JGC Holdings Corporation (formerly JGC Corporation) v. Kingdom of Spain

At a glance

Parties

JGC Holdings Corporation (formerly JGC Corporation) (Japan) v. the Kingdom of Spain. In the enforcement proceedings JGC's assignee, Blasket Renewable Investments, LLC, was the petitioner.

Case no.

ICSID Case No. ARB/15/27 (annulment proceeding); US District Court for the District of Columbia, Civil Action No. 23-2701 (RC); Brussels Court of Appeal, role no. 2024/QR/30

Forum and rules

ICSID Convention arbitration; ICSID Arbitration Rules 2006. Place of the annulment proceeding: Washington, D.C.

Treaty

Energy Charter Treaty (Article 10(1); applicable law under Article 26(6))

Tribunal

Award: Prof. Hi-Taek Shin (President), Prof. Dr. August Reinisch, Prof. Mónica Pinto (separate opinion, partial dissent). ad hoc Committee: Ms. Dyalá Jiménez (President), Ms. Tina M. Cicchetti, Dr. Ucheora Onwuamaegbu

Court

Brussels Court of Appeal, 17th Chamber (D. Degreef, Chairman); US District Court for the District of Columbia (Judge Rudolph Contreras)

Underlying award(s)

Award of 9 November 2021, which incorporates the Decision on Jurisdiction, Liability and Certain Issues of Quantum of 21 May 2021

Sector

Renewable energy; concentrated solar power

Outcome

The ad hoc Committee unanimously dismissed Spain's application for annulment (6 February 2024). The award was then enforced in the United States, and a Belgian court authorised attachment. A notice filed on 4 June 2025 states that Spain fully satisfied the US judgment.

Amount

Claimed: EUR 105.2 million plus interest. Awarded: EUR 23.51 million, with pre-award interest at 2.748% compounded monthly from 21 June 2014; USD 333,737.08 in arbitration costs; EUR 1,579,314.53, JPY 25,260,284.4 and USD 290,000.00 in legal costs; post-award interest at 1.6% compounded monthly. Annulment: Spain bears costs of USD 382,153.09 and pays JGC EUR 387,292.68 and JPY 2,007,600.00. US judgment: USD 36,099,289.31 plus post-judgment interest.

The dispute

JGC, a Japanese engineering company, invested in 2010 in two Spanish companies operating concentrated solar power plants near Córdoba. It relied on Spain's remuneration regime for renewable energy. Between January 2012 and June 2014 Spain modified that regime and introduced a 7% tax on the production of electric power (TVPEE). JGC claimed under the Energy Charter Treaty. The Tribunal declined jurisdiction over the TVPEE but held by majority that the other measures breached the fair and equitable treatment obligation in Article 10(1) of the ECT. Spain sought annulment on the ground that the Tribunal had failed to apply EU law, in particular EU State aid law, as international law under Article 26(6) of the ECT. It also alleged failure to state reasons and a breach of its right to be heard. Spain later resisted enforcement in the United States on full faith and credit, act of state, comity and forum non conveniens grounds.

