation for each of the Plaintiffs’ five PV Facilities to benefit from the GC support scheme.22
25. At the same time, in June 2013, Romania began introducing a series of measures that upended the government’s incentive scheme for photovoltaic facilities (the “Disputed Measures”).
26. First, on June 4, 2013, Romania issued EGO No. 57/2013 (“EGO 57/2013”), which introduced the following significant modifications (among others) to Law 220/2008: (i) deferring the issuance of two out of the six GCs per MWh awarded to photovoltaic facilities until 2017-2020, to decrease the expected revenue of the facilities; (ii) prohibiting the issuance of GCs for electricity beyond the projection that Generators made to the grid operator in the day-ahead hourly forecast; and (iii) providing that GCs could only be traded on the centralized market managed by OPCOM, thus casting doubt on the validity of GCPAs entered into between Generators and energy traders.23
27. Second, on March 14, 2014, Romania enacted Law No. 23/2014, which: (i) reduced the validity of GCs from 16 to 12 months from their date of issuance; and (ii) repealed the measures adopted in Law 134/2012 for the establishment of a guarantee fund that would buy any GCs that had not been bought by electricity suppliers.24
21 Decision, Ex. A, Annex, ¶¶ 35, 123, 517. ↩
22 Decision, Ex. A, Annex, ¶¶ 179-80. ↩
23 Decision, Ex. A, Annex, ¶¶ 971-974. ↩
24 Decision, Ex. A, Annex, ¶¶ 984-985. ↩
[Page 9]
28. Third, on June 11, 2014, Romania adopted Government Decision No. 495/2014, which partially exempted energy-intensive users from the GC support scheme.25
29. Fourth, in March 2017, Romania adopted EGO No. 24/2017, which further amended Law 220/2008 by, inter alia: (i) extending the GC deferral period for photovoltaic facilities accredited before December 31, 2013 until 2025-2030; (ii) modifying the methodology for calculating the Acquisition Quotas for electricity suppliers; (iii) altering the minimum and maximum prices at which GCs could be traded until 2032; (iv) lowering the penalty to be paid by electricity suppliers that failed to meet their Acquisition Quotas; and (v) restricting the sale of GCPAs to the regulated OPCOM market.26
30. Fifth, in July 2018, Romania enacted Law No. 184/2018, which, inter alia, shortened the GC deferral period to the end of 2020 and introduced a new methodology for calculating the Acquisition Quotas.27
31. The Disputed Measures, individually and collectively, greatly diminished the value of and return on Plaintiffs’ investment in the PV Facilities. Plaintiffs’ damages expert opined in the arbitration that the Disputed Measures in combination reduced the value of Plaintiffs’ investments by € 142.7 million as of June 30, 2020.28
32. Both the relationship and the dispute between Plaintiffs and Romania are governed by the ECT, which Romania signed on December 17, 1994 and ratified on March 10, 1996.29 The
25 Decision, Ex. A, Annex, ¶¶ 986-988. ↩
26 Decision, Ex. A, Annex, ¶¶ 989-995. ↩
27 Decision, Ex. A, Annex, ¶¶ 997-1001. ↩
28 Decision, Ex. A, Annex, ¶ 1261. ↩
29 Energy Charter Secretariat: Romania, available at https://www.energychartertreaty.org/treaty/contracting-parties-and-signatories/romania/ (last visited June 30, 2026). ↩
[Page 10]
ECT entered into force in Romania on April 16, 1998.30 The Netherlands, Austria, Germany, and Cyprus signed the ECT on December 17, 1994, and the ECT entered into force in each of these countries on April 16, 1998.31 Germany submitted a notification of withdrawal from the ECT on December 19, 2022.32 Germany’s withdrawal from the ECT took effect on December 21, 2023.33 Pursuant to Article 47(3) of the ECT, all investments covered by the ECT at the time a withdrawal takes effect continue to receive protection under the treaty for 20 years.34
33. The ECT obligates each Contracting Party to protect Investments made by Investors of the other Contracting Parties within its territory. Article 1(7) provides that the term “Investor” means, with respect to a Contracting Party, “a company or other organization organized in accordance with the law applicable in that Contracting Party.”35
