Contract analysis

1. INTRODUCTION AND CREDENTIALS

1. I, NIKOLAOS PAPADIMITRIOU, of 14 Akti Miaouli, 4th Floor, Piraeus 185 35, Greece, the principal office of Thalassa Shipping & Logistics SA ("TSL" or the "Claimant"), will say as follows.

2. I am the Chairman and Chief Executive Officer of TSL, a position I have held since 2003. Prior to assuming the role of Chairman, I served as Managing Director of TSL from 1995 to 2003, having joined the company's commercial department in 1989 following my graduation from the Athens University of Economics and Business and the completion of a Master's degree in Maritime Law and Policy at the London School of Econom

3. I am duly authorised to make this witness statement on behalf of TSL in connection with these proceedings. The Board of Directors of TSL passed a resolution on 10 July 2024 authorising me to act on the company's behalf in all matters relating to Claim No. CL-2024-000487, including the making of this witness statement and the bringing of the applications described herein.

4. The facts set out in this witness statement are within my own knowledge and are true. Where I refer to facts which are not within my own direct knowledge, I have identified the source of my information and belief, and I believe such facts to be true. In particular, certain matters relating to the forensic asset tracing investigation are within the knowledge of Hartwell Pemberton LLP and its partners, and I have be

5. This witness statement is made in support of TSL's applications for: (a) permission to enforce LCIA Award No. 224718 (the "Award") in the same manner as a judgment of the Court, pursuant to section 66 of the Arbitration Act 1996 (the "Act"); and (b) a Worldwide Freezing Order against Korinthian Maritime Holdings Ltd. ("KMH" or the "Defendant/Respondent") to restrain the disposal, dissipation, dealing with, or dimi

6. This witness statement is filed in proceedings bearing Claim No. CL-2024-000487 in the Commercial Court of the Business and Property Courts of England and Wales.

7. There is exhibited to this witness statement a paginated exhibit bundle comprising exhibits marked "NP1" through "NP14". References in this witness statement to exhibits are to documents in that bundle, the contents of which are set out in the schedule of exhibits at Section 14 below.

8. This witness statement comprises 14 sections, and the structure is as follows: Section 2 provides background on TSL; Section 3 provides background on KMH and its corporate structure; Section 4 describes the three charter-party agreements at the centre of the dispute; Section 5 sets out KMH's repudiatory breaches; Section 6 describes the LCIA arbitration and the Award; Section 7 addresses KMH's failure to satisfy t

2. BACKGROUND TO THE CLAIMANT — THALASSA SHIPPING & LOGISTICS SA

9. TSL is a Société Anonyme (SA) organised and existing under the laws of the Hellenic Republic (Greece). Its registered and principal office is located at 14 Akti Miaouli, 4th Floor, Piraeus 185 35, Greece. TSL is registered with the General Electronic Commercial Registry (G.E.MI.) and holds Greek Tax Identification Number (AFM): EL-801456729.

10. TSL was founded in 1987 by my late father, Georgios Papadimitriou, and other members of the Papadimitriou family. Since its inception, TSL has grown from a modest owner-operator of a small fleet of Mediterranean coastal vessels into a significant participant in the international dry-bulk and tanker trades. Over the past 37 years, the company has built a reputation for reliability, operational excellence, and soun

11. TSL currently operates a fleet of 34 vessels, comprising a diversified mix of bulk carriers (including Capesize, Panamax, Supramax, and Handymax units), product and chemical tankers, and container feeders. The fleet is deployed across TSL's core trading areas, which include the Mediterranean Sea, the Black Sea, the Arabian Gulf, and, increasingly, the Indian Ocean and Southeast Asian regions. TSL provides integra

12. For the financial year ended 31 December 2023, TSL reported consolidated annual revenues of approximately €620 million. The company maintains a strong balance sheet and has consistently generated positive operating cash flows throughout its history, including during periods of significant market volatility in the international shipping industry.

13. TSL is a privately held company. Approximately 72% of its issued share capital is held by the Papadimitriou Family Trust, a discretionary trust established under Guernsey law, of which I and my immediate family members are the principal beneficiaries. The remaining 28% is held by Aegean Capital Partners SA, an institutional investment firm based in Athens, Greece, which acquired its stake in 2016 as part of a cap

14. I have served as Chairman and Chief Executive Officer of TSL since 2003, and in that capacity I have personal oversight of the company's chartering and commercial operations. I am involved on a day-to-day basis in the negotiation and approval of significant charter-party agreements, including the three charter-party agreements that are the subject of these proceedings.

