Contract analysis

I. INTRODUCTION AND PRAYER FOR RELIEF

1. This Application is made by Thalassa Shipping & Logistics SA ("TSL" or the "Applicant"), a Société Anonyme organized under the laws of the Hellenic Republic, by and through its duly appointed legal representatives, Al-Rashid Hatem & Associates, pursuant to Articles 252 through 257 of UAE Federal Law No. 11 of 1992 (the Civil Procedure Law), as amended (the "Civil Procedure Law"), for an order of precautionary atta

2. Specifically, the Applicant seeks an order of precautionary attachment over: (a) all bank accounts, deposits (whether demand, time, fixed, or otherwise), and credit balances held by or in the name of Korinthian DMCC at Emirates Gulf Commercial Bank PJSC, Dubai Branch, Gate Village 3, DIFC, Dubai, UAE, in any and all currencies; and (b) all receivables, trade debts, and amounts owed to Korinthian DMCC by third part

3. The attachment is sought in support of enforcement proceedings already commenced before this Honourable Court in Case No. 1893/2024, filed on 22 August 2024, in which the Applicant seeks recognition and enforcement of a final arbitral award rendered under the auspices of the London Court of International Arbitration ("LCIA"), bearing reference number LCIA No. 224718, dated 28 June 2024 (the "Award").

4. The total amount of the Applicant's claim, comprising the sums awarded in the Award and the costs allocated to the award debtor, is as follows:

5. In addition to the foregoing principal sums, post-award interest continues to accrue at the rate of 5.25% per annum simple on the unpaid Award amount from 29 June 2024 until the date of full and final payment. The Applicant further seeks recovery of all enforcement costs incurred in these proceedings.

6. Prayer for Relief: The Applicant respectfully requests that this Honourable Court issue an order attaching all sums, deposits, receivables, and credits standing to the account of or owed to Korinthian DMCC at Emirates Gulf Commercial Bank PJSC, up to the full amount of the claim — being £108,600,000 (or the equivalent in AED, USD, or other currency at the prevailing exchange rate), together with accrued post-award

II. THE PARTIES A. The Applicant — Thalassa Shipping & Logistics SA

7. The Applicant, Thalassa Shipping & Logistics SA ("TSL"), is a Société Anonyme (SA) organized and existing under the laws of the Hellenic Republic. TSL was incorporated and is registered at Piraeus, Greece, with its registered address at 14 Akti Miaouli, 4th Floor, Piraeus 185 35, Greece. Its Greek tax identification number (AFM) is EL-801456729.

8. TSL is a private shipping and logistics company founded in 1987 by the Papadimitriou family. Over the course of nearly four decades, TSL has grown into a substantial enterprise in the international shipping industry, operating a fleet of thirty-four (34) vessels comprising bulk carriers, tankers, and container feeders. TSL provides integrated logistics services across the Mediterranean Sea, the Black Sea, and the

9. The ownership of TSL is as follows: seventy-two percent (72%) of the issued share capital is held by the Papadimitriou family trust, and the remaining twenty-eight percent (28%) is held by Aegean Capital Partners SA, a Greek investment firm. The Chairman and Chief Executive Officer of TSL is Mr. Nikolaos Papadimitriou. The Chief Financial Officer is Ms. Elena Stavridis. The General Counsel is Ms. Ioanna Christodou

10. TSL has duly authorized Al-Rashid Hatem & Associates to act on its behalf in these proceedings in the UAE, pursuant to a power of attorney executed by Mr. Nikolaos Papadimitriou in his capacity as Chairman and CEO. The power of attorney has been duly notarized, apostilled, and legalized for use in the UAE. A copy is annexed hereto as Exhibit 10. B. The Respondent — Korinthian DMCC

11. The Respondent, Korinthian DMCC ("Korinthian DMCC" or the "Respondent"), is a free zone company incorporated in the Dubai Multi Commodities Centre ("DMCC") in the Emirate of Dubai, UAE. Its registered address is Unit 3407, Almas Tower, Jumeirah Lakes Towers (JLT), Dubai, UAE.

12. Korinthian DMCC is a subsidiary or controlled entity of Korinthian Maritime Holdings Ltd. ("KMH"), the award debtor in LCIA Arbitration No. 224718. Korinthian DMCC serves as KMH's operational hub for the Arabian Gulf region, and it holds operational funds and receivables related to KMH's shipping and chartering activities in the region. Specifically, Korinthian DMCC is the entity through which KMH channels charte

13. The corporate relationship between Korinthian DMCC and KMH is set out in detail in Section V.C below. In summary, Korinthian DMCC is used as a conduit for KMH's regional operations and holds funds that are properly attributable to KMH for enforcement purposes. The corporate registry extracts establishing this relationship are annexed hereto as Exhibit 7. C. The Award Debtor — Korinthian Maritime Holdings Ltd.