34. Article 1(6) of the ECT defines the term “Investment” broadly to include “every kind of asset, owned or controlled directly or indirectly by an Investor,” including: “tangible and intangible, and immovable property and any property rights such as leases, mortgages, liens, and
30 Id. ↩
31 Energy Charter Secretariat: The Netherlands, available at https://www.energychartertreaty.org/treaty/contracting-parties-and-signatories/the-netherlands/ (last visited June 30, 2026); Energy Charter Secretariat: Austria, available at https://www.energychartertreaty.org/treaty/contracting-parties-and-signatories/austria/ (last visited June 30, 2026); Energy Charter Secretariat: Germany, available at https://www.energychartertreaty.org/treaty/contracting-parties-and-signatories/germany/ (last visited June 30, 2026); Energy Charter Secretariat: Cyprus, available at https://www.energychartertreaty.org/treaty/contracting-parties-and-signatories/cyprus/ (last visited June 30, 2026). ↩
32 Energy Charter Secretariat: Germany, available at https://www.energychartertreaty.org/treaty/contracting-parties-and-signatories/germany/ (last visited June 30, 2026). ↩
33 Energy Charter Secretariat: Written notifications of withdrawal from the Energy Charter Treaty, available at https://www.energychartertreaty.org/details/article/written-notifications-of-withdrawal-from-the-energy-charter-treaty/ (last visited on June 30, 2026). ↩
34 Ex. D, Article 47(3). ↩
35 Ex. D, Article 1(7). ↩
[Page 11]
pledges,” and “any right conferred by law or contract or by virtue of any licenses or permits granted pursuant to law to undertake any Economic Activity in the Energy Sector.”36 In the arbitration, Romania did not dispute that Plaintiffs’ investments in the PV Facilities constituted covered “Investments” under the ECT.37
35. The ECT sets out the substantive obligations of each Contracting Party to protect Investors of the other Contracting Parties and their Investments. For example, Article 10(1) provides:
Each Contracting Party shall, in accordance with the provisions of this Treaty, encourage and create stable, equitable, favourable and transparent conditions for Investors of other Contracting Parties to make Investments in its Area. Such conditions shall include a commitment to accord at all times to Investments of Investors of other Contracting Parties fair and equitable treatment. Such Investments shall also enjoy the most constant protection and security and no Contracting Party shall in any way impair by unreasonable or discriminatory measures their management, maintenance, use, enjoyment or disposal. In no case shall such Investments be accorded treatment less favourable than that required by international law, including treaty obligations. Each Contracting Party shall observe any obligations it has entered into with an Investor or an Investment of an Investor of any other Contracting Party.38
36. Romania gave its “unconditional consent” to the submission of the dispute to ICSID arbitration in Article 26(3)(a) of the ECT, which provides in pertinent part that “each Contracting Party hereby gives its unconditional consent to the submission of a dispute to international arbitration or conciliation in accordance with the provisions of this Article.”39
36 Ex. D, Article 1(6). ↩
37 Decision, Ex. A, Annex, ¶ 654. ↩
38 Ex. D, Article 10(1). ↩
39 Ex. D, Art. 26(3)(a). ↩
[Page 12]
37. Article 26(4) of the ECT provides that:
In the event that an Investor chooses to submit the dispute . . . [to international arbitration], the Investor shall further provide its consent in writing for the dispute to be submitted to:
(a)(i) The International Centre for Settlement of Investment Disputes . . . if the Contracting Party of the Investor and the Contracting Party to the dispute are both parties to the ICSID Convention . . . .40
38. Plaintiffs affirmed in writing their consent to submission of the Parties’ dispute to ICSID arbitration in paragraph 60 of their Request for Arbitration, which they submitted to ICSID on May 23, 2018.41
39. Romania’s consent to arbitrate set forth in Article 26(3)(a) of the ECT, coupled with Plaintiffs’ submission of the Parties’ dispute to ICSID arbitration, constituted an agreement to arbitrate within the meaning of Chapter II of the ICSID Convention.
