Transnational Access to Justice in Araya v Nevsun: Overcoming Procedural Barriers to Remedy in Business and Human Rights Cases - By Alexandru Rares Tofan

Editor's note: Alexandru Rares Tofan recently graduated with an LLM in Transnational Law from King’s College London where he focused on international human rights law, transnational litigation and international law. He is currently an intern with the Doing Business Right project at the Asser Institute in The Hague. He previously worked as a research assistant at the Transnational Law Institute in London on several projects pertaining to human rights, labour law and transnational corporate conduct.


Introduction

In 2014, three Eritrean refugees commenced a representative action in British Columbia against the transnational mining company ‘Nevsun Resources’, pleading both private law torts and violations of customary international law. They alleged that they were subjected to forced labour, slavery, torture, and crimes against humanity while working at an Eritrean gold mine jointly owned by Nevsun (60%) and by the Eritrean State (40%). The representative action was brought on behalf of over a thousand people who had been drafted into the Eritrean National Service Programme (NSP) and subsequently forced to work at the Bisha Mine. The NSP is a governmental apparatus of indefinite and mandatory conscription that is fraught with allegations of forced labour and other human rights abuses. It was established under the authoritarian regime of President Isaias Afwerki who has been ruling Eritrea ever since the country gained independence from Ethiopia in 1993. As Nevsun is incorporated under the laws of British Columbia, the plaintiffs sought relief in the courts of the Canadian province. Notwithstanding the defendant’s attempts to have the proceeding stayed or dismissed, the action was allowed to go through both by the Supreme Court of British Columbia (BCSC) and the Court of Appeals (BCCA). On 14 June 2018, the Supreme Court of Canada granted Nevsun leave to appeal with a tentative hearing date set on 23 January 2019.

This proceeding raises complex issues of transnational law. The plaintiffs are seeking redress in a jurisdiction that is neither the locus delicti nor their country of nationality. Rather, the claimants argue that peremptory norms of customary international law create a private law cause of action and a right to recover damages under Canadian law. In point of fact, the plaintiffs have called attention to several delicate questions. Firstly, can claims of damages arising out of the alleged breach of jus cogens norms form the basis of a civil proceeding? And are corporations bound by these international law norms for that matter? The case is further layered by the involvement of the State of Eritrea. Since Nevsun is argued to be derivatively liable, a finding of guilt on its part would mean that the Canadian courts would be judging the acts of another state. This engages the act of state doctrine, which demands judicial abstention from adjudication of matters touching upon the conduct of foreign states.

Nevsun filed four interlocutory applications seeking to have the claim stayed, dismissed or struck out. This article traces the development of this case through the first three objections to jurisdiction raised by Nevsun and dismissed by the provincial courts: forum non conveniens, the act of state doctrine and the lack of corporate liability under customary international lawA fourth application argued that the plaintiffs’ claims are not appropriately brought as a representative action (i.e. class action). This application was granted by the Supreme Court of British Columbia and was not appealed by the plaintiffs.[1]


 

Forum Non Conveniens

The first objection to the jurisdiction of the Canadian courts raised by Nevsun is forum non conveniens.[2] This common law doctrine enables a court that has jurisdiction over a case to dismiss or stay the proceeding if a more appropriate forum is available. The onus generally falls on the defendant who has to prove that the alternate forum is comparatively more appropriate and therefore preferable. Nevsun applied for a stay of proceedings pursuant to Rule 21-8 (2) and S. 11 of the Court Jurisdiction and Proceedings Transfer Act (CJPTA), alleging that the Eritrean courts are a more appropriate forum for this action.[3] It argued that Eritrea is the jurisdiction that has the closest connection with the action, and that the comparative convenience and expense for the parties and their witnesses overwhelmingly favours proceeding in Eritrea. Contrarily, the plaintiffs argued that the case should proceed in British Columbia because there is a real risk that justice will not be delivered in Eritrea.[4] They claimed that the plaintiffs would face severe barriers to justice there given their status as deserters, the lack of an independent judiciary and the absence of an implemented constitution inter alia.  They further pointed out that Eritrea is a dictatorial, one-party state where the rule of law is not in force. The plaintiffs ultimately alleged that Nevsun is attempting to avoid all judicial scrutiny by having the case tried in the very country that purportedly violated their human rights.

The courts agreed with the plaintiffs.[5] The BCSC found that although the practical and logistical difficulties of hearing the claims in Canada were considerable, there was a real risk that the plaintiffs would not get a fair trial in Eritrea. The court’s ratio decidendi was thus based on a balancing of the various criteria contained in the CJPTA. It weighed the expense, inconvenience and other difficulties of proceeding in Canada against the chance that the plaintiffs may not get a trial at all. The court here relied on various expert witnesses and secondary reports,[6] which corroborated the plaintiffs’ fears that they cannot return to Eritrea and obtain a fair trial against Nevsun in that forum. The expert testimony of Mr Ghebremichael who formerly served as a judge in Eritrea stands out here. He asserted that any judge hearing this case and ruling in favour of the plaintiffs would be placing her career and personal safety in jeopardy. The secondary reports from various NGOs and the US Department of State were also unanimous in concluding that the plaintiffs would face real consequences if they attempted to return to Eritrea. The BCSC thus concluded that there are serious allegations made as to the integrity of the Eritrean judicial system and that ‘it would defy common sense’ not to find that there is a real risk of an unfair trial.[7]

