Summary

Source: icsid.worldbank.org

AWARD

Members of the Tribunal
Prof. Eduardo Zuleta, President
Ms. Judith Gill, KC, Arbitrator
Prof. Laurence Boisson de Chazournes, Arbitrator

Date of dispatch to the Parties: 26 September 2025

TABLE OF CONTENTS

I. INTRODUCTION AND PARTIES
II. PROCEDURAL HISTORY
III. REQUESTS FOR RELIEF
A. Claimant
1. Claimant's Memorial
2. Claimant's Reply
3. Claimant's PHB
B. Respondent
1. Respondent's Counter-Memorial
2. Respondent's Rejoinder
IV. FACTUAL BACKGROUND
V. JURISDICTION
A. Ratione Personae
1. Respondent's position
2. Claimant's position
3. Analysis of the Tribunal
B. Ratione Materiae
1. Respondent's position
2. Claimant's position
3. Analysis of the Tribunal
C. The Fork-in-the-Road Clause
1. Respondent's position
2. Claimant's position
3. Analysis of the Tribunal
D. The Tribunal has No Jurisdiction Over Italy's Counterclaim
1. Claimant's position
2. Respondent's position
3. Analysis of the Tribunal
VI. MERITS
A. Umbrella Clause
1. Scope of the umbrella clause
2. TEC's gate fees
3. TEC's termination
4. TEC's financial and economic equilibrium
5. TEC's Conguagli
6. TEC's Contributo
7. TEC's Penalties
8. TEV Concession
9. TEV's termination
B. Fair and Equitable Treatment
1. The scope of FET under the ECT
2. The alleged breaches of FET
C. Indirect Expropriation
1. Claimant's position
2. Respondent's position
3. Analysis of the Tribunal
VII. DAMAGES AND QUANTUM
A. The Damages
1. Claimant's position
2. Respondent's position
B. The Valuation of Damages
1. Claimant's position
2. Respondent's position
C. Contributory Negligence and Mitigation Duty
1. Claimant's position
2. Respondent's position
D. Analysis of the Tribunal
1. The standard
2. The type of damages
3. The amount of the losses
4. Historical Losses
5. Prospective Losses
6. Deductions requested by Respondent
VIII.INTEREST
A. Claimant's Position
B. Respondent's Position
C. Tribunal's Analysis
IX. COSTS
A. Claimant's Costs Submission
B. Respondent's Costs Submission
C. The Tribunal's Decision on Costs
X. DECISION

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I. INTRODUCTION AND PARTIES

1. This case concerns a dispute submitted to the International Centre for Settlement of Investment Disputes ("ICSID" or the "Centre") on the basis of the Energy Charter Treaty ratified by Italy on December 5, 1997, and France on September 1, 1999, and entered into force on April 16, 1998, and December 27, 1999, respectively (the "ECT" or "Treaty") and the Convention on the Settlement of Investment Disputes between States and Nationals of Other States, which entered into force on October 14, 1966 (the "ICSID Convention").

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5. This dispute relates to a series of measures implemented by the Italian authorities that allegedly resulted in the insolvency of Veolia's subsidiary and the complete loss of Claimant's investments in the construction, operation, and maintenance of integrated waste-to-energy systems.

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X. DECISION

1096. In light of the above, the Tribunal:

(a) Dismisses all the jurisdictional objections raised by Italy.

(b) Declares that Italy has breached the Energy Charter Treaty:

(i) By failing to observe contractual obligations entered into with respect to Veolia's investments as required by Article 10(1) of the ECT, specifically:

(1) The obligation to timely pay and update the gate fee under Article 6 of the TEC Concession.

(2) The obligation to pay the Contributo under Article 8-bis of the Atto di Sottomissione of 31 October 2003.

(3) The obligation to meet the guaranteed waste quantities under the TEC Concession.

(4) The obligation to pay and adjust the gate fee under the 2010 Agreement and the TEV Concession.

(ii) By failing to accord fair and equitable treatment to Veolia as required by Article 10(1) of the ECT, specifically, by frustrating the completion of the TEC2 and the Reggio Calabria MBT (Sambatello 2) plants under the TEC Concession.

(c) Orders Italy to pay Veolia, for the losses derived from the breaches identified in subsection

(b) above, the amount of 85,832,011, plus:

(i) pre-Award interest from 31 December 2011 to the date of issuance of this Award, at the average 12-month EURIBOR rate, plus a 2% spread, compounded annually, and

(ii) post-Award interest from the date of issuance of this Award until the date of payment, at the average 12-month EURIBOR rate, plus a 2% spread, compounded annually.

(d) Orders Italy to pay all the costs of the proceeding, in accordance with ICSID Arbitration Rule 50. Therefore, the Tribunal orders the Respondent to reimburse the Claimant an amount of USD 580,958.1

(e) Orders each Party to bear its own costs related to legal fees and expenses.

(f) Denies all other prayers for relief.

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