Petition for Writ of Certiorari — Petróleos de Venezuela, S.A., et al., Petitioners v. Helmerich & Payne International Drilling Co.

No.

In the Supreme Court of the United States

PETRÓLEOS DE VENEZUELA, S.A., AND PDVSA

PETRÓLEO, S.A.,

Petitioners,

v.

HELMERICH & PAYNE INTERNATIONAL DRILLING CO.

ON PETITION FOR A WRIT OF CERTIORARI

TO THE UNITED STATES COURT OF APPEALS

FOR THE DISTRICT OF COLUMBIA CIRCUIT

PETITION FOR A WRIT OF CERTIORARI

CAMILO CARDOZO

JOSE F. SANCHEZ

VINSON & ELKINS LLP

1114 Avenue of the

Americas, 32nd Floor

New York, NY 10036

JEREMY C. MARWELL

JOSHUA S. JOHNSON

Counsel of Record

VINSON & ELKINS LLP

2200 Pennsylvania Ave.,

NW, Suite 500 West

Washington, DC 20037

(202) 639-6544

joshjohnson@velaw.com

QUESTION PRESENTED

The act-of-state doctrine “precludes the courts of

this country from inquiring into the validity of the

public acts a recognized foreign sovereign power committed within its own territory.” Banco Nacional de

Cuba v. Sabbatino, 376 U.S. 398, 401 (1964). In Sabbatino, this Court held that doctrine barred U.S.

courts from examining the validity of a Cuban government instrumentality’s claim to funds held in escrow

in New York, even though they were attributable to

the sale of sugar allegedly expropriated in violation of

international law. Id. at 401-407, 428. According to the

Court, the fact that the expropriated sugar’s sale proceeds were “brought into this country” did not provide

a basis for a U.S. “[j]udicial determination[] of invalidity of [the Cuban government’s] title.” Id. at 431.

In response to Sabbatino, Congress enacted the

“Second Hickenlooper Amendment,” which bars a

court from applying the act-of-state doctrine “in a case

in which a claim of title or other right to property is

asserted by any party including a foreign state * * *

based upon (or traced through) a confiscation or other

taking * * * by an act of that state in violation of the

principles of international law.” 22 U.S.C. § 2370(e)(2).

That provision “permit[s] adjudication of claims the

Sabbatino decision had avoided.” Republic of Hungary

v. Simon, 604 U.S. 115, 121 (2025) (citation omitted).

The question presented is:

Whether a claim for damages as compensation for a

foreign taking of property triggers 22 U.S.C.

§ 2370(e)(2)’s exception to the act-of-state doctrine

where neither the expropriated property nor any property exchanged for it has entered the United States.

(I)

II

PARTIES TO THE PROCEEDINGS

Petitioners Petróleos de Venezuela, S.A., and

PDVSA Petróleo, S.A., were defendants in the district

court and appellants in the court of appeals. They do

not have stock ticker symbols.

Respondent Helmerich & Payne International Drilling Company was plaintiff in the district court and

appellee in the court of appeals. It does not have a

stock ticker symbol. The stock ticker symbol of its parent, Helmerich & Payne, Inc., is HP.

The Bolivarian Republic of Venezuela and

Helmerich & Payne de Venezuela, C.A., were previously parties in the district court but were dismissed

during earlier stages of the proceedings and were not

parties to the appeal below. They do not have stock

ticker symbols.

III

CORPORATE DISCLOSURE STATEMENT

Pursuant to Supreme Court Rule 29.6, petitioners

provide the following disclosures:

1. Petrόleos de Venezuela, S.A. (“PDVSA”) is

wholly owned by the Bolivarian Republic of Venezuela.

There is no other parent corporation or publicly held

corporation that owns 10% or more of PDVSA’s stock.

PDVSA does not have a stock ticker symbol.

2. PDVSA Petróleo, S.A. (“PPSA”) is a wholly

owned subsidiary of PDVSA. There is no other parent

corporation or publicly held corporation that owns 10%

or more of PPSA’s stock. PPSA does not have a stock

ticker symbol.

IV

STATEMENT OF RELATED PROCEEDINGS

This case arises from the following proceedings:

United States Supreme Court:



Bolivarian Republic of Venezuela v. Helmerich &

Payne International Drilling Co., No. 15-423

(May 1, 2017) (vacating and remanding).

United States Court of Appeals for the District of

Columbia Circuit:



Helmerich & Payne International Drilling Co. v.

Petróleos de Venezuela, S.A., No. 24-7161 (Oct. 3,

2025), petition for rehearing en banc denied

(Dec. 3, 2025);



Helmerich & Payne International Drilling Co. v.

Bolivarian Republic of Venezuela, No. 13-7169

(May 1, 2015), petition for rehearing denied

(July 30, 2015), vacated and remanded, 581 U.S.

170 (2017), on remand, 743 Fed. Appx. 442 (D.C.

Cir. Aug. 7, 2018).

United States District Court for the District of Columbia:



Helmerich & Payne International Drilling Co. v.

Petróleos de Venezuela, S.A., No. 1:11-cv-01735

(Sept. 20, 2024) (denying renewed motion to dismiss);



Helmerich & Payne International Drilling Co. v.

Petróleos de Venezuela, S.A., No. 1:11-cv-01735

(Jan. 31, 2023) (dismissing Bolivarian Republic

of Venezuela as a defendant);



Helmerich & Payne International Drilling Co. v.

Bolivarian Republic of Venezuela, No. 1:11-cv-

V

01735 (Sept. 20, 2013) (granting in part and

denying in part motion to dismiss).

VI

TABLE OF CONTENTS

Page

Question Presented ..................................................... I

Parties To The Proceedings........................................ II

Corporate Disclosure Statement .............................. III

Statement Of Related Proceedings ...........................IV

Appendix Contents ................................................. VIII

Table Of Authorities .................................................. IX

Opinions Below ............................................................ 1

Jurisdiction .................................................................. 1

Statutory Provision Involved ...................................... 1

Introduction ................................................................. 3

Statement .................................................................... 6

A. Legal Background........................................ 6

B. Factual Background .................................... 8

Reasons For Granting The Petition .......................... 16

I.

The Decision Below Cements A Split Of

Authority ............................................................ 16

A. The Second And Fifth Circuits Hold That

The Amendment Applies Only To

Property And Proceeds Within The

United States ............................................. 17

B. Texas’s And New York’s High Courts

Likewise Hold That The Amendment

Applies Only To Cases Involving Property

Located In The United States ................... 19

VII

C. The Decision Below Expressly Deviated

From

Other

Appellate

Courts’

Interpretation Of The Amendment .......... 21

II. The Decision Below Is Wrong ............................ 23

III. The Issue Is Important And This Is An Ideal

Vehicle To Resolve The Split Of Authority ....... 32

A. The Issue Is Important And Implicates

Sensitive Foreign-Policy Concerns ........... 33

B. This Case Is An Ideal Vehicle ................... 35

Conclusion.................................................................. 37

VIII

APPENDIX CONTENTS

Page

APPENDIX A: Opinion of the United States

Court of Appeals for the District of Columbia Circuit (Oct. 3, 2025) ........................................... 1a

APPENDIX B: Memorandum Opinion and

Order of the United States District Court

for the District of Columbia (Sept. 20, 2024)......... 26a

APPENDIX C: Order of the United States

Court of Appeals for the District of Columbia Circuit Denying Petition for Rehearing

En Banc (Dec. 3, 2025) ........................................... 74a

IX

TABLE OF AUTHORITIES

Cases:

Page(s)

Agudas Chasidei Chabad of U.S. v. Russian

Federation, 528 F.3d 934 (D.C. Cir. 2008) .... 21, 22

Banco Nacional de Cuba v. First Nat’l City

Bank of N.Y., 431 F.2d 394

(2d Cir. 1970) ....................................... 16-19, 22, 29

Banco Nacional de Cuba v. First Nat’l City

Bank, 442 F.2d 530 (2d Cir. 1971) ....................... 18

Banco Nacional de Cuba v. Sabbatino,

376 U.S. 398 (1964) ............. 3, 5-8, 19, 23-24, 33-35

Bolivarian Republic of Venezuela v.

Helmerich & Payne Int’l Drilling Co.,

581 U.S. 170 (2017) .............................. 6, 11, 12, 33

Bostock v. Clayton Cnty.,

590 U.S. 644 (2020) .............................................. 32

Broderick v. City of New York,

67 N.E.2d 737 (N.Y. 1946) ................................... 20

Chickasaw Nation v. United States,

534 U.S. 84 (2001) ................................................ 25

Compania de Gas de Nuevo Laredo, S.A. v.