14. Korinthian Maritime Holdings Ltd. ("KMH") is a private limited company incorporated in Nicosia, Cyprus, bearing registration number HE 387421. Its registered address is 28 Themistokli Dervi Avenue, Suite 601, Nicosia 1066, Cyprus.

15. KMH is a vessel-owning and chartering company that controls approximately eighteen (18) dry-bulk carriers through a network of single-purpose vehicle subsidiaries registered in various jurisdictions, including the British Virgin Islands, Cyprus, Singapore, and the UAE. The ultimate beneficial owner of KMH is Mr. Andrei Volkov, who exercises de facto control over the company and its subsidiaries. The directors of

16. Prior to the commencement of the underlying dispute, KMH's estimated net asset value was approximately USD $280 million. However, as set out in detail in Section V.B below, KMH has engaged in a systematic pattern of post-award asset dissipation designed to frustrate the enforcement of the Award.

17. KMH is represented in the English proceedings by Harkness Whitford & Co., Solicitors, of 12 Fetter Lane, London EC4A 1JP (SRA No. 614823). D. The Third Party — Emirates Gulf Commercial Bank PJSC

18. The third party in this application is Emirates Gulf Commercial Bank PJSC ("EGCB" or the "Bank"), a public joint stock company (PJSC) organized under the laws of the UAE, with its head office at Al Maryah Island, Abu Dhabi, UAE.

19. The relevant branch for the purposes of this application is the Dubai Branch of EGCB, located at Gate Village 3, DIFC, Dubai, UAE. It is at this branch that Korinthian DMCC maintains accounts holding operational funds, and it is through this branch that receivables related to KMH's Arabian Gulf operations are channeled.

20. EGCB is named as the garnishee or custodian of funds in this application in its capacity as the bank at which the Respondent's accounts are held. The Applicant seeks an order directing EGCB to freeze all accounts, deposits, and sums held in the name of or for the benefit of Korinthian DMCC, and to refrain from releasing, transferring, or paying out any such sums without further order of this Court.

III. BACKGROUND — THE UNDERLYING DISPUTE AND THE LCIA AWARD A. The Charter-Party Agreements

21. Between 2019 and 2021, Thalassa Shipping & Logistics SA entered into three separate time charter-party agreements with Korinthian Maritime Holdings Ltd. for the charter of three dry-bulk carriers. The details of each charter-party are as follows: (a) M/V *Aegean Fortuna* (IMO 9784521): A Supramax Bulk Carrier of 58,200 deadweight tonnage (DWT), registered under the flag of the Republic of the marshall Islands. Th

22. Each of the three charter-party agreements was governed by English law and contained an arbitration clause providing for the resolution of disputes by arbitration under the rules of the London Court of International Arbitration (LCIA), with London, England, designated as the seat of arbitration. Certified copies of the three charter-party agreements, together with certified Arabic translations, are annexed hereto

23. The aggregate value of the three charters over their full contractual terms was substantial, reflecting the significant commercial relationship between the parties and the scale of the operations involved. TSL performed its obligations under each charter-party faithfully and in full, providing the vessels in seaworthy condition and maintaining them in accordance with the charter-party requirements. B. KMH's Breac

24. Beginning in mid-2022, KMH engaged in a pattern of repudiatory breach of its obligations under the three charter-party agreements. The breaches, which are described in detail in the Award, may be summarized as follows: (a) Wrongful early redelivery of M/V *Aegean Fortuna*: In flagrant breach of the time charter-party dated 15 March 2019, KMH wrongfully redelivered the M/V Aegean Fortuna to TSL fourteen (14) month

25. Taken together, KMH's breaches constituted a wholesale repudiation of its contractual relationship with TSL, causing TSL to suffer losses in excess of £96 million. TSL acted reasonably in mitigating its losses, including by seeking alternative employment for its vessels in a depressed market. C. The LCIA Arbitration

26. In light of KMH's refusal to engage in any meaningful settlement discussions and its continued denial of liability, TSL commenced arbitration proceedings against KMH under the LCIA Rules. The key procedural milestones in the arbitration were as follows: (a) LCIA Case Reference: No. 224718. (b) Request for Arbitration: TSL filed its Request for Arbitration with the LCIA on 14 November 2022. (c) Constitution of the

