“Interfax” has learned the details of the claim “Rosneft” to AFK “Sistema”

The claim of “Rosneft” and “Bashneft” to AFK “System” on 106,6 billion rubles includes 57,2 billion roubles for the loss of shares of the “System-invest”, RR 36.9 billion of debt, “Bashneft” and 12.5 billion rubles of expenses incurred for the repurchase of shares of the company from minority shareholders. About it reports “Interfax” citing a source familiar with the essence of the claim.

According to the interlocutor of the Agency, forfeiture of Bashneft shares “System-invest” and, as a consequence, deprivation of indirect stock ownership of several key industries, including energy assets, is estimated by the plaintiffs at 57.2 billion rubles In payment for the derived enterprise “Bashneft” has received own shares that failed to sell, since the “System” they were immediately repaid, he explained.

RR 36.9 billion is the transfer of “Bashneft” as a liability of the debt “System-invest” before the NK. Another 12.5 billion rubles was spent on the obligatory redemption of shares from minority shareholders who disagree with the reorganization of “Bashneft”. These actions at the direction of ROS was also suppressed, said the source.

The repayment of own shares, which makes the claim “Rosneft”, is a normal corporate action that is allowed by the law on joint-stock companies with the respective decision of the General meeting of shareholders, said partner Saveliev, Batanov & Partners Yegor Batanov. A mandatory step is the reorganization and redemption of shares of dissenting minority shareholders, he explains. Sistema, in fact, acted within its own holding company, “shifting from one pocket to another”, which is the normal practice, concludes the lawyer.

Such cases are isolated: large holdings, where there are similar conflicts in Russia, in principle, little said the lawyer. “In one such case in our practice the court decided that in such circumstances it is impossible to speak about losses of one company due to the enrichment of another company with the same ultimate owner,” said Batanov.

But Rosneft is likely to rely on the illegal obtaining of Bashneft “System” recognized by the court: theoretically, this could be a motive for “siphoning off” of assets from it to other structural parts of the holding, says the lawyer. A lot will depend on how legally carefully carried out all the controversial corporate actions, any errors in the documents until the minor typos can be used against “the System”, concludes the lawyer.

A claim in the amount 106,6 billion rubles “Bashneft” and “Rosneft” has submitted to Sistema may 2. As told “Interfax” a source close to Bashneft, confirmed a source in “Rosneft”, the company wants to recoup the losses caused by “Bashneft” as a result of its reorganization in 2014.

The government of Bashkortostan, which owns a 25 percent stake in Bashneft, said that the claim of “Rosneft” to “System” “is aimed at protecting the rights of shareholders”. The claim of “Rosneft” to AFK “System” was supported by the other shareholder of “Bashneft” Fund Prosperity Capital.

AFK “Sistema” owned “Bashneft” in 2009-2014, and then by the court of its shares were transferred to the state. In October 2016, 50% of “Bashneft” has been bought “Rosneft” from the state for 329,7 billion. After the closing of the transaction the new owner changed the company leadership and its press-Secretary of Rosneft Mikhail Leontyev said that Bashneft and its operating activities have a lot of issues.