1016-00009 · Dunmore Energy Holdings · Internal Investigation

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MEMORANDUM

PRIVILEGED & CONFIDENTIAL ATTORNEY-CLIENT PRIVILEGE / ATTORNEY WORK PRODUCT

TO: Victoria Chambers, Responsible Partner Howard Quinn, Billing Partner Conrad Reeves, Senior Counsel

FROM: Jasmine Thornton, Lead Associate, White Collar & Investigations

DATE: September 1, 2022

RE: Assessment of Derek Hargrave's Role in Suspect Transactions and Knowledge of Volkhov Industrial Group Connections — Dunmore Energy Holdings Ltd. DOJ Inquiry

MATTER NO.: 1016-00009

CONFIDENTIALITY NOTICE: This memorandum was prepared in anticipation of litigation and at the direction of counsel for Dunmore Energy Holdings Ltd. It is protected in its entirety by the attorney-client privilege and the work product doctrine. This memorandum contains mental impressions, conclusions, opinions, and legal theories of counsel. It is not to be disclosed, distributed, or reproduced in any form, in whole or in part, without the prior written authorization of Victoria Chambers, Responsible Partner, Calderwood & Harkness LLP. Any inadvertent disclosure does not constitute a waiver of any applicable privilege or protection.

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I. Executive Summary

The purpose of this memorandum is to assess the role of Derek Hargrave, in his capacity as President of Dunmore Trading International Ltd. ("DTI"), in approving and directing a series of suspect transactions with Petronova Trading FZE ("Petronova") and Zenith Petroleum DMCC ("Zenith Petroleum"), and to evaluate the extent of Hargrave's knowledge of the connections between those counterparties and Volkhov Industrial Group JSC ("Volkhov"), an entity designated by the U.S. Department of the Treasury's Office of Foreign Assets Control ("OFAC"). This assessment is prepared in connection with the ongoing inquiry by the U.S. Department of Justice ("DOJ") into the activities of Dunmore Energy Holdings Ltd. ("Dunmore" or the "Company") and its subsidiaries.

Hargrave served as President of DTI from 2017 through his placement on administrative leave on July 1, 2022, and his formal separation from Dunmore on October 1, 2022. DTI is a limited company domiciled in the Dubai International Financial Centre ("DIFC"), holding DIFC License No. CL-4827, with its principal office located at Level 14, Gate Building 3, DIFC, P.O. Box 506774, Dubai, United Arab Emirates. Throughout his tenure, Hargrave maintained direct supervisory authority over DTI's Dubai-based trading desk, including Natasha Sorokin (Senior Trader), Omar Al-Rashidi (Head of Middle East Operations), Yves Leclerc (Director of Logistics & Shipping), and Rajesh Malhotra (Controller). Critically, Hargrave served as the ultimate approver for all transactions exceeding specified notional value thresholds, as set forth in DTI's internal policies and delegation of authority framework.

Based on the documentary evidence reviewed to date, witness interviews conducted by Calderwood & Harkness — including Hargrave's own interview on May 25, 2022, conducted by Victoria Chambers at Calderwood & Harkness's London office, as well as interviews of Al-Rashidi, Sorokin, Leclerc, Malhotra, and others — and the preliminary forensic analysis performed by Ridgeline Advisory Group LLC (Engagement No. RAG-2022-0319), the evidence supports the conclusion that Hargrave personally approved the majority of the 14 flagged crude oil swap transactions, totaling approximately $218.7 million in notional value. The evidence further supports the conclusion that Hargrave was aware of, or at minimum was willfully blind to, the connections between Petronova and Zenith Petroleum on the one hand, and Volkhov Industrial Group JSC on the other. Multiple independent lines of evidence — including Hargrave's personal communications with Sergei Volkov (Managing Director of Petronova), his travel to Moscow during the period of suspect transactions, his direct instructions regarding payment structuring, and his documented resistance to enhanced due diligence measures — converge to support this assessment.

Hargrave has retained personal counsel: James Overstreet of Overstreet & McClain PLLC, Dallas, Texas, who entered his appearance on or about July 5, 2022. Since that date, Hargrave has not made himself available for further interviews by Calderwood & Harkness at the instruction of his personal counsel.

This memorandum should be read in conjunction with the following related work product:

• Interview Memorandum for Derek Hargrave (May 25, 2022);

• Memorandum re: Natasha Sorokin — Trading Activity Analysis & Personal Communications Review (September 10, 2022); and

• Memorandum re: Petronova Trading FZE — Beneficial Ownership Analysis (June 15, 2022).

Additional cross-references to related memoranda are provided in the appendices to this memorandum.

II. Background

A. Derek Hargrave — Biographical and Employment Information

Derek Hargrave is a British citizen and long-term resident of the United Arab Emirates. He has been based in Dubai throughout the period relevant to this inquiry.

Hargrave was appointed President of Dunmore Trading International Ltd. in 2017, following progressively senior roles within Dunmore's trading operations spanning more than a decade. Prior to assuming the presidency of DTI, Hargrave served in various capacities within Dunmore's London and Singapore trading desks, where he developed significant expertise in crude oil and refined products trading, with particular focus on the Middle Eastern and Central Asian markets.

In his capacity as President of DTI, Hargrave reported directly to Callum Renshaw, the Chief Executive Officer of Dunmore Energy Holdings Ltd., based in Houston, Texas. Hargrave was responsible for overseeing all trading desk operations at DTI, including crude oil trading, refined products trading, and oilfield equipment transactions. His responsibilities specifically included approving counterparty relationships, authorizing transactions above specified dollar thresholds, and managing the profit and loss performance of the Dubai trading desk. As discussed further below, Hargrave maintained final signoff authority for all transactions exceeding $5 million in notional value.

According to Dunmore's human resources and compensation records, Hargrave's annual compensation package for fiscal year 2021 (base salary plus discretionary performance bonus) totaled approximately $1.85 million, exclusive of equity participation and other long-term incentive arrangements. His compensation placed him among the highest-paid individuals within the Dunmore corporate family, reflecting both the scale and strategic importance of DTI's trading operations.

Hargrave was placed on administrative leave effective July 1, 2022, following the escalation of the internal investigation and the engagement of personal counsel. He was formally separated from Dunmore effective October 1, 2022. His separation was structured as a termination for cause, the terms of which are addressed in a separate memorandum prepared by the employment law team.

Hargrave retained personal counsel, James Overstreet of Overstreet & McClain PLLC, 2200 Ross Avenue, Suite 3600, Dallas, Texas 75201, on or about July 1, 2022. Overstreet entered his formal appearance on July 5, 2022.

B. Dunmore Trading International Ltd. — Organizational Overview

Dunmore Trading International Ltd. is the Dubai-based trading subsidiary of Dunmore Energy Holdings Ltd., the parent entity of the Dunmore corporate group. Dunmore Energy Holdings Ltd. is a Cayman Islands registered company (Registration No. MC-334821) with its principal executive offices in Houston, Texas. DTI was established to conduct Dunmore's crude oil and refined products trading operations in the Middle East, North Africa, and Central Asian markets, and to facilitate oilfield equipment procurement and export for Dunmore's broader operations.

The DTI operations at issue in this inquiry include three principal categories of activity: (i) crude oil and refined products trading, conducted primarily through swap and forward contracts with regional and international counterparties; (ii) oilfield equipment procurement and export facilitation, in which DTI sourced and arranged the shipment of drilling equipment and components to end users in various jurisdictions; and (iii) trade finance and payment processing through DTI's banking relationships.

The key personnel under Hargrave's direct supervision during the relevant period included the following individuals:

• Natasha Sorokin — Senior Trader. Sorokin was the primary trader responsible for executing crude oil swap transactions on the Dubai trading desk. She had delegated authority to approve transactions up to $5 million in notional value. Sorokin was placed on administrative leave on May 16, 2022, and was formally separated from Dunmore on September 15, 2022. Her role is analyzed in detail in the Memorandum re: Natasha Sorokin — Trading Activity Analysis & Personal Communications Review (September 10, 2022).

• Omar Al-Rashidi — Head of Middle East Operations. Al-Rashidi was responsible for managing DTI's operational footprint across the Middle East and served as a senior member of Hargrave's management team. Al-Rashidi is a cooperating witness and has provided detailed information through multiple interview sessions. His cooperation is analyzed in the Memorandum re: Omar Al-Rashidi — Cooperation Assessment & Debriefing Summary (August 25, 2022).

• Yves Leclerc — Director of Logistics & Shipping. Leclerc, a French national, was responsible for managing the logistics, shipping, and documentation processes associated with DTI's oilfield equipment transactions. His role in the Caspian Logistik shipments is analyzed in the Memorandum re: Yves Leclerc — Role in Logistics & Shipping Arrangements (September 20, 2022).

• Rajesh Malhotra — Controller. Malhotra managed trade finance operations and payment processing for DTI, including the management of banking relationships and the execution of wire transfers. His knowledge of payment structuring is analyzed in the Memorandum re: Rajesh Malhotra — Controller's Knowledge of Payment Structuring (October 20, 2022, forthcoming).

DTI's principal trade finance banking relationship was maintained with Crescent Commercial Bank PJSC, based in the DIFC, Dubai, with Khalid Mansour serving as DTI's designated relationship manager. As discussed in Section IV.E below, the Crescent Commercial Bank relationship is central to the payment structuring analysis.

DTI's transaction approval authority structure was formalized in its internal Delegation of Authority Policy (Policy No. DTI-GOV-003, effective January 1, 2019, last revised March 15, 2021). Under this framework, Hargrave held final approval authority for all transactions exceeding $5 million in notional value. Sorokin held delegated authority for transactions up to and including $5 million. In practice, as discussed below, the evidence shows that Hargrave was informed of and acquiesced to substantially all trading activity on the desk, including transactions within Sorokin's delegated authority.

C. The Suspect Transactions — Summary

Between approximately March 2020 and April 2022, DTI's trading desk executed a series of transactions that are the subject of the current DOJ inquiry and the internal investigation conducted by Calderwood & Harkness on behalf of Dunmore. The suspect transactions fall into three categories:

1. Crude Oil Swap Transactions. DTI executed 14 crude oil swap transactions with Petronova Trading FZE and Zenith Petroleum DMCC, totaling approximately $218.7 million in aggregate notional value. These transactions were structured as commodity swap agreements in which DTI and the relevant counterparty exchanged payment obligations based on the price of crude oil benchmarks (primarily Brent and Dubai Mercantile Exchange Oman crude). Based on preliminary findings from Ridgeline Advisory Group LLC, at least 9 of the 14 transactions — representing approximately $156.3 million in aggregate notional value — involved crude oil that was ultimately sourced from, or destined for, entities controlled by or affiliated with Volkhov Industrial Group JSC. A detailed timeline and breakdown of these transactions is set forth in Appendix B to this memorandum.

2. Oilfield Equipment Exports. DTI facilitated the export of oilfield drilling equipment and components valued at approximately $12.4 million, shipped to end users in Russia via Caspian Logistik GmbH, a logistics company based in Hamburg, Germany. The exported items included equipment classified under Export Administration Regulations ("EAR") Export Control Classification Numbers ("ECCN") 2B350 and 2B999, potentially in violation of EAR §746.5 (Russia/Belarus sanctions controls) and applicable OFAC prohibitions. The Caspian Logistik transactions are analyzed in detail in Section IV.D below and in the Memorandum re: Caspian Logistik GmbH — Export Shipment Analysis & End-User Certificate Review (July 20, 2022).

3. Structured Payments. Ridgeline Advisory Group identified approximately $34.2 million in payments, spread across 127 individual transactions, that were routed through intermediary accounts at Crescent Commercial Bank PJSC between March 2020 and March 2022. The structuring and routing of these payments, as analyzed in Section IV.E below, is consistent with an intent to obscure the ultimate beneficial ownership of the receiving parties and their connection to Volkhov-controlled entities.

For purposes of the sanctions analysis, the following designations are relevant:

• Volkhov Industrial Group JSC was designated under OFAC Directive 2 (sectoral sanctions applicable to the Russian energy sector, pursuant to Executive Order 13662) on November 15, 2019. This designation predates the earliest suspect transaction by approximately four months.

• Volkhov Industrial Group JSC was subsequently added to the OFAC Specially Designated Nationals and blocked Persons List ("SDN List") under the full blocking provisions of Executive Order 14024 on April 6, 2022. This full blocking designation occurred approximately one week before the last identified suspect transaction.

The progression from sectoral sanctions to full blocking designation is significant in assessing the applicable legal framework and the evolving nature of the prohibitions during the relevant period, as discussed further in Section VI.C below.

