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Contract analysis / instruction-northcape-valuation.docx
instruction-northcape-valuation.docx
1044-00001 · 17 clauses
High · 0 Medium · 4 Standard · 3
1. Introduction and Engagement Context Medium
⚑ Forum / governing law
1. Introduction and Engagement Context We write to confirm the formal instruction of Northcape Maritime Advisory Ltd. ("Northcape") to provide an independent valuation of the motor vessel Crimson Horizon (IMO 9801334) in the circumstances and for the purposes described below. As you are aware, this firm acts for Thalassa Shipping & Logistics SA ("TSL"), a Société Anonyme organized and existing under the laws of the H
2. Purpose of the Valuation Standard
⚑ Commercial term
2. Purpose of the Valuation The valuation is required for two related purposes: (a) Support for Application for Appraisement and Sale. TSL intends to apply to the Singapore High Court (Admiralty Division) for an order for the appraisement and judicial sale of the M/V Crimson Horizon, which was arrested in Singapore waters on 20 August 2024 (as described further in Section 3 below). The valuation report will form part
3. Vessel Particulars
3. Vessel Particulars The vessel to be valued is described as follows: The registered owner, Korinthian Bulkers (Singapore) Pte. Ltd., is a wholly-owned subsidiary of KMH, held through the intermediate holding company Oceangate Ventures Ltd. (Cyprus Registration No. HE 401293). A corporate structure chart illustrating the ownership chain is enclosed with this letter (Enclosure 4). Current Status. The M/V Crimson Hori
4. Background to the Dispute and Enforcement Medium
⚑ Forum / governing law
4. Background to the Dispute and Enforcement We provide the following summary of the underlying dispute and enforcement proceedings for the purposes of context. A more detailed account is contained in the relevant extracts of the Award enclosed with this letter (Enclosure 1). 4.1 The Charter-Party Agreements Between 2019 and 2021, TSL entered into three time charter-party agreements with KMH for the charter of the fo
5. Specific Valuation Instructions Standard
⚑ Commercial term
5. Specific Valuation Instructions 5.1 Valuation Bases Required We request that the valuation be provided on the following two bases: Fair Market Value ("FMV"). For the purposes of this instruction, Fair Market Value is defined as the price at which the vessel would change hands between a willing buyer and a willing seller, neither being under any compulsion to buy or sell, both having reasonable knowledge of all rel
6. Form and Content of the Report Standard
⚑ Commercial term
6. Form and Content of the Report The valuation report should be prepared in a form suitable for filing as an expert report in the Singapore High Court (Admiralty Division). Without limiting the generality of the foregoing, we request that the report include the following: (a) Statement of Expertise. A summary of Captain Forsyth's qualifications, professional experience, and relevant expertise in vessel valuation, in
7. Timeline
7. Timeline We are mindful that the judicial sale process in Singapore is typically expected to take approximately two to three months from the date of arrest to completion. Given the urgency of the application for appraisement and sale, and the need for the valuation to be available in advance of the court hearing on that application, we would be grateful if the valuation report could be delivered within twenty-one
8. Coordination with Local Counsel
8. Coordination with Local Counsel For the purposes of this instruction, Northcape should liaise directly with TSL's Singapore local counsel, Straits Meridian LLP, regarding the following matters: (a) Access to the Vessel. Any arrangements for physical access to the M/V Crimson Horizon for the purpose of inspection will need to be coordinated through the Sheriff of the Supreme Court of Singapore. Straits Meridian LLP
9. Fees and Terms of Engagement Medium
⚑ Confidentiality undertaking
9. Fees and Terms of Engagement We would be grateful if Captain Forsyth could provide a fee estimate for the valuation assignment at the earliest opportunity. The fee estimate should include: (a) Professional fees for the preparation and delivery of the valuation report; (b) Any costs associated with travel to Singapore for the purpose of a physical inspection of the vessel (including flights, accommodation, and subs
10. Confidentiality and Privilege Medium
⚑ Forum / governing law
10. Confidentiality and Privilege We remind Captain Forsyth that this letter of instruction, together with the valuation report to be produced pursuant to it and all communications between us in connection with this instruction, are confidential and are subject to litigation privilege. The instruction is given for the dominant purpose of the conduct of actual and anticipated litigation and arbitration enforcement pro
11. Enclosures
11. Enclosures We enclose the following documents for your reference and use in connection with this instruction:
1. Certified copy of LCIA Award No. 224718 dated 28 June 2024 (relevant extracts);
1. Certified copy of LCIA Award No. 224718 dated 28 June 2024 (relevant extracts);
2. Arrest warrant and in rem writ of summons issued in respect of the M/V Crimson Horizon
2. Arrest warrant and in rem writ of summons issued in respect of the M/V Crimson Horizon by the Singapore High Court (Admiralty Division);
3. Available vessel particulars and technical specifications in respect of the M/V Crimso
3. Available vessel particulars and technical specifications in respect of the M/V Crimson Horizon (to the extent currently in this firm's possession);
4. Corporate structure chart illustrating the ownership chain: Korinthian Maritime Holdin
4. Corporate structure chart illustrating the ownership chain: Korinthian Maritime Holdings Ltd. (HE 387421) → Oceangate Ventures Ltd. (HE 401293) → Korinthian Bulkers (Singapore) Pte. Ltd. → M/V Crimson Horizon; and
5. Singapore Originating Summons No. 872/2024 and the order of the Singapore High Court g
5. Singapore Originating Summons No. 872/2024 and the order of the Singapore High Court granting leave to enforce the Award dated 6 September 2024. We will provide further documentation as it becomes available, including any classification society records, port state control inspection reports, or other technical materials that we are able to obtain. Please do not hesitate to let us know if there are any additional d
12. Closing and Contact Details
12. Closing and Contact Details We would be grateful for your acknowledgment of receipt of this letter and confirmation of your acceptance of this instruction at your earliest convenience, and in any event within five (5) business days of the date hereof. For the purposes of this instruction, the primary contacts at this firm are: Hannah Brinkley — Lead Associate, Litigation (General) Direct Line: +44 (0)20 7438 6142