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Lawyers, other representatives, expert(s), tribunal’s secretary

Memorandum Opinion and Order of the United States District Court for the District of Columbia

[1].

Pending before this Court is Petitioner Pao Tatneft's [76] Motion to Compel Production of Documents and Answers to Interrogatories.1 This Memorandum Opinion relates to a discrete post-judgment issue in this case – namely, discovery in aid of execution of the judgment – and as such, this Court incorporates by reference the background sections set forth in its March 19, 2018 Memorandum Opinion, ECF No. 34, May 13, 2020 Memorandum Opinion, ECF No. 48, August 24, 2020 Memorandum Opinion, ECF No. 50, and June 1, 2021 Memorandum Opinion, ECF No. 75. The Court will highlight below the procedural background relevant to this Motion to Compel.

[2].

Petitioner Pao Tatneft [formerly known as OAO Tatneft] brought an action in this Court to enforce a 2014 foreign arbitral award in the amount of $112 million plus interest, which was entered in its favor against Respondent Ukraine. On August 24, 2020, this Court granted Pao Tatneft's Petition to Confirm the arbitral award, see Order, ECF No. 49, and on January 11, 2021, the Court entered a Judgment in favor of Pao Tatneft, calculated in the amount of $172,910,493.00 [which includes interest]. See Judgment, ECF No. 61. After expiration of the automatic stay imposed by Fed. R. Civ. P. 62(a), on February 23, 2021, Pao Tatneft commenced discovery in aid of execution, including interrogatories and requests for production of documents. See Jonathan Blackman Declaration ("Blackman Decl."), ECF No. 76-1, Ex. 1 [Petitioner's First Set of Interrogatories to Respondent Ukraine], ECF No. 76-2; Ex. 2 [Petitioner's First Set of Requests for Production of Documents to Respondent Ukraine], ECF No. 76-3.2 On March 22, 2021, Pao Tatneft served nonparty subpoenas on various banks and other financial institutions, and on March 26, 2021, Ukraine filed a motion in the Southern District of New York to quash those nonparty subpoenas. See Blackman Decl., Ex. 7 [Memorandum of Law in Support of Ukraine's Motion to Quash Third-Party Subpoenas], ECF No. 76-8.3

[3].
On March 27, 2021, Ukraine served its responses and objections to Tatneft's discovery requests. See Blackman Decl., Ex. 3 [Ukraine's Responses and Objections to Pao Tatneft's First Set of Interrogatories]; Ex. 4 [Ukraine's Responses and Objections to Pao Tatneft's First Set of Requests for Production of Documents], ECF No. 76-5. On March 29, 2021, Ukraine moved for a stay of execution of the Judgment without filing a bond, which was denied by this Court on June 1, 2021, see Order, ECF No. 74, and affirmed by the United States Circuit Court for the District of Columbia Circuit. See PAO Tatneft v. Ukraine, No. 20-7091 (D.C. Cir. July 23, 2021). Because Ukraine has neither paid the Judgment nor posted a bond, Pao Tatneft filed the instant Motion to Compel to obtain information relevant to execution of the Judgment. For the reasons set forth herein, the Court GRANTS Pao Tatneft's [76] Motion to Compel and its request for costs and attorneys' fees.

I. LEGAL STANDARD

[4].
Pursuant to Federal Rule of Civil Procedure 69(a)(2), a judgment-creditor may seek discovery "as provided in these rules" in aid of execution of a judgment. Federal Rule of Civil Procedure 37(a)(1) provides that "a party may move for an order compelling disclosure or discovery" after the recipient of a discovery request fails to respond. Fed. R. Civ. P. 37(a)(1). A motion to compel discovery "must include a certification that the movant has in good faith conferred or attempted to confer with the person or party failing to make disclosure or discovery." Id.; see also LCvR 7(m). This obligation does not however "require a party to confer repeatedly regarding the same discovery dispute despite numerous failed attempts to elicit ... [a] satisfactory response[…]" Footbridge Ltd. Trust v. Zhang, No. 04-cv-347, 2007 WL 1794106, at *2 (D.D.C. June 19, 2007) (Kollar-Kotelly, J.).