The Court of Appeals of British Columbia did not find fault with the BCSC’s rationale.[8] It nevertheless highlighted the fact that it all boiled down to the onus.[9] The court held that it was Nevsun’s task to prove that it would be fairer and more efficient to depart from the normal state of affairs where jurisdiction is exercised by the courts having territorial competence and where the plaintiffs are entitled to select a forum. The BCCA concluded that ‘[...] the chambers judge did not err in principle, misapprehend or fail to take into account material evidence or reach an unreasonable decision in concluding that Nevsun had not met this onus, nor in concluding that a ‘real risk’ of an unfair trial, should it occur in Eritrea, had been shown.’[10] In upholding the BCSC’s dismissal of the forum application, the Court of Appeals agreed that the difficulties of mounting a trial in British Columbia are substantial. It nonetheless stressed that these difficulties are unrelated to the fairness of the trial or the independence of the courts. This, paired with the grave nature of the allegations, lessened the bearing of the comparative inconvenience and expense. As Lord Bingham stated in Connelly (A.P) v RTZ Corp. Plc (No. 2), the interests of justice tend to weigh in favour of the less appropriate but fair and impartial forum rather than the one where justice seems unlikely to be done.[11] The forum application was therefore dismissed and the case was allowed to proceed in British Columbia.

 

Act of State Doctrine

In the second interlocutory application, Nevsun motioned that the plaintiffs’ claim should be dismissed because it depended on the Canadian courts inquiring into the legality of the conduct of a foreign sovereign state.[12] Nevsun pleaded the act of state doctrine (AOS), which is a judicial rule barring the courts of one country from sitting in judgment of the acts of the government of another when these acts are done within its own territory.[13] On this basis, Nevsun argued that the court lacked subject matter jurisdiction pursuant to Rule 21-8(1)(a) and (b) or, alternatively, that the claim disclosed no reasonable cause of action pursuant to Rule 9-5 of the Supreme Court Civil Rules (SCCR).  Nevsun further argued that this doctrine applies despite the action not imputing blame directly on Eritrea. It claimed that the case rests on the courts finding that the actions of the Eritrean state amount to crimes against humanity and are contrary to international law. On the other hand, the plaintiffs argued that it is uncertain whether this doctrine forms part of the common law of Canada.[14] They pointed out in this regard that the act of state doctrine has never been applied by a Canadian court. In the alternative, the plaintiffs held that several limitations apply including the public policy, Kirkpatrick and the commercial activity limitations. They lastly emphasised the non-engagement of this doctrine in cases involving allegations of serious human rights violations.

The British Columbia courts dismissed Nevsun’s application.[15] They held that the act of state doctrine is not engaged in the case at hand and that, even if it were, the public policy and Kirkpatrick limitations would apply. The BCSC began its reasoning by acknowledging that this doctrine does form part of the common law of the country despite its lack of usage and clarity. In stating this, the BCSC relied on the 2015 case of United Mexican States v British Columbia (Labour Relations Board) where Justice Harris specifically referred to the doctrine. The court further reasoned that the well-established existence of this doctrine in jurisdictions such as England and Australia exerts a pull towards its recognition in Canada as well. The real weight of the court’s analysis nevertheless fell on considering whether the doctrine was engaged, whether its limitations apply and on the propriety of dismissing an action without providing the plaintiffs the opportunity to prove their case.

Both the BCSC and the BCCA denied the applicability of the act of state doctrine.[16] They reasoned that the plaintiffs’ claims do not purport to challenge the legality or validity of a foreign states’ laws. Rather, the courts reckoned that the plaintiffs are only seeking redress for acts of Nevsun that do not form part of Eritrean legislation or official policy. In other words, these acts are indeed linked to wrongs alleged to have occurred in Eritrea but the lawfulness, validity, effect of, or motives underlying, sovereign acts of Eritrea need not be analysed.[17] The courts emphasised that if the occurrence of these acts was proven as a matter of fact, the only other step in the court’s analysis would be ascertaining Nevsun’s complicity. The court therefore concluded that the AOS doctrine is not engaged and, even if it is, its limitations would apply to the same effect. The court here refers specifically to the public policy, Kirkpatrick and the commercial activity limitations.

Firstly, the public policy limitation refers to the grave nature of the wrongs, which would be unjustifiable regardless of their inclusion in any legislation or official policy. The acts alleged here are contrary to both jus cogens norms and fundamental values of Canadian law. The gravity of the acts thus limits the prohibition on adjudication stemming from the AOS doctrine. Secondly, the Kirkpatrick limitation refers to the distinction between mentioning acts of state as an existential matter and, on the other hand, inquiring into them for the purposes of adjudicating upon their legal effectiveness. The courts emphasised that the plaintiffs’ claim merely requires the alleged conduct to be proven as an existential matter. The only remaining step after that would be ascertaining the complicity of Nevsun. The Kirkpatrick limitation would thus also limit the application of the AOS doctrine. Thirdly, the commercial nature of the activity could act as a constraint on the prohibition on adjudication. Nevertheless, the BCSC stated that the pleadings and evidentiary record are insufficient to determine the applicability of this limitation. The BCCA concurred and added that the applicability of the two other limitations makes this inquiry unnecessary.

The act of state objection was therefore dismissed and the action was allowed to proceed.

