Swiss Ameropa appealed to the authorities of the Russian Federation for Affairs of “Togliattiazot”


The statement is a response to actions performed by Ameropa, a Cypriot company Uralchem Holding PLC Dmitry Mazepin, the Chairman of the Board of Directors of the company Andreas Civi.

ZURICH (Switzerland), 27 Oct. The Swiss company Ameropa AG, which is a minority shareholder of the Russian fertiliser producer Togliattiazot, appealed to Russian authorities with a statement about the damage caused, according to Ameropa, its investment as a result of violations by the Russian Federation of Russian and international law, does not exclude subsequent recourse to the international arbitration, told journalists the Chairman of the Board of Directors of Ameropa Andreas Civi.

“Notice of dispute against the Russian Federation” was submitted to the President of the Russian Federation Vladimir Putin, the Russian government and the Ministry of justice on October 23. The damage from actions of the Russian Federation Ameropa evaluates in conjunction 413-453 million dollars.

The statement is a response to actions performed by Ameropa, a Cypriot company Uralchem Holding PLC (holding company fertiliser producer URALCHEM, the shareholder of “Togliattiazot”) of Dmitry Mazepin. According to Civi, Mazepin intends to acquire a controlling stake in Togliattiazot, appealed in may 2013 on this occasion to Ameropa’s proposal to buy 12,96% stake in the Russian manufacturer.

“However, the proposal was below market value… We have invested in Togliattiazot not to then sell the shares.. But we are businessmen, and if you do good offer, above the market price, then we will consider it,” said Civi.

Background

“URALCHEM” became the shareholder of “Togliattiazot” in 2008 by purchasing the shares of the company “Renova”. At the moment the share capital structure of “Togliattiazot” is as follows: the company, the beneficiary of which is Sergei Makhlai, own 71% of the shares, Ameropa — 12,96% of shares URALCHEM 9.7 per cent.

A criminal case of fraud against shareholders “Togliattiazot” was initiated in 2012 on the statement of URALCHEM.

According to investigators, between 2008 and 2011 heads of “Togliattiazot”, conspired with the head of Ameropa Andreas Tsivi and head of Nitrochem Distribution AG Beaton by Ruprecht, last sold their products at lower prices. Subsequently, the product was sold at market price, and the profit shared among the members of the criminal community.

In the case in absentia arrested and put on the international wanted list, the Chairman of the Board of Directors of “Togliattiazot” Sergei Makhlai, his father Vladimir is the main shareholder of the company, and the owner of Ameropa Andreas Civi.

According to the investigation, the damage of “Togliattiazot” against the activities of criminal community amounted to about 3 billion dollars. Also were arrested the shares of “Togliattiazot” 12.5 million rubles.

The bottom line

The investors in the company Ameropa believe that in the course of the proceedings and were committed numerous violations of Russian and international law, such as unlawful limitation of the rights of investors to dispose of their property and unlawful restriction of the income arising from the investment.

In their view, were committed unfair and unjustified action, including wrongful prosecution, abuse of authority and pressure from Russian law enforcement and judicial bodies in relation to investors, imposing excessive and unjustified tax obligations, as well as the damage and the threat of expropriation of investment.

The damage from actions of the Russian Federation Ameropa evaluates in conjunction 413-453 million dollars. In particular, the approximate value of seized shares of Togliattiazot Swiss company assesses at 400-440 million dollars, the amount of blocked dividend due to the company 8.6 million dollars, the value of seized Ameropa office space in Moscow is $ 1 million, additional tax liabilities and penalties — to $ 4 million.

The said notification provides for a 6-month period, during which investors and the Russian authorities may consult for the peaceful resolution of the dispute. “If such consultations do not lead to resolution of the dispute, the investors will be forced to refer this dispute to international arbitration by agreement with the Russian Federation”, — said the lawyer Lenz&Staehelin, Martin N. BURKHARDT, a leading case Ameropa.

“In order to protect their investments and avoid significant restrictions of a personal nature for shareholders, accused of committing crimes, we stated the requirement on the basis of the Swiss-Russian bilateral agreement in connection with the damage caused to our investments as a result of numerous violations of Russian and international law. We are very hopeful that eventually this will lead to a just and fair resolution of our dispute,” concluded Civi.