40. On May 23, 2018, Plaintiffs commenced the arbitration by filing their Request for Arbitration with ICSID.42 On June 12, 2018, the Secretary-General of ICSID registered the Request for Arbitration in accordance with Article 36(3) of the ICSID Convention and notified the Parties of the registration.43
41. The arbitration proceeded in accordance with the ICSID Convention and the ICSID Arbitration Rules.44 The selection of the Tribunal was completed on January 24, 2019.45 The Tribunal selected by the Parties consisted of Professor Juan Fernandez-Armesto (President), Judge
40 Ex. D, Article 26(4). ↩
41 A true and correct copy of the Request for Arbitration is attached hereto as Exhibit E. ↩
42 Decision, Ex. A, Annex, ¶ 7. See also Ex. E. ↩
43 Decision, Ex. A, Annex, ¶ 8. ↩
44 Decision, Ex. A, Annex, ¶¶ 9-12. ↩
45 Decision, Ex. A, Annex, ¶ 11. ↩
[Page 13]
O. Thomas Johnson (appointed by Plaintiffs), and Prof. Pierre-Marie Dupuy (appointed by Romania).46
42. Romania was represented in the arbitration by external counsel at the international law firm Curtis, Mallet-Prevost, Colt & Mosle LLP and Romanian law firm Maravela & Asociaţii.47 Romania fully participated in the arbitration, including submitting a Request for Bifurcation, Counter-Memorial on the Merits and Memorial on Jurisdiction, a Reply on Jurisdiction and Rejoinder on the Merits, and a Post-Hearing Brief.48
43. From February 15 to February 23, 2021, the Tribunal conducted a hearing on jurisdiction and the merits, in which both parties participated, presented witnesses and experts for examination, and were represented by their respective counsel.49
44. On July 11, 2022, the Tribunal issued its Decision on Jurisdiction, Liability and Principles of Reparation (the “Decision”), denying Romania’s jurisdictional objections, finding that Romania breached Article 10(1) of the ECT, and setting forth principles to guide the calculation of damages.50 The Decision was accompanied by a separate opinion of Judge Johnson, who concurred with the majority’s rulings on jurisdiction but dissented, in part, with its rulings on the merits.51
45. In the Decision, The Tribunal rejected each of Romania’s jurisdictional objections,
46 Decision, Ex. A, Annex, ¶ 10. ↩
47 Decision, Ex. A, Annex, ¶ 28. ↩
48 Decision, Ex. A, Annex, ¶¶ 19-22, 25, 30-34, Award, Ex. A ¶¶ 16-17. ↩
49 Decision, Ex. A, Annex, ¶¶ 28-29. ↩
50 See Decision, Ex. A, Annex, ¶¶ 357, 437, 769, 1223-1227, 1311-1312, 1327, 1330-1331, 1336-1337, 1346, 1354(3). See also Award, Ex. A, ¶¶ 20-29. ↩
51 Judge Johnson’s separate opinion is appended to the Decision. See Decision, Ex. A, Annex. ↩
[Page 14]
finding that: (1) Romania consented to arbitrate the claims of all 10 Plaintiffs in one proceeding; (2) the Tribunal had jurisdiction under the ECT and the ICSID Convention over the claims of Plaintiffs Anina and Giust; and (3) the ECT and the ICSID Convention provide jurisdiction over disputes between nationals of one European Union (“EU”) Member State and another EU Member State.52
46. Regarding the merits, the Tribunal concluded that Romania breached its obligations under Article 10(1) of the ECT by drastically altering the essential characteristics of the regulatory regime on which Plaintiffs relied when making their investments.53 Specifically, Romania breached its obligation under Article 10(1) to accord fair and equitable treatment to Plaintiffs’ investments by: (i) deferring a number of GCs to which Plaintiffs were entitled; (ii) limiting Plaintiffs’ capacity to enter into GCPAs and trade their GCs; and (iii) altering the guaranteed minimum trading value of GCs, in particular by ceasing to index such value to European inflation.54 Additionally, the Tribunal found that Romania’s decisions to defer a number of GCs and to cease to index the minimum trading value of GCs to inflation breached its obligation under Article 10(1) to refrain from impairing Plaintiffs’ investments through unreasonable measures.55
