Decision

Initial assessment: Avan Shushi Partnership complaint to UK NCP about Chapman Taylor LLP

Published 8 August 2025

This statement was published on 8 August 2025 by UK National Contact Point (UK NCP) for the Organisation for Economic Co-operation and Development (OECD) guidelines for multinational enterprises.

The UK National Contact Point’s (NCP) initial assessment process is a decision on whether the issues raised in the complaint merit further examination. It does not determine whether the respondent has acted consistently with the OECD guidelines for multinational enterprises on responsible business conduct (the ‘OECD guidelines’).

The OECD guidelines’ commentary on the implementation procedures^{[footnote 1]} states that generally issues are dealt with by the NCP of the country in which the issues have arisen. When an issue arises in a non-adhering country, the NCP of the country where the multinational enterprise is based can deal with the complaint.

Summary of the UK NCP decision

The complaint has been filed by the law firm Kerkonian Dajani LLP on behalf of Avan Shushi Partnership (‘Avan Shushi’, the complainant) against Chapman Taylor LLP (‘Chapman Taylor’, the respondent). Avan Shushi invested in the acquisition and development of the Avan Shushi Hotel and Tourist Centre (‘the hotel’) in the city of Shushi, Nagorno-Karabakh, officially a region of Azerbaijan. The hotel is among the properties alleged to be part of Chapman Taylor’s redevelopment plan for Shushi.

The complainants allege that Chapman Taylor breached Chapter II (general principles), paragraphs 11, 12 and 13, and Chapter IV (human rights), paragraphs 2, 3 and 5 of the OECD guidelines. Avan Shushi claims that Chapman Taylor, as the master planner of the city of Shushi, has failed to carry out risk based due diligence and use its leverage on the Azerbaijani government to encourage compliance with the OECD guidelines to prevent or mitigate human rights abuses.

After conducting an initial assessment of the complaint, the UK NCP has decided that this complaint merits further examination under the following paragraphs of the OECD guidelines:

• Chapter II, paragraph 11 – ‘general policies’
• Chapter II, paragraph 12 – ‘general policies’
• Chapter II, paragraph 13 – ‘general policies’
• Chapter IV, paragraph 2 – ‘human rights’
• Chapter IV, paragraph 3 – ‘human rights’
• Chapter IV, paragraph 5 – ‘human rights’

The UK NCP also submits that Chapter II, paragraph (2) and (15) merit further consideration.

Pursuant to Section 4 of the UK NCP’s procedures for dealing with complaints,^{[footnote 2]} the UK NCP will now offer mediation to both parties. The scope of the mediation offer will cover only the 8 paragraphs of the OECD guidelines accepted by the UK NCP at the initial assessment stage.

The decision to accept the complaint for further examination is not a finding against Chapman Taylor and does not mean that the UK NCP considers that Chapman Taylor has acted inconsistently with the OECD guidelines.

Substance of the complaint

The complaint was raised on 25 July 2024. The complainant has alleged that the respondent has failed to comply with the following provisions of the guidelines (see Annex 2):

• Chapter II ‘general policies’, paragraphs 11, 12 and 13
• Chapter IV ‘human rights’, paragraphs 2, 3 and 5

The complaint states that between September and November 2020, the government of Azerbaijan engaged in a military campaign against ethnic Armenians in Nagorno-Karabakh, resulting in the forced displacement of nearly 40,000 Armenians, including from Shushi^{[footnote 3]}.

Avan Shushi claims Chapman Taylor’s redevelopment plan for Shushi allegedly involves the conversion, demolition, and redesign of properties owned by displaced Armenians, violating their human rights to own and return to their properties.

Avan Shushi owns the hotel in the city of Shushi and alleges that it has been unable to access the property since the unfolding of these events. It further argues that Chapman Taylor failed to adhere to international human rights standards, specifically Articles XIII (freedom of movement) and XII (right to property) of the International Bill of Rights.