II. BACKGROUND RELEVANT TO THIS MOTION

[5].
In its March 27, 2021 Responses and Objections to Pao Tatneft's Requests for Production of Documents, Ukraine agreed to produce certain documents in response to Document Requests Nos. 11, 12, 13, 14, 16, and 21, see Ex. 4, ECF No. 76-5, but Pao Tatneft notes that "Ukraine has failed to provide any responses or documents responsive to Tatneft's Discovery Requests." Pao Tatneft's Mot. to Compel, ECF No. 76, at 11. As previously noted, Ukraine moved for a stay of execution without bond on March 29, 2021, which was denied by this Court.
[6].
Pao Tatneft indicated that "[p]rior to the D.C. Circuit's denial [of Ukraine's appeal], on June 4, 2021, Tatneft's counsel communicated with Ukraine's counsel that because no stay had been granted [by this Court] ... , Tatneft wished to schedule a meet and confer to discuss Ukraine's Objections to the Discovery Requests." Pao Tatneft Mot. to Compel, ECF No. 76, at 10. However, Ukraine indicated a preference "to hold off" on any meeting until after the Court of Appeals made its ruling on the appeal. Id. Tatneft disagreed with the wait and see approach, and explained that if Ukraine chose not to respond, Tatneft's understanding would be "that Ukraine rests on its objections and that no further discussion would be productive." Id. (citing Blackman Decl., Ex. 13 [email exchange between counsel], ECF No. 76-14, at 2.)
[7].
Accordingly, because the parties were at an impasse, Pao Tatneft filed the instant Motion to Compel, whereby Pao Tatneft moves for production of Ukraine's responses to its discovery requests and asks for reimbursement of the costs associated with filing this motion to compel, including attorney's fees. Ukraine opposes most of the discovery requested by Pao Tatneft based on four general objections. Ukraine indicates further that it is "collecting the requested information" that it agreed to produce but notes that it "did not commit to production by any certain time." Ukraine Opp'n, ECF No. 81, at 8.
[8].

The parties have summarized the four general objections proffered by Ukraine in response to Pao Tatneft's discovery requests, namely, that such requests:

(1) are "overbroad, unduly burdensome, disproportionate to the needs of the case, and not reasonably limited in geographic scope" to the extent they seek worldwide discovery of assets and are not limited to discovery within the territory of Ukraine, and relatedly that enforcement of the Judgment should be sought solely under Ukrainian law;

(2) seek information that is "irrelevant" to the extent they seek information about property Ukraine claims is immune from attachment;

(3) are "overbroad and disproportionate" to the extent that they concern information about state-controlled entities and persons purporting to act for or on behalf of Ukraine; and

(4) seek documents that cannot be produced without violations of various secrecy laws.

Pao Tatneft Mot. to Compel, ECF No. 76, at 7 (citations omitted); Ukraine Opp'n, ECF No. 81, at 8 (citations omitted).4 Each of these objections will be addressed by this Court herein.

III. ARGUMENT

[9].
Pursuant to Fed. R. Civ. P. 69(a)(2), which governs execution of federal court judgments, a judgment-creditor may seek post-judgment discovery "from any person" as provided by the federal rules and state law. Fed. R. Civ. P. 69(a)(2); EM Ltd. v. Republic of Argentina, 695 F.3d 201, 207 (2d Cir. 2012) ("It is not uncommon to seek asset discovery from third parties, including banks, that possess information pertaining to the judgment debtor's assets."), aff'd by Republic of Argentina v. NML Capital, Ltd., 573 U.S. 134 (2014). The discovery scope pursuant to Rule 69(a)(2) is constrained principally only insofar as it "must be calculated to assist in collecting on a judgment." Fed. R. Civ. P. 69(a)(2); Fed. R. Civ. P. 26(b)(1); EM Ltd., 695 F.3d at 207 ("[B]road post-judgment discovery in aid of execution is the norm in federal ... courts[…]") In fact, the Supreme Court has authorized "sweeping" post-judgment discovery against foreign sovereigns. See Republic of Argentina v. NML Capital, Ltd., 573 U.S. 134, 145 (2014) (involving post-judgment proceedings – i.e., subpoenas issued to non-party banks – by a judgment creditor to aid in execution of judgments against Argentina). The Supreme Court noted that the reason for the subpoenas seeking information about Argentina's worldwide assets generally was that the judgment creditor did "not yet know what property Argentina has and where it is, let alone whether it is executable under the relevant jurisdiction's law." Id. at 144 (emphasis deleted).

