Fuller Co. v. Compagnie des Bauxites de Guinée

In 1970 Fuller Company (Fuller) (plaintiff), a Pennsylvania corporation, and Compagnie des Bauxites de Guinée (CBG) (defendant), a Delaware corporation, entered into a contract under which Fuller agreed to design and manufacture a drying and calcining plant and related equipment for CBG’s plant located in the Republic of Guinea. The contract contained an arbitration clause requiring that disputes between the parties be arbitrated in Switzerland. Fuller manufactured the equipment in the United States and shipped it from Philadelphia, Pennsylvania. The contracts between the parties also contemplated that Fuller would deliver technical support, testing, and replacement parts in the Republic of Guinea. In 1974 a Belgian corporation, headquartered in Brussels, working as a consulting engineer for CBG issued a draft of a provisional acceptance certificate but noted certain reservations relating to alleged defects in the equipment supplied by Fuller. Fuller refused to sign this certificate. In January 1975, representatives of CBG, the consulting engineer, and Fuller all met in Pittsburgh, Pennsylvania, to discuss the parties’ disagreements. Fuller later claimed that the disputes were resolved at the meeting, but CBG disagreed. In November, CBG submitted a request for arbitration, seeking damages for the alleged defects in the equipment supplied by Fuller. In the interim, Fuller had filed a petition for a declaratory judgment in Pennsylvania state court, seeking a determination of the binding effect of the January 1975 settlement. CBG removed the case to federal district court, invoking the court’s jurisdiction under the Convention on the Recognition and Enforcement of Foreign Arbitral Awards (the convention) even though both Fuller and CBG were United States corporations. Upon removal, CBG moved to stay the suit until resolution of the arbitral proceedings.