Compagnie Noga d'Importation et Deportation S.A. v. Russian Federation

Compagnie Noga d’Importation et Deportation, S.A. (Noga) (plaintiff) entered into supply contracts to provide hundreds of millions of dollars’ worth of food and consumer goods to the Government of Russia (the Government), an organ of the Russian Federation (defendant). Noga agreed to finance the agreements in part, with a series of hundreds of millions of dollars in loans to the Government. The loan agreement contained an arbitration clause, which included a waiver of immunity with respect to the enforcement of any arbitration award and a consent to suit in the United States. A dispute arose, and Noga commenced arbitration proceedings against the Russian Federation , claiming that the Russian Federation was in default on the loans. The Russian Federation objected by stating that it was not the proper party to the arbitration, because the Government and the government agencies—not the Russian Federation itself—were parties to the loans in question. The arbitration panel never ruled on the Russian Federation’s objection, and the arbitration proceeded for eight years. Throughout the arbitration, the Government—and not the Russian Federation—participated in the proceedings. The arbitral tribunal issued an award in favor of Noga, but neither the Government nor the Russian Federation paid it. Noga commenced proceedings against the Russian Federation in United States district court to enforce the award. The Russian Federation argued that it was not the proper party to the action, because it was not a party to the arbitration. The district court declined to confirm the award on the ground that the Russian Federation was not a party to the arbitration. Noga appealed.