Entex, Inc., 686 F.2d 322

(5th Cir. 1982) .................... 4, 16, 18, 19, 22, 29, 35

Empresa Cubana Exportadora de Azucar y

Sus Derivados v. Lamborn & Co.,

652 F.2d 231 (2d Cir. 1981)............ 4, 17, 18, 32, 35

Fed. Energy Admin. v. Algonquin SNG, Inc.,

426 U.S. 548 (1976) .............................................. 28

X

Cases—Continued:

Page(s)

Federal Republic of Germany v. Philipp,

592 U.S. 169 (2021) ................................ 4, 8, 23, 24

First Nat’l City Bank v. Banco Nacional de

Cuba, 406 U.S. 759 (1972) ............................. 18, 29

First Nat’l City Bank v. Banco Nacional de

Cuba, 400 U.S. 1019 (1971) ........................... 17, 18

Helmerich & Payne Int’l Drilling Co. v.

Bolivarian Republic of Venezuela,

743 Fed. Appx. 442 (D.C. Cir. 2018) .............. 11, 12

Helmerich & Payne Int’l Drilling Co. v.

Bolivarian Republic of Venezuela,

784 F.3d 804 (D.C. Cir. 2015) .......................... 9, 11

Helmerich & Payne Int’l Drilling Co. v.

Bolivarian Republic of Venezuela,

No. 11-cv-01735, 2023 WL 1401372

(D.D.C. Jan. 31, 2023) .............................. 12, 13, 35

Hunt v. Coastal States Gas Producing Co.,

583 S.W.2d 322 (Tex. 1979) ................................. 19

Jesner v. Arab Bank, PLC,

584 U.S. 241 (2018) .............................................. 30

PennEast Pipeline Co. v. New Jersey,

594 U.S. 482 (2021) .............................................. 33

Perez v. Chase Manhattan Bank, N.A.,

463 N.E.2d 5 (N.Y. 1984) ........................... 4, 20, 35

Ramirez de Arellano v. Weinberger,

745 F.2d 1500 (D.C. Cir. 1984) ................ 21, 29, 35

Republic of Austria v. Altmann,

541 U.S. 677 (2004) .............................................. 32

XI

Cases—Continued:

Page(s)

Republic of Hungary v. Simon,

604 U.S. 115 (2025) . 4, 7-8, 11, 13-14, 23-24, 31, 36

Saudi Arabia v. Nelson,

507 U.S. 349 (1993) .............................................. 31

Schneider v. Kissinger,

412 F.3d 190 (D.C. Cir. 2005) .............................. 21

Sosa v. Alvarez-Machain,

542 U.S. 692 (2004) ........................................ 30, 33

Swint v. Chambers Cnty. Comm’n,

514 U.S. 35 (1995) ................................................ 36

United Mexican States v. Ashley,

556 S.W.2d 784 (Tex. 1977) ............................. 4, 19

United States v. Hansen,

599 U.S. 762 (2023) .............................................. 25

United States v. Welden,

377 U.S. 95 (1964) .................................................. 2

Verlinden B.V. v. Cent. Bank of Nigeria,

461 U.S. 480 (1983) .............................................. 33

W.S. Kirkpatrick & Co. v. Env’t Tectonics

Corp., 493 U.S. 400 (1990) ............................... 6, 32

Watch Tower Bible & Tract Soc’y of Pa. v.

Russian Federation,

804 F. Supp. 3d 153 (D.D.C. 2025) ...................... 34

Weinberger v. Ramirez de Arellano,

471 U.S. 1113 (1985) ............................................ 21

World Wide Minerals, Ltd. v. Republic of

Kazakhstan,

296 F.3d 1154 (D.C. Cir. 2002) ............................ 36

XII

Statutes:

Page(s)

22 U.S.C. § 2370(e)(2) .................... 1, 2, 4, 8, 24, 26, 30

28 U.S.C. § 1254(1) ...................................................... 1

28 U.S.C. § 1330(a) .................................................... 10

28 U.S.C. § 1604 ........................................................ 11

28 U.S.C. § 1605(a)(3) ..................................... 10-13, 32

Foreign Assistance Act of 1964, Pub. L. No.

88-633, 78 Stat. 1009 ................................... 2, 8, 25

Foreign Assistance Act of 1965, Pub. L. No.

89-171, 79 Stat. 653 ......................................... 8, 26

Rules:

Fed. R. Civ. P. 8 ......................................................... 31

Other Authorities:

110 Cong. Rec. 19,548 (Aug. 14, 1964).................. 4, 27

110 Cong. Rec. 19,555 (Aug. 14, 1964)...................... 27

110 Cong. Rec. 19,557 (Aug. 14, 1964)...................... 27

110 Cong. Rec. 23,680 (Oct. 2, 1964)......................... 27

Foreign Assistance Act of 1965: Hearings on

H.R. 7750 Before the H. Comm. on

Foreign Affairs, 89th Cong. (1965) ................ 28, 29

Foreign Assistance, 1965: Hearings Before

the Sen. Comm. on Foreign Relations,

89th Cong. (1965) ................................................. 28

H.R. Rep. No. 94-1487 (1976) .................................... 32

XIII

Other Authorities—Continued:

Page(s)

Recent Development, International Law:

Hickenlooper Amendment Held

Applicable to Property Confiscated by a

Foreign Nation Only if Property

Marketed in the United States, 1970

Duke L.J. 1248 (1970) .......................................... 26

Restatement (Fourth) of Foreign Relations

Law of the United States (2018) .......................... 22

Restatement (Third) of Foreign Relations

Law of the United States (1987) .................... 21, 27

S. Rep. No. 88-1188 (1964) ........................................ 25

U.S. House of Representatives, Office of the

Law Revision Counsel, United States

Code,

https://uscode.house.gov/browse.xhtml ................. 2

Webster’s Third New International

Dictionary (1971) .................................................. 31

PETITION FOR A WRIT OF CERTIORARI

Petróleos de Venezuela, S.A., and PDVSA Petróleo,

S.A., respectfully petition for a writ of certiorari to review the judgment of the United States Court of

Appeals for the District of Columbia Circuit.

OPINIONS BELOW

The opinion of the court of appeals (App., infra, 1a25a) is reported at 153 F.4th 1316. The memorandum

opinion and order of the district court (App., infra, 26a73a) is reported at 754 F. Supp. 3d 29. The order of the

court of appeals denying rehearing en banc (App., infra, 74a-75a) is not reported.

JURISDICTION

The court of appeals entered its judgment on October 3, 2025. App., infra, 1a. A timely petition for

rehearing en banc was denied on December 3, 2025.

Id. at 74a. On February 12, 2026, the Chief Justice extended the time within which to file a petition for a

writ of certiorari to and including May 1, 2026. The

jurisdiction of this Court is invoked under 28 U.S.C.

§ 1254(1).

STATUTORY PROVISION INVOLVED

22 U.S.C. § 2370(e)(2) provides:

Notwithstanding any other provision of law, no

court in the United States shall decline on the

ground of the federal act of state doctrine to make

a determination on the merits giving effect to the

principles of international law in a case in which

(1)

2

a claim of title or other right1 to property is asserted by any party including a foreign state (or

a party claiming through such state) based upon

(or traced through) a confiscation or other taking

after January 1, 1959, by an act of that state in

violation of the principles of international law, including the principles of compensation and the

other standards set out in this subsection: Provided, That this subparagraph shall not be

applicable (1) in any case in which an act of a foreign state is not contrary to international law or

with respect to a claim of title or other right to

property acquired pursuant to an irrevocable letter of credit of not more than 180 days duration

issued in good faith prior to the time of the confiscation or other taking, or (2) in any case with

respect to which the President determines that

application of the act of state doctrine is required

in that particular case by the foreign policy interests of the United States and a suggestion to this

effect is filed on his behalf in that case with the

court.

1 While the published version of the U.S. Code uses “rights”

rather than “right” here, 22 U.S.C. § 2370(e)(2) (2024), the enacted text in the Statutes at Large uses “right.” Foreign

Assistance Act of 1964, Pub. L. No. 88-633, § 301(d)(4), 78 Stat.

1009, 1013. Because Congress has not enacted U.S. Code Title 22

into positive law, see U.S. House of Representatives, Office of the

Law

Revision

Counsel,

United

States

Code,

https://uscode.house.gov/browse.xhtml, this petition uses the

word “right” from the Statutes at Large. See United States v.

Welden, 377 U.S. 95, 98 n.4 (1964). The distinction is immaterial

to the petition’s arguments.

3

INTRODUCTION

This case squarely presents a question of paramount importance to U.S. foreign relations

implicating an acknowledged split of authority: Can

U.S. courts second guess the validity of foreign states’

takings of property when neither the expropriated

property nor its proceeds have been brought into the

United States?