27. The arbitration was conducted in accordance with the LCIA Rules then in force. KMH participated fully in the arbitration, being represented throughout by Harkness Whitford & Co. and by leading and junior counsel. The proceedings were fair and KMH was afforded every opportunity to present its case. The Tribunal gave careful consideration to all arguments and evidence submitted by both parties before rendering its

28. On 28 June 2024, the Tribunal issued its Final Award. The Tribunal found in favour of TSL on all material claims and awarded TSL the following sums:

29. The Tribunal further determined that costs should follow the event, and ordered KMH to bear eighty-five percent (85%) of the total costs of the arbitration and to pay eighty-five percent (85%) of TSL's legal costs. The costs award is as follows:

30. Accordingly, the Grand Total of the sums awarded to TSL and payable by KMH under the Award is £108,600,000, equivalent to approximately USD $135,142,260 at the exchange rate prevailing on the date of the Award (£1 = USD $1.2441 as of 28 June 2024).

31. The Tribunal further ordered that post-award interest shall accrue on all unpaid sums at the rate of 5.25% per annum simple from 29 June 2024 until the date of full and final payment.

32. A certified copy of the Award, together with a certified Arabic translation, is annexed hereto as Exhibit 1. A certificate from the LCIA Registrar confirming that the Award is final and binding is annexed hereto as Exhibit 3.

33. Despite the issuance of a formal demand for payment served by Calderwood & Harkness LLP upon KMH's English solicitors, Harkness Whitford & Co., on 8 July 2024, KMH has failed and refused to satisfy the Award voluntarily, whether in whole or in part. A copy of the demand letter is annexed hereto as Exhibit 4. KMH has not made any payment whatsoever in respect of the Award.

34. It is noted that KMH filed an application to set aside the Award in the courts of England and Wales on 19 August 2024. However, under English law (Arbitration Act 1996, ss. 67–69), the filing of a set-aside application does not operate as an automatic stay of enforcement. No order staying enforcement has been made by the English courts, and the Award remains final and binding. The pending set-aside application ha

IV. LEGAL BASIS FOR PRECAUTIONARY ATTACHMENT A. UAE Civil Procedure Law — Articles 252–257

35. The legal foundation for this application is Articles 252 through 257 of UAE Federal Law No. 11 of 1992 (the Civil Procedure Law), as amended, which govern the grant of precautionary attachment orders (حجز تحفظي) by the UAE courts.

36. Article 252 of the Civil Procedure Law provides that a creditor may apply to the court for a precautionary attachment over the movable and immovable property of the debtor, including monies, deposits, and receivables held by third parties, where the creditor has reason to fear that the debtor may conceal, transfer, or dissipate assets in order to frustrate the satisfaction of the creditor's claim. The requirement

37. Article 253 of the Civil Procedure Law provides that the attachment may be ordered over debts and movable property owned by the debtor that are in the possession of a third party. This provision is directly applicable to the present case, in which the Applicant seeks attachment over funds held by Korinthian DMCC (an entity within the KMH corporate group and attributable to the award debtor) at EGCB (the third par

38. The Civil Procedure Law further provides that the court may grant the attachment on an ex parte basis (that is, without prior notice to the debtor) where the circumstances of the case require it, including where prior notice would defeat the purpose of the attachment by enabling the debtor to dissipate or transfer the assets in question. As set out in Section V.D below, the Applicant respectfully submits that ex

39. Article 43 of UAE Federal Law No. 6 of 2018 (the UAE Arbitration Law) empowers the competent court to order interim and conservatory measures in support of arbitration proceedings and, by necessary implication, in support of the enforcement of arbitral awards, whether domestic or foreign. The precautionary attachment sought in this application is a conservatory measure of precisely the kind contemplated by Articl

40. The grant of conservatory measures in aid of arbitration enforcement is consistent with the UAE's strong pro-arbitration policy, as reflected in the UAE Arbitration Law and in the UAE's accession to the New York Convention (discussed below). The UAE courts have repeatedly recognized that the effectiveness of the arbitral process depends upon the availability of provisional measures to safeguard the fruits of the

41. The UAE acceded to the Convention on the Recognition and Enforcement of Foreign Arbitral Awards, done at New York on 10 June 1958 (the "New York Convention"), by means of Federal Decree No. 43 of 2006. The New York Convention has been in force in the UAE since 19 November 2006.