Avan Shushi contends that Chapman Taylor failed to recognise the adverse human rights impact of its involvement in Shushi’s redevelopment, especially given the media coverage and the unusual circumstance of a largely abandoned city. It argues that Chapman Taylor should have conducted proper due diligence to identify, prevent, and mitigate these adverse impacts. Chapman Taylor is accused of not using its leverage to influence entities directly causing human rights violations, despite its business relationships with the Azerbaijani government and Pasha Construction.

The complaint also refers to the 2011 OECD guidelines and the OECD due diligence guidance for responsible business conduct. For the purpose of this specific instance, the UK NCP has used the 2023 OECD guidelines, as agreed with the complainant.

The complaint asks the UK NCP to assist in resolving the issues and engage in dialogue with Chapman Taylor.

A timeline and details of the UK NCP handling process can be found in Annex 1.

UK NCP decision

The UK NCP has decided that all chapters and paragraphs cited in the complaint merit further examination. The UK NCP’s decision to accept these 8 paragraphs does not mean that it considers Chapman Taylor to have acted inconsistently with the OECD guidelines.

The conclusions reached by the UK NCP in this initial assessment are based on the information provided by the parties to the complaint.

The UK NCP considers that a further examination is required to establish whether Chapman Taylor carried out due diligence in a timely, practicable and appropriate way to ensure that the interests of all parties were represented at the inception of the project. Should there have been a breach of Chapter II and Chapter IV, the UK NCP considers that accepting this complaint would contribute to the effectiveness of the OECD guidelines, in ensuring more robust due diligence policies and its application in the future.

The guidelines set out the following criteria when considering whether the complaint merits further examination:

• identity of the party concerned and its interest in the matter
• whether the issue is material and substantiated
• whether the enterprise is covered by the guidelines
• whether there seems to be a link between the enterprise’s activities and the issue raised in the specific instance
• the extent to which applicable law and/or parallel proceedings limit the NCP’s ability to contribute to the resolution of the issue and/or the implementation of the guidelines
• whether the examination of the issue would contribute to the purpose and effectiveness of the guidelines

Identity of the party concerned and their interest in the matter

The OECD guidelines on the initial assessment of specific instances states that the complainant(s) should have some interest in the matters they raise in their submissions. “[A]n NCP may consider the mandate of an organisation as well as its stated objectives, while considering the legitimacy of its interests in the matter”.^{[footnote 4]}

Avan Shushi states it is a business entity comprised of American citizens, who invested in the acquisition and development of the hotel which is among the properties allegedly affected by Chapman Taylor’s redevelopment plan for Shushi.

The complainants state that their property “[h]oused visitors and tourists to the city of Shushi as well as provided cultural venues for exhibiting, enriching, and promoting the Armenian history and character of the city and its economic and cultural vitality”, and provides several examples showcasing the ways in which the hotel participated in “the physical, cultural, and economic development of Shushi” and its Armenian culture. The UK NCP understands that the hotel served as a commercial enterprise as well as a community centre.

The complainants have stated that they have been directly impacted by Chapman Taylor’s redevelopment activities in Shushi. The UK NCP is satisfied based on the information provided that, the complainants as owners of property in the area of redevelopment, have an interest in the issues raised in the complaint. While the complaint refers more broadly to affected ‘indigenous Armenians’ in Shushi, at this time, there is no evidence to suggest the complainant is acting on behalf of other affected individuals.

Whether the issue is material and substantiated

The complaint details specific breaches of the OECD guidelines by Chapman Taylor, particularly those covered by Chapter IV (human rights) and Chapter II (general principles). The complaint alleges that Chapman Taylor failed to conduct adequate human rights due diligence regarding its client base and failed to seek ways to prevent or mitigate adverse human rights impacts, which Avan Shushi claims Chapman Taylor is directly linked to.

The complaint provides substantial accounts of developments between 2020 to 2021 and draws on a number of expert reports regarding the conflict and resulting human rights situation prior to, and during Chapman Taylor’s role in the redevelopment of affected areas.

The complaint references reports from Human Rights Watch published in 2020, 2021, 2022 and 2023 detailing the human rights abuses in Nagorno-Karabakh, including the destruction of cultural sites and the blockade of the Lachin Corridor. The complaint also highlights statements from the former Chief Prosecutor of the International Criminal Court regarding the blockade of the Lachin Corridor.