15. The key personnel who were involved in the events giving rise to this dispute, and who have provided me with information relevant to this witness statement, are: (a) Elena Stavridis — Chief Financial Officer of TSL, who has been responsible for TSL's financial management since 2014 and who has direct knowledge of the hire payments, financial losses, and accounting treatment of the charter-party disputes with KMH;

3. BACKGROUND TO THE RESPONDENT — KORINTHIAN MARITIME HOLDINGS LTD.

16. KMH is a private limited company incorporated in the Republic of Cyprus under the Companies Law, Cap. 113, bearing Registration No. HE 387421. Its registered address is 28 Themistokli Dervi Avenue, Suite 601, Nicosia 1066, Cyprus.

17. KMH is a vessel-owning and chartering company that, at the material times, controlled a fleet of approximately 18 dry-bulk carriers. KMH operates its fleet through a network of single-purpose vehicle ("SPV") subsidiaries incorporated in various jurisdictions, including the British Virgin Islands ("BVI"), Singapore, and Cyprus. KMH acts as disponent owner of its vessels, entering into charter-party agreements with

18. KMH is beneficially owned by the Volkov family through a series of BVI and Cypriot holding structures. The ultimate beneficial owner ("UBO") of KMH is Mr. Andrei Volkov, a Russian national resident in Limassol, Cyprus. Mr. Volkov is, to the best of my knowledge and belief based on publicly available information and the findings of the forensic investigation described below, the de facto director and controlling m

19. Mr. Sergei Volkov, the son of Andrei Volkov, is a director of KMH and is listed as such on the Cypriot company register. Other key personnel at KMH include Ms. Marina Kazakova, who serves as Chief Financial Officer, and Mr. Alexei Demidov, who serves as Director of Fleet Operations.

20. Based on publicly available information, industry intelligence, and the preliminary asset tracing report prepared by Hartwell Pemberton LLP (exhibited at "NP10"), the estimated pre-dispute net asset value of KMH and its associated entities was approximately USD $280 million. This estimate was calculated by reference to the aggregate fleet value of KMH's vessels (based on broker valuations and comparable transacti

21. KMH was the disponent owner of the three vessels at the centre of the charter-party dispute which gave rise to the LCIA arbitration and the Award: M/V Aegean Fortuna, M/V Crimson Horizon, and M/V Volga Spirit. 3.1 KMH's Corporate Structure and Subsidiaries

22. KMH operates through a complex multi-jurisdictional corporate structure. Based on information available to TSL, including the corporate structure chart prepared by Hartwell Pemberton LLP (exhibited at "NP11"), the principal entities within the KMH group are as follows: (a) Korinthian Bulkers (Singapore) Pte. Ltd. — This is a Singapore-incorporated subsidiary of KMH, with its registered office at 80 Robinson Road,

23. The corporate structure of the KMH group is set out in greater detail in the corporate structure chart prepared by Hartwell Pemberton LLP, which is exhibited at "NP11". I also refer the Court to the Cyprus Registrar of Companies extracts for KMH and Oceangate Ventures Ltd., exhibited at "NP13", and the BVI company search results for Dnepr Shipholding Inc., exhibited at "NP14".

4. THE CHARTER-PARTY AGREEMENTS

24. The dispute between TSL and KMH arises out of three time charter-party agreements entered into between the parties between 2019 and 2021 in the ordinary course of TSL's shipping and chartering business. Each of the three charter-party agreements is governed by English law and contains an identical LCIA arbitration clause providing for disputes to be resolved by arbitration in London under the LCIA Arbitration Rul

25. On 15 March 2019, TSL (as charterer) and KMH (as disponent owner) entered into a time charter-party agreement in respect of the vessel M/V Aegean Fortuna (IMO No. 9784521), a Supramax Bulk Carrier of 58,200 DWT, flagged in the marshall Islands (the "Aegean Fortuna Charter"). The registered owner of M/V Aegean Fortuna is Dnepr Shipholding Inc., a BVI-incorporated SPV within the KMH group, as described in paragraph