A. Documents that Ukraine Agreed to Produce

[10].
As a preliminary matter, the documents that Ukraine agreed to produce in response to Document Requests Nos. 11, 12, 13, 14, 16, and 21, see Ex. 4, ECF No. 76-5, shall be produced immediately. Ukraine's statement that there was no "certain time" agreed-upon for production is yet another delaying tactic in this case, and furthermore, it flies in the face of Ukraine (and its counsel) acting in good faith during the discovery process. The Court will consider next Ukraine's four general objections to Pao Tatneft's discovery requests.

B. Geographic Scope of the Requests

[11].
In this case, Ukraine has objected to certain discovery requests that are allegedly "not reasonably limited in geographic scope on the ground that exhaustive worldwide discovery of assets is unnecessary," and Ukraine has asserted that discovery should be limited because "Ukraine has sufficient assets [within the territory of Ukraine with which] to satisfy the judgment[…]" See, e.g. Blackman Decl., Ex. 4 [Ukraine's Responses and Objections to Document Requests], ECF No. 76-5, at 8-9. This Court notes that there is no argument by Ukraine that it has provided any information about its assets located within the territory of Ukraine or anywhere else. In fact, Pao Tatneft claims that "after six years of [dilatory] tactics, Tatneft remains unaware of the location of Ukraine's assets and their source," and accordingly, "[w]orldwide discovery is [] necessary for Tatneft to enforce its Judgment against Ukraine," and Tatneft "is entitled to receive responses to its Discovery Requests." Pao Tatneft Mot. to Compel, ECF No. 76, at 13-14.
[12].
More specifically, Pao Tatneft asserts that the Supreme Court "squarely held in NML that permissible post-judgment discovery with respect to a foreign state debtor includes "worldwide" discovery of its commercial and noncommercial assets." Pao Tatneft Mot. to Compel, ECF No. 76, at 13; see NML Cap., 573 U.S. at 145 (There is no "provision" in the FSIA "forbidding or limiting discovery in aid of execution of a foreign-sovereign judgment debtor's assets." The party serving discovery requests is entitled to broad discovery of a foreign-sovereign's "worldwide assets generally" for the purpose of "identify[ing] where [a state] may be holding property that is subject to execution."); see also Owens v. Republic of Sudan, No. 01-2244 (JDB), 2020 WL 4039302, at *5 (D.D.C. July 17, 2020) (finding discovery was available to obtain information about the existence of defendants' assets, including "both (1) the location of the judgment debtor's assets which would satisfy the judgment and (2) the source of those assets") (citation omitted).
[13].

Ukraine argues that discovery of worldwide assets is unduly burdensome, but this argument is based on Ukraine's faulty premise that "[t]his burden is unjustified where Tatneft is already [allegedly] aware of Ukrainian assets that are available to pay foreign judgments [and] is already aware of a proven and reliable means for judgment creditors to obtain these assets from the State Treasury..." Ukraine Opp'n, ECF No. 81, at 17. Ukraine ignores that this argument that Pao Tatneft "can enforce the judgment by initiating the appropriate process on Ukraine without any discovery at all" was previously deemed by this Court to be "completely without merit." See Memorandum Opinion, ECF No. 75, at 11-12. The Court noted further that "Tatneft [was] entitled to enforce th[e] judgment through any legal means" and further, that "Ukraine[] [had] consistently displayed [its] unwillingness to voluntarily pay the Judgment." Id. at 12.