III. Scope of Review and Sources

A. Documentary Evidence

The documentary review underlying this memorandum is based upon a subset of the 2,347,812 documents collected by Nexagen Analytics Inc. (Project No. NX-DEH-2204) across six jurisdictions as part of the broader internal investigation. This collection encompasses email communications, electronic files, instant messages, calendar entries, and hard-copy documents sourced from custodians, systems, and physical locations identified as relevant to the inquiry.

The review team prioritized Hargrave's custodial files, which were among the first collected and processed. Hargrave's custodial collection includes his DTI email account (derek.hargrave@dti-dunmore.com), his personal mobile phone (collected by Nexagen Analytics on May 18, 2022, pursuant to the Company's custodial hold procedures), his DTI workstation, and his physical office files at DTI's DIFC premises. The collection also includes documents from shared drives and collaboration platforms to which Hargrave had access.

Key document categories reviewed for this memorandum include, but are not limited to:

• Internal DTI transaction approval records and sign-offs, including trade tickets, approval forms, and internal deal memoranda for each of the 14 flagged crude oil swap transactions;

• Email correspondence between Hargrave and Sorokin, Al-Rashidi, Leclerc, and Malhotra, spanning the period from January 2019 through May 2022;

• Email and messaging communications between Hargrave and Sergei Volkov, Managing Director of Petronova Trading FZE, including both DTI email and personal messaging platforms;

• Email communications between Hargrave and Farhan Qureshi, Managing Director of Zenith Petroleum DMCC;

• DTI internal trade tickets and blotters documenting the execution and settlement of crude oil swap transactions;

• Counterparty onboarding and Know Your Customer ("KYC") files for Petronova Trading FZE and Zenith Petroleum DMCC, including counterparty approval forms, beneficial ownership declarations, and sanctions screening results;

• Crescent Commercial Bank PJSC wire transfer records and associated payment instructions for transactions between DTI accounts and Petronova, Zenith Petroleum, and intermediary accounts;

• Hargrave's travel and expense records, including travel authorization forms, expense reports, credit card statements, and reimbursement requests, with particular focus on trips to Moscow and meetings in Dubai with Sergei Volkov;

• Calendar entries and meeting invitations from Hargrave's DTI Outlook calendar; and

• DTI internal policies and procedures, including the Delegation of Authority Policy, the Counterparty Onboarding Policy, and the Trade Compliance Manual.

Documents cited in this memorandum are referenced by their Bates-stamp numbers assigned during the two production tranches made to DOJ: the first tranche (DEH-DOJ-000001 through DEH-DOJ-247316) produced on June 30, 2022, and the second tranche (DEH-DOJ-247317 through DEH-DOJ-438916) produced on August 15, 2022. Specific Bates references are provided throughout this memorandum where individual documents are cited. A consolidated list of key documents reviewed is provided in Appendix A.

B. Witness Interviews

The investigation team conducted interviews of seven witnesses relevant to the assessment of Hargrave's role. The details of each interview are summarized below.

Derek Hargrave. Hargrave was interviewed on May 25, 2022, by Victoria Chambers at Calderwood & Harkness's London office. The interview was conducted prior to Hargrave's retention of personal counsel. At the outset of the interview, Chambers administered an Upjohn warning, advising Hargrave that Calderwood & Harkness represented Dunmore Energy Holdings Ltd. and not Hargrave individually, that the purpose of the interview was to gather facts in connection with the internal investigation, that the attorney-client privilege for the interview belonged to the Company and could be waived by the Company at its sole discretion, and that the interview was voluntary. Hargrave acknowledged his understanding of the Upjohn warning and agreed to proceed with the interview. A detailed memorandum of the Hargrave interview was prepared contemporaneously and is cross-referenced in Appendix D. Hargrave subsequently retained James Overstreet of Overstreet & McClain PLLC on or about July 1, 2022. No subsequent interview of Hargrave has been conducted, as Overstreet has instructed that Hargrave will not make himself available for further interviews by Calderwood & Harkness.

Natasha Sorokin. Sorokin was interviewed on June 2, 2022, by Jasmine Thornton and Liam Donahue at Calderwood & Harkness's Dubai office. An Upjohn warning was administered. Sorokin provided detailed information regarding Hargrave's knowledge of and involvement in the Petronova transactions, as well as the nature of Hargrave's relationship with Sergei Volkov. Sorokin's account is discussed in detail in Section IV below. Sorokin subsequently retained Philip Keane of Wexford Keane LLP as personal counsel. A separate memorandum addressing Sorokin's trading activity and personal communications has been prepared (September 10, 2022).

Omar Al-Rashidi. Al-Rashidi was interviewed on June 14, 2022, by Jasmine Thornton at Calderwood & Harkness's Dubai office. An Upjohn warning was administered. Al-Rashidi indicated his willingness to cooperate fully with the investigation and has been designated as a cooperating witness. Al-Rashidi provided corroborating testimony regarding Hargrave's role in approving the suspect transactions and his awareness of the Petronova relationship. A separate cooperation assessment and debriefing summary has been prepared (August 25, 2022).

Yves Leclerc. Leclerc was interviewed on June 22, 2022, by Amara Osei at Calderwood & Harkness's London office. An Upjohn warning was administered. Leclerc described Hargrave's involvement in directing logistics arrangements for equipment exports routed through Caspian Logistik GmbH, including Hargrave's instruction to accept end-user certifications without independent verification. Leclerc's testimony is discussed in detail in Section IV.D below. A separate memorandum addressing Leclerc's role has been prepared (September 20, 2022).

Rajesh Malhotra. Malhotra was interviewed during the second round of witness interviews (August–September 2022) by Nicholas Ferreira at Calderwood & Harkness's Dubai office. An Upjohn warning was administered. Malhotra described in detail the payment processing instructions he received from Hargrave and Sorokin regarding the routing of payments through Crescent Commercial Bank PJSC intermediary accounts. Malhotra's account is discussed in Section IV.E below. A separate memorandum addressing Malhotra's knowledge of payment structuring is forthcoming (expected October 20, 2022).

Callum Renshaw (CEO). Renshaw was interviewed on May 23, 2022, by Jasmine Thornton at Dunmore's Houston offices. An Upjohn warning was administered. Renshaw described Hargrave's reporting lines, the degree of operational autonomy afforded to the DTI trading desk, and the extent of Houston-based oversight of DTI's activities. Renshaw stated that he had regular calls with Hargrave but relied on Hargrave to manage the day-to-day operations of DTI, including counterparty selection and transaction execution. Renshaw indicated that he did not have direct visibility into individual counterparty relationships maintained by the Dubai desk.

Sandra Whitfield (CFO). Whitfield was interviewed on May 30, 2022, by Nicholas Ferreira at Dunmore's Houston offices. An Upjohn warning was administered. Whitfield described the financial reporting received from DTI, including consolidated trading performance reports and quarterly financial statements. Whitfield stated that DTI's financial reporting did not typically identify individual counterparties by name at the level reviewed by the Houston finance team, and that she had limited visibility into the specific counterparty relationships maintained by the Dubai trading desk.

Additionally, the investigation team conducted an interview of Gerald Fisk (former Chief Compliance Officer, DTI), who departed the Company on June 10, 2022. Fisk was interviewed on June 8, 2022, by Nicholas Ferreira. Fisk's personal counsel, Catherine Blackthorn of Blackthorn & Associates LLP, was present during the interview. Fisk's statements are referenced in Sections IV and V of this memorandum where relevant to the assessment of Hargrave's knowledge. A separate memorandum addressing Fisk's compliance failures and supervisory deficiencies has been prepared (August 15, 2022).

C. Forensic Accounting Analysis

Calderwood & Harkness engaged Ridgeline Advisory Group LLC to perform a forensic accounting analysis of DTI's transaction flows, payment structures, and counterparty relationships during the relevant period. The engagement is led by Dr. Margaret Liu, CPA, CFE, under Engagement No. RAG-2022-0319. Ridgeline's scope of work includes: (i) forensic tracing of transaction flows to identify the sources and destinations of crude oil underlying the swap transactions; (ii) payment structuring analysis to identify patterns consistent with intentional structuring or layering of payments through intermediary accounts; (iii) identification of the 9 tainted crude oil swap transactions involving Volkhov-controlled entities; and (iv) analysis of the Caspian Logistik equipment shipments and end-user diversion indicators.

Ridgeline's final forensic accounting report was delivered on April 1, 2023, and is incorporated by reference in subsequent versions of this memorandum. This memorandum reflects Ridgeline's preliminary findings as communicated to Calderwood & Harkness as of September 1, 2022, through interim reports and working sessions. All financial figures cited herein are based on Ridgeline's preliminary analysis and are subject to revision upon completion of the final report.

IV. Detailed Analysis of Hargrave's Role

A. Transaction Approval Authority and Exercise

Under DTI's Delegation of Authority Policy (Policy No. DTI-GOV-003, effective January 1, 2019, last revised March 15, 2021), Hargrave held final signoff authority for all transactions exceeding $5 million in notional value. This threshold applied to all categories of DTI trading activity, including crude oil swap transactions, refined products trades, and oilfield equipment transactions. Transactions at or below the $5 million threshold could be approved by Sorokin as Senior Trader, subject to post-trade reporting to Hargrave and periodic desk reviews.

Of the 14 flagged crude oil swap transactions with Petronova and Zenith Petroleum, totaling approximately $218.7 million in aggregate notional value, at least 12 exceeded the $5 million threshold. Accordingly, each of those 12 transactions required Hargrave's personal approval under DTI's internal policies, and his approval was required to be documented on the internal trade ticket before execution could proceed. The remaining 2 transactions, which fell below the $5 million threshold, were within Sorokin's delegated authority.

Documentary evidence confirms that Hargrave exercised his approval authority over these transactions. Internal trade blotters maintained by the DTI trading desk, approval stamps applied to trade ticket forms, and email confirmations transmitted by Sorokin to Hargrave for signoff collectively demonstrate that Hargrave's name or electronic signature appears on approval records for at least 11 of the 14 flagged transactions. See DEH-DOJ-024781 (trade ticket for March 12, 2020 Petronova swap, $17.4 million notional, bearing Hargrave's electronic approval); DEH-DOJ-058923 (trade ticket for June 22, 2020 Petronova swap, $14.8 million notional, bearing Hargrave's electronic approval); DEH-DOJ-112447 through DEH-DOJ-112503 (series of trade tickets for transactions executed between September 2020 and November 2021, each bearing Hargrave's approval notation). Additional specific Bates references are provided in Appendix B.

For the 12th transaction that exceeded the $5 million threshold, the trade ticket in the document production is partially illegible, but the corresponding email confirmation from Sorokin to Hargrave (DEH-DOJ-189432) references Hargrave's verbal approval, and no evidence of objection by Hargrave has been identified. For the remaining 2 transactions within Sorokin's delegated authority, email evidence shows that Hargrave was copied on the trade confirmations at the time of execution and voiced no objection or concern. See DEH-DOJ-204116 (email from Sorokin to Hargrave, copying Al-Rashidi, confirming execution of a $3.2 million Petronova swap, December 14, 2021); DEH-DOJ-261543 (email from Sorokin to Hargrave, confirming execution of a $4.7 million Zenith Petroleum swap, February 3, 2022).

In sum, the documentary record establishes that Hargrave personally approved — or was aware of and acquiesced in — all 14 of the flagged crude oil swap transactions. There is no evidence that any of these transactions were executed without Hargrave's knowledge or outside the scope of his supervisory authority.

B. Counterparty Onboarding — Petronova Trading FZE

Petronova Trading FZE was established as a Jebel Ali Free Zone establishment and was registered at Office 1407, Al Shafar Tower, Dubai Internet City, Dubai, UAE. Its managing director and sole shareholder of record was Sergei Volkov, a Russian national. Petronova was onboarded as a DTI counterparty in or around February 2020, approximately one month before the first flagged crude oil swap transaction.

The counterparty onboarding was conducted pursuant to DTI's Counterparty Onboarding Policy (Policy No. DTI-COMP-007). Under this policy, the onboarding of a new counterparty required the completion of a Counterparty Approval Form, a KYC questionnaire, sanctions screening through DTI's compliance function, and the approval of the President of DTI for counterparties expected to engage in transactions exceeding certain volume thresholds. Hargrave personally approved Petronova's onboarding by signing the Counterparty Approval Form. See DEH-DOJ-003291 (Counterparty Approval Form for Petronova Trading FZE, dated February 7, 2020, bearing Hargrave's signature in the "President — Approval" block).