26. The Aegean Fortuna Charter was based on a standard NYPE 2015 form, as amended by the parties' rider clauses. The charter period was 36 months, with an option to extend for a further 12 months at the charterer's election. The daily hire rate was agreed at USD $14,750 per day, with periodic escalation provisions. The charter included the usual provisions for off-hire, maintenance, and redelivery, and was negotiated

27. Clause 46 of the Aegean Fortuna Charter contained the governing law and arbitration provision, which provided, in material part: "This Charter Party shall be governed by and construed in accordance with English law. Any dispute arising out of or in connection with this Charter Party, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration u

28. A true copy of the Aegean Fortuna Charter is exhibited at "NP1". 4.2 Charter of M/V *Crimson Horizon*

29. On 22 January 2020, TSL (as charterer) and KMH (as disponent owner) entered into a time charter-party agreement in respect of the vessel M/V Crimson Horizon (IMO No. 9801334), a Handymax Bulk Carrier of 37,500 DWT, flagged in Liberia (the "Crimson Horizon Charter"). The registered owner of M/V Crimson Horizon is Korinthian Bulkers (Singapore) Pte. Ltd., a Singapore-incorporated subsidiary within the KMH group, as

30. The Crimson Horizon Charter was likewise based on a standard NYPE 2015 form with bespoke rider clauses negotiated between the parties. The charter period was 24 months, with an option to extend for a further 12 months. The daily hire rate was agreed at USD $12,500 per day, subject to adjustment provisions linked to the Baltic Handymax Time Charter Average. The charter was negotiated on behalf of TSL by Captain Di

31. The Crimson Horizon Charter contained an identical governing law and arbitration clause to that in the Aegean Fortuna Charter, as set out in paragraph 27 above, providing for English law and LCIA arbitration seated in London.

32. A true copy of the Crimson Horizon Charter is exhibited at "NP2". 4.3 Charter of M/V *Volga Spirit*

33. On 10 June 2021, TSL (as charterer) and KMH (as disponent owner) entered into a time charter-party agreement in respect of the vessel M/V Volga Spirit (IMO No. 9756892), a Panamax Bulk Carrier of 76,400 DWT, flagged in Cyprus (the "Volga Spirit Charter"). The registered owner of M/V Volga Spirit is Dnepr Shipholding Inc., the same BVI-incorporated SPV that owns M/V Aegean Fortuna.

34. The Volga Spirit Charter was negotiated during a period of rising freight rates in the dry-bulk market, and the daily hire rate reflected the prevailing market conditions at the time of fixing. The charter period was 24 months, with an option to extend. The daily hire rate was agreed at USD $18,250 per day, reflecting the significantly larger carrying capacity of the Panamax vessel and the favourable market condi

35. As with the other two charters, the Volga Spirit Charter contained an identical governing law and arbitration clause, providing for English law and LCIA arbitration seated in London, in the terms set out in paragraph 27 above.

36. A true copy of the Volga Spirit Charter is exhibited at "NP3". 4.4 Key Terms Common to All Three Charters

37. The following features were common to all three charter-party agreements: (a) All three charter-parties were governed by English law; (b) All three contained identical LCIA arbitration clauses providing for arbitration in London under the LCIA Arbitration Rules, with a panel of three arbitrators and London as the seat of arbitration; (c) All three were entered into in the ordinary course of TSL's chartering and c

38. TSL performed its obligations under all three charters in full and on time. At no point during the currency of any of the three charters did KMH raise any complaint regarding TSL's performance. The disputes which gave rise to the LCIA arbitration were caused entirely by KMH's repudiatory breaches, to which I now turn.

39. Beginning in mid-2022, KMH engaged in a pattern of repudiatory breach across all three charter-party agreements. The breaches were deliberate, unjustified, and caused TSL substantial financial loss. The Tribunal in the LCIA arbitration found, after a full evidentiary hearing, that each of the breaches described below was established and that KMH's conduct was repudiatory. I set out the three categories of breach

40. On 18 June 2022, KMH wrongfully redelivered M/V Aegean Fortuna to TSL approximately 14 months prior to the contractual redelivery date under the Aegean Fortuna Charter. The charter-party provided for a minimum charter period of 36 months commencing from the date of delivery of the vessel, and at the time of the wrongful redelivery, only approximately 22 months of the charter period had elapsed.

