IN THE NICOSIA DISTRICT COURT
Case No. 2247/2024
BETWEEN:
THALASSA SHIPPING & LOGISTICS SA (a Société Anonyme organized under the laws of the Hellenic Republic) Applicant
— and —
KORINTHIAN MARITIME HOLDINGS LTD. (a private limited company incorporated in the Republic of Cyprus, Registration No. HE 387421) Respondent
AFFIDAVIT OF ELENA STAVRIDIS IN SUPPORT OF THE APPLICATION FOR RECOGNITION AND ENFORCEMENT OF FOREIGN ARBITRAL AWARD
Filed on behalf of: The Applicant Deponent: Elena Stavridis Date of Affidavit: 9 August 2024 No. of Affidavit: First
I, Elena Stavridis, of 14 Akti Miaouli, 4th Floor, Piraeus 185 35, Greece, make oath and state as follows:
1. I am the Chief Financial Officer of Thalassa Shipping & Logistics SA ("TSL" or the "Applicant"), a Société Anonyme organized under the laws of the Hellenic Republic, with its registered and principal office at 14 Akti Miaouli, 4th Floor, Piraeus 185 35, Greece (Tax Identification Number / ΑΦΜ: EL-801456729). I have held the position of Chief Financial Officer since 1 September 2016 and I am duly authorized by the Board of Directors of TSL to make this affidavit on behalf of TSL in connection with the present proceedings.
2. I make this affidavit in support of TSL's application before this Honourable Court for the recognition and enforcement of LCIA Arbitral Award No. 224718, dated 28 June 2024 (hereinafter referred to as the "Award"), pursuant to the Convention on the Recognition and Enforcement of Foreign Arbitral Awards, done at New York on 10 June 1958 (the "New York Convention"), as implemented in the law of the Republic of Cyprus by the International Commercial Arbitration Law (Law No. 101/1987), the Arbitration Law, Cap. 4, and the relevant provisions of the Cyprus Civil Procedure Rules.
3. The facts deposed to herein are within my personal knowledge, save where otherwise indicated, or are derived from TSL's business records and documents maintained in the ordinary course of TSL's business, to which I have access in my capacity as Chief Financial Officer. Where the matters deposed to are based on information provided to me by others, I identify the source of that information and believe the same to be true. Where matters of legal characterization or procedure are stated, those are matters upon which I have been advised by TSL's legal advisers and which I believe to be correct.
SECTION 1: THE APPLICANT — THALASSA SHIPPING & LOGISTICS SA
4. The Applicant's full legal name is Thalassa Shipping & Logistics SA (in Greek: Θάλασσα Ναυτιλιακή & Εφοδιαστική ΑΕ). TSL is a Société Anonyme (SA) organized under the laws of the Hellenic Republic and registered with the General Electronic Commercial Registry (Γ.Ε.ΜΗ.) in Piraeus, Greece. TSL's registered and principal office is located at 14 Akti Miaouli, 4th Floor, Piraeus 185 35, Greece.
5. TSL was founded in 1987 by the Papadimitriou family and has since grown into one of the leading privately held shipping and logistics enterprises operating in the Eastern Mediterranean, Black Sea, and Arabian Gulf regions. TSL currently operates a diversified fleet of thirty-four (34) vessels, comprising bulk carriers, tankers, and container feeders, providing fully integrated shipping and logistics services to a broad base of international charterers, commodity traders, and industrial counterparties.
6. For the financial year ended 31 December 2023, TSL recorded consolidated annual revenues of approximately six hundred and twenty million Euros (€620,000,000), reflecting the scale and significance of TSL's commercial operations. TSL remains a privately held company: approximately 72% of its issued share capital is held by the Papadimitriou Family Trust (a trust established under Greek law), and the remaining 28% is held by Aegean Capital Partners SA, a Greek private equity and investment firm.
7. The key members of TSL's senior management team are as follows:
(a) Nikolaos Papadimitriou — Chairman and Chief Executive Officer;
(b) Elena Stavridis — Chief Financial Officer (the deponent herein);
(c) Captain Dimitrios Kouretas — Head of Chartering and Operations; and
(d) Ioanna Christodoulou — General Counsel.
8. TSL's primary banking relationship is maintained with Ionian National Bank SA, located at 22 Stadiou Street, Athens 105 64, Greece. TSL also maintains banking relationships with a number of other international financial institutions in the ordinary course of its shipping operations, including correspondent banking facilities in London, Singapore, and Dubai.
9. TSL is a reputable and substantial shipping enterprise with a long track record of reliable commercial performance. The dispute giving rise to the Award, and the need for enforcement proceedings in this jurisdiction, arises from the Respondent's serious and systematic breaches of contractual obligations owed to TSL, as I describe in detail below.