The KYC file assembled for Petronova, prepared under Hargrave's supervision by the DTI compliance function (then headed by Gerald Fisk), identified Sergei Volkov as the managing director and sole shareholder of record. The file included a beneficial ownership declaration signed by Volkov affirming that he was the ultimate beneficial owner of Petronova. The KYC file did not disclose — and there is no indication that it investigated — Volkov's relationship to Arkady Volkhov, Chairman of Volkhov Industrial Group JSC. The sanctions screening conducted at the time of onboarding (using Kestrel Software and Dow Jones risk screening databases, per DTI's standard practice) did not return a match for Petronova or Volkov, as neither was itself a designated person or entity at that time.

Subsequent analysis has significantly undermined the adequacy of the Petronova KYC file. In the Memorandum re: Petronova Trading FZE — Beneficial Ownership Analysis (prepared by Liam Donahue, dated June 15, 2022), forensic corporate registry research, open-source intelligence analysis, and review of leaked financial records established that Sergei Volkov is a close associate — and is believed to be a family member, likely a nephew — of Arkady Volkhov, the Chairman of Volkhov Industrial Group JSC. The analysis further established that Petronova served as a front entity for Volkhov-controlled commercial activities, with its principal purpose being to facilitate trade in crude oil and petroleum products on behalf of or for the benefit of the Volkhov group while insulating those transactions from sanctions screening scrutiny. The Petronova beneficial ownership analysis identified multiple indicators of Volkhov control, including common directors between Petronova and known Volkhov subsidiaries, overlapping registered agents, and financial flows traceable to Volkhov-controlled bank accounts.

Email correspondence between Hargrave and Volkov predating the formal counterparty onboarding is significant. Communications dating from January 2020 show that Hargrave was introduced to Volkov by a mutual contact at an industry conference in Dubai (likely the Middle East Petroleum & Gas Conference held January 14–16, 2020, based on Hargrave's calendar entries). See DEH-DOJ-002187 (email from Hargrave to Volkov, January 22, 2020, with the subject line "Great to meet you in Dubai — following up"). The correspondence between Hargrave and Volkov from this early period displays a familiar and friendly tone that suggests a pre-existing personal relationship or a rapid development of personal rapport beyond typical commercial interactions. By the time of the first flagged transaction in March 2020, Hargrave and Volkov were communicating on a first-name basis and exchanging messages on subjects unrelated to DTI business, including social invitations and personal travel plans.

In his May 25, 2022 interview, Hargrave addressed the Petronova relationship directly. He stated that he understood Petronova to be an independent Dubai-based trading company with no connection to any sanctioned party. He denied knowledge of any relationship between Sergei Volkov and Arkady Volkhov or Volkhov Industrial Group. He stated that he relied on the KYC file prepared by the compliance function, including the sanctions screening conducted under Gerald Fisk's supervision, to identify any sanctions concerns. He characterized his relationship with Volkov as a normal commercial relationship supplemented by personal friendship, and denied that Volkov had ever disclosed connections to Volkhov Industrial Group in any conversation. These statements are assessed in detail in Section V below.

C. Counterparty Onboarding — Zenith Petroleum DMCC

Zenith Petroleum DMCC was registered as a Dubai Multi Commodities Centre ("DMCC") company, with its registered office at Unit 2201, Jumeirah Bay Tower X2, Cluster X, Jumeirah Lakes Towers, Dubai, UAE. Its managing director was Farhan Qureshi, a Pakistani national with long-term UAE residency.

Zenith Petroleum was involved in 2 of the 14 flagged crude oil swap transactions with DTI. While the Zenith Petroleum transactions represented a smaller portion of the total suspect transaction volume compared to the Petronova transactions, the Zenith Petroleum relationship raises distinct concerns related to the layering of counterparty relationships and the potential use of multiple front entities to distribute sanctions evasion risk across counterparties.

Hargrave approved the onboarding of Zenith Petroleum as a DTI counterparty and personally signed off on the two transactions involving that entity. See DEH-DOJ-156822 (Counterparty Approval Form for Zenith Petroleum DMCC, dated August 15, 2020, bearing Hargrave's signature); DEH-DOJ-198744 and DEH-DOJ-234891 (trade tickets for the two Zenith Petroleum transactions, dated October 7, 2021 and February 3, 2022, respectively, each bearing Hargrave's approval notation).

The documentary evidence shows comparatively limited direct communication between Hargrave and Farhan Qureshi. The majority of communications regarding the Zenith Petroleum transactions were between Sorokin and Qureshi, with Hargrave copied on key correspondence. However, the limited volume of direct Hargrave-Qureshi communications does not diminish the significance of Hargrave's formal approval of both the counterparty relationship and the individual transactions.

The Zenith Petroleum counterparty due diligence memorandum, prepared by Amara Osei and dated July 5, 2022, assessed the extent of Zenith Petroleum's connections to Volkhov-controlled entities. That analysis identified corporate registry connections and shared intermediaries linking Zenith Petroleum to the broader Volkhov commercial network, though the evidence of Volkhov control over Zenith Petroleum is less direct than in the case of Petronova. The analysis concluded that Zenith Petroleum likely functioned as a secondary front entity, potentially operating at one or more removes from direct Volkhov ownership but serving a complementary role in the network of entities facilitating trade on behalf of Volkhov-connected interests.

D. Oilfield Equipment Exports via Caspian Logistik GmbH

Between approximately August 2020 and January 2022, DTI facilitated the export of oilfield drilling equipment and components valued at approximately $12.4 million to end users in Russia. The equipment was shipped through the logistics intermediary Caspian Logistik GmbH, a Hamburg-based company (registered at Mönckebergstraße 22, 20095 Hamburg, Germany) managed by Klaus Weidemann, a German national. The exported items included equipment and components classified under EAR Export Control Classification Numbers 2B350 (chemical/biological manufacturing equipment and related components) and 2B999 (specific processing equipment not controlled by the Wassenaar Arrangement but subject to EAR controls), which are subject to license requirements and end-use restrictions under EAR §746.5 (Russia/Belarus sanctions controls) and applicable OFAC prohibitions.

Hargrave approved the commercial relationship between DTI and Caspian Logistik and personally signed off on the initial equipment sale and logistics arrangement in or around August 2020. See DEH-DOJ-098213 (email from Hargrave to Leclerc, August 4, 2020, directing Leclerc to finalize the logistics arrangement with Caspian Logistik); DEH-DOJ-099001 (Caspian Logistik services agreement, executed August 12, 2020, with Hargrave's authorization noted in the DTI signatory block).

The testimony of Yves Leclerc, Director of Logistics & Shipping, is particularly significant with respect to Hargrave's role in the equipment export transactions. In his June 22, 2022 interview, Leclerc stated that Hargrave directed him to use Caspian Logistik GmbH as the logistics intermediary for the equipment shipments, notwithstanding the availability of DTI's existing logistics partners who had established track records with Dunmore's compliance function. Critically, Leclerc stated that Hargrave indicated that the end-user certifications provided by Caspian Logistik should be accepted without further verification. Leclerc recalled Hargrave's specific instruction as follows: Hargrave told Leclerc that Caspian Logistik's end-user certificates were "in order" and that DTI did not need to conduct its own independent end-user verification, characterizing such verification as unnecessary given the established relationship with Weidemann. Leclerc stated that he followed Hargrave's instructions but had reservations about the adequacy of the end-user documentation, which he did not formally escalate because Hargrave, as President, was the highest-ranking officer at DTI and the de facto final authority on such matters.

The end-user certificates provided by Caspian Logistik identified non-Russian end users — specifically, entities located in Kazakhstan and Georgia — as the intended recipients of the equipment. However, shipping documents reviewed by Ridgeline Advisory Group, including bills of lading, freight forwarding records, and transshipment documentation, indicate that the equipment was transshipped through intermediary ports and that at least a portion of the shipments was ultimately delivered to Russian entities connected to the Volkhov group. The precise proportion of equipment diverted to Russian end users remains under analysis and will be addressed in Ridgeline's final report.

One transaction involving Caspian Logistik is noteworthy for its connection to another Dunmore entity. Tobias Engel, Managing Director of Dunmore Renewables GmbH (Hamburg, Germany), was tangentially involved in a single transaction in which Caspian Logistik's logistics services overlapped with a Dunmore Renewables procurement. Specifically, Dunmore Renewables had procured certain equipment components through a German supplier, and Hargrave authorized an arrangement under which DTI and Dunmore Renewables coordinated to use Caspian Logistik for the consolidated shipment of equipment — a portion for Dunmore Renewables' legitimate operations and a portion for the DTI-directed shipments at issue. Hargrave's authorization of this arrangement is documented in an email exchange with Engel and Leclerc. See DEH-DOJ-143876 (email from Hargrave to Engel and Leclerc, November 3, 2021, approving the consolidated shipment arrangement). Engel's awareness of the ultimate destination of DTI's portion of the shipment is a separate question being analyzed by the investigation team.

The potential legal violations arising from the equipment export transactions include: violation of EAR §746.5 (prohibiting the export, reexport, and in-country transfer of controlled items to Russia and Belarus without a license); violation of applicable OFAC prohibitions related to the involvement of Volkhov-controlled end users; and the potential submission of false end-user certifications, which may give rise to additional criminal liability under the false statements provisions of 18 U.S.C. § 1001 and the EAR enforcement provisions.

E. Payment Structuring Through Crescent Commercial Bank PJSC

Ridgeline Advisory Group's forensic analysis identified approximately $34.2 million in payments routed through intermediary accounts at Crescent Commercial Bank PJSC between March 2020 and March 2022, spread across 127 individual wire transfer transactions. Crescent Commercial Bank PJSC is a UAE-licensed bank with its head office at Al Maktoum Tower, DIFC, Dubai. Khalid Mansour served as DTI's designated relationship manager at Crescent Commercial Bank throughout the relevant period.

The payment flows identified by Ridgeline exhibit characteristics consistent with intentional structuring designed to obscure the ultimate beneficial recipients of the funds. Specifically, payments from DTI's operating accounts at Crescent Commercial Bank were directed to intermediary accounts held at Crescent Commercial Bank and at other banks in the UAE, Singapore, and Switzerland, before being further routed to accounts controlled by Petronova, Zenith Petroleum, and other entities within the Volkhov commercial network. The intermediary accounts were held in the names of entities with no apparent independent commercial purpose, several of which were incorporated in jurisdictions with limited beneficial ownership disclosure requirements.

Rajesh Malhotra, DTI's Controller, provided a detailed account of the payment processing instructions he received in connection with these transactions. In his interview (conducted August–September 2022 by Nicholas Ferreira), Malhotra stated that both Hargrave and Sorokin jointly directed the use of multiple intermediary accounts for payments to Petronova and associated entities. Malhotra described a specific pattern of instruction in which Hargrave or Sorokin would provide him with payment routing instructions that specified the intermediary accounts to be used, the sequence of transfers, and, in some cases, the amounts for individual wire transfers.

Most significantly, Malhotra stated that Hargrave instructed him on multiple occasions to split payments into amounts below certain reporting thresholds and to route payments through at least two intermediary accounts before reaching the ultimate beneficiary. Malhotra recalled that Hargrave characterized these instructions as a means of managing counterparty credit exposure and cash flow timing, explanations that Malhotra initially accepted but came to view with increasing skepticism as the volume and complexity of the structuring escalated. Malhotra stated that he raised his concerns informally with Sorokin on at least one occasion but did not escalate them to the compliance function because Hargrave, as President, was the source of the instructions.

Email evidence corroborates Malhotra's account. Several emails from Hargrave to Malhotra contain specific payment routing instructions that are consistent with deliberate structuring. See DEH-DOJ-167432 (email from Hargrave to Malhotra, September 14, 2020, directing a $6.8 million payment to Petronova to be split into three tranches routed through an intermediary account at Crescent Commercial Bank and a Singapore-based intermediary before reaching Petronova's primary account); DEH-DOJ-212889 (email from Hargrave to Malhotra, March 22, 2021, providing routing instructions for a $4.2 million payment involving two intermediary accounts); DEH-DOJ-287654 (email from Hargrave to Malhotra, October 5, 2021, directing that a $9.1 million payment be divided into five separate wire transfers "to align with payment processing schedules," a characterization inconsistent with the actual counterparty payment terms). Additional emails containing payment routing instructions are catalogued in Appendix A.

The structuring of payments through intermediary accounts, particularly when combined with the deliberate splitting of payments below reporting thresholds and the use of multiple-hop routing sequences, is consistent with an intent to obscure the ultimate beneficial ownership of the receiving parties and the connection of the payment flows to Volkhov-controlled entities. While alternative explanations (such as cash flow management and credit risk mitigation) are theoretically available, the pattern, volume, and specificity of Hargrave's instructions — as documented in both witness testimony and contemporaneous email correspondence — strongly support the inference that the structuring was designed to evade sanctions screening and detection by financial institutions along the payment chain.