41. The early redelivery was not agreed to by TSL. TSL did not consent to the redelivery and expressly objected to it in contemporaneous correspondence. KMH offered no valid justification for the redelivery. It did not invoke any contractual right of early termination, nor did it identify any alleged breach by TSL that could have entitled it to terminate the charter. The redelivery was, in substance, an arbitrary and

42. As a consequence of the wrongful redelivery, TSL was compelled to seek alternative employment for M/V Aegean Fortuna in a depressed market. The vessel was eventually re-chartered at a significantly lower hire rate, resulting in substantial losses to TSL over the remaining 14 months of what should have been the original charter period. The Tribunal quantified TSL's losses arising from the wrongful redelivery at £4

43. The correspondence relating to the wrongful redelivery, including KMH's redelivery notice, TSL's objection, and the parties' subsequent exchanges, is exhibited at "NP4". 5.2 Non-Payment of Hire on M/V *Crimson Horizon*

44. From 1 July 2022, KMH ceased making hire payments under the Crimson Horizon Charter. The hire was payable semi-monthly in advance, and KMH failed to make any hire payment from 1 July 2022 onwards. No prior notice of non-payment was given, and KMH provided no adequate explanation or justification for its decision to withhold hire.

45. Over the period from 1 July 2022 to 15 September 2022, hire arrears of £4,280,000 accrued under the Crimson Horizon Charter. TSL sent multiple notices to KMH demanding payment in accordance with the charter-party terms, including the contractual anti-technicality notice required before the exercise of the charterer's right of withdrawal.

46. Having received no payment and no satisfactory response from KMH, TSL exercised its contractual right to withdraw M/V Crimson Horizon from the charter on 15 September 2022, in accordance with Clause 11 of the Crimson Horizon Charter, as amended by the rider clauses. KMH was duly notified of the withdrawal.

47. The Tribunal found that KMH's non-payment of hire constituted a repudiatory breach of the Crimson Horizon Charter, and awarded TSL the outstanding hire of £4,280,000 together with loss of bargain damages of £23,870,000, reflecting the hire that TSL would have earned over the unexpired period of the charter at the contractual rate less the hire achievable on the open market at the date of withdrawal.

48. The hire payment records and the withdrawal notice are exhibited at "NP5". 5.3 Fabricated Off-Hire Deductions on M/V *Volga Spirit*

49. During the currency of the Volga Spirit Charter, KMH made a series of off-hire deductions from hire payments, totalling approximately £2,740,000. Under the terms of the Volga Spirit Charter, the charterer was entitled to place the vessel off-hire in specified circumstances — principally, where the vessel was unable to perform its service due to deficiency of crew, breakdown of machinery, or similar causes attribu

50. The Tribunal, after careful examination of the evidence, found that the off-hire deductions were fabricated. This finding was based on a comprehensive review of contemporaneous vessel logs, Automatic Identification System ("AIS") tracking data, port records, loading and discharge reports, and other operational documentation which demonstrated that M/V Volga Spirit was fully operational and performing its service

51. The Tribunal described KMH's conduct in fabricating the off-hire deductions in strong terms, finding that the claims were "manufactured" and "unsupported by any credible evidence". This finding of dishonest conduct in the underlying commercial relationship is, I respectfully submit, of particular significance in the context of the present application for a Worldwide Freezing Order.

52. The off-hire deduction notices issued by KMH, together with the vessel operational records, AIS data, and port records which contradict KMH's claims, are exhibited at "NP6".

6. THE LCIA ARBITRATION 6.1 Commencement and Constitution of the Tribunal

53. On 14 November 2022, TSL filed a Request for Arbitration with the London Court of International Arbitration ("LCIA"), commencing LCIA Case Reference No. 224718. TSL's Request for Arbitration sought damages arising from KMH's repudiatory breaches of all three charter-party agreements, as described in Section 5 above.

54. In accordance with the LCIA Arbitration Rules, the Tribunal was constituted on 8 February 2023. The Tribunal comprised three arbitrators, each of whom is a distinguished practitioner in the fields of international commercial arbitration and maritime law: (a) Presiding Arbitrator: Sir Malcolm Fenton-Clarke — appointed by the LCIA Court. Sir Malcolm is a retired High Court Judge (Queen's Bench Division, Commercial