The complaint notes that the International Court of Justice issued orders against Azerbaijan. The complaint provides information on how the human rights abuses in the concerned area were widely publicised and should have been known to Chapman Taylor.

In its response, Chapman Taylor does not refute that it drafted the master plan for Shushi. However, it disputes the characterisation of its involvement. It states that the design and refurbishment of the hotel was managed by the Azerbaijan government and that Chapman Taylor played no role in it. Chapman Taylor’s response does not comment on the evidence presented in the complaint nor does it put forward any evidence.

The UK NCP considers that the reports provided by the complainant underscore the severity of the human rights situation in the sites where Chapman Taylor undertook redevelopment activities. Based on the information provided in the complaint and the respondent’s response to the UK NCP, it considers that the issue regarding alleged failure to conduct due diligence is relevant to the implementation of the guidelines and is supported by sufficient and credible information.

The UK NCP notes the guidelines state that “A state’s failure either to enforce relevant domestic laws, or to implement international human rights obligations or the fact that it may act contrary to such laws or international obligations does not diminish the expectation that enterprises respect human rights.”^{[footnote 5]} It further states that “In the context of armed conflict or heightened risk of gross abuses, enterprises should conduct enhanced due diligence in relation to adverse impacts, including violations of international humanitarian law.”^{[footnote 6]}

Avan Shushi states that it “never consented to the entry, assessment, or changes to the property”. The NCP notes that commercial disputes including claimed company rights to land and property fall outside the scope of the OECD guidelines, and as such, this aspect of the complaint does not fall within the NCP’s remit. The UK NCP notes that the complainant has raised its concerns about its property interests and investment with other authorities.

The UK NCP considers that assessing whether the respondent exercised human rights due diligence with respect to its activities in Shushi falls within the scope of the guidelines. The UK NCP therefore considers that it would contribute to the purpose and effectiveness of the OECD guidelines for the UK NCP to examine the complaint further.

Whether the enterprise is covered by the guidelines

Chapman Taylor is a limited liability partnership of architects, planners, and interior designers. Chapman Taylor is headquartered in the United Kingdom and operates in over 15 countries, with offices throughout Europe and Asia. Chapman Taylor stated, “Chapman Taylor have been working internationally for many years in over 100 countries.”

Chapman Taylor secured contracts in 2021 to redesign the city of Shushi which is located in the Nagorno-Karabakh region. The company has an interest in the matter due to its involvement in the redesign and redevelopment of Shushi and the UK NCP considers that Chapman Taylor meets the criteria of a ‘multinational enterprise’ as set out by the OECD guidelines based on the nature of its operations.^{[footnote 7]}

The UK NCP found it to be appropriate to undertake an initial assessment of the complaint.

Whether there seems to be a link between the enterprise’s activities and the issue raised in the specific instance

The guidelines state: “The term ‘business relationship’ includes relationships with business partners […] and any other non-state or state entities directly linked to its operations, products or services.”^{[footnote 8]}

The complainant notes that Chapman Taylor has worked with both Pasha Construction (closely linked to Azerbaijan’s government)^{[footnote 9]} and Azerbaijan’s State Committee for Urban Planning and Architecture, an administrative branch of the Republic of Azerbaijan.

The complaint states that in May 2021, “local media reported that the UK-based firm Chapman Taylor won a 3.94 million manat (approximately USD 2.4 million) contract to officially create a master plan for the city of Shushi”, and that this decision was criticised as there was “no information about a tender published on either the website of the State Committee on Urban Planning and Architecture or on the general procurement website.”

They argue that by agreeing to carry out the contract, the respondent failed to use its leverage in this close relationship to mitigate any of the adverse impacts detailed. According to the complainant’s account, the respondent was directly involved in deciding which buildings would be demolished which the respondent disputes.