For decades, courts and commentators generally

have understood the answer to that question to be

“no.” That answer follows from the act-of-state doctrine, which “precludes the courts of this country from

inquiring into the validity of the public acts a recognized foreign sovereign power committed within its

own territory.” Banco Nacional de Cuba v. Sabbatino,

376 U.S. 398, 401 (1964).

The question presented here involves the scope of

an exception to the act-of-state doctrine that Congress

enacted in response to this Court’s decision in Sabbatino. Sabbatino held that the act-of-state doctrine

barred U.S. courts from questioning the validity of a

Cuban government instrumentality’s claim to funds

held in escrow in New York, even though those funds

were attributable to the sale of sugar allegedly expropriated in violation of international law. Id. at 401407, 428. The Court concluded that “the fortuitous circumstance” that the expropriated sugar’s sale

proceeds were “brought into this country” did not provide a basis for a U.S. “[j]udicial determination[] of

invalidity of [the Cuban government’s] title.” Id. at

431.

4

Concerned that the United States could become a

“thieves market” for the sale of property expropriated

abroad, 110 Cong. Rec. 19,548 (Aug. 14, 1964), Congress enacted 22 U.S.C. § 2370(e)(2)—commonly

called the Second Hickenlooper Amendment (“the

Amendment”)—within months of Sabbatino. Congress

carefully crafted the Amendment “to permit adjudication of claims the Sabbatino decision had avoided”

while otherwise leaving the act-of-state doctrine undisturbed. Republic of Hungary v. Simon, 604 U.S.

115, 121 (2025) (quoting Federal Republic of Germany

v. Philipp, 592 U.S. 169, 179 (2021)). The Amendment

creates a narrow exception to the act-of-state doctrine

applicable “in a case in which a claim of title or other

right to property is asserted by any party including a

foreign state * * * based upon (or traced through) a

confiscation or other taking * * * by an act of that state

in violation of the principles of international law.” 22

U.S.C. § 2370(e)(2).

Consistent with the Amendment’s text, purpose,

and history, the Second and Fifth Circuits, New York

Court of Appeals, and Texas Supreme Court have held

that the Amendment’s exception to the act-of-state

doctrine “is inapplicable” when “neither the nationalized property nor its proceeds are located in the United

States.” Compania de Gas de Nuevo Laredo, S.A. v.

Entex, Inc., 686 F.2d 322, 327 (5th Cir. 1982); accord

Empresa Cubana Exportadora de Azucar y Sus Derivados v. Lamborn & Co., 652 F.2d 231, 237 (2d Cir.

1981); Perez v. Chase Manhattan Bank, N.A., 463

N.E.2d 5, 10 (N.Y. 1984); United Mexican States v.

Ashley, 556 S.W.2d 784, 786-787 (Tex. 1977).

5

Expressly deviating from that prevailing interpretation, the D.C. Circuit’s decision below held that the

Amendment contains no “domestic-nexus requirement.” App., infra, 24a. The D.C. Circuit thus allowed

respondent to pursue a damages claim under customary international law based on the Venezuelan

government’s nationalization of oil drilling rigs and

associated property, even though it is undisputed that

neither the confiscated property nor other property

traceable through the confiscation has ever been

brought into the United States. This Court should

grant review to resolve the split created by the decision below and to make clear that the Amendment

does not override the act-of-state doctrine in a case

where the only claim is a request for damages as compensation for the foreign taking of property that has

never entered the United States.

The question presented is exceptionally important.

As this Court has explained, “[i]t is difficult to imagine

* * * an area which touches more sensitively the practical and ideological goals of the various members of

the community of nations” than the validity of a foreign state’s taking of property within its own territory.

Sabbatino, 376 U.S. at 430. If allowed to stand, the decision below would embroil U.S. courts in

controversies with serious foreign-policy implications,

even though the property at the heart of the dispute

has never come within the United States’ territorial

jurisdiction. Indeed, the decision below could effectively transform the U.S. judiciary into a kind of world

court for countless challenges to foreign states’ takings

of property. The decision thus threatens to “imperil

6

the amicable relations between governments and vex

the peace of nations.” Id. at 417-418 (citation omitted).

This case is an ideal vehicle for resolving the question presented. The case’s facts squarely raise the

question presented; that question was expressly argued and decided below; and resolving it in petitioners’

favor would end the case.

This Court has already intervened once in this case

to correct a decision that erroneously expanded the judiciary’s authority to hear challenges to foreign states’

actions. See Bolivarian Republic of Venezuela v.

Helmerich & Payne Int’l Drilling Co., 581 U.S. 170

(2017). The same approach is warranted here. This

Court should grant review.

STATEMENT

A. Legal Background

The act-of-state doctrine “precludes the courts of

this country from inquiring into the validity of the

public acts a recognized foreign sovereign power committed within its own territory.” Sabbatino, 376 U.S.

at 401. The doctrine applies when “the relief sought or

the defense interposed would * * * require[] a court in

the United States to declare invalid the official act of

a foreign sovereign performed” within its territorial

boundaries. W.S. Kirkpatrick & Co. v. Env’t Tectonics

Corp., 493 U.S. 400, 405 (1990). A principle of federal

common law rooted in the U.S. Constitution’s “separation of powers,” the act-of-state doctrine governs in

both federal and state courts and reflects “the strong

sense of the Judicial Branch that * * * passing on the

validity of foreign acts of state may hinder” U.S. foreign relations. Sabbatino, 376 U.S. at 423-427.

7

In the Amendment, Congress imposed a carefully

delimited restriction on the act-of-state doctrine in certain cases involving expropriations in violation of

international law. Congress enacted the Amendment

in response to this Court’s decision in Sabbatino. See

Simon, 604 U.S. at 121. That case arose from the Cuban government’s expropriation of sugar owned by a

Cuba-based but primarily American-owned company.

Sabbatino, 376 U.S. at 401-405. The Cuban government contracted with an American commodity broker

to sell the expropriated sugar. Id. at 401, 404-405. The

broker refused to provide the sale proceeds to Banco

Nacional de Cuba, a Cuban government instrumentality to which the sugar’s bills of lading had been

assigned. Id. at 406. A New York state court enjoined

the sale proceeds’ removal from the state and ordered

that they be transferred to a receiver pending “a judicial determination as to their ownership.” Ibid.

Banco Nacional brought suit in U.S. district court.

Ibid. It asserted a “claim of conversion” premised on

“Cuba’s title to the sugar” and sought to recover the

proceeds of the sugar’s sale. Ibid. The district court rejected Banco Nacional’s claim on the merits, after first

holding that the act-of-state doctrine did not bar the

court from examining the validity of Cuba’s claim of

title because its expropriation violated international

law. Id. at 406-407. The court of appeals affirmed. Id.

at 407.

Reversing, this Court declined to recognize an exception to the act-of-state doctrine for expropriations

by foreign states that allegedly violate international

law. Id. at 428. Instead, it held that “the act of state

doctrine proscribe[d] a challenge to the validity of the

8

Cuban expropriation decree.” Id. at 439. According to

the Court, “the fortuitous circumstance” that the expropriated sugar’s sale proceeds were “brought into

this country” did not provide a basis for a U.S. “[j]udicial determination[] of invalidity of [the Cuban

government’s] title.” Id. at 431.

Within months of Sabbatino, Congress enacted the

Amendment. See Foreign Assistance Act of 1964, Pub.

L. No. 88-633, § 301(d)(4), 78 Stat. 1009, 1013. As

amended in 1965, see Foreign Assistance Act of 1965,

Pub. L. No. 89-171, § 301(d)(2), 79 Stat. 653, 659, the

provision bars a court from applying the act-of-state

doctrine “in a case in which a claim of title or other

right to property is asserted by any party including a

foreign state * * * based upon (or traced through) a

confiscation or other taking * * * by an act of that state

in violation of the principles of international law.” 22

U.S.C. § 2370(e)(2). The Amendment reflects Congress’s “swift[] * * * disapproval of Sabbatino” and is

“broadly understood ‘to permit adjudication of claims

the Sabbatino decision had avoided.’” Simon, 604 U.S.

at 121 (quoting Philipp, 592 U.S. at 179).

B. Factual Background

1. This case arises from the Venezuelan government’s expropriation of property located in Venezuela.

App., infra, 2a. The expropriation was authorized by

Venezuela’s legislature, ordered by its executive, and

subject to eminent domain proceedings in its courts.

Id. at 6a-7a, 36a-37a.

Petitioner Petróleos de Venezuela, S.A. (“PDVSA”)

is a Venezuelan corporation wholly owned by the Bolivarian Republic of Venezuela, and petitioner PDVSA

9

Petróleo, S.A. (“PPSA”) is a Venezuelan corporation

owned by PDVSA. Id. at 6a, 26a. Since Venezuela’s nationalization of its oil industry in the 1970s,

exploration, production, and drilling activities have

been conducted through those state-owned entities or

their affiliates. Id. at 47a-48a.