42. The Award qualifies as a "foreign arbitral award" within the meaning of the New York Convention, having been rendered in London, England — a contracting state to the Convention — in an arbitration conducted under the LCIA Rules. Both the United Kingdom and the UAE are contracting states to the New York Convention. Accordingly, the Award is entitled to recognition and enforcement in the UAE in accordance with the

43. The precautionary attachment sought in this application is a protective measure that is fully consistent with the obligations of the UAE under the New York Convention. Article III of the Convention requires each contracting state to "recognize arbitral awards as binding and enforce them in accordance with the rules of procedure of the territory where the award is relied upon." The availability of ancillary proced

44. By granting the precautionary attachment, this Court will ensure that the enforcement proceedings in Case No. 1893/2024 are not rendered nugatory by the dissipation of the Respondent's assets in the interim, thereby giving full effect to the UAE's obligations under the New York Convention and to the pro-enforcement policy that animates both the Convention and UAE law.

V. GROUNDS FOR GRANTING THE PRECAUTIONARY ATTACHMENT A. The Applicant Has an Ascertained and Due Claim

45. The first requirement for the grant of a precautionary attachment under Article 252 of the Civil Procedure Law — that the applicant must have a claim that is due and ascertainable — is amply satisfied in this case.

46. TSL holds a final and binding arbitral award, LCIA Award No. 224718, dated 28 June 2024, in the total amount of £108,600,000 (comprising the principal award of £96,450,000 and costs of £12,150,000). The Award was rendered by a duly constituted three-member LCIA tribunal after a comprehensive evidentiary hearing lasting ten days. The Tribunal carefully considered all of the evidence and arguments submitted by both

47. The Award is not subject to any pending appeal or set-aside proceeding that would affect its finality or enforceability. While KMH has filed an application to set aside the Award in the English courts (on 19 August 2024), such application does not operate as an automatic stay of enforcement under English law (Arbitration Act 1996, ss. 67–69), and no order staying enforcement has been granted. As a matter of UAE l

48. The LCIA Registrar has issued a certificate confirming that the Award is final and binding (annexed as Exhibit 3). Post-award interest continues to accrue at the rate of 5.25% per annum simple on all unpaid sums from 29 June 2024.

49. Despite a formal demand for payment served on KMH's English solicitors on 8 July 2024 (annexed as Exhibit 4), KMH has made no payment whatsoever in satisfaction of the Award. Nearly two months have elapsed since the date of the Award, during which KMH has not even acknowledged its obligation to pay, let alone taken any steps towards compliance. The Applicant's claim is therefore not only ascertained and due, but

50. The second requirement for the grant of a precautionary attachment — that there must be reasons to fear that the debtor will remove, conceal, or dissipate assets — is also clearly established on the evidence before this Court. The Applicant submits that the risk of dissipation is not merely theoretical or speculative; it is real, present, and supported by concrete evidence of conduct already undertaken by KMH and

51. The evidence of KMH's systematic post-award asset dissipation includes the following: (a) Post-award fund transfers: In the period between the date of the Award (28 June 2024) and the filing of enforcement proceedings, KMH and its subsidiaries have transferred substantial sums from their accounts to entities controlled by Mr. Andrei Volkov, the ultimate beneficial owner of KMH. These transfers have no apparent co

52. The Applicant's concern about asset dissipation is not based solely on its own assessment of the situation. Significantly, the English Commercial Court has already independently evaluated the risk of dissipation and found it to be sufficient to justify the grant of a worldwide freezing order against KMH. On 16 July 2024, Mr. Justice Ashworth, sitting in the Commercial Court of England and Wales, granted a worldwi

53. The findings of the English Commercial Court regarding the risk of dissipation are directly relevant to this application. While this Honourable Court will, of course, make its own independent assessment under UAE law, the fact that a court of competent jurisdiction has already found a sufficient risk of dissipation to justify the most stringent form of interim relief available under English law is powerful corrob

54. In addition, the asset tracing conducted by Hartwell Pemberton LLP has specifically identified accounts held by Korinthian DMCC at EGCB that contain operational funds and through which receivables flow. Extracts from the asset tracing reports are annexed hereto as Exhibit 6. These reports demonstrate the flow of funds through Korinthian DMCC's EGCB accounts and identify specific sums that are at risk of dissipati

55. The Applicant recognizes that the Award was rendered against Korinthian Maritime Holdings Ltd. (KMH) and not against Korinthian DMCC directly. However, the Applicant submits that the precautionary attachment may properly be ordered over the assets of Korinthian DMCC at EGCB on two alternative bases.