F. Hargrave's Relationship with Sergei Volkov — Personal Communications

Beyond the commercial communications analyzed in the preceding sections, email and messaging evidence reveals a significant volume of direct personal communications between Hargrave and Sergei Volkov that extended well beyond the scope of normal counterparty correspondence. The Hargrave-Volkov communications, which are summarized in Appendix C, span the period from January 2020 through at least April 2022 and encompass both DTI email correspondence and personal messaging applications.

The personal communications include social invitations (dinners, sporting events, and hospitality arrangements in Dubai and London), discussions about travel plans (including Hargrave's trips to Moscow, discussed below), exchanges of photographs and personal updates, and references to mutual acquaintances and business associates. The tone and content of the communications are consistent with a close personal friendship rather than a purely commercial relationship between a buyer and a counterparty representative.

Of particular significance are at least three email threads in which Hargrave and Volkov made references to "Arkady," a name that in context is most naturally understood as a reference to Arkady Volkhov, Chairman of Volkhov Industrial Group JSC. In one email (DEH-DOJ-087234, dated April 15, 2020), Volkov wrote to Hargrave: "Arkady is very pleased with how things are progressing — he wants to expand the relationship further." In another (DEH-DOJ-154889, dated January 12, 2021), Volkov referred to "a dinner with Arkady next month in Moscow — you should come." In a third thread (DEH-DOJ-267912, dated August 3, 2021), Hargrave wrote to Volkov: "Please send my regards to Arkady — I hope the Moscow weather is treating him well." These references, while not conclusive standing alone, strongly suggest that Hargrave was aware of Volkov's relationship with an individual named "Arkady" who was involved in or overseeing the Petronova business relationship, and who was based in Moscow. When combined with the other evidence described in this memorandum, these references support the conclusion that Hargrave knew or had reason to know that Petronova was connected to Arkady Volkhov and Volkhov Industrial Group.

Hargrave's travel and expense records further corroborate the existence of a personal dimension to the Hargrave-Volkov relationship with potential connections to Volkhov Industrial Group. The records show that Hargrave made at least two trips to Moscow during the period of suspect transactions: one in November 2020 and one in September 2021. Both trips were of approximately four to five days' duration. Hotel expenses at the Four Seasons Hotel Moscow and entertainment expenses (restaurants, car services, and event tickets) were charged to DTI's corporate credit card. However, neither trip was associated with any documented Dunmore business purpose in Russia. No trip authorization forms, meeting agendas, business development reports, or client entertainment records were filed in connection with either Moscow trip, contrary to DTI's standard travel policy, which required pre-approval and post-travel reporting for all business trips. See DEH-DOJ-178223 (Hargrave's credit card statement, November 2020, showing charges at Four Seasons Hotel Moscow totaling approximately $18,700); DEH-DOJ-241006 (Hargrave's credit card statement, September 2021, showing charges in Moscow totaling approximately $23,400).

During his May 25, 2022 interview, Hargrave described the Moscow trips as "personal travel" and denied that they were related to Dunmore business. He stated that he had friends in Moscow and that the trips were purely social in nature. When asked whether he met with Sergei Volkov during either Moscow trip, Hargrave stated that he "may have seen Sergei briefly" but that the trips were not arranged for the purpose of business meetings. Hargrave did not explain why the travel expenses were charged to DTI's corporate credit card if the trips were personal in nature.

V. Assessment of Hargrave's Knowledge

The critical question for purposes of the DOJ inquiry and Dunmore's cooperation strategy is whether Hargrave knew, or was willfully blind to, the connections between Petronova Trading FZE (and, to a lesser extent, Zenith Petroleum DMCC) and Volkhov Industrial Group JSC, an OFAC-designated entity. This section evaluates the evidence bearing on Hargrave's knowledge, organized by the applicable categories of mental state.

A. Direct Knowledge Indicators

Multiple independent lines of evidence point to Hargrave's actual knowledge of the Volkhov connections. While no single piece of evidence constitutes a "smoking gun" in the form of an explicit written acknowledgment by Hargrave that he knew Petronova was a Volkhov front entity, the cumulative weight of the following indicators is substantial:

1. References to "Arkady" in email correspondence with Volkov. As detailed in Section IV.F above, at least three email threads between Hargrave and Volkov contain references to "Arkady" in a context that strongly suggests a reference to Arkady Volkhov, the Chairman of Volkhov Industrial Group JSC. In one instance, Volkov stated that "Arkady is very pleased with how things are progressing," a statement that directly links an individual named Arkady to the business relationship between Petronova and DTI. In another, Hargrave sent personal regards to "Arkady" through Volkov, demonstrating that Hargrave was at least aware of and had a positive disposition toward an individual by that name who was involved in or connected to the Petronova relationship. While Hargrave might argue that "Arkady" refers to a different individual, the context — a Russian-connected energy trading relationship involving an individual named Sergei Volkov (a surname nearly identical to Volkhov) — renders this a strained interpretation.

2. Moscow travel during the suspect transaction period. Hargrave traveled to Moscow at least twice (November 2020 and September 2021) during the period of suspect transactions. The trips were not associated with any documented Dunmore business purpose, were expensed to DTI's corporate credit card, and were not reported through DTI's standard travel authorization process. The timing of the trips coincides with periods of active trading between DTI and Petronova. The absence of any documented business purpose, combined with Hargrave's characterization of the trips as "personal travel" (while simultaneously charging expenses to DTI), is inconsistent and supports the inference that the trips were related to the Petronova/Volkhov relationship.

3. Personal approval of counterparty onboarding for Petronova and Zenith Petroleum. Hargrave did not merely acquiesce in the Petronova and Zenith Petroleum relationships; he personally approved the onboarding of both entities as DTI counterparties. This placed him in the position of having reviewed the KYC files and having made an affirmative determination that the counterparties were suitable for DTI to transact with. His personal involvement in the onboarding process heightens the significance of any deficiencies in the KYC review process.

4. Direct instructions to Malhotra regarding payment structuring. Hargrave provided specific, documented instructions to Rajesh Malhotra directing him to split payments into amounts below reporting thresholds and to route payments through multiple intermediary accounts before reaching Petronova and associated entities. Such instructions are not consistent with ordinary commercial payment practices and are instead hallmarks of deliberate structuring designed to evade detection. The fact that Hargrave personally directed this structuring — rather than delegating it to Sorokin or leaving it to Malhotra's discretion — indicates a level of hands-on involvement and intentionality that is difficult to reconcile with innocent explanations.

5. Instructions to Leclerc regarding end-user certificates. Hargrave's direction to Yves Leclerc to accept Caspian Logistik's end-user certifications without independent verification represents an affirmative decision to forgo a basic compliance safeguard. This instruction is particularly significant in the context of oilfield equipment exports to Russian-connected logistics intermediaries during a period of active and escalating U.S. sanctions on the Russian energy sector. A senior energy trading executive instructing his logistics director to bypass end-user verification for equipment shipments routed through a Hamburg-based intermediary to purported non-Russian end users — where the equipment was in fact destined for Russian entities — is strong evidence of at least awareness that the end-user certifications were unreliable.

6. Volume and tenor of personal communications with Volkov. The overall volume, frequency, and personal nature of Hargrave's communications with Volkov are inconsistent with Hargrave's characterization of the relationship as a routine commercial counterparty arrangement. The level of personal familiarity, social engagement, and mutual travel suggests a relationship in which substantive information about Volkov's business activities and connections — including his relationship to Arkady Volkhov — would naturally have been shared.

B. Constructive Knowledge / Willful Blindness Indicators

Even if the evidence of actual knowledge were insufficient standing alone, the record strongly supports a finding that Hargrave operated with willful blindness to the Volkhov connections. Under the willful blindness doctrine, as articulated by the Supreme Court in Global-Tech Appliances, Inc. v. SEB S.A., 563 U.S. 754 (2011), a defendant's deliberate avoidance of knowledge can satisfy the knowledge requirement of a criminal statute where the defendant (i) subjectively believed that there was a high probability of the existence of the critical fact, and (ii) took deliberate actions to avoid learning that fact. The following indicators are relevant:

1. Hargrave's position and responsibilities. As President of DTI, Hargrave had ultimate responsibility for all counterparty relationships and trade compliance at the Dubai trading desk. He was not a junior or peripheral figure who might plausibly claim ignorance of the fundamental nature of DTI's counterparties. His role required him to understand the identities, business activities, and risk profiles of DTI's trading counterparties, particularly those involved in large-scale crude oil transactions in a geopolitical environment characterized by extensive and evolving sanctions on Russia's energy sector.

2. Failure to ensure adequate KYC / beneficial ownership analysis for Petronova. The Petronova KYC file was superficial and inadequate by any reasonable standard. Petronova was a recently formed entity (established in 2019) with a thin corporate history, operated by a single shareholder (Volkov) who was a Russian national with a limited public profile. These characteristics — a newly formed free zone entity with a single Russian individual as its sole shareholder, seeking to engage in large-scale crude oil trading — constituted red flags that a reasonably diligent energy trading executive would have recognized and investigated further. Hargrave's failure to ensure that the compliance function conducted a more thorough beneficial ownership analysis — particularly given his personal knowledge of Volkov and the scale of the proposed trading relationship — supports an inference of deliberate avoidance.

3. Red flags at onboarding. At the time Petronova was onboarded in February 2020, Volkhov Industrial Group had already been designated under OFAC Directive 2 (sectoral sanctions on the Russian energy sector, pursuant to Executive Order 13662) since November 15, 2019, approximately three months earlier. A reasonably diligent executive overseeing a trading desk that frequently engaged with Russian-connected counterparties in the energy sector would have been alert to the elevated sanctions risk environment and would have ensured that any new Russian-connected counterparty — particularly one with the risk indicators described above — received enhanced due diligence. Hargrave's approval of Petronova's onboarding without ensuring such enhanced due diligence is consistent with a deliberate decision not to investigate further.

4. Active resistance to enhanced due diligence. Perhaps the most significant indicator of willful blindness is the evidence, provided by Gerald Fisk, that Hargrave actively resisted the compliance function's efforts to conduct enhanced due diligence on Petronova. Fisk (former Chief Compliance Officer, DTI; departed June 10, 2022) stated in his June 8, 2022 interview — at which his personal counsel, Catherine Blackthorn of Blackthorn & Associates LLP, was present — that Hargrave had on at least one occasion pushed back against enhanced due diligence requests from the compliance function regarding Petronova, characterizing them as "unnecessary" and "slowing down the deal." Fisk recalled this pushback occurring in or around March 2020, proximate to the execution of the first flagged transaction. Fisk's account, if credited, is powerful evidence that Hargrave did not merely fail to seek out information about Petronova's connections but affirmatively sought to prevent the compliance function from uncovering such information. This conduct is squarely within the paradigm of willful blindness.

5. Sanctions environment. The period from March 2020 through April 2022 was characterized by a progressive tightening of U.S. sanctions on the Russian energy sector. Volkhov Industrial Group's designation under OFAC Directive 2 on November 15, 2019 was part of a broader U.S. government effort to impose costs on Russian energy-sector entities, which was widely publicized and discussed within the energy trading industry. A senior energy trading executive operating a desk in Dubai — a major hub for Russian-connected energy trading — would have been well aware of the heightened sanctions risk and the need for rigorous counterparty due diligence. Hargrave's claimed ignorance of Petronova's connections, in this context, is difficult to credit.

C. Hargrave's Exculpatory Statements

In his May 25, 2022 interview, Hargrave offered several exculpatory statements in response to questioning by Victoria Chambers. These statements, and their credibility in light of the broader evidentiary record, are summarized below:

1. Petronova as an independent entity. Hargrave stated that he believed Petronova to be an independent Dubai-based trading company with no connection to any sanctioned party. This statement is directly challenged by the "Arkady" references in his email correspondence with Volkov, which indicate awareness of a connection between the Petronova business relationship and an individual named Arkady who was based in Moscow and involved in or overseeing Petronova's activities. While the statement may reflect Hargrave's claimed understanding, the documentary evidence creates substantial doubt as to its truthfulness.