Respondent Helmerich & Payne International Drilling Company (“H&P-IDC”) is a Delaware corporation

headquartered in Oklahoma. Compl. ¶ 9 (D.D.C. Sept.

23, 2011), ECF No. 1. H&P-IDC wholly owns

Helmerich & Payne de Venezuela, C.A. (“H&P-Venezuela”), a corporation organized under Venezuelan law

with its principal place of business in Venezuela. See

App., infra, 6a; Compl. ¶ 10. For decades, H&P-Venezuela provided oil-drilling services in Venezuela. App.,

infra, 6a. From the late 1990s through 2010, it worked

exclusively for PDVSA and its affiliates under contracts governed by Venezuelan law. See ibid.; Compl.

¶¶ 2, 16; see also Helmerich & Payne Int’l Drilling Co.

v. Bolivarian Republic of Venezuela, 784 F.3d 804, 812

(D.C. Cir. 2015) (noting H&P-Venezuela “agreed that

[its] contracts would be governed by Venezuelan law

in Venezuelan courts”). All of H&P-Venezuela’s drilling operations, equipment, and real property were

located entirely within Venezuela. See App., infra,

36a-37a.

Following disputes over unpaid invoices, H&P-Venezuela announced in 2009 that it would wind down its

operations and began disassembling its drilling rigs.

Id. at 6a. H&P-IDC alleges that, in June 2010, PDVSA

employees and members of the Venezuelan National

Guard blockaded H&P-Venezuela’s premises and

10

prevented H&P-Venezuela from removing 11 drilling

rigs. Ibid.

On June 29, 2010, the Venezuelan National Assembly declared the 11 drilling rigs and associated

property to be of “public utility and social interest.” Id.

at 6a, 35a. The Assembly found that the drilling rigs,

which H&P-Venezuela had left “idle and inactive for a

considerable time,” were “vital” to Venezuela’s oil industry, a critical component of Venezuela’s economy.

C.A. App. 1264. The Assembly explained that the rigs

were uniquely suited to Venezuela’s geological conditions and were not readily available from other

suppliers. Ibid.; see also Compl. ¶¶ 18-20. It recommended expropriation under Venezuela’s Law of

Expropriation. App., infra, 6a-7a.

Venezuela’s President then issued a decree ordering

expropriation and directing that the property be transferred to PDVSA. Ibid. Like the National Assembly’s

declaration, the presidential decree emphasized that

the expropriated rigs were idle, were “vital” to Venezuela’s oil industry, and were not readily replaceable.

C.A. App. 1267. After the rigs and associated property

were inventoried, eminent domain proceedings were

initiated in Venezuelan court. See Compl. ¶¶ 71-73;

App., infra, 36a-37a.

2. In September 2011, H&P-IDC and H&P-Venezuela filed suit in the U.S. District Court for the

District of Columbia against Venezuela, PDVSA, and

PPSA, invoking jurisdiction under the Foreign Sovereign Immunities Act (“FSIA”), 28 U.S.C. §§ 1330(a),

1605(a)(3). App., infra, 26a-27a. They alleged that

Venezuela violated customary international law by expropriating

H&P-IDC’s

and

H&P-Venezuela’s

11

property in Venezuela.2 See App., infra, 7a-9a;

Helmerich & Payne Int’l Drilling Co. v. Bolivarian Republic of Venezuela, 743 Fed. Appx. 442, 454 (D.C. Cir.

2018). As relevant here, H&P-IDC sought damages

based on its alleged injuries as H&P-Venezuela’s sole

shareholder. App., infra, 8a-9a.

The district court dismissed H&P-Venezuela’s expropriation claim but declined to dismiss the

expropriation claim of H&P-IDC. See Helmerich, 581

U.S. at 176. On appeal, the D.C. Circuit held that both

H&P entities could proceed with their expropriation

claims, reasoning that they only needed to allege

claims that were not “wholly insubstantial or frivolous” to satisfy jurisdiction under the FSIA’s

expropriation exception to foreign-sovereign immunity.3 Helmerich, 784 F.3d at 811-816 (citation omitted).

2 H&P-Venezuela also asserted breach-of-contract claims that

have been dismissed and thus are no longer part of this case.

Helmerich, 784 F.3d at 816-819.

3 The FSIA “provides foreign states with presumptive immunity from suit in the United States.” Simon, 604 U.S. at 121 (citing

28 U.S.C. § 1604). The FSIA’s expropriation exception, however,

provides that a “foreign state shall not be immune * * * in any

case” where:

rights in property taken in violation of international law

are in issue and that property or any property exchanged

for such property is present in the United States in connection with a commercial activity carried on in the United

States by the foreign state; or that property or any property

exchanged for such property is owned or operated by an

agency or instrumentality of the foreign state and that

agency or instrumentality is engaged in a commercial activity in the United States.

28 U.S.C. § 1605(a)(3).

12

This Court granted certiorari, rejected that standard,

and remanded for further proceedings. Helmerich, 581

U.S. at 187-188.

On remand, the D.C. Circuit held that H&P-Venezuela did not satisfy the FSIA’s expropriation

exception because a sovereign’s expropriation of its

own national’s property does not “violat[e] * * * international law,” 28 U.S.C. § 1605(a)(3), and H&PVenezuela is a Venezuelan national. Helmerich, 743

Fed. Appx. at 447-448. The court, however, remanded

for further proceedings on H&P-IDC’s claim that it

had suffered an expropriation of two distinct property

interests in violation of international law—its ownership interest in H&P-Venezuela and its alleged right

under Venezuelan law to control the disposition of

H&P-Venezuela’s assets. Id. at 453-456.

On remand, the district court dismissed Venezuela

as a defendant. Helmerich & Payne Int’l Drilling Co.

v. Bolivarian Republic of Venezuela, No. 11-cv-01735,

2023 WL 1401372 (D.D.C. Jan. 31, 2023). As the district court explained, the FSIA’s expropriation

exception imposes different requirements depending

on whether the defendant is the foreign state itself or

an agency or instrumentality of the state. Id. at *1. For

foreign states, the expropriated property, or property

exchanged for the expropriated property, must be

“present in the United States in connection with a

commercial activity carried on in the United States by

the foreign state.” 28 U.S.C. § 1605(a)(3). For agencies

or instrumentalities of foreign states, by contrast, the

expropriated property or property exchanged for it

does not need to be in the United States. Instead, it

suffices if the agency or instrumentality owns or

13

operates the relevant property (either in or outside of

the United States) and the agency or instrumentality

“is engaged in a commercial activity in the United

States.” Ibid.; see also Simon, 604 U.S. at 126-127. The

district court held that the expropriation exception did

not apply with respect to Venezuela—a foreign state—

because the expropriated property is all located in

Venezuela and neither it, nor any property exchanged

for it, is present in the United States. See Helmerich,

2023 WL 1401372, at *1 (noting H&P-IDC “concedes

that the property at issue here is not present in the

United States” (citation modified)); Mem. in Opp. to

Venezuela’s Renewed Mot. to Dismiss 2 (D.D.C. July

8, 2022), ECF No. 150 (“H&P-IDC * * * does not dispute * * * that the expropriated property remains in

Venezuela.”). H&P-IDC has not challenged that ruling. See App., infra, 29a.

3. The case thus proceeded with H&P-IDC as the

sole remaining plaintiff against petitioners PDVSA

and PPSA. Petitioners renewed their motion to dismiss, raising three arguments. First, they argued that

they were entitled to sovereign immunity and the

FSIA’s expropriation exception did not apply. App., infra, 29a. Second, they challenged the district court’s

personal jurisdiction. Ibid. Third, they argued that the

act-of-state doctrine barred H&P-IDC’s claims. Ibid.

The district court denied the motion on all three

grounds. App., infra, 73a. Regarding the act-of-state

doctrine, the court concluded that the Amendment

barred it from applying that doctrine in this case. Id.

at 64a-73a. As relevant here, the district court rejected

petitioners’ argument that the Amendment authorizes

“expropriation claims only when the underlying

14

property is located, or was located, in the United

States.” Id. at 67a. The court reasoned that the

Amendment’s text does not expressly refer to the expropriated property’s location. Ibid. The court also

relied on D.C. Circuit case law, which it read as declining to “confine[] [the Amendment] to cases where the

expropriated property has found its way into the

United States.” Id. at 69a-72a. The court acknowledged that, in reaching its decision regarding the

Amendment’s scope, it was “breaking ranks” with

other courts—including the Second and Fifth Circuits—that have held the Amendment is inapplicable

when neither the expropriated property nor its proceeds are in the United States. Id. at 67a-69a.