Chapman Taylor’s response states that “On February 2021, Chapman Taylor was appointed by the State Committee of Urban Planning and Architecture for Azerbaijan to develop a masterplan for the city of Shush[i].” The respondent has further clarified that the tender process, was run by the Azerbaijan government, where Chapman Taylor prepared a submission: “setting out our initial vision and master planning strategy for Shush[i], which we were informed was in competition. This work was undertaken at our cost. This document was then followed up with a fee proposal before we were invited out to see the site, following which we were awarded the contract.”

With respect to the broader redevelopment of historical buildings and monuments, Chapman Taylor states “The Azerbaijan Ministry for Built Heritage identified all of the historical buildings and monuments that must be retained which the masterplan has respected. It is the client’s decision as to what aspects of the masterplan they would like to implement.” In respect of the hotel specifically, it states “For this specific building identified in the claim, our client’s brief requested that it be preserved as part of the masterplan, and it has been retained accordingly. We did not enter the building during our site visit. We had absolutely no involvement in the design or refurbishment of this building, which was managed by the Azerbaijan government. Any concerns from the claimant with regard to this building should be directed to the city’s owners, the Azerbaijan government.”

As previously indicated, the UK NCP has concluded that the element of the complaint related to Chapman Taylor’s due diligence in its work in Shushi falls within the scope of the guidelines. While the UK NCP notes that Chapman Taylor disputes the extent of its involvement in the complainant’s property, the UK NCP is satisfied that there is sufficient information to link the enterprise’s activities, and the due diligence issue raised in this specific instance.

The extent to which applicable law and/or parallel proceedings limit the NCP’s ability to contribute to the resolution of the issue and/or the implementation of the guidelines

There is no reference in this complaint to formal parallel proceedings by either the complainant or the respondent. Avan Shushi has indicated that it has sent letters to the ambassador of Azerbaijan in Washington D.C. and in London respectively, regarding Chapman Taylor’s infringement of their property rights.

The complaint does not cite any directly applicable law, however it does reference a number of international treaties such as the UN Declaration of Human Rights, the International Covenant on Civil and Political Rights, the International Covenant on Economic, Social, and Cultural Rights, and the UN Declaration of Rights of Indigenous Peoples.

Whether the examination of the issue would contribute to the purpose and effectiveness of the guidelines

The UK NCP considers that further assessment of Chapman Taylor’s activities in Shushi and their alignment with the guidelines would contribute to the purposes and effectiveness of the guidelines. The complaint relates to issues under the human rights chapters of the guidelines.

The UK NCP believes that accepting the case could reinforce the importance of due diligence, responsible business conduct, and the need for enterprises to mitigate adverse human rights impacts. This would underscore the necessity for multinational enterprises to adhere to international human rights standards, particularly in conflict-affected areas.

The UK NCP considers that accepting this complaint would contribute to the effectiveness of the OECD guidelines, as offering good offices could facilitate an exchange of dialogue between the parties, in so far as the issues relate to the guidelines.

Next steps

Pursuant to section 4 of the UK NCP procedures for dealing with complaints, the UK NCP will offer mediation to both parties after the conclusion of the initial assessment.

The mediation offer is voluntary and if any party to the complaint declines mediation, the UK NCP will conduct a further examination of this complaint.

A further examination would include the UK NCP providing: a determination on whether the company has acted consistently with the OECD guidelines. Should the UK NCP determine that the company has not adhered to the guidelines, the UK NCP may provide non-binding recommendations for improving the company’s adherence to the OECD guidelines.

Annex 1

Date	Action
25 July 2024	The UK NCP receives the complaint.
12 September 2024	The UK NCP confirms receipt of the complaint.
4 October 2024	The UK NCP receives respondent’s response to the complaint.
7 February 2025	The UK NCP drafts the initial assessment and shares both the initial assessment draft and the factual commentary grid with parties for comment.
6 April 2025	Both parties submit factual commentary to UK NCP with their response.
20 June 2025	The UK NCP incorporates factual comments in the initial assessment.
8 August 2025	The UK NCP publishes the initial assessment on GOV.UK.

Annex 2

The complainants refer to the following provisions of the guidelines.