2. Reliance on the compliance function. Hargrave stated that he relied on Gerald Fisk and the DTI compliance function to screen counterparties and to flag any sanctions concerns. This defense is significantly undermined by two factors. First, Fisk's testimony indicates that Hargrave actively pushed back against enhanced due diligence requests regarding Petronova, which is inconsistent with genuine reliance on

MEMORANDUM
PRIVILEGED & CONFIDENTIAL ATTORNEY-CLIENT PRIVILEGE / ATTORNEY WORK PRODUCT
TO: Victoria Chambers, Responsible Partner Howard Quinn, Billing Partner Conrad Reeves, Senior Counsel
FROM: Jasmine Thornton, Lead Associate, White Collar & Investigations
DATE: September 1, 2022
RE: Assessment of Derek Hargrave's Role in Suspect Transactions and Knowledge of Volkhov Industrial Group Connections — Dunmore Energy Holdings Ltd. DOJ Inquiry
MATTER NO.: 1016-00009
CONFIDENTIALITY NOTICE: This memorandum was prepared in anticipation of litigation and at the direction of counsel for Dunmore Energy Holdings Ltd. It is protected in its entirety by the attorney-client privilege and the work product doctrine. This memorandum contains mental impressions, conclusions, opinions, and legal theories of counsel. It is not to be disclosed, distributed, or reproduced in any form, in whole or in part, without the prior written authorization of Victoria Chambers, Responsible Partner, Calderwood & Harkness LLP. Any inadvertent disclosure does not constitute a waiver of any applicable privilege or protection.
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I. Executive Summary
The purpose of this memorandum is to assess the role of Derek Hargrave, in his capacity as President of Dunmore Trading International Ltd. ("DTI"), in approving and directing a series of suspect transactions with Petronova Trading FZE ("Petronova") and Zenith Petroleum DMCC ("Zenith Petroleum"), and to evaluate the extent of Hargrave's knowledge of the connections between those counterparties and Volkhov Industrial Group JSC ("Volkhov"), an entity designated by the U.S. Department of the Treasury's Office of Foreign Assets Control ("OFAC"). This assessment is prepared in connection with the ongoing inquiry by the U.S. Department of Justice ("DOJ") into the activities of Dunmore Energy Holdings Ltd. ("Dunmore" or the "Company") and its subsidiaries.
Hargrave served as President of DTI from 2017 through his placement on administrative leave on July 1, 2022, and his formal separation from Dunmore on October 1, 2022. DTI is a limited company domiciled in the Dubai International Financial Centre ("DIFC"), holding DIFC License No. CL-4827, with its principal office located at Level 14, Gate Building 3, DIFC, P.O. Box 506774, Dubai, United Arab Emirates. Throughout his tenure, Hargrave maintained direct supervisory authority over DTI's Dubai-based trading desk, including Natasha Sorokin (Senior Trader), Omar Al-Rashidi (Head of Middle East Operations), Yves Leclerc (Director of Logistics & Shipping), and Rajesh Malhotra (Controller). Critically, Hargrave served as the ultimate approver for all transactions exceeding specified notional value thresholds, as set forth in DTI's internal policies and delegation of authority framework.
Based on the documentary evidence reviewed to date, witness interviews conducted by Calderwood & Harkness — including Hargrave's own interview on May 25, 2022, conducted by Victoria Chambers at Calderwood & Harkness's London office, as well as interviews of Al-Rashidi, Sorokin, Leclerc, Malhotra, and others — and the preliminary forensic analysis performed by Ridgeline Advisory Group LLC (Engagement No. RAG-2022-0319), the evidence supports the conclusion that Hargrave personally approved the majority of the 14 flagged crude oil swap transactions, totaling approximately $218.7 million in notional value. The evidence further supports the conclusion that Hargrave was aware of, or at minimum was willfully blind to, the connections between Petronova and Zenith Petroleum on the one hand, and Volkhov Industrial Group JSC on the other. Multiple independent lines of evidence — including Hargrave's personal communications with Sergei Volkov (Managing Director of Petronova), his travel to Moscow during the period of suspect transactions, his direct instructions regarding payment structuring, and his documented resistance to enhanced due diligence measures — converge to support this assessment.
Hargrave has retained personal counsel: James Overstreet of Overstreet & McClain PLLC, Dallas, Texas, who entered his appearance on or about July 5, 2022. Since that date, Hargrave has not made himself available for further interviews by Calderwood & Harkness at the instruction of his personal counsel.
This memorandum should be read in conjunction with the following related work product:
• Interview Memorandum for Derek Hargrave (May 25, 2022);
• Memorandum re: Natasha Sorokin — Trading Activity Analysis & Personal Communications Review (September 10, 2022); and
• Memorandum re: Petronova Trading FZE — Beneficial Ownership Analysis (June 15, 2022).
Additional cross-references to related memoranda are provided in the appendices to this memorandum.
II. Background
A. Derek Hargrave — Biographical and Employment Information
Derek Hargrave is a British citizen and long-term resident of the United Arab Emirates. He has been based in Dubai throughout the period relevant to this inquiry.
Hargrave was appointed President of Dunmore Trading International Ltd. in 2017, following progressively senior roles within Dunmore's trading operations spanning more than a decade. Prior to assuming the presidency of DTI, Hargrave served in various capacities within Dunmore's London and Singapore trading desks, where he developed significant expertise in crude oil and refined products trading, with particular focus on the Middle Eastern and Central Asian markets.
In his capacity as President of DTI, Hargrave reported directly to Callum Renshaw, the Chief Executive Officer of Dunmore Energy Holdings Ltd., based in Houston, Texas. Hargrave was responsible for overseeing all trading desk operations at DTI, including crude oil trading, refined products trading, and oilfield equipment transactions. His responsibilities specifically included approving counterparty relationships, authorizing transactions above specified dollar thresholds, and managing the profit and loss performance of the Dubai trading desk. As discussed further below, Hargrave maintained final signoff authority for all transactions exceeding $5 million in notional value.
According to Dunmore's human resources and compensation records, Hargrave's annual compensation package for fiscal year 2021 (base salary plus discretionary performance bonus) totaled approximately $1.85 million, exclusive of equity participation and other long-term incentive arrangements. His compensation placed him among the highest-paid individuals within the Dunmore corporate family, reflecting both the scale and strategic importance of DTI's trading operations.
Hargrave was placed on administrative leave effective July 1, 2022, following the escalation of the internal investigation and the engagement of personal counsel. He was formally separated from Dunmore effective October 1, 2022. His separation was structured as a termination for cause, the terms of which are addressed in a separate memorandum prepared by the employment law team.
Hargrave retained personal counsel, James Overstreet of Overstreet & McClain PLLC, 2200 Ross Avenue, Suite 3600, Dallas, Texas 75201, on or about July 1, 2022. Overstreet entered his formal appearance on July 5, 2022.
B. Dunmore Trading International Ltd. — Organizational Overview
Dunmore Trading International Ltd. is the Dubai-based trading subsidiary of Dunmore Energy Holdings Ltd., the parent entity of the Dunmore corporate group. Dunmore Energy Holdings Ltd. is a Cayman Islands registered company (Registration No. MC-334821) with its principal executive offices in Houston, Texas. DTI was established to conduct Dunmore's crude oil and refined products trading operations in the Middle East, North Africa, and Central Asian markets, and to facilitate oilfield equipment procurement and export for Dunmore's broader operations.
The DTI operations at issue in this inquiry include three principal categories of activity: (i) crude oil and refined products trading, conducted primarily through swap and forward contracts with regional and international counterparties; (ii) oilfield equipment procurement and export facilitation, in which DTI sourced and arranged the shipment of drilling equipment and components to end users in various jurisdictions; and (iii) trade finance and payment processing through DTI's banking relationships.
The key personnel under Hargrave's direct supervision during the relevant period included the following individuals:
• Natasha Sorokin — Senior Trader. Sorokin was the primary trader responsible for executing crude oil swap transactions on the Dubai trading desk. She had delegated authority to approve transactions up to $5 million in notional value. Sorokin was placed on administrative leave on May 16, 2022, and was formally separated from Dunmore on September 15, 2022. Her role is analyzed in detail in the Memorandum re: Natasha Sorokin — Trading Activity Analysis & Personal Communications Review (September 10, 2022).
• Omar Al-Rashidi — Head of Middle East Operations. Al-Rashidi was responsible for managing DTI's operational footprint across the Middle East and served as a senior member of Hargrave's management team. Al-Rashidi is a cooperating witness and has provided detailed information through multiple interview sessions. His cooperation is analyzed in the Memorandum re: Omar Al-Rashidi — Cooperation Assessment & Debriefing Summary (August 25, 2022).
• Yves Leclerc — Director of Logistics & Shipping. Leclerc, a French national, was responsible for managing the logistics, shipping, and documentation processes associated with DTI's oilfield equipment transactions. His role in the Caspian Logistik shipments is analyzed in the Memorandum re: Yves Leclerc — Role in Logistics & Shipping Arrangements (September 20, 2022).
• Rajesh Malhotra — Controller. Malhotra managed trade finance operations and payment processing for DTI, including the management of banking relationships and the execution of wire transfers. His knowledge of payment structuring is analyzed in the Memorandum re: Rajesh Malhotra — Controller's Knowledge of Payment Structuring (October 20, 2022, forthcoming).
DTI's principal trade finance banking relationship was maintained with Crescent Commercial Bank PJSC, based in the DIFC, Dubai, with Khalid Mansour serving as DTI's designated relationship manager. As discussed in Section IV.E below, the Crescent Commercial Bank relationship is central to the payment structuring analysis.
DTI's transaction approval authority structure was formalized in its internal Delegation of Authority Policy (Policy No. DTI-GOV-003, effective January 1, 2019, last revised March 15, 2021). Under this framework, Hargrave held final approval authority for all transactions exceeding $5 million in notional value. Sorokin held delegated authority for transactions up to and including $5 million. In practice, as discussed below, the evidence shows that Hargrave was informed of and acquiesced to substantially all trading activity on the desk, including transactions within Sorokin's delegated authority.
C. The Suspect Transactions — Summary
Between approximately March 2020 and April 2022, DTI's trading desk executed a series of transactions that are the subject of the current DOJ inquiry and the internal investigation conducted by Calderwood & Harkness on behalf of Dunmore. The suspect transactions fall into three categories:
1. Crude Oil Swap Transactions. DTI executed 14 crude oil swap transactions with Petronova Trading FZE and Zenith Petroleum DMCC, totaling approximately $218.7 million in aggregate notional value. These transactions were structured as commodity swap agreements in which DTI and the relevant counterparty exchanged payment obligations based on the price of crude oil benchmarks (primarily Brent and Dubai Mercantile Exchange Oman crude). Based on preliminary findings from Ridgeline Advisory Group LLC, at least 9 of the 14 transactions — representing approximately $156.3 million in aggregate notional value — involved crude oil that was ultimately sourced from, or destined for, entities controlled by or affiliated with Volkhov Industrial Group JSC. A detailed timeline and breakdown of these transactions is set forth in Appendix B to this memorandum.
2. Oilfield Equipment Exports. DTI facilitated the export of oilfield drilling equipment and components valued at approximately $12.4 million, shipped to end users in Russia via Caspian Logistik GmbH, a logistics company based in Hamburg, Germany. The exported items included equipment classified under Export Administration Regulations ("EAR") Export Control Classification Numbers ("ECCN") 2B350 and 2B999, potentially in violation of EAR §746.5 (Russia/Belarus sanctions controls) and applicable OFAC prohibitions. The Caspian Logistik transactions are analyzed in detail in Section IV.D below and in the Memorandum re: Caspian Logistik GmbH — Export Shipment Analysis & End-User Certificate Review (July 20, 2022).
3. Structured Payments. Ridgeline Advisory Group identified approximately $34.2 million in payments, spread across 127 individual transactions, that were routed through intermediary accounts at Crescent Commercial Bank PJSC between March 2020 and March 2022. The structuring and routing of these payments, as analyzed in Section IV.E below, is consistent with an intent to obscure the ultimate beneficial ownership of the receiving parties and their connection to Volkhov-controlled entities.
For purposes of the sanctions analysis, the following designations are relevant:
• Volkhov Industrial Group JSC was designated under OFAC Directive 2 (sectoral sanctions applicable to the Russian energy sector, pursuant to Executive Order 13662) on November 15, 2019. This designation predates the earliest suspect transaction by approximately four months.
• Volkhov Industrial Group JSC was subsequently added to the OFAC Specially Designated Nationals and blocked Persons List ("SDN List") under the full blocking provisions of Executive Order 14024 on April 6, 2022. This full blocking designation occurred approximately one week before the last identified suspect transaction.
The progression from sectoral sanctions to full blocking designation is significant in assessing the applicable legal framework and the evolving nature of the prohibitions during the relevant period, as discussed further in Section VI.C below.
III. Scope of Review and Sources
A. Documentary Evidence
The documentary review underlying this memorandum is based upon a subset of the 2,347,812 documents collected by Nexagen Analytics Inc. (Project No. NX-DEH-2204) across six jurisdictions as part of the broader internal investigation. This collection encompasses email communications, electronic files, instant messages, calendar entries, and hard-copy documents sourced from custodians, systems, and physical locations identified as relevant to the inquiry.