 

Customary International Law and Corporate Liability

In the third interlocutory application, Nevsun claimed that the prohibitions recognised under customary international law do not give rise to a private law cause of action for damages.[18] It argued that these portions of the plaintiffs’ Notice of Civil Claim should be struck out pursuant to Rule 9-5 SCCR as they disclose no reasonable claim, or are unnecessary. It further argued that the CIL prohibitions do not impose obligations on corporations and that holding otherwise would be contrary to fundamental principles of international law as well as settled Canadian criminal and tort law. Nevsun pointed out that these claims are plainly bad in law and that there is no reasonable prospect they could succeed at trial. For these reasons, they asserted that these allegations should be struck out in the interests of judicial efficiency and fairness. Contrarily, the plaintiffs argued that prohibitive rules of customary international law are to be incorporated into Canadian law in the absence of conflicting legislation as per the doctrine of adoption.[19] They further alleged that corporations do not enjoy blanket immunity from CIL but rather that there has been judicial recognition that corporations may be subject to rights and obligations under international law. Additionally, the plaintiffs argued that the conditions for recognising new international torts are met. They lastly asserted that these claims do have a reasonable chance of success and that they should therefore not be dismissed at this stage of the proceeding. The BCSC concluded that the CIL claims are arguable and that Nevsun has failed to establish that they have no reasonable likelihood of success.[20] It therefore dismissed Nevsun’s interlocutory application and allowed the claim to proceed to trial.

Several important considerations drove the courts’ reasoning. From the outset, the BCSC stated that settled case law demands an approach that is generous and that errs on the side of permitting novel but arguable claims. The crux of the matter nevertheless fell on whether the claims have a reasonable chance of success such that the plaintiffs should not be driven from the judgment seat on a preliminary application. Importantly, the court here did not need to decide whether these new torts should be recognised. At this stage of the proceeding, it merely had to establish that they were not bound to fail. Firstly, the court looked at the history of corporate liability under international law and accepted the plaintiffs’ submission that it is a complex and layered narrative as opposed to a clear-cut issue.[21] It also entertained Nevsun’s submissions as to the lack of international recognition of corporate liability and the alleged absence of a uniform state practice and opinio juris. Secondly, the BCSC considered the limited competence of the judiciary in law-making, which rather falls within the ambit of the legislature. In this sense, the court was mindful that its role is to only incrementally advance the law so as to keep it in step with evolving societal needs. Radical changes to the law, however desirable, must be left to the parliament. Yet the BCSC reasoned that the CIL application did not require it to decide on any of the substantive issues raised by the parties; it solely needed to decide whether the claims are arguable such that they have a reasonable chance of success at trial. Further, the BCSC held that the uncertainty of the law on this point makes it that much more important that these claims go to trial. The court here cited Justice Wilson in the Hunt v Carey Canada, Inc. case, which asserted that it is much more critical that an action be allowed to proceed when it reveals arguable, difficult or important points of law.

On appeal, the BCCA agreed that there are significant legal obstacles to these claims.[22] The court here particularly referred to legitimate concerns about comity and sovereign equality, and the role of the judiciary as opposed to the legislature. It nevertheless also stated that the recognition of a CIL norm against torture as the basis for a private law claim ‘[...] would [not] bring the entire system of international law crashing down [...]’.[23] In reaching this conclusion, the BCCA relied on the fact that no state is a party to this proceeding, that Eritrea is fully protected by state immunity and that these CIL norms at issue here are universally accepted. The court further emphasised that international law is in flux and that transnational law is developing especially in connection to human rights violations that escape current international mechanisms. It also observed here that other jurisdictions have been willing to hold corporate actors accountable for violations of jus cogens norms. [24]

On these considerations, the BCCA concluded that the BCSC had not erred in dismissing Nevsun’s CIL application.[25] The court therefore held that the claims should proceed in British Columbia as pleaded.

 

Conclusion

The Araya v Nevsun case plays into a discussion that goes to the very nature of transnational and international law, and their place in national courts. As Lord Lloyd Jones aptly observes in the UK case of Belhaj v Straw,[26] the evolution of public international law beyond a mere inter-state system of law has brought with it a corresponding shift in international public policy. This is reflected in the growing willingness on the part of national courts to address and investigate the conduct of foreign states and issues of public international law.[27] Mindful of this wider context, the Court of Appeals of British Columbia began its judgment in the Araya case by asking one overarching question - should the Canadian courts participate in the incremental development of transnational law or should they remain on the traditional path of judicial abstention from adjudication of matters touching on the conduct of foreign states?[28] This question is now before the Supreme Court of Canada, which is presented with an important chance to offer guidance on the role of national courts in this regard.[29]

On the other hand, one should be mindful of what this case means in terms of access to justice in business and human rights disputes. The plaintiffs filed the initial notice of civil claim in 2014 and four years later they have only incrementally approached redress. The Canadian Supreme Court’s judgment will not come before the second half of 2019 at which point, if successful, the plaintiffs are facing several more years litigating the merits of the case.  The elusive nature of accountability and remedy in this type of cases is nevertheless not a novelty.[30] As the UN High Commissioner for Human Rights affirmed in a 2016 report, those seeking to use judicial mechanisms to obtain a remedy for corporate human rights abuses face numerous challenges. These claims often fail to proceed to judgment and, when they do, they encounter a system of domestic law that is patchy, unpredictable, often ineffective and fragile.[31] The Canadian courts’ approach in this case is relatively amicable to the claimants and opens the door for a stricter interpretation of the traditional hurdles to jurisdiction in business and human rights cases. Nonetheless, the Araya v Nevsun case illustrates the fact that victims seeking redress for corporate human rights abuses face an uphill battle.