[14].
Furthermore, pursuant to Fed. R. Civ. P. 26, courts consider several factors in weighing burden, including "the importance of the issues at stake in the action; the amount in controversy; the parties' relative access to relevant information; the parties' resources; the importance of the discovery in resolving the issues; and the actual burden or expense of the requested discovery." U.S. Equal Emp. Opportunity Comm'n v. George Washington Univ., No. 17-CV-1978 (CKK/GMH), 2020 WL 3489478, at *4 (D.D.C. June 26, 2020) (Kollar-Kotelly, J.) (citing Oxbow Carbon & Minerals LLC v. Union Pac. R.R. Co., 322 F.R.D. 1, 6 (D.D.C. 2017)). "No single factor is designed to outweigh the other factors in determining whether the discovery sought is proportional." Id. (quotation and alteration omitted).
[15].
In the instant case, Ukraine makes no showing that any claimed burden outweighs Pao Tatneft's right to obtain information that will permit it to enforce its $172.9 million judgment against a sovereign nation that has complete access to the information sought and clearly has the resources necessary to respond to Pao Tatneft's discovery requests in aid of execution. Moreover, much of the "burden" claimed by Ukraine is of its own making based on its refusal to voluntarily pay any of the judgment; its effort to stay execution of the judgment without offering to post a bond; its complete refusal to provide any information to facilitate Pao Tatneft's execution of the Judgment; and its reiteration of the argument that Pao Tatneft should simply jump through hoops internally in Ukraine in an effort to enforce its judgment. This Court notes that Ukraine has proffered no guarantee that this internal procedure would result in payment of the Judgment amount. More importantly, the argument that Pao Tatneft should have to proceed in that manner has been wholly rejected by this Court. Accordingly, while this Court might have ordered the parties to attempt to compromise on a narrower range of information – as opposed to a worldwide inquiry – it is clear from Ukraine's past and continuing behavior that no compromise would be reached. Ukraine continues to rehash arguments that have previously failed and do everything in its power to hinder enforcement of the Judgment entered by this Court. Accordingly, upon consideration of the record in this case and the case law cited by the parties, this Court finds that Pao Tatneft is authorized to engage in worldwide discovery to obtain information about Ukraine's assets outside of Ukraine.

C. Discovery of Assets that May be Immune from Execution

[16].
Ukraine argues that "[b]ecause Rule 69 discovery must be in aid of execution, it must be 'tailored to seek only information regarding assets that could realistically be seized by plaintiffs.'" Ukraine Opp'n, ECF No. 81, at 10 (citing Aurelius Capital Partners v. Republic of Argentina, Nos. 07 Civ. 2715, et al., 2013 WL 857730, at *3 (S.D.N.Y. Mar. 7, 2013)). Pao Tatneft points out however that Rule 69 "provides no limits on the scope of discovery." Pao Tatneft Reply, ECF No. 82, at 9. Pao Tatneft looks to Aurelius Capital Master, Ltd. v. Republic of Argentina, where the Second Circuit found that if discovery demands "reach diplomatic or consular property that is immune from attachment," Argentina may object when execution on such property is sought, and furthermore, its "self-serving legal assertion of immunity does not entitle [the foreign sovereign] to withhold otherwise discoverable information." See Aurelius Cap. Master, 589 Fed. App'x 16, 17 (2d Cir. 2014) (citations and internal quotation marks omitted) (discussed in Pao Tatneft's Mot. to Compel, ECF No. 76, at 15-16); see also Banco Central De Paraguay v. Paraguay Humanitarian Found., Inc., 01 Civ. 9649 (JFK), 2006 WL 3456521 at *9 (S.D.N.Y. Nov. 30, 2006) ("[E]ven if the discovery request is a 'fishing expedition' ... this Court recognized long ago that 'a judgment creditor is entitled to fish for assets of the judgment debtor.'") (internal citation omitted); Anduso v. Republic of Sudan, 288 F. Supp. 3d 90, 97 (D.D.C. 2017) ("]L]ike the plaintiff in NML Capital, plaintiffs here 'do [] not yet know what property [Sudan] has and where it is, let alone whether it is executable under the relevant jurisdiction's law.'") (internal citations and alterations omitted).
[17].

Pao Tatneft also cites to NML Cap., where the Supreme Court "ruled that document requests that target general information about a foreign-sovereign's assets are permissible" even where the request also "end up revealing information about assets that the sovereign [] may consider immune from execution." Pao Tatneft Mot. to Compel, ECF No. 76, at 15; see NML Cap., 573 U.S. at 145.5 The NML Cap. case does not bar discovery concerning assets that may be immune. See NML Cap., 573 U.S. at 145 (where the Supreme Court noted that the requests were "bound to turn up information about property that Argentina regards as immune[,] [b]ut NML may think the same property not immune" and in that case, "the District Court will have to settle the matter.")

[18].
Ukraine asserts however that in the NML Cap. case, the district court "sought to limit the subpoenas to discovery that was reasonably calculated to lead to attachable property." NML Cap., 573 U.S. at 138 (citation omitted). This Court notes that the district court in the NML Cap. case "expected the parties to negotiate further over specific production requests." Id. In this case, to the contrary, there has been no effort by Ukraine to limit the definition of information being sought; rather, Ukraine refuses to comply with any of Pao Tatneft's discovery requests. And, as noted previously, Ukraine continues to engage in delaying tactics with the effect that setting aside time for any further negotiation to limit the requests would be futile.
[19].

