Petróleos De Venezuela v. Mufg Union Bank

Summary

The New York Court of Appeals answered the certified question affirmatively, holding that under UCC §8‑110(a)(1) the validity of the 2020 notes issued by PDVSA must be determined under Venezuelan law. It affirmed that, aside from this limited validity issue, the governing documents are otherwise governed by New York law. The court clarified the distinction between validity and enforceability and noted that New York’s choice‑of‑law clauses remain effective for other issues.