[1]           Araya v Nevsun Resources Ltd., 2017 BCCA 401 [hereinafter ‘BCCA Judgment’] [17].

[2]           Araya v Nevsun Resources Ltd., 2016 BCSC 1856 [hereinafter ‘BCSC Judgment’] [6].

[3]           Ibid [227].

[4]           Ibid [236].

[5]           Ibid [337]-[339].

[6]           These secondary reports were issued by various governmental and non-governmental organisations such as the United Nations Commissions of Inquiry, the United States Department of State, the European Asylum Support Office, Human Rights Watch, Amnesty International and the Danish Immigration Service. See BCSC Judgment (n 2) [8].

[7]           BCSC Judgment (n 2) [286].

[8]           BCCA Judgment (n 1) [120], [122].

[9]           Ibid [119].

[10]          Ibid.

[11]          Ibid [120].

[12]          BCSC Judgment (n 2) [360]-[362].

[13]          Ibid [349]; see also Underhill v. Hernandez, 168 U.S. 250 (1897) at 252.

[14]          BCSC Judgment (n 2) [363]-[364].

[15]          Ibid [419]-[422].

[16]          Ibid [360]-[362]; BCCA Judgment (n 1) [165] ff.

[17]          BCCA Judgment (n 1) [167].

[18]          BCSC Judgment (n 2) [424].

[19]          Ibid [444], [449]; see also R. v Hape, 2007 SCC 31125 [36].

[20]          BCSC Judgment (n 2) [483]-[485].

[21]          Ibid [468] ff.

[22]          BCCA Judgment (n 1) [196].

[23]          Ibid.

[24]          Ibid [189]-[197].

[25]          Ibid.

[26]          Belhaj v. Straw [2014] EWCA Civ 1394, aff’d [2017] UKSC 3 [115]; see also BCCA Judgment (n 1) [1].

[27]          Belhaj v. Straw (n 26) [115].

[28]          BCCA Judgment (n 1) [1]-[2].

[29]          Ibid [177].

[30]          UN General Assembly, ‘Improving Accountability and Access to Remedy for Victims of Business-Related Human Rights Abuse - Report of the United Nations High Commissioner for Human Rights’ (2016) A/HRC/32/19, para. 2.

[31]          Ibid para. 4.

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Doing Business Right Blog | Doing Business Right – Monthly Report – July & August 2019 - By Maisie Biggs

Doing Business Right – Monthly Report – July & August 2019 - By Maisie Biggs

Editor's note: Maisie Biggs graduated with a MSc in Global Crime, Justice and Security from the University of Edinburgh and holds a LLB from University College London. She is currently working with the Asser Institute in The Hague. She has previously worked for International Justice Mission in South Asia and the Centre for Research on Multinational Corporations (SOMO) in Amsterdam.

 

Introduction

This report compiles all relevant news, events and materials on Doing Business Right based on the coverage provided on our twitter feed @DoinBizRight and on various websites. You are invited to contribute to this compilation via the comments section below, feel free to add links to important cases, documents and articles we may have overlooked.

 

The Headlines

Revised Draft of Treaty on Human Rights and TNCs has been published

The Revised Draft has been released here by the Permanent Mission of Ecuador. The Draft comes ahead of the intergovernmental negotiations to be held at the 5th session of Open-Ended Intergovernmental Working Group on transnational corporations and other business enterprises with respect to human rights (OEIGWG). For further comment and context, see Larry Catá Backer's blog, the BHRRC's debate the treaty section on the revised draft, as well as the BHRJ Blog's series on the revised draft.

Business Roundtable redefined the group’s Purpose of a Corporation 

A prominent group of business leaders has redefined its purpose of a corporation to include stakeholder interests. In a statement signed by 181 CEO members of the Business Roundtable, an American group of business leaders, the statement of “the purpose of a corporation” has been altered from the long-standing commitment to shareholder primacy, to a broader ‘Commitment to All Stakeholders’. The change was announced in an advertisement in the Wall Street Journal and signed by 181 members, including the business leaders of Amazon, American Airlines, Bank of America, Coca-Cola, Marriott, Lockheed Martin, Morgan Stanley, UPS, and Walmart.

Chairman of Business Roundtable and CEO of JPMorgan Chase, Jamie Dimon, explained in the release: “The American dream is alive, but fraying. Major employers are investing in their workers and communities because they know it is the only way to be successful over the long term. These modernized principles reflect the business community’s unwavering commitment to continue to push for an economy that serves all Americans.”

This reconceptualisation of the purpose of corporations has been met with cautious enthusiasm; however, the statement has no bearing on the legal obligations of the signatories, and whether this materially alters business conduct by the signatories’ companies is yet to be seen.

The ‘Business Roundtable Statement on the Purpose of a Corporation’ can be found here.

UK Supreme Court to hear Okpabi case against Shell

The Supreme Court has granted permission for Nigerian communities to appeal their case concerning environmental degradation against Royal Dutch Shell. Previously the Court of Appeals rejected jurisdiction for the claimants, however the Court’s reasoning was fundamentally undermined by the subsequent Supreme Court judgement in Vedanta. See our previous post here concerning how these cases are related, and how Vedanta has paved the way for jurisdiction to be found in the Okpabi case. See the statement by Leigh Day, working with the appellants, here.

