2024-07-29 04:29:32
The Appellate Civil Court recorded that the Syunik Marz Court of General Jurisdiction committed a judicial error and annulled the court act by deciding to lift the ban on 75% of the Zangezur copper-molybdenum combine shares, “Pastinfo” writes.
To remind, the owner of 12.5 percent of the shares of ZPMK, former Minister of Health and Social Development of Russia, Mikhail Zurabov, submitted a claim to the court to give him preference in acquiring the shares of ZPMK.
The court not only accepted the claim submitted on August 2, but also applied a means of securing the claim, putting 75% of the total shares of the Zangezur copper-molybdenum combine under a lien. On September 30, the court of general jurisdiction of Syunik region made a decision to cancel the security measure of the claim, hours after which the shares were bought by “Industrial Company” JSC, a subsidiary of “Geopromining” LLC owned by Russian billionaire Roman Trotsenko. Immediately after the deal, Trotsenko donated 15% of the purchased shares to the RA government.
Let’s note that the sale price of the shares was set quite low, however, Trotsenko was not able to pay even that amount yet, and the contract stipulated a deferred payment condition. In addition, problems have arisen for the crediting of the transaction as well, because some banks have seen risks in terms of the legality of the acquisition of shares and avoid giving credit. Time has shown that the banks’ concerns were justified and the risks of invalidating the transaction are more than objective.
“Pastinfo” informed that the representatives of Mikhail Zurabov filed a complaint to the Appellate Civil Court, demanding to cancel the decision of the court on canceling the means of securing the claim. The representatives of the plaintiff party stated that from the moment of the appointment of a court session on the examination of the petition for securing the claim until the publication of the decision in the case, the petitioner party was deprived of the opportunity to examine its case and petition by an independent, impartial and impartial court, raising the urgency of the court in examining the petition and publishing the decision. Moreover, in order to study the new evidence of the petitioner at the court session, the plaintiff’s representative asked for a break and did not rule out postponing the session, for the need to state a position on the evidence and provide an additional period, to which the court responded only by granting a break, excluding the possibility of postponing the court session, which once again states that the court acted biased. According to the plaintiff, the reasons for the urgency and haste shown by the court of first instance were revealed by the sale of the prohibited property following the decision to lift the prohibition on the same day, which is direct evidence that there were agreements with the judge, which became evident only after the court announced the decision. On the day of the publication of the decision, it became clear from the news websites, from the announcement of the RA government, that the defendant company expropriated 1,649,003 (one million six hundred and forty-nine thousand three) ordinary registered shares of the defendant company, or 60.0000946% the
In addition, the court of first instance did not have the decision and the minutes of the extraordinary general meeting of shareholders on September 15 when considering the motion to cancel the security measure and making the decision. Meanwhile, the study of the record and the decision would allow us to state that the reason for voting against the redemption of shares by “AMP Holding” LLC, a third party in the case, was not under any circumstances the injunction applied by the court, moreover, the third party was not deprived of the opportunity to make a conditional decision, that is, the third party could vote in favor of the redemption, provided the liens were lifted.
The petitioner claimed that calling a meeting by the petitioner company and voting in favor of it to discuss the issue of redemption of shares is in itself an extra-judicial step of conciliation and conciliation in order to reach an agreement with the other shareholder on an important issue related to the company, while the third party has tried and is still trying to obstruct it in every way. to the proper exercise of the plaintiff’s rights, which should have been confirmed by the court if the evidence had been examined in accordance with the law and evaluated in the logic of the plaintiff’s intention.
The appellate civil court satisfied the plaintiff’s complaint, canceling the decision of the court of first instance to cancel the security measure of the claim. The appellate court concluded that the trial court committed a judicial error.
Domestic courts have already registered a violation of the rights of the investor, in this case the rights of the shareholders of 12.5 percent of ZPMK shares. The latter can also apply to international investment arbitration, where if the violation of the right is documented, the state will have to pay a large amount of compensation.