The review team prioritized Hargrave's custodial files, which were among the first collected and processed. Hargrave's custodial collection includes his DTI email account (derek.hargrave@dti-dunmore.com), his personal mobile phone (collected by Nexagen Analytics on May 18, 2022, pursuant to the Company's custodial hold procedures), his DTI workstation, and his physical office files at DTI's DIFC premises. The collection also includes documents from shared drives and collaboration platforms to which Hargrave had access.
Key document categories reviewed for this memorandum include, but are not limited to:
• Internal DTI transaction approval records and sign-offs, including trade tickets, approval forms, and internal deal memoranda for each of the 14 flagged crude oil swap transactions;
• Email correspondence between Hargrave and Sorokin, Al-Rashidi, Leclerc, and Malhotra, spanning the period from January 2019 through May 2022;
• Email and messaging communications between Hargrave and Sergei Volkov, Managing Director of Petronova Trading FZE, including both DTI email and personal messaging platforms;
• Email communications between Hargrave and Farhan Qureshi, Managing Director of Zenith Petroleum DMCC;
• DTI internal trade tickets and blotters documenting the execution and settlement of crude oil swap transactions;
• Counterparty onboarding and Know Your Customer ("KYC") files for Petronova Trading FZE and Zenith Petroleum DMCC, including counterparty approval forms, beneficial ownership declarations, and sanctions screening results;
• Crescent Commercial Bank PJSC wire transfer records and associated payment instructions for transactions between DTI accounts and Petronova, Zenith Petroleum, and intermediary accounts;
• Hargrave's travel and expense records, including travel authorization forms, expense reports, credit card statements, and reimbursement requests, with particular focus on trips to Moscow and meetings in Dubai with Sergei Volkov;
• Calendar entries and meeting invitations from Hargrave's DTI Outlook calendar; and
• DTI internal policies and procedures, including the Delegation of Authority Policy, the Counterparty Onboarding Policy, and the Trade Compliance Manual.
Documents cited in this memorandum are referenced by their Bates-stamp numbers assigned during the two production tranches made to DOJ: the first tranche (DEH-DOJ-000001 through DEH-DOJ-247316) produced on June 30, 2022, and the second tranche (DEH-DOJ-247317 through DEH-DOJ-438916) produced on August 15, 2022. Specific Bates references are provided throughout this memorandum where individual documents are cited. A consolidated list of key documents reviewed is provided in Appendix A.
B. Witness Interviews
The investigation team conducted interviews of seven witnesses relevant to the assessment of Hargrave's role. The details of each interview are summarized below.
Derek Hargrave. Hargrave was interviewed on May 25, 2022, by Victoria Chambers at Calderwood & Harkness's London office. The interview was conducted prior to Hargrave's retention of personal counsel. At the outset of the interview, Chambers administered an Upjohn warning, advising Hargrave that Calderwood & Harkness represented Dunmore Energy Holdings Ltd. and not Hargrave individually, that the purpose of the interview was to gather facts in connection with the internal investigation, that the attorney-client privilege for the interview belonged to the Company and could be waived by the Company at its sole discretion, and that the interview was voluntary. Hargrave acknowledged his understanding of the Upjohn warning and agreed to proceed with the interview. A detailed memorandum of the Hargrave interview was prepared contemporaneously and is cross-referenced in Appendix D. Hargrave subsequently retained James Overstreet of Overstreet & McClain PLLC on or about July 1, 2022. No subsequent interview of Hargrave has been conducted, as Overstreet has instructed that Hargrave will not make himself available for further interviews by Calderwood & Harkness.
Natasha Sorokin. Sorokin was interviewed on June 2, 2022, by Jasmine Thornton and Liam Donahue at Calderwood & Harkness's Dubai office. An Upjohn warning was administered. Sorokin provided detailed information regarding Hargrave's knowledge of and involvement in the Petronova transactions, as well as the nature of Hargrave's relationship with Sergei Volkov. Sorokin's account is discussed in detail in Section IV below. Sorokin subsequently retained Philip Keane of Wexford Keane LLP as personal counsel. A separate memorandum addressing Sorokin's trading activity and personal communications has been prepared (September 10, 2022).
Omar Al-Rashidi. Al-Rashidi was interviewed on June 14, 2022, by Jasmine Thornton at Calderwood & Harkness's Dubai office. An Upjohn warning was administered. Al-Rashidi indicated his willingness to cooperate fully with the investigation and has been designated as a cooperating witness. Al-Rashidi provided corroborating testimony regarding Hargrave's role in approving the suspect transactions and his awareness of the Petronova relationship. A separate cooperation assessment and debriefing summary has been prepared (August 25, 2022).
Yves Leclerc. Leclerc was interviewed on June 22, 2022, by Amara Osei at Calderwood & Harkness's London office. An Upjohn warning was administered. Leclerc described Hargrave's involvement in directing logistics arrangements for equipment exports routed through Caspian Logistik GmbH, including Hargrave's instruction to accept end-user certifications without independent verification. Leclerc's testimony is discussed in detail in Section IV.D below. A separate memorandum addressing Leclerc's role has been prepared (September 20, 2022).
Rajesh Malhotra. Malhotra was interviewed during the second round of witness interviews (August–September 2022) by Nicholas Ferreira at Calderwood & Harkness's Dubai office. An Upjohn warning was administered. Malhotra described in detail the payment processing instructions he received from Hargrave and Sorokin regarding the routing of payments through Crescent Commercial Bank PJSC intermediary accounts. Malhotra's account is discussed in Section IV.E below. A separate memorandum addressing Malhotra's knowledge of payment structuring is forthcoming (expected October 20, 2022).
Callum Renshaw (CEO). Renshaw was interviewed on May 23, 2022, by Jasmine Thornton at Dunmore's Houston offices. An Upjohn warning was administered. Renshaw described Hargrave's reporting lines, the degree of operational autonomy afforded to the DTI trading desk, and the extent of Houston-based oversight of DTI's activities. Renshaw stated that he had regular calls with Hargrave but relied on Hargrave to manage the day-to-day operations of DTI, including counterparty selection and transaction execution. Renshaw indicated that he did not have direct visibility into individual counterparty relationships maintained by the Dubai desk.
Sandra Whitfield (CFO). Whitfield was interviewed on May 30, 2022, by Nicholas Ferreira at Dunmore's Houston offices. An Upjohn warning was administered. Whitfield described the financial reporting received from DTI, including consolidated trading performance reports and quarterly financial statements. Whitfield stated that DTI's financial reporting did not typically identify individual counterparties by name at the level reviewed by the Houston finance team, and that she had limited visibility into the specific counterparty relationships maintained by the Dubai trading desk.
Additionally, the investigation team conducted an interview of Gerald Fisk (former Chief Compliance Officer, DTI), who departed the Company on June 10, 2022. Fisk was interviewed on June 8, 2022, by Nicholas Ferreira. Fisk's personal counsel, Catherine Blackthorn of Blackthorn & Associates LLP, was present during the interview. Fisk's statements are referenced in Sections IV and V of this memorandum where relevant to the assessment of Hargrave's knowledge. A separate memorandum addressing Fisk's compliance failures and supervisory deficiencies has been prepared (August 15, 2022).
C. Forensic Accounting Analysis
Calderwood & Harkness engaged Ridgeline Advisory Group LLC to perform a forensic accounting analysis of DTI's transaction flows, payment structures, and counterparty relationships during the relevant period. The engagement is led by Dr. Margaret Liu, CPA, CFE, under Engagement No. RAG-2022-0319. Ridgeline's scope of work includes: (i) forensic tracing of transaction flows to identify the sources and destinations of crude oil underlying the swap transactions; (ii) payment structuring analysis to identify patterns consistent with intentional structuring or layering of payments through intermediary accounts; (iii) identification of the 9 tainted crude oil swap transactions involving Volkhov-controlled entities; and (iv) analysis of the Caspian Logistik equipment shipments and end-user diversion indicators.
Ridgeline's final forensic accounting report was delivered on April 1, 2023, and is incorporated by reference in subsequent versions of this memorandum. This memorandum reflects Ridgeline's preliminary findings as communicated to Calderwood & Harkness as of September 1, 2022, through interim reports and working sessions. All financial figures cited herein are based on Ridgeline's preliminary analysis and are subject to revision upon completion of the final report.
IV. Detailed Analysis of Hargrave's Role
A. Transaction Approval Authority and Exercise
Under DTI's Delegation of Authority Policy (Policy No. DTI-GOV-003, effective January 1, 2019, last revised March 15, 2021), Hargrave held final signoff authority for all transactions exceeding $5 million in notional value. This threshold applied to all categories of DTI trading activity, including crude oil swap transactions, refined products trades, and oilfield equipment transactions. Transactions at or below the $5 million threshold could be approved by Sorokin as Senior Trader, subject to post-trade reporting to Hargrave and periodic desk reviews.
Of the 14 flagged crude oil swap transactions with Petronova and Zenith Petroleum, totaling approximately $218.7 million in aggregate notional value, at least 12 exceeded the $5 million threshold. Accordingly, each of those 12 transactions required Hargrave's personal approval under DTI's internal policies, and his approval was required to be documented on the internal trade ticket before execution could proceed. The remaining 2 transactions, which fell below the $5 million threshold, were within Sorokin's delegated authority.
Documentary evidence confirms that Hargrave exercised his approval authority over these transactions. Internal trade blotters maintained by the DTI trading desk, approval stamps applied to trade ticket forms, and email confirmations transmitted by Sorokin to Hargrave for signoff collectively demonstrate that Hargrave's name or electronic signature appears on approval records for at least 11 of the 14 flagged transactions. See DEH-DOJ-024781 (trade ticket for March 12, 2020 Petronova swap, $17.4 million notional, bearing Hargrave's electronic approval); DEH-DOJ-058923 (trade ticket for June 22, 2020 Petronova swap, $14.8 million notional, bearing Hargrave's electronic approval); DEH-DOJ-112447 through DEH-DOJ-112503 (series of trade tickets for transactions executed between September 2020 and November 2021, each bearing Hargrave's approval notation). Additional specific Bates references are provided in Appendix B.
For the 12th transaction that exceeded the $5 million threshold, the trade ticket in the document production is partially illegible, but the corresponding email confirmation from Sorokin to Hargrave (DEH-DOJ-189432) references Hargrave's verbal approval, and no evidence of objection by Hargrave has been identified. For the remaining 2 transactions within Sorokin's delegated authority, email evidence shows that Hargrave was copied on the trade confirmations at the time of execution and voiced no objection or concern. See DEH-DOJ-204116 (email from Sorokin to Hargrave, copying Al-Rashidi, confirming execution of a $3.2 million Petronova swap, December 14, 2021); DEH-DOJ-261543 (email from Sorokin to Hargrave, confirming execution of a $4.7 million Zenith Petroleum swap, February 3, 2022).
In sum, the documentary record establishes that Hargrave personally approved — or was aware of and acquiesced in — all 14 of the flagged crude oil swap transactions. There is no evidence that any of these transactions were executed without Hargrave's knowledge or outside the scope of his supervisory authority.
B. Counterparty Onboarding — Petronova Trading FZE
Petronova Trading FZE was established as a Jebel Ali Free Zone establishment and was registered at Office 1407, Al Shafar Tower, Dubai Internet City, Dubai, UAE. Its managing director and sole shareholder of record was Sergei Volkov, a Russian national. Petronova was onboarded as a DTI counterparty in or around February 2020, approximately one month before the first flagged crude oil swap transaction.
The counterparty onboarding was conducted pursuant to DTI's Counterparty Onboarding Policy (Policy No. DTI-COMP-007). Under this policy, the onboarding of a new counterparty required the completion of a Counterparty Approval Form, a KYC questionnaire, sanctions screening through DTI's compliance function, and the approval of the President of DTI for counterparties expected to engage in transactions exceeding certain volume thresholds. Hargrave personally approved Petronova's onboarding by signing the Counterparty Approval Form. See DEH-DOJ-003291 (Counterparty Approval Form for Petronova Trading FZE, dated February 7, 2020, bearing Hargrave's signature in the "President — Approval" block).
The KYC file assembled for Petronova, prepared under Hargrave's supervision by the DTI compliance function (then headed by Gerald Fisk), identified Sergei Volkov as the managing director and sole shareholder of record. The file included a beneficial ownership declaration signed by Volkov affirming that he was the ultimate beneficial owner of Petronova. The KYC file did not disclose — and there is no indication that it investigated — Volkov's relationship to Arkady Volkhov, Chairman of Volkhov Industrial Group JSC. The sanctions screening conducted at the time of onboarding (using Kestrel Software and Dow Jones risk screening databases, per DTI's standard practice) did not return a match for Petronova or Volkov, as neither was itself a designated person or entity at that time.
