Contract analysis

From: Victoria Chambers <vchambers@calderwoodharkness.com> To: Arthur Pennington III <apennington@harwoodpennington.com> Cc: Howard Quinn <hquinn@calderwoodharkness.com> Date: Fri, 30 Sep 2022 05:47:00 -0000 Subject: Re: Dunmore Energy Holdings Ltd. — Investigation Status Update [PRIVILEGED & CONFIDENTIAL — COMMON INTEREST COMMUNICATION]

**ATTORNEY-CLIENT PRIVILEGED & CONFIDENTIAL / COMMON INTEREST COMMUNICATION**

This communication is protected by the attorney-client privilege and the work product doctrine. It is being shared pursuant to the Joint Defense / Common Interest Agreement dated April 25, 2022, among Dunmore Energy Holdings Ltd., Greystone Capital Partners Fund IV, L.P., and Thornbury Infrastructure Fund II, L.P. This communication may not be disclosed to any third party without the prior written consent of Calderwo

I wanted to provide you with a quarterly status update on the internal investigation we are conducting on behalf of Dunmore Energy Holdings Ltd. in connection with the inquiry by the DOJ National Security Division and Grand Jury Subpoena GJ No. 22-418, issued April 19, 2022, by the U.S. District Court for the District of Columbia (Grand Jury 22-2). This update is being shared consistent with the Common Interest Agree

**Personnel Actions.** Since our last update, there have been several key personnel developments. Natasha Sorokin, Senior Trader at Dunmore Trading International, was placed on administrative leave on May 16, 2022, and was formally separated from the company effective September 15, 2022. She is represented personally by Philip Keane of Wexford Keane LLP. Derek Hargrave, President of DTI in Dubai, was placed on admini

**Witness Interviews.** We have completed two rounds of witness interviews. The first round, conducted between May 18 and June 30, 2022, encompassed 22 interviews across the Houston, Dubai, and London offices. The second round, which concluded today, involved 15 additional interviews conducted between August 5 and September 30. In total, we have completed 37 interviews to date, with current and former employees acros

**Document Review and E-discovery.** We engaged Nexagen Analytics Inc. (Project No. NX-DEH-2204) for e-discovery processing, hosting, and technology-assisted review. Document collections have spanned six jurisdictions — the Cayman Islands, UAE, United States, Germany, Nigeria, and the United Kingdom. To date, we have collected approximately 2.3 million documents from custodians across all Dunmore entities. The TAR re

**Forensic Accounting.** Ridgeline Advisory Group LLC (Engagement No. RAG-2022-0319), led by Dr. Margaret Liu, was retained on May 2, 2022, to conduct forensic tracing of suspect transaction flows. I can share the following preliminary findings under the common interest protection. The investigation has identified 14 crude oil swap transactions executed between June 2020 and February 2022, totaling approximately $218

**DOJ Engagement.** We made an initial proffer of cooperation to AUSA Meredith Calloway at the DOJ National Security Division on July 15, 2022, in Washington. The DOJ team also includes Trial Attorneys Samuel Kovacs and Diana Pressman from the Counterintelligence and Export Control Section, and the FBI case agent is Special Agent Paul Reinhardt. The DOJ has been receptive to Dunmore's cooperative posture and agreed t

**Remediation.** Beyond the CCO appointment, the team is beginning to evaluate additional remediation steps, including the potential engagement of an independent compliance consultant to design an enhanced sanctions and export controls compliance program. As you know, the DOJ Corporate Enforcement Policy places significant weight on timely and effective remediation, and we anticipate formalizing such an engagement in

**D&O Insurance.** Howard Quinn has submitted a claim to Garrison Mutual Insurance Co. under D&O policy GM-DO-2021-08734, which provides $50 million in aggregate coverage with a $10 million per-claim limit and a $2.5 million retention. The carrier's claims adjuster, Patricia Holbrook, is reviewing the claim. We expect coverage to apply to defense costs, though not to any potential disgorgement or penalties. We will u

**Cost Exposure.** I want to flag that legal costs are accruing significantly given the investigation's scope across six jurisdictions, the volume of documents under review, and the number of witness interviews conducted to date. I am not in a position to provide specific figures at this time, but the total cost exposure — inclusive of forensic accounting, e-discovery, advancement of individual counsel fees, and pote

Arthur, I want to reiterate that all information in this update is shared under the Common Interest Agreement and should be treated as privileged and confidential. I would ask that distribution be limited to those individuals at Greystone Capital Management LLC with a need to know. Please let me know if you would like to schedule a call — I am happy to make myself available to speak with you and Richard at your conve

If you would prefer a more detailed written status memorandum in lieu of or in addition to this email summary, we can certainly prepare one. As always, please do not hesitate to reach out with any questions.

Victoria Chambers Partner, White Collar Defense & Investigations Calderwood & Harkness LLP 1750 Pennsylvania Avenue NW, Suite 800 Washington, DC 20006 Tel: (202) 555-4180 vchambers@calderwoodharkness.com Matter No. 1016-00009