4. The D.C. Circuit affirmed. App., infra, 25a. The

court exercised appellate jurisdiction under the collateral-order doctrine to review the district court’s denial

of petitioners’ immunity defense. Id. at 10a. It exercised pendent appellate jurisdiction over the denial of

petitioners’ act-of-state defense because the act-ofstate issue was “inextricably intertwined” with the

sovereign-immunity issue. Ibid. The court explained

that “the Second Hickenlooper Amendment [is] critical

to interpreting the scope of the [FSIA’s] expropriation

exception” because “those provisions are linked both

textually and historically.” Id. at 10a-11a (citing Simon, 604 U.S. at 132). The court further noted that the

Amendment and the FSIA’s expropriation exception

both require addressing the “common question” of

“whether the expropriation violated international

law.” Id. at 11a. In addition, the court stated that the

FSIA “reflects a strong preference for resolving

15

threshold issues about a foreign sovereign’s susceptibility to suit * * * as early as possible in the litigation.”

Ibid.

On the question of foreign-sovereign immunity, the

D.C. Circuit—applying its 2018 decision in this case—

affirmed the district court’s determination that Venezuela had expropriated two distinct property interests

of H&P-IDC in violation of international law: (1) H&PIDC’s ownership interest in H&P-Venezuela, which

the district court found Venezuela had indirectly expropriated by taking over the entire business of H&PVenezuela and thereby rendering H&P-IDC’s shares

worthless; and (2) H&P-IDC’s right under Venezuelan

law to control the disposition of H&P-Venezuela’s assets. Id. at 12a-15a. The D.C. Circuit further

concluded that H&P-IDC satisfied the remaining elements of the FSIA’s expropriation exception because

PDVSA owned and operated the expropriated property

in Venezuela, and PDVSA engaged in commercial activities in the United States. See id. at 15a-17a.

As for petitioners’ act-of-state defense, it was undisputed below that, if the act-of-state doctrine applied, it

would defeat H&P-IDC’s expropriation claim because

it would preclude judicial review of the taking’s validity. See, e.g., C.A. Reply Br. 3. Nevertheless, the D.C.

Circuit held that the Amendment barred the act-ofstate doctrine’s application here. App., infra, 22a-25a.

The court rejected petitioners’ argument that the

Amendment “applies only in cases where the expropriated property is present in the United States.” Id. at

24a. The court reasoned that the Amendment’s text

“contains no * * * reference to the United States or any

other location.” Ibid. The court recognized that other

16

courts have interpreted the Amendment as containing

a “domestic-nexus requirement,” but it dismissed

those decisions as “not * * * persuasive.” Id. at 24a-25a

(citing Banco Nacional de Cuba v. First Nat’l City

Bank of N.Y., 431 F.2d 394, 400-402 (2d Cir. 1970), and

Compania de Gas de Nuevo Laredo, S.A. v. Entex, Inc.,

686 F.2d 322, 327 (5th Cir. 1982)).

REASONS FOR GRANTING THE PETITION

I.

The Decision Below Cements A Split Of Authority

The decision below cements a split among the federal courts of appeals and state high courts regarding

the Amendment’s scope. For decades, courts and commentators generally understood the Amendment to

establish a narrow exception to the act-of-state doctrine that only applies when confiscated property (or

property traceable through the confiscation) has been

brought into the United States. The Second and Fifth

Circuits and Texas and New York high courts have expressly adopted that interpretation of the

Amendment. Indeed, that reading was hornbook law

described in the Restatement (Third) of Foreign Relations Law of the United States.

The decision below expressly acknowledges its departure from other appellate courts’ interpretation of

the Amendment as containing a “domestic-nexus requirement.” App., infra, 24a-25a. It injects significant

uncertainty into an otherwise settled area of law. This

Court should grant review to ensure uniformity on this

important issue.

17

A. The Second And Fifth Circuits Hold

That The Amendment Applies Only To

Property And Proceeds Within The

United States

The Second Circuit holds that the Amendment

“appl[ies] only to cases in which the expropriated property has found its way back into the United States.”

Empresa Cubana, 652 F.2d at 237 (citing Banco

Nacional de Cuba v. First Nat’l City Bank, 431 F.2d

394 (2d Cir. 1970), vacated on other grounds, 400 U.S.

1019 (1971)). Accordingly, in Empresa Cubana, the

Second Circuit held that the act-of-state doctrine applied—and the Amendment did not—where a sugar

broker sued by a Cuban government instrumentality

sought to assert a counterclaim based on the Cuban

government’s expropriation of “assets [that were] still

in Cuba.” Id. at 233-234, 237.

In Empresa Cubana, the Second Circuit applied its

earlier decision in Banco Nacional, which was decided

in 1970, shortly after the Amendment’s enactment. In

Banco Nacional, the Second Circuit held that the

Amendment did not apply to a U.S. bank’s attempt to

offset collateral-sale proceeds against the value of the

bank’s seized assets in Cuba. 431 F.2d at 395-396, 399402. The Second Circuit extensively considered the

language and history of the Amendment and concluded that it was intended to apply when an “entity

attempted to market the American firms’ expropriated

property and some aspect of such an attempted transaction took place in this country.” Id. at 402. By

contrast, the Amendment does not override the act-of-

18

state doctrine when the property (or traceable proceeds thereof) remains abroad.4 Ibid.

Likewise, the Fifth Circuit holds that the Amendment does not apply when “neither the nationalized

property nor its proceeds are located in the United

States.” Compania de Gas, 686 F.2d at 327. In Compania de Gas, the plaintiff—a privately owned

company in Mexico—claimed that the American defendant conspired with the Mexican government to

bring about the Mexican government’s seizure of the

plaintiff’s assets in Mexico. Id. at 323-324. In holding

that the act-of-state doctrine compelled dismissal of

that claim notwithstanding the Amendment, the Fifth

Circuit expressly adopted the Second Circuit’s reasoning, concluding that the Amendment is “limited to

cases” where the expropriated property or its proceeds

4 After the Second Circuit’s 1970 decision in Banco Nacional,

the State Department expressed the view that the act-of-state

doctrine generally should not apply to a counterclaim seeking to

offset expropriated property’s value against a claim asserted by a

foreign state. See Banco Nacional de Cuba v. First Nat’l City

Bank, 442 F.2d 530, 532 (2d Cir. 1971). The State Department’s

position prompted the vacatur, First Nat’l City Bank v. Banco

Nacional de Cuba, 400 U.S. 1019 (1971), and later reversal, First

Nat’l City Bank v. Banco Nacional de Cuba, 406 U.S. 759 (1972),

of the Second Circuit’s decision, on grounds unrelated to the

Amendment. See id. at 780 n.5 (Brennan, J., dissenting) (noting

Court was “leaving * * * undisturbed” the Second Circuit’s determination

that

the

“Hickenlooper

Amendment”

was

“inapplicable”). As the Second Circuit’s later Empresa Cubana

decision demonstrates, it still treats its interpretation of the

Amendment in Banco Nacional as controlling. See Empresa

Cubana, 652 F.2d at 237.

19

are “subsequently located in the United States.” Id. at

327 (citing Banco Nacional, 431 F.2d at 399-402).

B. Texas’s And New York’s High Courts

Likewise Hold That The Amendment

Applies Only To Cases Involving Property Located In The United States

As explained above, p. 6, supra, state courts must

apply the act-of-state doctrine as a rule of federal common law. See Sabbatino, 376 U.S. at 424, 427. Two

state high courts have joined the Second and Fifth Circuits in interpreting the Amendment as applying only

to cases in which expropriated property or its proceeds

are in the United States.

In United Mexican States v. Ashley, 556 S.W.2d 784

(Tex. 1977), the Supreme Court of Texas held that “the

Hickenlooper Amendment [was] inapplicable” because

“neither the expropriated property,” two ranches in

Mexico, “nor its proceeds [were] in the United States.”

Id. at 784, 786; accord Hunt v. Coastal States Gas Producing Co., 583 S.W.2d 322, 325 (Tex. 1979)

(explaining that, for the Amendment to apply, the

“[e]xpropriated property must come within the territorial jurisdiction of the United States”). Although

Ashley also held that sovereign immunity barred the

ranch owner’s suit, 556 S.W. 2d at 785-786, the Texas

Supreme Court’s interpretation of the Amendment

was essential to its judgment. That analysis allowed

the court to avoid deciding “the question of whether

the sovereign immunity defense would bar a suit” to

which “the provisions of the Hickenlooper Amendment” applied. Id. at 786-787.