47. Regarding reparation, the Tribunal established the principles for the quantification of damages.56
52 Decision, Ex. A, Annex, ¶¶ 299-357, 387-437, 492-785. ↩
53 Decision, Ex. A, Annex, ¶¶ 1223-1226. The Tribunal distinguished between two groups of claimants based on the time when they made their investments, but it concluded that Romania breached Article 10(1) as to both groups. See Decision, Ex. A, Annex, ¶¶ 1065, 1223-1226. ↩
54 Decision, Ex. A, Annex, ¶¶ 1157, 1221. ↩
55 Decision, Ex. A, Annex, ¶¶ 1158, 1221. ↩
56 See Decision, Ex. A, Annex, ¶¶ 1311-1312, 1327, 1330-1331, 1336-1337, 1346, 1354(3). ↩
[Page 15]
48. On February 20, 2024, the Tribunal issued the Award.57 The Award was accompanied by a separate opinion of Judge Johnson, who disagreed with one part of the Tribunal’s determination of the Plaintiffs’ damages.58
49. In the Award, the Tribunal ordered Romania to pay to Plaintiffs:
57 See Award, Ex. A. ↩
58 Judge Johnson’s separate opinion is appended to the Award. See Award, Ex. A. ↩
59 Award, Ex. A, ¶ 243(1). ↩
60 Award, Ex. A, ¶ 243(2). ↩
61 Award, Ex. A, ¶ 243(3). ↩
62 Award, Ex. A, ¶ 243(4). ↩
[Page 16]
50. On June 14, 2024, Romania submitted an Application for Annulment of the Award to the ICSID Secretary-General (the “Annulment Application”).
51. On August 12, 2024, ICSID constituted the Committee to hear Romania’s Annulment Application.
52. On February 18, 2026, the Committee issued its unanimous Decision on Annulment, dismissing Romania’s Annulment Application.63
53. In the Decision on Annulment, the Committee ordered Romania to pay:
54. By letter dated May 3, 2024, Plaintiffs demanded Romania’s immediate payment of the sums due under the Award.66 As of the date of Plaintiffs’ letter, the total amount due under the Award was EUR 52,071,561, with interest continuing to accrue at a rate of EUR 9,438 per day.
55. Romania has not responded to Plaintiffs’ letter of May 3, 2024, and the Award and the Decision on Annulment remain unpaid to date.
63 Ex. B, ¶ 212(1)-(2). ↩
64 Ex. B, ¶¶ 207, 210, 212(3). The Committee determined that these costs totaled USD 378,019.12. Ex. B, ¶ 208. These costs were paid out of the advances made by Romania. Ex. B, ¶ 209. ↩
65 Ex. B, ¶¶ 207, 212(4). ↩
66 A true and correct copy of Plaintiffs’ letter to Romania dated May 3, 2024 is attached hereto as Exhibit F. ↩
[Page 17]
56. Plaintiffs repeat and reallege the allegations in paragraphs 1 through 55 as if set forth fully herein.
57. On August 27, 1965, the United States signed the ICSID Convention, which establishes a framework for the resolution of investment disputes between a foreign sovereign party to the Convention and a national of another State party to the Convention.67 The United States deposited its instrument of ratification for the ICSID Convention on June 10, 1966, and the Convention entered into force for the United States on October 14, 1966.68 Awards issued pursuant to the ICSID Convention are subject to recognition and enforcement in the United States under Article 54 of the ICSID Convention and pursuant to 22 U.S.C. § 1650a.