Chapter II: general principles

Paragraph 2

Enterprises are encouraged to co-operate with governments in the development and implementation of policies and laws. Considering the views of other stakeholders in society, which includes the local community and those adversely affected or potentially adversely affected by their activities as well as business interests, can enrich this process.

It is also recognised that governments should be transparent in their dealings with enterprises and consult with business on these same issues. Enterprises, social partners and other stakeholders, such as civil society organisations and trade unions, should be viewed as partners with government in the development and use of both voluntary and regulatory approaches (of which the guidelines are one element) to policies affecting them.

Paragraph 11

Carry out risk-based due diligence.

Paragraph 12

Avoid causing or contributing to adverse impacts on matters covered by the guidelines, through their own activities, and address such impacts where they occur, including through providing for or co-operating in the remediation of adverse impacts.

Paragraph 13

Seek to prevent or mitigate an adverse impact where they have not contributed to that impact, when the impact is nevertheless directly linked to their operations, products or services by a business relationship.

Paragraph 15

For the purposes of the guidelines, due diligence is understood as the process through which enterprises can identify, prevent, mitigate and account for how they address their actual and potential adverse impacts as an integral part of business decision-making and risk management systems.

The OECD due diligence guidance for responsible business conduct and OECD sector due diligence guidances help enterprises understand and implement due diligence recommendation of the guidelines. They also seek to promote a common understanding among governments and stakeholders on risk-based due diligence for responsible business conduct. To that end, the OECD due diligence guidance for responsible business conduct sets out a due diligence framework that governments have committed to actively support and monitor.

It outlines the following measures:

• embedding responsible business conduct into policies and management systems
• identifying and assessing actual and potential adverse impacts associated with the enterprise’s operations, products or services
• ceasing, preventing and mitigating adverse impacts
• tracking implementation and results
• communicating how impacts are addressed
• providing for or co-operating in remediation when appropriate

It also suggests practical actions to implement these measures. Not every practical action mentioned in the due diligence guidance will be appropriate for every situation.

Chapter IV: human rights

Paragraph 2

Within the context of their own activities, avoid causing or contributing to adverse human rights impacts and address such impacts where they occur.

Paragraph 3

Seek ways to prevent or mitigate adverse human rights impacts that are directly linked to their business operations, products or services by a business relationship, even if they do not contribute to those impacts.

Paragraph 5

Carry out human rights due diligence as appropriate to their size, the nature and context of the operation and the severity of the risk of adverse human rights impacts.

1. 2011 OECD Guidelines for Multinational Enterprises on Responsible Business (Page 82) Available at: OECD Guidelines for Multinational Enterprises, 2011 Edition. ↩

2. UK NCP (2014) UK national contact point: procedures for complaints brought under the OECD guidelines for multinational enterprises, Available at: UK national contact point: procedures for complaints brought under the OECD guidelines for multinational enterprises - GOV.UK ↩

3. The UK NCP notes that the city is known as ‘Shusha’ in Azerbaijani and ‘Shushi’ in Armenian. Due to the name of the Complainant ‘Avan Shushi’, the UK NCP refers to the city as ‘Shushi’ for consistency. ↩

4. OECD (2019) Guide for National Contact Points on Coordination when handling Specific Instances ↩

5. OECD Guidelines for Multinational Enterprises on Responsible Business Conduct, Chapter IV. Human Rights, Commentary on Chapter IV: Human Rights, page 25 ↩

6. OECD Guidelines for Multinational Enterprises on Responsible Business Conduct, Chapter IV. Human Rights, Commentary on Chapter IV: Human Rights, page 26 ↩

7. OECD Guidelines for Multinational Enterprises on Responsible Business Conduct, Chapter I. Concepts and Principles, paragraph 4 ↩

8. OECD Guidelines for Multinational Enterprises on Responsible Business Conduct, Chapter II, Commentary on Chapter II: General Policies, page 18 ↩

9. According to the complaint, Pasha Construction is a subsidiary of Pasha Holding, which is controlled by Arif Pashayev, father of the Vice President of Azerbaijan, Mehriban Aliyeva. Mrs. Aliyeva also happens to be the wife of the President of Azerbaijan ↩