Additionally, Ukraine challenges Interrogatories 1-4 and Document Requests 1-7 on grounds that they are "so extremely broad that they appear to require production of detailed and comprehensive information about embassy and consular bank accounts used in support of diplomatic missions around the world." Ukraine Opp'n, ECF No. 81, at 11 (citations omitted). Ukraine notes that these same requests "appear to require disclosure of detailed information about Ukraine's military assets and its spending for military equipment ..." and along with Interrogatory No. 5 and Document Requests Nos. 8-10, they also appear to cover "central banking accounts and activities, including sovereign bond offerings..." Id. Ukraine's characterization of the requests it references is misleading at best. There are no requests for information and documents specifically targeting embassy and consular bank accounts or military activity and equipment. Furthermore, Ukraine "cites no case where a district court has simply accepted the foreign state's assertions of execution immunity for military or consular property to prohibit discovery of that property." Pao Tatneft Reply, ECF No. 82, at 11; compare Owens v. Republic of Sudan, No. 01-2244 (JDB), 2020 WL 4039302, at *6 (D.D.C. July 17, 2020) ("[D]iscovery could reveal whether any of Sudan's military and diplomatic assets fall under one of the FSIA's exceptions to immunity from attachment or execution."); FG Hemisphere Assoc., LLC v. Dem. Republic of Congo, 447 F. 3d 835, 843-844 (D.C. Cir. 2006) (examining evidentiary record of the last ten years' use of embassy building despite claims of immunity); TIG Insurance Co. v. Republic of Argentina, No. 18-mc-0129 (DLF), 2019 WL 3017618, at *2 (D.D.C. July 10, 2019) (analyzing provisions of 28 U.S.C. §1610 to determine amenability to attachment of a particular Argentinian embassy building).

[20].

While this Court acknowledges that Interrogatories Nos. 1-5 and Document Requests Nos. 1-10 are general in nature and broad in scope, the requests are certainly relevant to Pao Tatneft's attempt to enforce its judgment against Ukraine.6 The reality in this case is that Pao Tatneft does not know what property Ukraine has, where it is, or whether it is executable. Ukraine has responded to the discovery requests by proffering wholesale objections rather than providing any responsive information or proposing any realistic compromise on timing and scope.7 Furthermore, Ukraine has not even provided the information it agreed to produce in response to Pao Tatneft's discovery requests, such as organizational charts and lists of officials. This Court may only conclude that Ukraine is once again stalling and stonewalling Pao Tatneft in its efforts to enforce the Judgment entered by this Court, and such behavior will not be tolerated.

[21].
While Ukraine makes conclusory allegations of potential immunity, this is insufficient to bar discovery of the existence and location of Ukraine's assets. Accordingly, Pao Tatneft may pursue discovery even if such discovery discloses information about assets that are eventually deemed immune from execution.

D. Discovery regarding Alter-Egos or Entities Close to Ukraine

[22].

Ukraine argues that "Rule 69 discovery must be in aid of execution and the assets of third parties are generally not attachable[…]" Ukraine Opp'n, ECF No. 81, at 13; see GMA Accessories, Inc. v. Elec. Wonderland, Inc., No. 07 Civ. 3219 PKC DF, 2012 WL 1933558, at *5 (S.D.N.Y. May 22, 2012) ("[D]isclosure concerning the assets of a non-party is generally not contemplated by Rule 69 (a)") (citation omitted); see also Jacobson v. Moller & Moller, Inc., No. CV 2002-6316 (ERK) (MDG), 2007 WL 1989260, at *2 (E.D.N.Y. July 5, 2007) (Discovery "must be limited to information that relates to the judgment debtors, their assets or suspected transfers of their assets."); Costomar Shipping Co. v. Kim-Sail, Ltd., No. 95 CIV. 3349 (KTD), 1995 WL 736907, at *3 (S.D.N.Y. Dec. 12, 1995) ("Generally, non-parties may only be examined about the assets of a judgment debtor and cannot be required to disclose their own assets.") (citation omitted). This Court notes that none of the cases cited by Ukraine prohibit an inquiry into the sovereign/judgment debtor's assets, which is what Pao Tatneft seeks to do in this case, albeit through inquiries concerning third-parties that are partially owned or controlled by Ukraine.8