20

New York’s high court has similarly held that the

Amendment does not apply to claims regarding “expropriated property that remains in the confiscating

country without coming within the territorial jurisdiction of the United States.” Perez, 463 N.E.2d at 10.

Accordingly, in Perez, the New York Court of Appeals

held that Cuba’s seizure of funds due under certificates of deposit from a Cuban branch of a U.S. bank

was not reviewable under the Amendment because

“the debt, once seized in Cuba, did not come within

[U.S.] jurisdiction.”5 Ibid. That decision allowed the

New York courts to avoid opining on the validity of

confiscations to recoup the alleged “unjust enrichment[]” of former Cuban government officials. Id. at 67.

By the mid-1980s, the interpretation of the Amendment reflected in decisions of the Second and Fifth

Circuits and Texas and New York high courts was considered so well settled that the Restatement (Third) of

Foreign Relations Law of the United States stated

without reservation that, “[i]n order for the Hickenlooper Amendment to apply, the plaintiff must

allege and prove that the property that is the subject

of the claim is in the United States or was there at the

time the action was commenced.” Restatement (Third)

of Foreign Relations Law of the United States § 444

5 Although Perez also held the Amendment was inapplicable

on a separate ground (i.e., that the Amendment does not apply to

a foreign state’s confiscation of its national’s property within its

territory), 463 N.E.2d at 10, Perez’s alternative holding based on

the expropriated property’s location is binding in New York

courts. See Broderick v. City of New York, 67 N.E.2d 737, 738

(N.Y. 1946).

21

cmt. e (1987). The decision below departed from that

prevailing understanding.

C. The Decision Below Expressly Deviated From Other Appellate Courts’

Interpretation Of The Amendment

1. The decision below cements a circuit split decades

in the making. Before the decision below, the D.C. Circuit had not squarely held that the Amendment

extends to cases in which neither the expropriated

property nor its proceeds are in the United States. In

Ramirez de Arellano v. Weinberger, however, the D.C.

Circuit in dicta “reject[ed]” the contention that the

Amendment applies only to cases involving “expropriated personal property located in the United States.”

745 F.2d 1500, 1541 n.180 (D.C. Cir. 1984) (en banc).

This Court vacated that decision on other grounds, see

Weinberger v. Ramirez de Arellano, 471 U.S. 1113

(1985), so it “stands for nothing at all,” Schneider v.

Kissinger, 412 F.3d 190, 196 (D.C. Cir. 2005). Even so,

in their Ramirez dissent, then-judges Starr and Scalia

endorsed the prevailing interpretation of the Amendment outside of the D.C. Circuit and concluded that

the Amendment was inapplicable because the property at issue was “situated * * * in Honduras.”

Ramirez, 745 F.2d at 1573-1574 (Starr, J., dissenting).

Decades later, in Agudas Chasidei Chabad of

United States v. Russian Federation, 528 F.3d 934

(D.C. Cir. 2008), the D.C. Circuit stated in passing

that the Amendment “normally bars application of the

act of state doctrine to seizures occurring after January 1, 1959,” and thus the act-of-state doctrine “pose[d]

no apparent barrier” to the plaintiff’s expropriation

claim. Id. at 953. Earlier in its opinion, the court had

22

noted that the property at issue, certain religious

texts, remained in Russia. Id. at 938, 942. The court,

however, did not address the out-of-circuit precedent

holding that the Amendment would not apply in such

circumstances.

Even before the decision below, the Restatement

(Fourth) of Foreign Relations Law of the United States

acknowledged the tension between the D.C. Circuit’s

statements regarding the Amendment’s scope and

other courts’ precedent. Citing Compania de Gas,

Banco Nacional, and Ashley, the Fourth Restatement

noted that “[s]ome courts have * * * limited the

Amendment to disputes over seized property, or proceeds from the sale of seized property, found in the

United States as of the time of suit.” Restatement

(Fourth) of Foreign Relations Law of the United States

§ 441 reporters’ note 12 (2018). The Restatement, however, followed this statement with a “but see” citation

to the D.C. Circuit’s decisions in Agudas Chasidei

Chabad and Ramirez. Ibid.

2. The decision below solidified the split suggested

in the Fourth Restatement. The D.C. Circuit squarely

rejected petitioners’ argument that the Amendment

“applies only in cases where the expropriated property

is present in the United States.” App., infra, 24a. The

court reasoned that the Amendment’s text “contains

no * * * reference to the United States or any other location.” Ibid.

The decision below acknowledged that the Second

and Fifth Circuits have interpreted the Amendment as

incorporating “a domestic-nexus requirement.” Id. at

24a-25a (citing Banco Nacional, 431 F.2d at 400-402,

and Compania de Gas, 686 F.2d at 327). The D.C.

23

Circuit expressly rejected those out-of-circuit precedents, dismissing them as—in the court’s view—“not

* * * persuasive.” Id. at 25a.

This Court should grant review to resolve this

acknowledged split between the decision below and

the Amendment’s prevailing interpretation outside of

the D.C. Circuit.

II.

The Decision Below Is Wrong

This Court’s review is also warranted because the

decision below erroneously broadens the Amendment

beyond the scope supported by its text, purpose, and

history.

1. The Amendment’s text confirms what this Court’s

precedent teaches—the Amendment is narrowly

aimed at “permit[ting] adjudication of claims the Sabbatino decision had avoided.” Simon, 604 U.S. at 121

(quoting Philipp, 592 U.S. at 179). As explained above,

pp. 7-8, supra, in Sabbatino, a Cuban government instrumentality sued to recover proceeds from the sale

of expropriated sugar that were held by a receiver in

New York. 376 U.S. at 401-407. This Court held that

the act-of-state doctrine barred judicial review of the

validity of the expropriation, even if it allegedly violated international law. Id. at 428. The Court

concluded that “the fortuitous circumstance” that the

expropriated sugar’s sale proceeds were “brought into

this country” should not provide a basis for a U.S.

“[j]udicial determination[] of invalidity of [the Cuban

government’s] title.” Id. at 431.

Congress tailored the Amendment’s language to

override the particular result in Sabbatino while otherwise leaving the act-of-state doctrine undisturbed.

24

The Amendment creates a narrow exception to the actof-state doctrine for “a case in which a claim of title or

other right to property is asserted by any party including a foreign state * * * based upon (or traced through)

a confiscation or other taking * * * by an act of that

state in violation of the principles of international

law.” 22 U.S.C. § 2370(e)(2). The Amendment thus applies only when a party to a case asserts a “claim of

title or other right to property” that is either directly

or indirectly (via tracing) “based upon” a “confiscation

or other taking * * * in violation of * * * international

law.” That language closely tracks the facts of Sabbatino, in which the foreign-instrumentality plaintiff

asserted a claim of conversion that depended on the

validity of a confiscation alleged to have violated international law. See 376 U.S. at 406-407 (noting that

instrumentality’s conversion claim “rested” on “the

question of Cuba’s title to the [expropriated] sugar”).

2. As explained above, by its plain language, the

Amendment applies only when a claim of title or other

right to specific property within a U.S. court’s jurisdiction is based upon (or traced through) a taking that

allegedly violated international law. This Court in

Sabbatino indicated that a U.S. court’s exercise of jurisdiction over such a claim would necessarily “depend

on * * * the property in question [having been] brought

into this country”—as occurred with respect to the proceeds from selling the expropriated sugar at issue in

Sabbatino. 376 U.S. at 431. Reflecting the Amendment’s targeted objective of “permit[ting] adjudication

of claims the Sabbatino decision had avoided,” Simon,

604 U.S. at 121 (quoting Philipp, 592 U.S. at 179), the

history of the Amendment demonstrates that

25

Congress understood and intended that its language

would only reach cases in which expropriated property

or its proceeds have been brought into the United

States. By contrast, the Amendment does not apply to

a claim (like the one H&P-IDC asserts here) that seeks

damages as compensation for a foreign taking of property, where neither the expropriated property nor any

property exchanged for it has entered the United

States.

To start, the drafting and amendment history of the

Amendment confirms Congress’s intent not to reach

free-floating claims for damages from foreign expropriations of property that has not been brought into the

United States. See United States v. Hansen, 599 U.S.

762, 775-776 (2023) (“statutory history” provides important context in interpretive analysis); see also

Chickasaw Nation v. United States, 534 U.S. 84, 93

(2001) (“We ordinarily will not assume that Congress

intended to enact statutory language that it has earlier discarded in favor of other language.” (citation

modified)). As originally proposed in 1964, the Amendment would have covered any “case in which an act of

a foreign state * * * is alleged to be contrary to international law.” S. Rep. No. 88-1188, at 37 (1964)

(emphasis added). Congress, however, chose to enact

narrower language requiring “a claim of title or other

right * * * based upon (or traced through) a confiscation or other taking * * * in violation of * * *

international law.” Foreign Assistance Act of 1964,

§ 301(d)(4), 78 Stat. at 1013. The following year, Congress refined the Amendment’s text to clarify that it

applies only in cases featuring a claim of title or other

right “to property” based upon a taking in violation of

26

international law. Foreign Assistance Act of 1965,

§ 301(d)(2), 79 Stat. at 659.