Subsequent analysis has significantly undermined the adequacy of the Petronova KYC file. In the Memorandum re: Petronova Trading FZE — Beneficial Ownership Analysis (prepared by Liam Donahue, dated June 15, 2022), forensic corporate registry research, open-source intelligence analysis, and review of leaked financial records established that Sergei Volkov is a close associate — and is believed to be a family member, likely a nephew — of Arkady Volkhov, the Chairman of Volkhov Industrial Group JSC. The analysis further established that Petronova served as a front entity for Volkhov-controlled commercial activities, with its principal purpose being to facilitate trade in crude oil and petroleum products on behalf of or for the benefit of the Volkhov group while insulating those transactions from sanctions screening scrutiny. The Petronova beneficial ownership analysis identified multiple indicators of Volkhov control, including common directors between Petronova and known Volkhov subsidiaries, overlapping registered agents, and financial flows traceable to Volkhov-controlled bank accounts.
Email correspondence between Hargrave and Volkov predating the formal counterparty onboarding is significant. Communications dating from January 2020 show that Hargrave was introduced to Volkov by a mutual contact at an industry conference in Dubai (likely the Middle East Petroleum & Gas Conference held January 14–16, 2020, based on Hargrave's calendar entries). See DEH-DOJ-002187 (email from Hargrave to Volkov, January 22, 2020, with the subject line "Great to meet you in Dubai — following up"). The correspondence between Hargrave and Volkov from this early period displays a familiar and friendly tone that suggests a pre-existing personal relationship or a rapid development of personal rapport beyond typical commercial interactions. By the time of the first flagged transaction in March 2020, Hargrave and Volkov were communicating on a first-name basis and exchanging messages on subjects unrelated to DTI business, including social invitations and personal travel plans.
In his May 25, 2022 interview, Hargrave addressed the Petronova relationship directly. He stated that he understood Petronova to be an independent Dubai-based trading company with no connection to any sanctioned party. He denied knowledge of any relationship between Sergei Volkov and Arkady Volkhov or Volkhov Industrial Group. He stated that he relied on the KYC file prepared by the compliance function, including the sanctions screening conducted under Gerald Fisk's supervision, to identify any sanctions concerns. He characterized his relationship with Volkov as a normal commercial relationship supplemented by personal friendship, and denied that Volkov had ever disclosed connections to Volkhov Industrial Group in any conversation. These statements are assessed in detail in Section V below.
C. Counterparty Onboarding — Zenith Petroleum DMCC
Zenith Petroleum DMCC was registered as a Dubai Multi Commodities Centre ("DMCC") company, with its registered office at Unit 2201, Jumeirah Bay Tower X2, Cluster X, Jumeirah Lakes Towers, Dubai, UAE. Its managing director was Farhan Qureshi, a Pakistani national with long-term UAE residency.
Zenith Petroleum was involved in 2 of the 14 flagged crude oil swap transactions with DTI. While the Zenith Petroleum transactions represented a smaller portion of the total suspect transaction volume compared to the Petronova transactions, the Zenith Petroleum relationship raises distinct concerns related to the layering of counterparty relationships and the potential use of multiple front entities to distribute sanctions evasion risk across counterparties.
Hargrave approved the onboarding of Zenith Petroleum as a DTI counterparty and personally signed off on the two transactions involving that entity. See DEH-DOJ-156822 (Counterparty Approval Form for Zenith Petroleum DMCC, dated August 15, 2020, bearing Hargrave's signature); DEH-DOJ-198744 and DEH-DOJ-234891 (trade tickets for the two Zenith Petroleum transactions, dated October 7, 2021 and February 3, 2022, respectively, each bearing Hargrave's approval notation).
The documentary evidence shows comparatively limited direct communication between Hargrave and Farhan Qureshi. The majority of communications regarding the Zenith Petroleum transactions were between Sorokin and Qureshi, with Hargrave copied on key correspondence. However, the limited volume of direct Hargrave-Qureshi communications does not diminish the significance of Hargrave's formal approval of both the counterparty relationship and the individual transactions.
The Zenith Petroleum counterparty due diligence memorandum, prepared by Amara Osei and dated July 5, 2022, assessed the extent of Zenith Petroleum's connections to Volkhov-controlled entities. That analysis identified corporate registry connections and shared intermediaries linking Zenith Petroleum to the broader Volkhov commercial network, though the evidence of Volkhov control over Zenith Petroleum is less direct than in the case of Petronova. The analysis concluded that Zenith Petroleum likely functioned as a secondary front entity, potentially operating at one or more removes from direct Volkhov ownership but serving a complementary role in the network of entities facilitating trade on behalf of Volkhov-connected interests.
D. Oilfield Equipment Exports via Caspian Logistik GmbH
Between approximately August 2020 and January 2022, DTI facilitated the export of oilfield drilling equipment and components valued at approximately $12.4 million to end users in Russia. The equipment was shipped through the logistics intermediary Caspian Logistik GmbH, a Hamburg-based company (registered at Mönckebergstraße 22, 20095 Hamburg, Germany) managed by Klaus Weidemann, a German national. The exported items included equipment and components classified under EAR Export Control Classification Numbers 2B350 (chemical/biological manufacturing equipment and related components) and 2B999 (specific processing equipment not controlled by the Wassenaar Arrangement but subject to EAR controls), which are subject to license requirements and end-use restrictions under EAR §746.5 (Russia/Belarus sanctions controls) and applicable OFAC prohibitions.
Hargrave approved the commercial relationship between DTI and Caspian Logistik and personally signed off on the initial equipment sale and logistics arrangement in or around August 2020. See DEH-DOJ-098213 (email from Hargrave to Leclerc, August 4, 2020, directing Leclerc to finalize the logistics arrangement with Caspian Logistik); DEH-DOJ-099001 (Caspian Logistik services agreement, executed August 12, 2020, with Hargrave's authorization noted in the DTI signatory block).
The testimony of Yves Leclerc, Director of Logistics & Shipping, is particularly significant with respect to Hargrave's role in the equipment export transactions. In his June 22, 2022 interview, Leclerc stated that Hargrave directed him to use Caspian Logistik GmbH as the logistics intermediary for the equipment shipments, notwithstanding the availability of DTI's existing logistics partners who had established track records with Dunmore's compliance function. Critically, Leclerc stated that Hargrave indicated that the end-user certifications provided by Caspian Logistik should be accepted without further verification. Leclerc recalled Hargrave's specific instruction as follows: Hargrave told Leclerc that Caspian Logistik's end-user certificates were "in order" and that DTI did not need to conduct its own independent end-user verification, characterizing such verification as unnecessary given the established relationship with Weidemann. Leclerc stated that he followed Hargrave's instructions but had reservations about the adequacy of the end-user documentation, which he did not formally escalate because Hargrave, as President, was the highest-ranking officer at DTI and the de facto final authority on such matters.
The end-user certificates provided by Caspian Logistik identified non-Russian end users — specifically, entities located in Kazakhstan and Georgia — as the intended recipients of the equipment. However, shipping documents reviewed by Ridgeline Advisory Group, including bills of lading, freight forwarding records, and transshipment documentation, indicate that the equipment was transshipped through intermediary ports and that at least a portion of the shipments was ultimately delivered to Russian entities connected to the Volkhov group. The precise proportion of equipment diverted to Russian end users remains under analysis and will be addressed in Ridgeline's final report.
One transaction involving Caspian Logistik is noteworthy for its connection to another Dunmore entity. Tobias Engel, Managing Director of Dunmore Renewables GmbH (Hamburg, Germany), was tangentially involved in a single transaction in which Caspian Logistik's logistics services overlapped with a Dunmore Renewables procurement. Specifically, Dunmore Renewables had procured certain equipment components through a German supplier, and Hargrave authorized an arrangement under which DTI and Dunmore Renewables coordinated to use Caspian Logistik for the consolidated shipment of equipment — a portion for Dunmore Renewables' legitimate operations and a portion for the DTI-directed shipments at issue. Hargrave's authorization of this arrangement is documented in an email exchange with Engel and Leclerc. See DEH-DOJ-143876 (email from Hargrave to Engel and Leclerc, November 3, 2021, approving the consolidated shipment arrangement). Engel's awareness of the ultimate destination of DTI's portion of the shipment is a separate question being analyzed by the investigation team.
The potential legal violations arising from the equipment export transactions include: violation of EAR §746.5 (prohibiting the export, reexport, and in-country transfer of controlled items to Russia and Belarus without a license); violation of applicable OFAC prohibitions related to the involvement of Volkhov-controlled end users; and the potential submission of false end-user certifications, which may give rise to additional criminal liability under the false statements provisions of 18 U.S.C. § 1001 and the EAR enforcement provisions.
E. Payment Structuring Through Crescent Commercial Bank PJSC
Ridgeline Advisory Group's forensic analysis identified approximately $34.2 million in payments routed through intermediary accounts at Crescent Commercial Bank PJSC between March 2020 and March 2022, spread across 127 individual wire transfer transactions. Crescent Commercial Bank PJSC is a UAE-licensed bank with its head office at Al Maktoum Tower, DIFC, Dubai. Khalid Mansour served as DTI's designated relationship manager at Crescent Commercial Bank throughout the relevant period.
The payment flows identified by Ridgeline exhibit characteristics consistent with intentional structuring designed to obscure the ultimate beneficial recipients of the funds. Specifically, payments from DTI's operating accounts at Crescent Commercial Bank were directed to intermediary accounts held at Crescent Commercial Bank and at other banks in the UAE, Singapore, and Switzerland, before being further routed to accounts controlled by Petronova, Zenith Petroleum, and other entities within the Volkhov commercial network. The intermediary accounts were held in the names of entities with no apparent independent commercial purpose, several of which were incorporated in jurisdictions with limited beneficial ownership disclosure requirements.
Rajesh Malhotra, DTI's Controller, provided a detailed account of the payment processing instructions he received in connection with these transactions. In his interview (conducted August–September 2022 by Nicholas Ferreira), Malhotra stated that both Hargrave and Sorokin jointly directed the use of multiple intermediary accounts for payments to Petronova and associated entities. Malhotra described a specific pattern of instruction in which Hargrave or Sorokin would provide him with payment routing instructions that specified the intermediary accounts to be used, the sequence of transfers, and, in some cases, the amounts for individual wire transfers.
Most significantly, Malhotra stated that Hargrave instructed him on multiple occasions to split payments into amounts below certain reporting thresholds and to route payments through at least two intermediary accounts before reaching the ultimate beneficiary. Malhotra recalled that Hargrave characterized these instructions as a means of managing counterparty credit exposure and cash flow timing, explanations that Malhotra initially accepted but came to view with increasing skepticism as the volume and complexity of the structuring escalated. Malhotra stated that he raised his concerns informally with Sorokin on at least one occasion but did not escalate them to the compliance function because Hargrave, as President, was the source of the instructions.
Email evidence corroborates Malhotra's account. Several emails from Hargrave to Malhotra contain specific payment routing instructions that are consistent with deliberate structuring. See DEH-DOJ-167432 (email from Hargrave to Malhotra, September 14, 2020, directing a $6.8 million payment to Petronova to be split into three tranches routed through an intermediary account at Crescent Commercial Bank and a Singapore-based intermediary before reaching Petronova's primary account); DEH-DOJ-212889 (email from Hargrave to Malhotra, March 22, 2021, providing routing instructions for a $4.2 million payment involving two intermediary accounts); DEH-DOJ-287654 (email from Hargrave to Malhotra, October 5, 2021, directing that a $9.1 million payment be divided into five separate wire transfers "to align with payment processing schedules," a characterization inconsistent with the actual counterparty payment terms). Additional emails containing payment routing instructions are catalogued in Appendix A.
The structuring of payments through intermediary accounts, particularly when combined with the deliberate splitting of payments below reporting thresholds and the use of multiple-hop routing sequences, is consistent with an intent to obscure the ultimate beneficial ownership of the receiving parties and the connection of the payment flows to Volkhov-controlled entities. While alternative explanations (such as cash flow management and credit risk mitigation) are theoretically available, the pattern, volume, and specificity of Hargrave's instructions — as documented in both witness testimony and contemporaneous email correspondence — strongly support the inference that the structuring was designed to evade sanctions screening and detection by financial institutions along the payment chain.
F. Hargrave's Relationship with Sergei Volkov — Personal Communications
Beyond the commercial communications analyzed in the preceding sections, email and messaging evidence reveals a significant volume of direct personal communications between Hargrave and Sergei Volkov that extended well beyond the scope of normal counterparty correspondence. The Hargrave-Volkov communications, which are summarized in Appendix C, span the period from January 2020 through at least April 2022 and encompass both DTI email correspondence and personal messaging applications.