[23].
Pao Tatneft notes that Ukraine objects to the discovery requests "insofar as they request information from 19 identified state-controlled entities or any other entity for which Ukraine holds more than 50% of the equity or ownership interest, on the grounds that they are 'presumptively not liable for the judgment against Ukraine.'" Pao Tatneft Mot. to Compel, ECF No. 76, at 17; see Blackman Decl., Ex. 4, ECF No. 76-5, at 4-5. Ukraine argues additionally that Pao Tatneft "redefin[es] "Ukraine" to include third parties and then seek[s] information concerning "Ukraine" without any showing that the third parties whose information it seeks hold assets that could be attached pursuant to the judgment ... " Ukraine Opp'n, ECF No. 81, at 14.
[24].
Pao Tatneft counters however that "Ukraine incorrectly claims that lack of potential liability is a basis for limiting the scope of discovery permissible under NML [while] [t]o the contrary, discovery regarding nonparty state-controlled entities is permissible because they may hold attachable assets or possess relevant information about a sovereign party's assets." Pao Tatneft Mot. to Compel, ECF No. 76, at 18 , see Anduso, 288 F. Supp. 3d at 95-96, 96 n.4 (noting that the FSIA allows attachment of assets from an agency or instrumentality of the debtor even if it is not an alter ego, and that regardless "plaintiffs can seek discovery wider than the scope of what is ultimately attachable").
[25].
Discovery that relates to entities that are "legally separate" from a sovereign but which may "nevertheless hold attachable assets" or "may possess information about [a sovereign's] assets" was found by the court in Anduso to be "well within the range of reasonable discovery" under the Federal Rules of Civil Procedure. Anduso, 288 F. Supp. 3d at 96 (quoting Aurelius Cap. Master, 589 Fed. App'x 16, 18 (2d Cir. 2014)); see Aurelius, id. ("Even if an entity is not an alter ego (and thus not liable for Argentina's debts), it may nevertheless hold attachable assets on behalf of Argentina." Also, "an entity that is closely tied to (but legally distinct from) Argentina may possess information about Argentina's assets, even if it does not own or hold those assets itself.")
[26].
Following this logic, Ukraine's questioning whether the state-controlled entities may ultimately be liable for the judgment is not relevant. Nor does it need to be determined prior to discovery that the assets held by state-controlled entities are attachable. Pursuant to the rationale set forth in NML Cap., after assets have been identified through discovery, if there is a disputed question as to whether such assets are subject to attachment, this issue is ultimately left to the district court to decide. See NML Cap., 573 U.S. at 145. Accordingly, upon consideration of the parties' arguments and referenced case law, this Court finds that Pao Tatneft may request information from state-controlled entities or persons purporting to act for or on behalf of Ukraine, who may hold attachable assets on behalf of Ukraine or have information about Ukraine's assets.

E. Confidentiality of Information Sought

[27].
Ukraine argues that Pao Tatneft is not "entitled to worldwide discovery of the most sensitive diplomatic, consular, military, and central banking information [but] [r]ather, the Court should 'closely consider ... sovereign interests in managing discovery, and ... prioritize discovery of those documents that are unlikely to prove invasive of sovereign immunity." Ukraine Opp'n, ECF No. 81, at 17 (emphasis deleted) (quoting Aurelius Cap. Master, 589 Fed. App'x at 18). Unfortunately, while Ukraine asserts that this Court should prioritize discovery of non-invasive documents, it has itself utterly failed to do so itself, as it has neither produced unobjectionable documents that it stated it would produce, nor has Ukraine proposed any plan whatsoever for a rolling production of documents based on whether such documents are more or less "invasive." Furthermore, Pao Tatneft argues that Ukraine relies upon "insufficient evidence" that its production of the documents requested by Pao Tatneft would violate "bank secrecy, commercial secrecy, and professional secrecy laws," or "confidentiality provisions in contracts with agents and trustees." Pao Tatneft Mot. to Compel, ECF No. 76, at 20; see Blackman Decl., Ex. 4, ECF No. 76-5, at 8 (asserting generally that documents cannot be produced "without violations of international law, U.S. law, Ukrainian law, or the law of the country in which the documents are located, including laws concerning bank secrecy, trade secrecy, commercial secrecy, and professional secrecy"), 12 ("Ukraine objects to the extent that the request seeks information about activities of its central bank or monetary authority that are protected under the FSIA and not relevant to enforcement, to the extent that the request seeks information that is restricted by applicable law, and to the extent that the request seeks information that is protected by confidentiality provisions in contracts with agents and trustees.")
[28].