SECTION 2: THE RESPONDENT — KORINTHIAN MARITIME HOLDINGS LTD.
10. The Respondent's full legal name is Korinthian Maritime Holdings Ltd. ("KMH" or the "Respondent"). KMH is a private limited company incorporated in the Republic of Cyprus under the Companies Law, Cap. 113, bearing Cyprus Registration No. HE 387421. Its registered address is 28 Themistokli Dervi Avenue, Suite 601, Nicosia 1066, Cyprus.
11. KMH is a vessel-owning and chartering company that controls, directly and through single-purpose vehicle ("SPV") subsidiaries, a fleet of approximately eighteen (18) dry-bulk carriers. KMH operates as the central holding and management entity for the fleet, with individual vessels held through SPV structures incorporated in various jurisdictions, including the British Virgin Islands, Singapore, and Cyprus.
12. On information and belief, KMH is beneficially owned and controlled by the Volkov family, principally through a series of British Virgin Islands and Cypriot intermediate holding structures. The key personnel associated with KMH are as follows:
(a) Andrei Volkov — the Ultimate Beneficial Owner ("UBO") and de facto director of KMH. Mr. Volkov exercises effective control over all material commercial and corporate decisions of KMH and its subsidiary entities;
(b) Sergei Volkov — Director and son of Andrei Volkov. Sergei Volkov is a registered director of KMH at the Cyprus Companies Registry and acts as his father's representative in day-to-day management matters;
(c) Marina Kazakova — Chief Financial Officer of KMH; and
(d) Alexei Demidov — Director of Fleet Operations.
13. Prior to the commencement of the dispute with TSL, KMH's estimated net asset value was approximately two hundred and eighty million United States dollars (USD $280,000,000), as assessed by reference to the aggregate value of the vessels held through its SPV subsidiaries, KMH's operational cash balances, and its other corporate investments. This estimate is derived from publicly available fleet valuation data cross-referenced with information obtained through TSL's forensic accountants, Hartwell Pemberton LLP, as described further in Section 9 below.
14. In the context of the charter-party arrangements at the centre of this dispute, KMH acted as the disponent owner of the three vessels chartered to TSL, namely the M/V Aegean Fortuna, M/V Crimson Horizon, and M/V Volga Spirit, each of which is described in detail in the next section of this affidavit.
SECTION 3: THE CHARTER-PARTY AGREEMENTS
15. The dispute between TSL and KMH arises from three separate time charter-party agreements entered into between the parties over the period from March 2019 to June 2021. Each of these charters was governed by English law and contained an arbitration clause providing for arbitration under the rules of the London Court of International Arbitration ("LCIA") with London as the seat of arbitration. I set out below the material particulars of each charter.
3.1 M/V *Aegean Fortuna*
16. The first charter-party agreement relates to the vessel M/V Aegean Fortuna and was signed on 15 March 2019. The material particulars of the vessel and the charter are as follows:
(a) Vessel name: M/V Aegean Fortuna;
(b) IMO Number: 9784521;
(c) Vessel type: Supramax Bulk Carrier;
(d) Deadweight tonnage (DWT): 58,200 DWT;
(e) Flag State: Republic of the marshall Islands;
(f) Registered owner (SPV): Dnepr Shipholding Inc., a company incorporated in the British Virgin Islands (BVI Company Registration No. 2014876);
(g) Disponent owner / Charterer's counterparty: Korinthian Maritime Holdings Ltd. (the Respondent);
(h) Governing law: English law; and
(i) Arbitration clause: LCIA arbitration with London as the seat of arbitration.
17. A true copy of the time charter-party agreement for M/V Aegean Fortuna dated 15 March 2019 is exhibited to this affidavit and marked "ES-1".
3.2 M/V *Crimson Horizon*
18. The second charter-party agreement relates to the vessel M/V Crimson Horizon and was signed on 22 January 2020. The material particulars of the vessel and the charter are as follows:
(a) Vessel name: M/V Crimson Horizon;
(b) IMO Number: 9801334;
(c) Vessel type: Handymax Bulk Carrier;
(d) Deadweight tonnage (DWT): 37,500 DWT;
(e) Flag State: Republic of Liberia;
(f) Registered owner (SPV): Korinthian Bulkers (Singapore) Pte. Ltd., a company incorporated in the Republic of Singapore, with its registered address at 80 Robinson Road, #14-02, Singapore 068898;
(g) Disponent owner / Charterer's counterparty: Korinthian Maritime Holdings Ltd. (the Respondent);
(h) Governing law: English law; and
(i) Arbitration clause: LCIA arbitration with London as the seat of arbitration.