In another case concerning the liability of a UK parent company for harms perpetrated abroad by a subsidiary that hinged on jurisdiction, the Supreme Court refused permission in AAA v Unilever PLC for Unilever subsidiary employees to appeal. Leigh Day have announced they will now move to file cases with the UN Working Group and the OECD.

Samsung France indicted for deceptive commercial practices for not abiding by CSR statements

NGOs Sherpa and ActionAid France have successfully obtained an indictment against Samsung France for deceptive commercial practices. Preliminary charges were lodged in April by a Paris investigating magistrate in the first French case in which ethical commitments have been recognised as likely to constitute commercial practice.

The organisations argue that public ethical commitments by Samsung to workers' rights were misleading, citing alleged labour abuses and child labour in factories in China, South Korea and Vietnam. The case represents a novel approach to litigating extraterritorial business human rights abuses; even in the aforementioned Vedanta case in the UK, there was a similar (brief) suggestion that CSR-style public commitments could be actionable.

Guatemalan shooting victims announce settlement with Pan American Silver in Canada

It has been announced that landmark 2017 Canadian case Garcia v. Tahoe Resources has been resolved between the parties. The case concerned remedy for 2013 shooting of protesters by Tahoe Resources mine security on April 27, 2013 outside Tahoe’s Escobal Mine in south-east Guatemala. The resolution included a public apology from Pan American Silver, who acquired Tahoe Resources earlier this year, while other terms of the settlement remain confidential. Settlements were reached with three of the claimants earlier, but the remaining four only settled on 30 July when PAS issued a public apology and acknowledgement of the violation of their human rights by Tahoe.

In 2017, the BC Court of Appeal confirmed jurisdiction over the case in Canada, finding that the “highly politicized environment” surrounding the mine meant that there was a “real risk” that the plaintiffs would not obtain justice in Guatemala, permitting the claimants to use the Canadian forum. The head of security for the mine is also facing criminal proceedings in Guatemala.

Remedy being reached has led to celebration from commentators, however no further legal precedent has been set than that from the 2017 appeal, so it might have limited value for future claimants. It has been surmised that settlement was reached because of the overwhelming evidence in the case: video footage from security cameras showed protestors being shot in the back as they fled the mine site.

See also: The GuardianBrazilian mining company to pay out £86m for disaster that killed almost 300 people and San Francisco ChronicleSuit alleging US chocolate makers collaborated in slave labor proceeds for US developments.

 

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Doing Business Right Blog | International Arbitration of Business and Human Rights Disputes: Part 3 - Case study of the Accord on Fire and Building Safety in Bangladesh’s binding arbitration process - By Catherine Dunmore

International Arbitration of Business and Human Rights Disputes: Part 3 - Case study of the Accord on Fire and Building Safety in Bangladesh’s binding arbitration process - By Catherine Dunmore

Editor's Note: Catherine Dunmore is an experienced international lawyer who practised international arbitration for multinational law firms in London and Paris. She recently received her LL.M. from the University of Toronto and her main fields of interest include international criminal law and human rights. Since October 2017, she is part of the team of the Doing Business Right project at the Asser Institute.

Background

At the United Nations Forum on Business and Human Rights from 27-29 November 2017 in Geneva, discussions focused on the central theme of Realizing Access to Effective Remedy. With an increasing focus on this third pillar of the United Nations Guiding Principles on Business and Human Rights, a working group of international law, human rights and conflict management specialists (Claes Cronstedt, Jan Eijsbouts, Adrienne Margolis, Steven Ratner, Martijn Scheltema and Robert C. Thompson) has spent several years exploring the use of arbitration to resolve business and human rights disputes. This culminated in the publication on 13 February 2017 of a proposal for International Business and Human Rights Arbitration. On 17 August 2017, a follow-up Questions and Answers document was published by the working group to address the principal questions raised about the proposal during the three-year consultation with stakeholders. Now, a drafting team is being assembled, chaired by Bruno Simma, to prepare a set of rules designed specifically for international business and human rights arbitration (the Hague International Business and Human Rights Arbitration Rules) in consultation with a wide range of business and human rights stakeholders. Once drafted, the rules will be offered to the Permanent Court of Arbitration and other international arbitration institutions and could be used in arbitration proceedings managed by parties on an ad hoc basis.


Introduction

Part 1 of this three-part blog series gave an overview introduction to the proposal for international business and human rights arbitration. Part 2 focused on the potential advantages of using international arbitration to resolve such disputes, as well as the substantial challenges the proposal will face in practice. This Part 3 now provides a case study of the Accord on Fire and Building Safety in Bangladesh’s binding arbitration process. More particularly, it will provide (1) a brief background to the Accord on Fire and Building Safety in Bangladesh, as well as (2) an analysis of its binding arbitration process, before (3) discussing the arbitrations brought by IndustriALL Global Union and UNI Global Union against two global fashion brands under the Accord on Fire and Building Safety in Bangladesh.