Key holdings

1. No manifest excess of powers. The Tribunal identified the applicable law as the ECT and the applicable rules and principles of international law, and it applied that law. It treated EU and Spanish law as facts when assessing legitimate expectations. Because there was no excess of powers, the Committee did not need to decide whether any excess was manifest. Decision on Annulment ¶¶ 111, 125–134
2. The Tribunal could reasonably exclude EU law as international law under Article 26(6): Japan is not a party to the EU treaties, and treaties do not bind non-parties. Neither Article 1(3) of the ECT on Regional Economic Integration Organizations nor Articles 2 or 6 shows that the contracting parties chose EU law to govern disputes under Article 10. Decision on Annulment ¶¶ 115–122
3. No failure to state reasons. Read as a whole, and allowing for implicit reasons, the Award shows clearly how the Tribunal reached its conclusion on the applicable law. The Tribunal did not say that EU law is not international law; it held that EU law could not be viewed as international law for the purpose of Article 26(6) in a dispute with a Japanese investor. Decision on Annulment ¶¶ 161–170
4. No serious departure from a fundamental rule of procedure. The Tribunal admitted the BayWa v. Spain award into the record and addressed it (2021 Decision ¶¶ 810, 968). A party has no right linked to a non-disputing party's request to intervene, so the Tribunal's rejection of the European Commission's amicus application did not breach Spain's right to be heard. Decision on Annulment ¶¶ 208–212
5. Costs follow the event. Spain bears all costs of the annulment proceeding (USD 382,153.09) and must pay JGC's legal fees and expenses of EUR 387,292.68 and JPY 2,007,600.00, which the Committee found reasonable. Decision on Annulment ¶¶ 225–232
6. The Brussels Court of Appeal reversed the attachment judge. It authorised Blasket to attach amounts owed by EUROCONTROL to Spain, directly or through ENAIRE, under Article 1412quinquies §2, 3° of the Judicial Code. The court found it plausible that ENAIRE is a state-owned company with legal personality that operates on commercial principles. p. 6–7
7. The US District Court found jurisdiction under the FSIA arbitration exception and held that the award is entitled to full faith and credit under 22 U.S.C. § 1650a. Spain's argument that the award is State aid under EU law is at most an error of law that does not oust the Tribunal's jurisdiction. The court also rejected Spain's act of state, comity, foreign sovereign compulsion and forum non conveniens defences, and refused a stay. Memorandum Opinion, pp. 11–30

Procedural history

1. 8 June 2015JGC files its request for arbitration under the ECT.
2. 21 May 2021Decision on Jurisdiction, Liability and Certain Issues of Quantum. Spain is found by majority to have breached Article 10(1) of the ECT; Mónica Pinto attaches a separate opinion.
3. 9 November 2021Award: Spain is ordered to pay EUR 23.51 million plus interest and costs.
4. 9 March 2022Spain applies for annulment. ICSID registers the application on 14 March 2022 and provisionally stays enforcement. The ad hoc Committee is constituted on 31 March 2022.
5. 23 November 2022The Committee rejects Spain's request to continue the stay of enforcement and lifts the provisional stay.
6. 6 February 2024Decision on Annulment: the application is dismissed and Spain is ordered to pay all costs.
7. 18 June 2024The Brussels Court of Appeal authorises Blasket to attach EUROCONTROL receivables owed to Spain.
8. 26 September 2024The US District Court for the District of Columbia denies Spain's motion to dismiss and grants the petition to enforce the award.
9. 15 November 2024US judgment for Blasket of USD 36,099,289.31 plus post-judgment interest under 28 U.S.C. § 1961.
10. 4 June 2025Blasket gives notice that Spain has fully satisfied the judgment.

Tribunal, counsel and experts

Decided by

• Dyalá Jiménez Figueres Committee president (disqualification proposal declined on 22 August 2022)
• Tina Cicchetti Committee member
• Ucheora Onwuamaegbu Committee member
• D. Degreef Judge, Brussels Court of Appeal
• Rudolph Contreras Judge, US District Court for the District of Columbia

For the claimant

Cuatrecasas, Gonçalves Pereira · Nagashima Ohno & Tsunematsu · Gibson, Dunn & Crutcher LLP · Hakim Boularbah · Alexandra Van Beurden

For the respondent

Abogacía General del Estado

Experts

Arroyo Jiménez (claimant)

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Keywords

• Energy Charter Treaty
• renewable energy
• concentrated solar power
• Spain renewables saga
• fair and equitable treatment
• legitimate expectations
• annulment
• manifest excess of powers
• failure to state reasons
• applicable law Article 26(6) ECT
• EU law
• EU State aid
• amicus curiae European Commission
• enforcement
• full faith and credit
• 22 U.S.C. § 1650a
• Blasket
• Eurocontrol attachment

Summary generated with AI from the published documents — refer to the award for the authoritative text.