The addition of “to property” in the final, still-effective version of the Amendment evinces an intent to

capture only cases in which a claim of title or other

right is asserted to specific expropriated property (or

its proceeds) that falls within the jurisdiction of a U.S.

court. See Recent Development, International Law:

Hickenlooper Amendment Held Applicable to Property

Confiscated by a Foreign Nation Only if Property Marketed in the United States, 1970 Duke L.J. 1248, 1250

n.17 (1970) (adding phrase “to property” “made explicit * * * the original intent of [the Amendment’s]

sponsors * * * to limit the act to expropriated property

later marketed in the United States”). By extending

the Amendment to claims for damages as compensation for the expropriation of foreign property that at

all times has remained outside of the United States,

the D.C. Circuit’s decision fails to give effect to Congress’s carefully selected language.

The Amendment’s letter-of-credit exception confirms the Amendment’s limited scope. Under that

exception, the Amendment does not reach “a claim of

title or other right to property acquired pursuant to an

irrevocable letter of credit of not more than 180 days

duration issued in good faith prior to the time of the

confiscation or other taking.” 22 U.S.C. § 2370(e)(2).

That exception makes clear that a court may apply the

act-of-state doctrine where a party attempts to recover

proceeds from a sale of expropriated property under a

qualifying letter of credit issued by a U.S. bank. Congress appears to have added the letter-of-credit

exception to the 1964 bill’s text to address banks’

27

concern that “it is not clear where the ‘property’ attributable to a letter of credit is situated.”

Restatement (Third) of Foreign Relations Law of the

United States § 444 reporters’ note 7. Congress’s adoption of the exception thus reinforces the conclusion

that the Amendment’s application depends on the location of the expropriated property or its proceeds.

Legislative-history materials also demonstrate that

the Amendment addressed the concern among members of Congress that, as a result of Sabbatino, foreign

states would feel emboldened to expropriate American

property in foreign nations and then profit from that

property in the lucrative U.S. market. Senator Bourke

B. Hickenlooper, the legislation’s Senate sponsor, explained that its purpose was to require U.S. courts to

apply international law “whenever expropriated property comes within the territorial jurisdiction of the

United States.” 110 Cong. Rec. 19,548 (Aug. 14, 1964)

(emphasis added). Senator Hickenlooper expressed

concern that, unless Congress overturned Sabbatino’s

holding, “property expropriated in violation of international law” could be sold in the United States “without

hindrance by * * * judicial processes,” turning the

United States into “an international ‘thieves market.’”

Ibid.; accord id. at 19,555, 19,557. Congressman E.

Ross Adair, the House sponsor, likewise explained

that the Amendment would apply “if there is an attempt to market [expropriated property] in the United

States.” 110 Cong. Rec. 23,680 (Oct. 2, 1964).6

6 This Court has long held that statements from a legislation’s

sponsors “deserve[] to be accorded substantial weight in

28

When Congress revisited the Amendment in 1965,

commentators confirmed that the Amendment applied

only to a narrow set of cases involving claims to specific property that has come within the United States’

territorial jurisdiction. For instance, Attorney General

Nicholas Katzenbach testified that the “Sabbatino

amendment” covered “a very isolated, infrequent occurrence * * * when American property that has been

nationalized in some way or another finds its way back

into the United States.” Foreign Assistance Act of

1965: Hearings on H.R. 7750 Before the H. Comm. on

Foreign Affairs, 89th Cong. 1234-1235 (1965) (House

Hearing); accord id. at 1236, 1247. Others echoed this

view. See id. at 608 (Prof. Cecil Olmstead) (“[T]his

amendment will only operate when some proceeds of

the illegal expropriation turn up in the United

States.”); id. at 1027 (Professor Stanley Metzger and

Representative Dante Fascell agree that “the Sabbatino amendment” “was never intended to apply to

any property that doesn’t come here”); Foreign Assistance, 1965: Hearings Before the Sen. Comm. on

Foreign Relations, 89th Cong. 728 (1965) (Letter from

George W. Ball, Under Secretary of State, U.S. Dep’t

of State, to Sen. J. William Fulbright) (expressing “extreme[] doubt[]” that the Amendment would “deter

future expropriations” because “it is unlikely that any

particular expropriated property would ever turn up

in the United States in an identifiable form”). While at

least one member of Congress advocated expanding

the Amendment to allow recovery in certain cases

where the expropriated property never entered the

interpreting the statute.” Fed. Energy Admin. v. Algonquin SNG,

Inc., 426 U.S. 548, 564 (1976).

29

United States, Congress did not adopt that proposal.

Banco Nacional, 431 F.2d at 402 (citing House Hearing

1050, 1249).

3. As explained above, pp. 17-21, supra, consistent

with the Amendment’s text, purpose, and history, the

prevailing understanding among courts and commentators in the years immediately following the

Amendment’s enactment was that it does not apply

where “neither the nationalized property nor its proceeds are located in the United States.” Compania de

Gas, 686 F.2d at 327. Indeed, this Court implicitly endorsed

that

interpretation

soon

after

the

Amendment’s enactment. See First Nat’l City Bank v.

Banco Nacional de Cuba, 406 U.S. 759, 780 n.5 (1972)

(Brennan, J., dissenting) (noting agreement among

Justices to “leav[e] * * * undisturbed” the Second Circuit’s holding regarding the “inapplicab[ility] [of] the

Hickenlooper Amendment”); see also Ramirez, 745

F.2d at 1573 (Starr, J., dissenting) (“Since disagreement by the Supreme Court with the Court of Appeals

[in First National City Bank] on interpretation of the

[Hickenlooper] [A]mendment would have made all of

the other points irrelevant, it seems that the Supreme

Court agreed with the Court of Appeals’ interpretation

. . . that only property directly related to an expropriation and found in the United States can bring the

second Hickenlooper Amendment into play.” (citation

omitted)). Because the “political branches, not the Judiciary, have the responsibility and institutional

capacity to weigh foreign-policy concerns,” any alteration of this longstanding understanding of the

Amendment’s narrow scope should be left to Congress,

not the courts. Jesner v. Arab Bank, PLC, 584 U.S.

30

241, 265 (2018); cf. Sosa v. Alvarez-Machain, 542 U.S.

692, 731 (2004) (emphasizing that position adopted by

Court had “been assumed by some federal courts for

24 years” without congressional “disagreement”).

4. Against these weighty considerations of text, purpose, history, and precedent, the D.C. Circuit offered

little reasoning in support of its application of the

Amendment. While it asserted that “the Amendment

contains no * * * reference to the United States or any

other location,” App., infra, 24a, it did not meaningfully grapple with the fact that H&P-IDC in this case

is not claiming title or other right to specific property

“based upon” a taking, as the Amendment’s text requires. 22 U.S.C. § 2370(e)(2). Unlike the foreigninstrumentality plaintiff in Sabbatino, H&P-IDC does

not claim to have obtained a right to property through

a taking. To the contrary, H&P-IDC contends it enjoyed certain property interests before Venezuela

confiscated H&P-Venezuela’s drilling rigs and associated property—namely, H&P-IDC’s ownership

interest in H&P-Venezuela and its alleged right to

control the disposition of H&P-Venezuela’s assets. See

p. 15, supra. H&P-IDC alleges that Venezuela’s taking

deprived it of those property interests, and it is seeking damages as a remedy for that allegedly

uncompensated expropriation. See, e.g., Compl.

¶¶ 139, 178.

That is the opposite of “a claim of title or other right

to property * * * based upon * * * a confiscation or

other taking.” 22 U.S.C. § 2370(e)(2) (emphasis

added). A claim of right to property is “based upon” a

taking if the claim to the property is founded on the

taking and thus depends on the taking for its validity.

31

See Base, Webster’s Third New International Dictionary (1971) (“to use as a base or basis for,” “establish,”

“found” (citation modified)); see also Saudi Arabia v.

Nelson, 507 U.S. 349, 357 (1993) (explaining that

phrase “based upon” “denot[es] conduct that forms the

‘basis,’ or ‘foundation,’ for a claim”). By contrast, a

damages claim premised on a property interest alleged

to have existed before, and to have been cut off by, a

taking—such as H&P-IDC alleges here—is not “a

claim of title or other right to property * * * based upon

* * * a confiscation or other taking.”