The personal communications include social invitations (dinners, sporting events, and hospitality arrangements in Dubai and London), discussions about travel plans (including Hargrave's trips to Moscow, discussed below), exchanges of photographs and personal updates, and references to mutual acquaintances and business associates. The tone and content of the communications are consistent with a close personal friendship rather than a purely commercial relationship between a buyer and a counterparty representative.
Of particular significance are at least three email threads in which Hargrave and Volkov made references to "Arkady," a name that in context is most naturally understood as a reference to Arkady Volkhov, Chairman of Volkhov Industrial Group JSC. In one email (DEH-DOJ-087234, dated April 15, 2020), Volkov wrote to Hargrave: "Arkady is very pleased with how things are progressing — he wants to expand the relationship further." In another (DEH-DOJ-154889, dated January 12, 2021), Volkov referred to "a dinner with Arkady next month in Moscow — you should come." In a third thread (DEH-DOJ-267912, dated August 3, 2021), Hargrave wrote to Volkov: "Please send my regards to Arkady — I hope the Moscow weather is treating him well." These references, while not conclusive standing alone, strongly suggest that Hargrave was aware of Volkov's relationship with an individual named "Arkady" who was involved in or overseeing the Petronova business relationship, and who was based in Moscow. When combined with the other evidence described in this memorandum, these references support the conclusion that Hargrave knew or had reason to know that Petronova was connected to Arkady Volkhov and Volkhov Industrial Group.
Hargrave's travel and expense records further corroborate the existence of a personal dimension to the Hargrave-Volkov relationship with potential connections to Volkhov Industrial Group. The records show that Hargrave made at least two trips to Moscow during the period of suspect transactions: one in November 2020 and one in September 2021. Both trips were of approximately four to five days' duration. Hotel expenses at the Four Seasons Hotel Moscow and entertainment expenses (restaurants, car services, and event tickets) were charged to DTI's corporate credit card. However, neither trip was associated with any documented Dunmore business purpose in Russia. No trip authorization forms, meeting agendas, business development reports, or client entertainment records were filed in connection with either Moscow trip, contrary to DTI's standard travel policy, which required pre-approval and post-travel reporting for all business trips. See DEH-DOJ-178223 (Hargrave's credit card statement, November 2020, showing charges at Four Seasons Hotel Moscow totaling approximately $18,700); DEH-DOJ-241006 (Hargrave's credit card statement, September 2021, showing charges in Moscow totaling approximately $23,400).
During his May 25, 2022 interview, Hargrave described the Moscow trips as "personal travel" and denied that they were related to Dunmore business. He stated that he had friends in Moscow and that the trips were purely social in nature. When asked whether he met with Sergei Volkov during either Moscow trip, Hargrave stated that he "may have seen Sergei briefly" but that the trips were not arranged for the purpose of business meetings. Hargrave did not explain why the travel expenses were charged to DTI's corporate credit card if the trips were personal in nature.
V. Assessment of Hargrave's Knowledge
The critical question for purposes of the DOJ inquiry and Dunmore's cooperation strategy is whether Hargrave knew, or was willfully blind to, the connections between Petronova Trading FZE (and, to a lesser extent, Zenith Petroleum DMCC) and Volkhov Industrial Group JSC, an OFAC-designated entity. This section evaluates the evidence bearing on Hargrave's knowledge, organized by the applicable categories of mental state.
A. Direct Knowledge Indicators
Multiple independent lines of evidence point to Hargrave's actual knowledge of the Volkhov connections. While no single piece of evidence constitutes a "smoking gun" in the form of an explicit written acknowledgment by Hargrave that he knew Petronova was a Volkhov front entity, the cumulative weight of the following indicators is substantial:
1. References to "Arkady" in email correspondence with Volkov. As detailed in Section IV.F above, at least three email threads between Hargrave and Volkov contain references to "Arkady" in a context that strongly suggests a reference to Arkady Volkhov, the Chairman of Volkhov Industrial Group JSC. In one instance, Volkov stated that "Arkady is very pleased with how things are progressing," a statement that directly links an individual named Arkady to the business relationship between Petronova and DTI. In another, Hargrave sent personal regards to "Arkady" through Volkov, demonstrating that Hargrave was at least aware of and had a positive disposition toward an individual by that name who was involved in or connected to the Petronova relationship. While Hargrave might argue that "Arkady" refers to a different individual, the context — a Russian-connected energy trading relationship involving an individual named Sergei Volkov (a surname nearly identical to Volkhov) — renders this a strained interpretation.
2. Moscow travel during the suspect transaction period. Hargrave traveled to Moscow at least twice (November 2020 and September 2021) during the period of suspect transactions. The trips were not associated with any documented Dunmore business purpose, were expensed to DTI's corporate credit card, and were not reported through DTI's standard travel authorization process. The timing of the trips coincides with periods of active trading between DTI and Petronova. The absence of any documented business purpose, combined with Hargrave's characterization of the trips as "personal travel" (while simultaneously charging expenses to DTI), is inconsistent and supports the inference that the trips were related to the Petronova/Volkhov relationship.
3. Personal approval of counterparty onboarding for Petronova and Zenith Petroleum. Hargrave did not merely acquiesce in the Petronova and Zenith Petroleum relationships; he personally approved the onboarding of both entities as DTI counterparties. This placed him in the position of having reviewed the KYC files and having made an affirmative determination that the counterparties were suitable for DTI to transact with. His personal involvement in the onboarding process heightens the significance of any deficiencies in the KYC review process.
4. Direct instructions to Malhotra regarding payment structuring. Hargrave provided specific, documented instructions to Rajesh Malhotra directing him to split payments into amounts below reporting thresholds and to route payments through multiple intermediary accounts before reaching Petronova and associated entities. Such instructions are not consistent with ordinary commercial payment practices and are instead hallmarks of deliberate structuring designed to evade detection. The fact that Hargrave personally directed this structuring — rather than delegating it to Sorokin or leaving it to Malhotra's discretion — indicates a level of hands-on involvement and intentionality that is difficult to reconcile with innocent explanations.
5. Instructions to Leclerc regarding end-user certificates. Hargrave's direction to Yves Leclerc to accept Caspian Logistik's end-user certifications without independent verification represents an affirmative decision to forgo a basic compliance safeguard. This instruction is particularly significant in the context of oilfield equipment exports to Russian-connected logistics intermediaries during a period of active and escalating U.S. sanctions on the Russian energy sector. A senior energy trading executive instructing his logistics director to bypass end-user verification for equipment shipments routed through a Hamburg-based intermediary to purported non-Russian end users — where the equipment was in fact destined for Russian entities — is strong evidence of at least awareness that the end-user certifications were unreliable.
6. Volume and tenor of personal communications with Volkov. The overall volume, frequency, and personal nature of Hargrave's communications with Volkov are inconsistent with Hargrave's characterization of the relationship as a routine commercial counterparty arrangement. The level of personal familiarity, social engagement, and mutual travel suggests a relationship in which substantive information about Volkov's business activities and connections — including his relationship to Arkady Volkhov — would naturally have been shared.
B. Constructive Knowledge / Willful Blindness Indicators
Even if the evidence of actual knowledge were insufficient standing alone, the record strongly supports a finding that Hargrave operated with willful blindness to the Volkhov connections. Under the willful blindness doctrine, as articulated by the Supreme Court in Global-Tech Appliances, Inc. v. SEB S.A., 563 U.S. 754 (2011), a defendant's deliberate avoidance of knowledge can satisfy the knowledge requirement of a criminal statute where the defendant (i) subjectively believed that there was a high probability of the existence of the critical fact, and (ii) took deliberate actions to avoid learning that fact. The following indicators are relevant:
1. Hargrave's position and responsibilities. As President of DTI, Hargrave had ultimate responsibility for all counterparty relationships and trade compliance at the Dubai trading desk. He was not a junior or peripheral figure who might plausibly claim ignorance of the fundamental nature of DTI's counterparties. His role required him to understand the identities, business activities, and risk profiles of DTI's trading counterparties, particularly those involved in large-scale crude oil transactions in a geopolitical environment characterized by extensive and evolving sanctions on Russia's energy sector.
2. Failure to ensure adequate KYC / beneficial ownership analysis for Petronova. The Petronova KYC file was superficial and inadequate by any reasonable standard. Petronova was a recently formed entity (established in 2019) with a thin corporate history, operated by a single shareholder (Volkov) who was a Russian national with a limited public profile. These characteristics — a newly formed free zone entity with a single Russian individual as its sole shareholder, seeking to engage in large-scale crude oil trading — constituted red flags that a reasonably diligent energy trading executive would have recognized and investigated further. Hargrave's failure to ensure that the compliance function conducted a more thorough beneficial ownership analysis — particularly given his personal knowledge of Volkov and the scale of the proposed trading relationship — supports an inference of deliberate avoidance.
3. Red flags at onboarding. At the time Petronova was onboarded in February 2020, Volkhov Industrial Group had already been designated under OFAC Directive 2 (sectoral sanctions on the Russian energy sector, pursuant to Executive Order 13662) since November 15, 2019, approximately three months earlier. A reasonably diligent executive overseeing a trading desk that frequently engaged with Russian-connected counterparties in the energy sector would have been alert to the elevated sanctions risk environment and would have ensured that any new Russian-connected counterparty — particularly one with the risk indicators described above — received enhanced due diligence. Hargrave's approval of Petronova's onboarding without ensuring such enhanced due diligence is consistent with a deliberate decision not to investigate further.
4. Active resistance to enhanced due diligence. Perhaps the most significant indicator of willful blindness is the evidence, provided by Gerald Fisk, that Hargrave actively resisted the compliance function's efforts to conduct enhanced due diligence on Petronova. Fisk (former Chief Compliance Officer, DTI; departed June 10, 2022) stated in his June 8, 2022 interview — at which his personal counsel, Catherine Blackthorn of Blackthorn & Associates LLP, was present — that Hargrave had on at least one occasion pushed back against enhanced due diligence requests from the compliance function regarding Petronova, characterizing them as "unnecessary" and "slowing down the deal." Fisk recalled this pushback occurring in or around March 2020, proximate to the execution of the first flagged transaction. Fisk's account, if credited, is powerful evidence that Hargrave did not merely fail to seek out information about Petronova's connections but affirmatively sought to prevent the compliance function from uncovering such information. This conduct is squarely within the paradigm of willful blindness.
5. Sanctions environment. The period from March 2020 through April 2022 was characterized by a progressive tightening of U.S. sanctions on the Russian energy sector. Volkhov Industrial Group's designation under OFAC Directive 2 on November 15, 2019 was part of a broader U.S. government effort to impose costs on Russian energy-sector entities, which was widely publicized and discussed within the energy trading industry. A senior energy trading executive operating a desk in Dubai — a major hub for Russian-connected energy trading — would have been well aware of the heightened sanctions risk and the need for rigorous counterparty due diligence. Hargrave's claimed ignorance of Petronova's connections, in this context, is difficult to credit.
C. Hargrave's Exculpatory Statements
In his May 25, 2022 interview, Hargrave offered several exculpatory statements in response to questioning by Victoria Chambers. These statements, and their credibility in light of the broader evidentiary record, are summarized below:
1. Petronova as an independent entity. Hargrave stated that he believed Petronova to be an independent Dubai-based trading company with no connection to any sanctioned party. This statement is directly challenged by the "Arkady" references in his email correspondence with Volkov, which indicate awareness of a connection between the Petronova business relationship and an individual named Arkady who was based in Moscow and involved in or overseeing Petronova's activities. While the statement may reflect Hargrave's claimed understanding, the documentary evidence creates substantial doubt as to its truthfulness.
2. Reliance on the compliance function. Hargrave stated that he relied on Gerald Fisk and the DTI compliance function to screen counterparties and to flag any sanctions concerns. This defense is significantly undermined by two factors. First, Fisk's testimony indicates that Hargrave actively pushed back against enhanced due diligence requests regarding Petronova, which is inconsistent with genuine reliance on

MEMORANDUM

PRIVILEGED & CONFIDENTIAL ATTORNEY-CLIENT PRIVILEGE / ATTORNEY WORK PRODUCT

MATTER NO.: 1016-00009

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