To sustain an objection on grounds that the discovery requests contravene foreign law, Ukraine must "provide the court with information of sufficient particularity and specificity to allow the Court to determine whether discovery sought is indeed prohibited by foreign law." NML Cap., Ltd. v. Republic of Argentina, No. 03-cv-8845 (TPG), 2013 WL 491522, at *3 (S.D.N.Y. Feb. 8, 2013) (internal citation and quotation marks omitted). Here, with the exception of one conclusory statement — that giving Pao Tatneft information about Naftogaz would provide "sensitive information about the key oil and gas company in Ukraine, which is a direct competitor to Pao Tatneft," see Ukraine Opp'n, ECF No. 81, at 20-21 — Ukraine has not provided any specific details about confidentiality concerns implicated by Pao Tatneft's discovery requests or about concrete conflicts that would arise due to violation of secrecy laws. To determine if there is any merit to Ukraine's arguments, Ukraine must explain why there is a particular confidentiality concern related to disclosure of certain information. See Shvartser v. Lekser, 321 F.R.D. 23, 24-25 (D.D.C. 2017) (granting a motion to compel upon finding defendant's discovery responses deficient where defendant declined to answer certain questions, claiming that the answer was "confidential and privileged," and withheld documents, but failed to specify the applicable privilege); see also NML, 2013 WL 491522, at *3 (explaining that "sworn testimony or affidavits" of foreign law experts are preferred to support an argument that ordering discovery would violate foreign law).9 Ukraine makes no such showing and provides no such affidavits. Merely saying that the discovery requests will violate confidentiality or secrecy laws does not make it true or even take it beyond speculative.10 Accordingly, Ukraine's argument about "comity," see Ukraine Opp'n, ECF No. 81, at 24-25, is premature at best, as Ukraine has not demonstrated any conflict of laws. "Comity is not just a vague political concern favoring international cooperation ..." Societe Nationale Industrielle Aerospatiale v. U.S. Dist. Ct. for S. Dist. of Iowa, 482 U.S. 522, 555 (1987) (Blackmun, J., concurring). Rather, as regarding "the choice-of-law analysis," one must first determine "whether there is in fact a true conflict between domestic and foreign law," id., which Ukraine has failed to demonstrate.

[29].

Furthermore, Pao Tatneft asserts that "Ukraine has [] continued to avoid discussion of the obvious solution to its generalized concerns about confidentiality," the imposition of a confidentiality agreement or a protective order. Pao Tatneft Mot. to Compel, ECF No. 76, at 21; see Memorandum Opinion, ECF No. 75, at 11 ("The Court notes that Ukraine's claim that the information sought by Tatneft is sensitive and could be shared with the Russian Federation has not been substantiated in any way by Ukraine [n]or does Ukraine explain why a confidentiality agreement or protective order could not resolve any confidentiality concerns.") Ukraine argues that "[e]specially given the close ties between Tatneft and a hostile state [Russia], Ukraine cannot accept the suggestion that "a confidentiality agreement or protective order" would adequately resolve its concerns."11 See Ukraine Opp'n, ECF No. 81, at 23 Ukraine's proffered "rationale" for why a confidentiality agreement or protective order would not resolve any privacy/secrecy concerns is flimsy at best. See, e.g., Amduso, 288 F. Supp. 3d at 93 (involving a motion to compel post-judgment discovery from Sudan and discussing a protective order entered in a related case, which could be modified); Ultradent Prods., Inc. v. Hayman, No. M8-85 RPP, 2002 WL 31119425, at *4 (S.D.N.Y. Sept. 24, 2002) (finding that a confidentiality order signed in a parallel action was "sufficient protection against [the party's] concern of any potential harm"); Jeffries v. Pension Tr. Fund of Pension, Hospitalization & Benefit Plan of Elec. Indus., No. 99 Civ. 4174 (LMM), 2004 WL 1048221, at *6 n. 6 (S.D.N.Y. May 7, 2004) ("[I]n order to alleviate Defendant's privacy concerns of the individual Fund participants, the Court will enter a confidentiality order" and order that the parties may "only use the information gained for purposes of this particular litigation.") In the instant case, this Court finds that Ukraine's vague claims of invasion of privacy concerns and violation of secrecy laws are speculative and furthermore, Ukraine has summarily rejected the possibility of negotiating a confidentiality agreement or protective order. Accordingly, because Ukraine has failed to provide any concrete evidence to support any alleged violation of privacy or secrecy laws (as opposed to merely proffering general allegations), at this time, this Court finds that corresponding limitations on Pao Tatneft's discovery requests are unwarranted.