As for petitioners and Venezuela, they have not “asserted” any affirmative “claim” for relief “in [this]

case.” See, e.g., Fed. R. Civ. P. 8 (distinguishing between “claims,” “counterclaim[s],” and “defense[s]”).

The only claims in this case are those asserted in the

complaint filed by H&P-IDC and H&P-Venezuela.

Neither petitioners nor Venezuela has asserted any

counterclaims. H&P-IDC has thus failed to establish a

textual basis for applying the Amendment here.

The D.C. Circuit also relied on a strained comparison between the Amendment and the FSIA’s

expropriation exception. See App., infra, 24a (“[The

Amendment] differs strikingly from the expropriation

exception, which on its face requires some connection

between the disputed taking and commercial activity

in the United States.”). The court, however, focused on

the expropriation exception’s “commercial activity” requirement, which has no analogue in the Amendment.

Ibid.; see also Simon, 604 U.S. at 122 (cited at App.,

infra, 24a) (noting that the expropriation exception’s

“commercial nexus” requirement is “not found in the

Second Hickenlooper Amendment”). Congress’s use of

32

different language in the FSIA’s expropriation exception does not affect the meaning of the Amendment,

which was enacted over a decade before the FSIA. Bostock v. Clayton Cnty., 590 U.S. 644, 670 (2020) (postenactment history is a “particularly dangerous” basis

for interpretation (citation omitted)). The D.C. Circuit’s reliance on the FSIA to support its broad

interpretation of the Amendment is particularly problematic because “Congress made it quite clear in

passing the [FSIA] that its views with respect to sovereign immunity were not meant to disturb the act of

state doctrine.”7 Empresa Cubana, 652 F.2d at 238

n.11; accord Republic of Austria v. Altmann, 541 U.S.

677, 700-701 (2004); H.R. Rep. No. 94-1487, at 20

(1976).

In sum, the D.C. Circuit broke from the prevailing

understanding of the Amendment’s reach and instead

adopted an expansive interpretation that conflicts

with the Amendment’s text, purpose, and history. This

Court should grant review to correct that error.

III. The Issue Is Important And This Is An Ideal

Vehicle To Resolve The Split Of Authority

This Court’s review is warranted because the question presented is important and this case provides an

7 There is no necessary inconsistency between the FSIA expro-

priation exception’s overriding of foreign-state instrumentalities’

sovereign immunity in cases where expropriated property is not

present in the United States, see 28 U.S.C. § 1605(a)(3), and Congress’s decision not to extend the Amendment to such cases. The

act-of-state doctrine may be subject to exceptions unrelated to the

Amendment. See W.S. Kirkpatrick, 493 U.S. at 404-405. If such

an exception applies, § 1605(a)(3) may provide a jurisdictional basis for a court to reach the merits of a plaintiff’s claim.

33

ideal vehicle to address it. The decision below will result in U.S. courts passing judgment on the validity of

foreign states’ taking of property that has never come

within the United States’ territorial jurisdiction. This

Court previously granted review in this case to correct

a decision that erroneously expanded U.S. courts’ authority to hear challenges to foreign states’ actions.

See Bolivarian Republic of Venezuela v. Helmerich &

Payne Int’l Drilling Co., 581 U.S. 170 (2017). The same

result is warranted here.

A. The Issue Is Important And Implicates

Sensitive Foreign-Policy Concerns

The question presented is of paramount importance. This Court has long recognized that

“[a]ctions against foreign sovereigns in our courts

raise sensitive issues concerning the foreign relations

of the United States.” Verlinden B.V. v. Cent. Bank of

Nigeria, 461 U.S. 480, 493 (1983). Because takings of

private property for public use have a long historical

pedigree and are often essential for a state’s development and defense, see PennEast Pipeline Co. v. New

Jersey, 594 U.S. 482, 493-494 (2021), “[i]t is difficult to

imagine * * * an area which touches more sensitively

the practical and ideological goals of the various members of the community of nations” than the validity of

a foreign state’s taking of property within its own territory, Sabbatino, 376 U.S. at 430. That is especially

the case where, as here, a plaintiff seeks damages

against a foreign state or its instrumentality based on

a claim that a foreign taking violated customary international law. See Sosa, 542 U.S. at 727-728 (warning

that “attempts by federal courts to craft remedies for

34

the violation of new norms of international law” can

risk “adverse foreign policy consequences”).

It is one thing to decide—as Congress did in enacting the Amendment—that U.S. courts may wade into

disputes over the validity of foreign takings in a narrow set of cases where expropriated property or its

proceeds have been brought into the United States. It

is quite another to say that any litigant with a jurisdictional hook can compel a U.S. court to resolve a

dispute over a foreign state’s taking of property that

at all times has remained abroad. By drastically expanding the Amendment beyond the narrow confines

Congress intended, the decision below prevents courts

from invoking the act-of-state doctrine to avoid merits

decisions that could “imperil the amicable relations between governments and vex the peace of nations.”

Sabbatino, 376 U.S. at 417-418 (citation omitted). Indeed, the decision below threatens to transform the

U.S. judiciary into a kind of world court for countless

claims that foreign-state takings violate international

law.

One does not need to construct abstract hypotheticals to see the implications of the decision below.

Actual lawsuits demonstrate the sensitive foreign-policy questions in which the D.C. Circuit’s interpretation

of the Amendment could entangle U.S. courts.

For example, in one pending case, applying the decision below could require the court to decide the

validity of a foreign state’s confiscation of property

from a group the state’s courts have concluded qualifies as an “extremist organization” under its law.

Watch Tower Bible & Tract Soc’y of Pa. v. Russian Federation, 804 F. Supp. 3d 153, 156 (D.D.C. 2025).

35

Similarly, applying the Amendment could have required a U.S. court to decide whether a foreign

government validly “acted in an emergency to insure”

its citizens “receive[d] uninterrupted service of natural

gas,” Compania de Gas, 686 F.2d at 326; validly took

the property of a firm alleged to have displaced workers by discontinuing its operations, Empresa Cubana,

652 F.2d at 234; validly confiscated the property of former foreign-government officials alleged to have

abused their positions to “unjust[ly] enrich[]” themselves, Perez, 463 N.E.2d at 6-7; or validly seized land

for use in military training, Ramirez, 745 F.2d at 15661574 (Starr, J., dissenting). All these questions raise

sensitive issues of foreign relations—issues most appropriately addressed by the political branches of our

government. See Sabbatino, 376 U.S. at 423 (explaining that the act-of-state doctrine “arises out of the * * *

separation of powers” and reflects “the strong sense of

the Judicial Branch that its engagement in the task of

passing on the validity of foreign acts of state may hinder” U.S. foreign relations).

B. This Case Is An Ideal Vehicle

This case is an ideal vehicle to address the question

presented. The case squarely presents that question

because it is undisputed that neither the allegedly expropriated property nor any property exchanged for it

has ever been present in the United States. See App.,

infra, 9a; Helmerich, 2023 WL 1401372, at *1; Mem.

in Opp. to Venezuela’s Renewed Mot. to Dismiss 2. The

issue of whether the Amendment’s restriction of the

36

act-of-state doctrine applies in such a case was fully

litigated and decided below.8 See App., infra, 24a-25a.

Further, it is undisputed that, if the Amendment

does not apply, the act-of-state doctrine would defeat

H&P-IDC’s expropriation claim and thus require this

case’s dismissal. See, e.g., C.A. Reply Br. 3; see also

World Wide Minerals, Ltd. v. Republic of Kazakhstan,

296 F.3d 1154, 1166 (D.C. Cir. 2002) (“expropriation of

property” under “an official decree” “is the classic act

of state”).

8 The D.C. Circuit appropriately exercised pendent appellate

jurisdiction to review the act-of-state issue, App., infra, 10a-11a,

because it was “inextricably intertwined” with petitioners’ collateral-order appeal of the denial of sovereign immunity under the

FSIA’s expropriation exception. Swint v. Chambers Cnty.

Comm’n, 514 U.S. 35, 50-51 (1995). As the D.C. Circuit explained,

the Amendment and the expropriation exception “are linked both

textually and historically,” and both require addressing the “common question” of “whether the expropriation violated

international law.” App., infra, 10a-11a (citing Simon, 604 U.S.

at 132).

37

CONCLUSION

The petition for a writ of certiorari should be

granted.

Respectfully submitted.

CAMILO CARDOZO

JOSE F. SANCHEZ

VINSON & ELKINS LLP

1114 Avenue of the

Americas, 32nd Floor

New York, NY 10036

MAY 2026

JEREMY C. MARWELL

JOSHUA S. JOHNSON

Counsel of Record

VINSON & ELKINS LLP

2200 Pennsylvania Ave.,

NW, Suite 500 West

Washington, DC 20037

(202) 639-6544

joshjohnson@velaw.com