1.     Background to the Accord on Fire and Building Safety in Bangladesh

The Accord on Fire and Building Safety in Bangladesh (the Accord) is a five year independent, legally binding agreement between global brands, retailers and trade unions created in the immediate aftermath of the Rana Plaza building collapse, which led to the death of more than 1,100 people and injured over 2,000. Its purpose is to create a safe and sustainable Bangladeshi Ready Made Garment Industry in which no textile worker need fear fires, building collapses or other accidents that could be prevented with reasonable health and safety measures. The Accord was signed on 15 May 2013 and in June 2013 an implementation plan was agreed, leading to the incorporation of the Bangladesh Accord Foundation in the Netherlands in October 2013. The agreement notably consists of six key components:

  • A five year legally binding agreement between brands and trade unions to ensure a safe working environment in the Bangladeshi Ready Made Garment Industry.
  • An independent inspection program supported by brands in which workers and trade unions are involved.
  • Public disclosure of all factories, inspection reports and corrective action plans.
  • A commitment by signatory brands to ensure sufficient funds are available for remediation and to maintain sourcing relationships.
  • Democratically elected health and safety committees in all factories to identify and act on health and safety risks.
  • Worker empowerment through an extensive training program, complaints mechanism and right to refuse unsafe work.

To date, the Accord has been signed by over 200 apparel brands, retailers and importers from over twenty countries in Europe, North America, Asia and Australia, as well as two global trade unions, eight Bangladesh trade unions and four non-governmental organisation witnesses. As of October 2017, the Accord’s inspectors have identified thousands of safety hazards, but nearly 80% of workplace dangers discovered in the original round of inspections have been remediated whilst over 600 factories have completed 90% or more of the necessary remediation works.

In June 2017, a second term was agreed for the Accord which will enter into effect when the current agreement ends in May 2018 (the 2018 Accord), expiring in 2021. The concept is then for the work to be handed over to a national regulatory body, supported by the International Labor Organization, to be carried forward from that point.


2.     The Accord on Fire and Building Safety in Bangladesh’s binding arbitration process

Article 5 of the Accord contains the agreement’s dispute resolution mechanism, which includes appeal to a final and binding arbitration process. It states that:

“Any dispute between the parties to, and arising under, the terms of this Agreement shall first be presented to and decided by the SC [Steering Committee], which shall decide the dispute by majority vote of the SC within a maximum of 21 days of a petition being filed by one of the parties. Upon request of either party, the decision of the SC may be appealed to a final and binding arbitration process. Any arbitration award shall be enforceable in a court of law of the domicile of the signatory against whom enforcement is sought and shall be subject to The Convention on the Recognition and Enforcement of Foreign Arbitral Awards (The New York Convention), where applicable. The process for binding arbitration, including, but not limited to, the allocation of costs relating to any arbitration and the process for selection of the Arbitrator, shall be governed by the UNCITRAL Model Law on International Commercial Arbitration 1985 (with amendments as adopted in 2006)”.

A number of critiques have been levied of this arbitration mechanism. For instance, Roger Alford highlighted that the mechanism contains no governing law clause and no seat of arbitration. Accordingly, if a party were to refuse to arbitrate then there is no evident national court in which the claimant might file a motion to compel arbitration. Additionally, although reference is made to the United Nations Commission on International Trade Law (UNCITRAL) Model Law on International Commercial Arbitration 1985, no specific arbitration rules are selected. Another constraint is that only disputes arising under the terms of the Accord are subject to arbitration, which may restrict the mechanism’s scope to breach of contract and potentially exclude disputes relating to third-party injuries. The article also appears on one reading to limit arbitration to an exclusively appellate function, with the arbitral tribunal only able to review the Steering Committee’s decision for legal or factual errors as opposed to considering the case afresh. Finally, whilst arbitration awards rendered following an appeal of the Steering Committee decision are subject to enforcement under the New York Convention, there is no stated procedure for directly enforcing the Steering Committee decision and creating binding obligations for the parties without recourse to arbitration.

Article 3 of the 2018 Accord contains some notable alterations to the agreement’s dispute resolution mechanism, stating that:

“Any dispute between the parties to, and arising under, the terms of this Agreement shall be presented to and decided by the SC.

The Steering Committee shall adopt a revised Dispute Resolution Process (DRP) to specify the timelines and procedures involved when disputes are presented to the SC, with the aim to 3 establish a fair and efficient process. The decision making process of the SC shall be supported by a member of Accord secretariat who will perform an initial investigation for the parties and present facts and their recommendations.

The DRP will also incorporate the opportunity for parties to participate in a mediation process in order to make arbitration unnecessary where there is no resolution of the dispute by the SC. Upon request of either party, the decision of the SC may be appealed to a final and binding arbitration process. Any arbitration award shall be enforceable in a court of law of the domicile of the signatory against whom enforcement is sought and shall be subject to The Convention on the Recognition and Enforcement of Foreign Arbitral Awards (The New York Convention), where applicable. The process for binding arbitration, including, but not limited to, the allocation of costs relating to any arbitration and the process for selection of the Arbitrator, shall be governed by the UNCITRAL Arbitration Rules (as in its last revision) unless otherwise agreed by the parties. The arbitration shall be seated in The Hague and administered by the Permanent Court of Arbitration”.

By specifying a seat in The Hague and administration by the Permanent Court of Arbitration, the 2018 Accord’s dispute resolution article addresses the previous Accord’s silence on arbitral institution and seat of arbitration. It notably also incorporates a mediation process into the dispute resolution mechanism, providing parties with an alternative to arbitration proceedings. However, a number of lacunas remain in the 2018 Accord’s dispute resolution mechanism, leaving questions as to the practical implementation of its binding arbitration process.