F. Pao Tatneft Requests Costs, including Attorneys' Fees

[30].

Pao Tatneft requests that this Court order Ukraine to pay its "reasonable expenses incurred" in making this Motion, "including attorneys' fees. See Federal Rule of Civil Procedure 37(a)(5)(A). Pursuant to the Federal Rules, courts "must" grant a request for costs where they grant a motion to compel unless one of three exceptions applies. See id. at (i)-(iii).12 Pao Tatneft argues that it "attempted in good faith to obtain disclosure from Ukraine before filing this Motion" and Ukraine's "objections are not substantially justified" and finally, "no circumstances would make an award of expenses unjust in this case, particularly considering Ukraine's continuing efforts to avoid satisfaction of the Judgment[…]" Pao Tatneft Mot. to Compel, ECF No. 76 at 22-23.

[31].
Ukraine's response to this argument is non-responsive; i.e., Ukraine states that "[t]he difficult and important questions raised by this case raise fair grounds for litigation and substantially justify the parties' dispute, making it just for each side to bear its own expenses." Ukraine Opp'n, ECF No. 81, at 25. Pao Tatneft responds to this statement by noting that "Ukraine's argument is belied by the fact that it has primarily recycled arguments that have already been rejected by this Court and others, underscoring that there are no longer fair grounds for its noncompliance." Pao Tatneft Reply, ECF No. 82, at 21. Pao Tatneft notes further Ukraine's refusal to produce any documents at all.
[32].
This Court finds that Pao Tatneft has demonstrated that none of three exceptions set forth in Rule 37 apply, and accordingly, upon submission of a record of its costs/fees and review of the same by this Court, Pao Tatneft shall be awarded its costs (and fees) related to the filing of the Motion to Compel.

IV. CONCLUSION

[33].
This Court begins by reiterating that Ukraine has and continues to stonewall Pao Tatneft in its efforts, first, to obtain a Judgment in this Court, and now, to enforce the Judgment entered by this Court. For the reasons explained herein, the Court concludes that Ukraine's objections to Pao Tatneft's discovery requests in aid of execution of judgment are unsupported by concrete evidence and contradicted by case law. Accordingly, Pao Tatneft is entitled to discovery of Ukraine's worldwide assets, discovery regarding assets that may ultimately be immune from execution, and discovery from to state-controlled entities or persons purporting to act for or on behalf of Ukraine, where such entities may have information about Ukraine's assets or hold assets that are attachable. Ukraine's vague allegations of possible invasion of privacy and violation of secrecy laws are merely speculative and therefore, at this time, any limitation on Pao Tatneft's discovery requests on those grounds is unwarranted. Furthermore, while Ukraine claims that responding to the discovery requests is burdensome, any alleged burden on Ukraine is outweighed by Pao Tatneft's need for the information that will permit it to enforce its $ 172.9 million judgment against Ukraine. In this case, Ukraine has complete access to the information sought and clearly has the resources to respond to the discovery requests in aid of execution. Finally, Pao Tatneft is entitled to an award of its costs (and fees) in an amount to be determined by this Court. Accordingly, it is this 18th day of October 2021,

ORDERED that Pao Tatneft's [76] Motion to Compel is GRANTED. By November 8, 2021, Ukraine shall provide to Pao Tatneft the uncontested information it originally indicated would be provided (such as organizational charts), and – after consultation with Pao Tatneft – it shall provide this Court with a plan for rolling production of all remaining information and documents, with a November 8, 2021 start date and a March 18, 2022 end date for all such production. If this plan for rolling production is not timely provided, the Court will order the schedule of such production, and the Court will consider awarding additional costs and fees to Pao Tatneft. It is further

ORDERED that the award of Pao Tatneft's expenses and fees will be held in abeyance until such time as Ukraine provides a plan for rolling production and production of documents has commenced. Subsequently, Pao Tatneft shall provide this Court with a record of its costs (and fees) relating to this Motion to Compel, and this Court will determine the appropriate amount of costs (and fees) to be awarded in favor of Pao Tatneft and against Ukraine.

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