58. Romania signed the ICSID Convention on September 6, 1974, and deposited its ratification on September 12, 1975.69 The ICSID Convention entered into force for Romania on October 12, 1975.70 As discussed above, Plaintiffs are nationals of the Netherlands, Austria, Germany, Cyprus, and Romania,71 which became Contracting States to the ICSID Convention on October 14, 1966, June 24, 1971, May 18, 1969, December 25, 1966, and September 12, 1975, respectively.72
59. Article 53(1) of the ICSID Convention provides that an award rendered by an
67 Database of ICSID Member States, available at https://icsid.worldbank.org/about/member-states/database-of-member-states (last visited July 1, 2026). ↩
68 Id. ↩
69 Id. ↩
70 Id. ↩
71 Decision, Ex. A, Annex, ¶ 2. ↩
72 Database of ICSID Member States, available at https://icsid.worldbank.org/about/member-states/database-of-member-states (last visited July 1, 2026). ↩
[Page 18]
ICSID tribunal “shall be binding on the parties and shall not be subject to any appeal or to any other remedy except those provided for in this Convention. Each party shall abide by and comply with the terms of the award except to the extent that enforcement shall have been stayed pursuant to the relevant provisions of this Convention.”73
60. Article 54(1) of the ICSID Convention provides that “[e]ach Contracting State shall recognize an award rendered pursuant to this Convention as binding and enforce the pecuniary obligations imposed by that award within its territories as if it were a final judgment of a court in that State.”74
61. Article 52(4) of the ICSID Convention provides that the provisions of Articles 53 and 54 “shall apply mutatis mutandis to proceedings before” an ad hoc annulment committee.75
62. Section 1650a(a) of Title 22 of the United States Code implements Article 54 of the ICSID Convention by providing as follows:
An award of an arbitral tribunal rendered pursuant to chapter IV of the [ICSID] convention shall create a right arising under a treaty of the United States. The pecuniary obligations imposed by such an award shall be enforced and shall be given the same full faith and credit as if the award were a final judgment of a court of general jurisdiction of one of the several States. The Federal Arbitration Act (9 U.S.C. 1 et seq.) shall not apply to enforcement of awards rendered pursuant to the convention.
63. The Award and the Decision on Annulment were rendered by an arbitral tribunal pursuant to Chapter IV of the ICSID Convention.76
64. The Award and Decision on Annulment include pecuniary obligations in the
73 Ex. C, Article 53(1). ↩
74 Ex. C, Article 54(1). ↩
75 Ex. C, Article 52(4). ↩
76 Article 52(4) of the ICSID Convention applies Articles 41–45 of the ICSID Convention (concerning the “Powers and Functions of the Tribunal”) to an ad hoc annulment committee. Ex. C, Art. 52(4). ↩
[Page 19]
amounts set out in paragraphs 49 and 53 above. Romania has not satisfied any part of these outstanding pecuniary obligations.
65. Pursuant to 22 U.S.C. § 1650a(a) and Article 54 of the ICSID Convention, the Award and Decision on Annulment must be recognized and the pecuniary obligations therein must be enforced “as if [the Award and the Decision on Annulment] were a final judgment of a court of general jurisdiction of one of the several States.”77
WHEREFORE, Plaintiffs respectfully request that this Court enter an order and judgment:
[Page 20]
Dated: New York, New York
July 7, 2026
Respectfully submitted,
/s/ Thomas C.C. Childs
Thomas C.C. Childs (NY0449)
Maryssa Ziegler (pro hac vice forthcoming)
KING & SPALDING LLP
1290 Avenue of the Americas
New York, NY 10104
Tel: (212) 556-2200
Fax: (212) 556-2222
[email protected]
[email protected]
Matthew D. McGill, D.C. Bar #481430
KING & SPALDING LLP
1700 Pennsylvania Avenue N.W.
Washington, DC 20006
Tel: (202) 626-2644
Fax: (202) 626-3737
[email protected]
Attorneys for Plaintiffs Solluce Romania 1 B.V, LSG Building Solutions GmbH, Green Source GmbH f/k/a Green Source Consulting, Risen Energy Solar Project GmbH, SC LJG Green Source Energy Beta SRL, Core Value Capital GmbH, Core Value Investments GmbH & Co KG Gamma, Pressburg UK GmbH, Anina Pro Invest Limited, and Giust Limited