3.     IndustriALL Global Union and UNI Global Union’s arbitrations against two global fashion brands under the Accord on Fire and Building Safety in Bangladesh

In July and October 2016, IndustriALL Global Union and UNI Global Union, non-governmental labour organisations based in Switzerland, commenced arbitrations against two global fashion brands under the Accord and the UNCITRAL Arbitration Rules 2010. The claims include that the fashion brands failed to compel suppliers to remediate facilities within the Accord’s deadline and negotiate commercial terms to make it financially feasible for their suppliers to cover the costs of remediation. The Claimants sought a declaration that the fashion brands violated their Accord obligations alongside a contribution to remediation costs.

Subsequently, the Parties in both PCA Case No. 2016-36 and PCA Case No. 2016-37 agreed that while remaining formally distinct, the two cases would be heard by the same tribunal. The Parties agreed that the seat of the arbitrations would be The Hague, with the Secretary-General of the Permanent Court of Arbitration acting as appointing authority. The Tribunal, composed of Professor Hans Petter Graver, Mr Graham Dunning QC and presiding arbitrator Mr Donald Francis Donovan, was formally constituted on 3 February 2017.

The Tribunal issued its Procedural Order No. 1 on 19 April 2017 which dealt with, amongst other matters, the complex issues of transparency and confidentiality discussed in Part 2 of this blog series. Clause 15 of Procedural Order No. 1 notably cited the UNCITRAL Arbitration Rules 2010 for authority that:

  • Any hearing would be held in camera unless the parties agreed otherwise (article 28(3)).
  • Any award would be made public only with the consent of all parties or where and to the extent disclosure is required of a party by legal duty, to protect or pursue a legal right or in relation to legal proceedings before a court or other competent authority (article (35(2)).

Accordingly the Tribunal confirmed its direction that all details of the proceedings, including that they were pending, be kept confidential pending an agreement or ruling on confidentiality.

The Respondents raised challenges to the admissibility of the claims on the basis that the pre-conditions to arbitrate under Article 5 of the Accord had not been met, and even questioned the Article’s validity as a mechanism to arbitrate. They further argued that because the deadlocked Steering Committee did not produce a majority decision, there was no final decision which could be appealed to a final and binding arbitration process. The Respondents also argued that the term ‘appealed’ in Article 5 of the Accord expressed a clear and unambiguous intent to limit a tribunal’s role to that of an appellate body, providing simply an additional layer of scrutiny as opposed to a de novo appraisal.

Subsequently on 4 September 2017, the Tribunal issued Procedural Order No. 2 containing its Decision on Admissibility Objection and Directions on Confidentiality and Transparency. The Tribunal unanimously rejected the Respondents’ interpretation, finding that the pre-conditions to arbitrate had indeed been met. It found that the Steering Committee “went through a deliberative process and arrived at a ‘decision’ for each charge within the meaning of Article 5” of the Accord. The Tribunal pointed to the “pointless consequences” that would arise from following the Respondent’s argument that the claims were inadmissible due to the deadlocked Steering Committee, explaining that:

  • “At this point, there is nothing further that the Claimants could do to pursue their petition except to refile it with the Steering Committee. But that body has already given it the consideration contemplated by Article 5. Hence, the only way to release the petition from Steering Committee limbo would be for one of the union or brand representatives – presumably here, one of the union representatives – to ‘cross the floor’ and vote to reject it, which would then produce the majority vote that the Respondents contend is the condition to invoking arbitration. The Accord signatories could not have intended to promote that kind of gamesmanship as the only way to access arbitration in the event of an evenly divided Steering Committee. Equally, they could not have intended to deny a claimant access to arbitration in the event of a tie but make it available if the claimant lost by a majority or unanimous vote”.

It also emphasised that the term ‘appealed’ on its own did not bring any limitation to a body’s scope of review. Rather, the Tribunal held that particularly given the “non-legal, industry-based character of the first level of decision-making” by the Steering Committee, “there is every reason to believe that the Accord signatories considered that the ‘arbitration’ to which that initial decision could be ‘appealed’ would involve the full fact-finding and law-deciding authority of standard arbitral processes”.

The Tribunal accordingly held the claims admissible and within its jurisdiction. The Permanent Court of Arbitration’s press release noted that the case would proceed to a merits phase, with hearings scheduled for the first half of 2018.

The Tribunal also issued directions on confidentiality and transparency. It noted the particularity of the case, as neither “a classic ‘public law’ arbitration” involving a State nor a “traditional commercial arbitration” between private parties. In its deliberations, the Tribunal accounted for the interest in the Accord from the public, numerous signatories and other stakeholders, but also the need to protect the business information and reputational interests of the fashion brands. To strike a balance between these competing interests, the Tribunal ordered that some basic information about the arbitration’s existence and progress be disclosed but that the identity of the Respondents be kept confidential. Pursuant to a protocol developed in consultation with the Parties, redacted copies of certain documents might be published, including awards, decisions and orders of the Tribunal.

In relation to one of these two Accord arbitrations, on 15 December 2017 IndustriALL Global Union announced that the Parties had reached a settlement agreement. The settlement will ensure that the fashion brand’s supplier factories are remediated and that substantial funds are available for that remediation work consistent with the Accord.


Conclusions

The Accord on Fire and Building Safety in Bangladesh represents a ground-breaking accountability structure and, despite its notable deficiencies and uncertainties, its arbitration process provides a binding enforcement mechanism unique in its resolution of human rights disputes. The arbitrations brought by IndustriALL Global Union and UNI Global Union under the Accord presented the first tests of this mechanism. The Tribunal’s unanimous decision in holding the claims admissible bolstered its credibility, whilst it also acknowledged the challenges arising when adjudicating on disputes of a hybrid nature involving public interests and private concerns. The Accord’s binding arbitration process, as well as the ongoing arbitration proceedings, will undoubtedly be of significant interest to the business and human rights community as a promising example of an alternate means to resolve business and human rights disputes. The working group and drafting team must both reflect and build upon the Accord’s arbitration process as they seek to create strong, binding rules for arbitrating business and human rights disputes.

