Golden Toys LLP v. FC Dynamo Moscow

At a glance

Parties

Golden Toys LLP (intermediary licensed by the Football Union of Russia) v. JSC FC Dynamo Moscow

Case no.

CAS 2021/A/8404 & 8405 (two joined appeals, one award)

Forum and rules

Court of Arbitration for Sport, appeals procedure under the CAS Code (2021 edition); seat in Switzerland

Treaty

None. Appeal under Article 53 of the FUR Dispute Resolution Regulations and Articles 46–47 of the FUR Statutes

Tribunal

Frans de Weger (President), Jeffrey G. Benz, Jakub Laskowski

Sector

Football; intermediary (agent) fees

Outcome

Fee appeal (CAS 8404) upheld and Dynamo ordered to pay EUR 750,000 plus interest; sanctions appeal (CAS 8405) rejected (16 March 2023).

Amount

Claimed: EUR 750,000 plus interest from 1 February 2018. Awarded: EUR 750,000 plus interest at the key rate of the Bank of Russia from 1 February 2018 until payment.

The dispute

On 17 January 2018 Golden Toys LLP and FC Dynamo Moscow signed an Intermediary Service Contract. Under it Golden Toys was to represent the club in negotiating the transfer of Konstantin Rausch from 1.FC Köln. On 22 January 2018 the parties signed a Certificate of Work Completion confirming the services and a fee of EUR 750,000. Dynamo did not pay. In separate proceedings brought by Dynamo's shareholder, the Moscow economic courts declared the contract void from inception. The FUR Dispute Resolution Chamber and then the FUR Players' Status Committee ended the fee claim on res judicata grounds, and they refused Golden Toys' request for sanctions against the club for taking a football dispute to state courts. On appeal Golden Toys claimed the fee, or restitution, or damages, and asked for sporting sanctions. Dynamo relied on res judicata, said no services had been rendered and the fee was excessive, and argued that sanctions could not be imposed because the FUR was not a party.

Key holdings

1. No res judicata. The parties did not stand in an adversarial relation in the Russian court proceedings, where the shareholder sued Golden Toys. The object of those proceedings (validity of the contract) differed from the fee claim. The legal basis also differed: Articles 166 and 170 of the Russian Civil Code there, Articles 1005–1006 here. All three identity criteria therefore failed. ¶¶ 157–169
2. The FUR DRC and FUR PSC were wrong to end the proceedings under Article 49 para. 2 lit (e) of the FUR Regulations on Dispute Settlement. The Panel annulled decision No. 033-K/1. It refused to send the case back to the FUR and decided the merits itself under Article R57 of the CAS Code. ¶¶ 170–174
3. Golden Toys performed the services. The Intermediary Service Contract and the Certificate of Work Completion confirm this, as do the witnesses, including Dynamo's former General Director and a representative of Gestifute. A letter from 1.FC Köln denying contact with Golden Toys did not outweigh this evidence. ¶¶ 177–185
4. Under pacta sunt servanda and freedom of contract, the EUR 750,000 commission is not excessive. Dynamo offered no evidence of exceptional circumstances, coercion or undue influence. The club had also paid EUR 500,000 under the parallel employment-contract mandate. ¶¶ 186–192
5. Interest runs at the key rate of the Bank of Russia from 1 February 2018 until payment, under Article 395 of the Russian Civil Code. ¶¶ 193–195
6. The sanctions request fails. Only the FUR can impose disciplinary sanctions, so the FUR had standing to be sued and had to be named as a respondent. Golden Toys named only the club. Under Swiss law standing to be sued is a question of the merits, so the claim was dismissed and decision No. 033-K/2 confirmed. ¶¶ 196–210
7. On procedure, the Panel admitted Golden Toys' witnesses because they were named in its written submissions. It refused Dynamo's late request to call Frank Aehlig of 1.FC Köln under Article R56 of the CAS Code, as there were no exceptional circumstances. ¶¶ 128–136

Procedural history

1. 19 June 2018Golden Toys files its fee claim with the FUR DRC (No. 131-18). The claim is later suspended pending the state-court proceedings.
2. 25 November 2019The State Economic Court of the City of Moscow declares the Intermediary Service Contract invalid from inception. The ruling is upheld on appeal on 16 June 2020 and in cassation on 1 October 2020.
3. 3 June 2021The FUR DRC joins cases 131-18 and 188-19, ends the fee claim on res judicata grounds and denies sanctions.
4. 5 August 2021The FUR PSC dismisses Golden Toys' appeals (decisions No. 033-K/1 and No. 033-K/2).
5. 13 October 2021Golden Toys files two statements of appeal with CAS (CAS 2021/A/8404 and 8405), which are referred to the same Panel.
6. 18 January 2022The Panel is constituted.
7. 30 March 2022Hearing held by video-conference.
8. 16 March 2023Award: CAS 8404 upheld and EUR 750,000 plus interest awarded; CAS 8405 rejected.

Tribunal, counsel and experts

Decided by

• Frans de Weger President, Court of Arbitration for Sport — appointed by the institution
• Jeffrey G. Benz Co-arbitrator, Court of Arbitration for Sport — appointed by the claimant
• Jakub Laskowski Co-arbitrator, Court of Arbitration for Sport — appointed by the respondent

For the claimant

Dmitry Studenikin · Elizaveta Kurkina Oka · Natalia Nikonova · Sergey V. Pronkin

For the respondent

Edward Zadubrovsky · Dmitrii Dubovskikh · Svetlana Chavkina

Experts

Alexander Gorlov (other) · Ilya Kedrin (other)

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Keywords

• intermediary fees
• agent commission
• res judicata
• triple identity test
• pacta sunt servanda
• excessive commission
• standing to be sued
• sporting sanctions
• Football Union of Russia
• FUR Players' Status Committee
• Konstantin Rausch
• 1.FC Köln
• void contract
• Russian state courts
• Article R57 CAS Code
• Article R56 CAS Code
• Dynamo Moscow

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