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Doing Business Right Blog | Doing Business Right – Monthly Report – November 2018 - By Shamistha Selvaratnam

Doing Business Right – Monthly Report – November 2018 - By Shamistha Selvaratnam

Editor’s note: Shamistha Selvaratnam is a LLM Candidate of the Advanced Masters of European and International Human Rights Law at Leiden University in the Netherlands and an intern with the Doing Business Right project. Prior to commencing the LLM, she worked as a business and human rights solicitor in Australia where she specialised in promoting business respect for human rights through engagement with policy, law and practice.

 

Introduction

This report compiles all relevant news, events and materials on Doing Business Right based on the coverage provided on our twitter feed @DoinBizRight and on various websites. You are invited to contribute to this compilation via the comments section below, feel free to add links to important cases, documents and articles we may have overlooked.

The Headlines

CHRB

On 12 November 2018, the Corporate Human Rights Benchmark released the results of its 2018 ranking of 101 companies operating in the apparel, agricultural products and extractives industries. The results show that implementation of the UN Guiding Principles on Business and Human Rights in these sectors is still weak (following the 2017 results) with the average overall score for 2018 being 27% (an increase of 9 percentage points from last year), demonstrating a lack of respect for human rights. The Report identifies that due diligence is a key weakness of the companies that were reviewed, with 40% of companies scoring no points with respect to the due diligence indicator. Other issues identified were the lack of a strong commitment to ensuring that there are ‘living wages’ paid to those working in company operations and supply chains and the failure to meet expectations with respect to preventing child labour in supply chains. Read the 2018 Key Findings Report here.

Australian MSA passes both houses of Parliament

On 29 November 2018, the Modern Slavery Bill 2018 (Cth) passed both houses of the Australian Parliament. Once enacted, the Act will require Australian entities and entities carrying on a business in Australia that have a consolidated revenue of at least $100 million to prepare a Modern Slavery Statement covering mandatory criteria. Criteria that such entities will have to report on include the risks of modern slavery practices in their operations and supply chains and the actions they take to assess and address those risks, including due diligence and remediation processes. It is likely that the Act will come into effect on 1 January 2019 and accordingly the first Modern Slavery Statements will be due by 1 January 2021.

UN and International organisations publications and statements

NGO and Law Firm publications and statements

In Court

In the News 

Speeches, Videos, Podcasts and Interviews

Academic Materials

Blogs           

Asser Institute Doing Business Right Blog

Others

Call for Papers and Abstracts

Upcoming Events

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Doing Business Right Blog | Doing Business Right – Monthly Report – March 2019 - By Shamistha Selvaratnam

Doing Business Right – Monthly Report – March 2019 - By Shamistha Selvaratnam

Editor’s note: Shamistha Selvaratnam is a LLM Candidate of the Advanced Masters of European and International Human Rights Law at Leiden University in the Netherlands and a contributor to the Doing Business Right project at the Asser Institute. Prior to commencing the LLM, she worked as a business and human rights solicitor in Australia where she specialised in promoting business respect for human rights through engagement with policy, law and practice.

Introduction

This report compiles all relevant news, events and materials on Doing Business Right based on the coverage provided on our twitter feed @DoinBizRight and on various websites. You are invited to contribute to this compilation via the comments section below, feel free to add links to important cases, documents and articles we may have overlooked.


The Headlines

US Supreme Court decision: World Bank can be sued for projects that impact on local communities

In late February, the US Supreme Court handed down its judgment in Jam et al. v. International Finance Corporation, ruling that the World Bank does not enjoy absolute immunity from being sued in the United States, including in relation to its commercial activities. In this case, members of a minority fishing community in India sued the International Finance Corporate (IFC) (an arm of the World Bank) in order to hold it accountable for various harms caused by the Tata Mundra power plan, an IFC-financed project. The federal district court found that the IFC enjoys ‘virtually absolute’ immunity from suits. The US Court of Appeals upheld this decision. However, the US Supreme Court overturned this decision finding that international organisations can now be sued in the United States. Read the judgment here. The Asser Institute will be holding an event on 24 April 2019 which will summarise the reasoning in the decision and explore the foreseeable effects on the legal accountability of international organisations, and international financial institutions in particular. Register for the event here.


Australian Government releases draft guidance in relation to modern slavery

The Australian Government has published its draft guidance for reporting entities under the Modern Slavery Act 2018 (Cth), which was passed by Parliament in December 2018. The draft sets out what entities need to do to comply with the reporting requirement under the Act. Usefully, the draft informs entities on how to determine whether it is a reporting entity and how to prepare a modern slavery statement. It offers suggestions on how to meet the seven reporting criteria, including how to scope out an entity’s modern slavery risks and possible actions that can be taken to assess and address risks identified. Read the draft here.


NGO, Human Rights Organisations and Law Firm publications and statements


Government press releases and publications


Company press releases and publications


In Court


In the News


Academic Materials


Blogs           


Call for Papers, Submissions and Abstracts


Upcoming Events

Comments are closed