19. A true copy of the time charter-party agreement for M/V Crimson Horizon dated 22 January 2020 is exhibited to this affidavit and marked "ES-2".
3.3 M/V *Volga Spirit*
20. The third charter-party agreement relates to the vessel M/V Volga Spirit and was signed on 10 June 2021. The material particulars of the vessel and the charter are as follows:
(a) Vessel name: M/V Volga Spirit;
(b) IMO Number: 9756892;
(c) Vessel type: Panamax Bulk Carrier;
(d) Deadweight tonnage (DWT): 76,400 DWT;
(e) Flag State: Republic of Cyprus;
(f) Registered owner (SPV): Dnepr Shipholding Inc. (BVI Company Registration No. 2014876);
(g) Disponent owner / Charterer's counterparty: Korinthian Maritime Holdings Ltd. (the Respondent);
(h) Governing law: English law; and
(i) Arbitration clause: LCIA arbitration with London as the seat of arbitration.
21. A true copy of the time charter-party agreement for M/V Volga Spirit dated 10 June 2021 is exhibited to this affidavit and marked "ES-3".
3.4 Common Terms
22. I emphasize that all three of the charter-party agreements described above share the following common features that are material to the present application:
(a) All three charters were governed by English law;
(b) All three contained LCIA arbitration clauses specifying London, England, as the seat of arbitration;
(c) In each case, KMH was the disponent owner and counterparty to TSL; and
(d) The charter-parties were entered into in the context of a broader commercial relationship between TSL and KMH that had been in place since approximately 2017 and that involved multiple vessel employments.
23. True copies of the three charter-party agreements are exhibited hereto as "ES-1", "ES-2", and "ES-3" respectively.
SECTION 4: KMH'S REPUDIATORY BREACHES
24. Beginning in mid-2022, KMH engaged in a deliberate and coordinated pattern of repudiatory breach across all three charter-party agreements. The breaches were systematic in nature and, as found by the Tribunal, were part of a calculated strategy by KMH and its principals to extract themselves from charter commitments that had become unfavourable to KMH in light of changing market conditions. I describe below the principal breaches in respect of each vessel.
4.1 Wrongful Early Redelivery of M/V *Aegean Fortuna*
25. On or about 18 June 2022, KMH wrongfully redelivered the M/V Aegean Fortuna to TSL, notwithstanding that approximately fourteen (14) months remained on the agreed charter period. The redelivery was effected without TSL's consent, without lawful justification, and in clear breach of the minimum charter period provisions of the time charter-party.
26. KMH purported to rely on alleged mechanical deficiencies of the vessel as grounds for early redelivery. However, the Tribunal found, on the basis of extensive expert engineering evidence adduced by both parties, that the alleged deficiencies were either non-existent or were matters of routine maintenance that did not entitle KMH to redeliver the vessel. The Tribunal characterized KMH's conduct as a repudiatory breach of the time charter-party, which TSL accepted as terminating the charter.
27. The wrongful early redelivery caused TSL substantial loss, including the loss of hire income for the unexpired charter period, the cost of repositioning the vessel, and losses arising from the difference between the contracted charter rate and the market rate prevailing at the date of redelivery. The quantum of these losses is addressed in Section 6 below.
4.2 Failure to Pay Hire on M/V *Crimson Horizon*
28. In respect of the M/V Crimson Horizon, KMH ceased to make hire payments from 1 July 2022 onwards, notwithstanding that the charter remained in full force and effect and the vessel was being made available by TSL in accordance with the terms of the charter-party. No notice of any alleged off-hire event was given, and no lawful basis for the withholding of hire was advanced by KMH at the time of the default.
29. Hire arrears accumulated to a total of four million, two hundred and eighty thousand Pounds Sterling (£4,280,000) before TSL, having exhausted reasonable attempts to secure payment and having served appropriate notices in accordance with the charter-party's anti-technicality provisions, exercised its contractual right to withdraw the M/V Crimson Horizon from KMH's service on 15 September 2022.
30. In addition to the outstanding hire, TSL suffered a loss of bargain totalling twenty-three million, eight hundred and seventy thousand Pounds Sterling (£23,870,000), representing the difference between the contracted hire rate and the market rate for the unexpired charter period, together with associated losses. The Tribunal awarded both the outstanding hire and the loss of bargain damages, as set out in Section 6 below.
4.3 Fabricated Off-Hire Deductions on M/V *Volga Spirit*
31. In respect of the M/V Volga Spirit, KMH made a series of off-hire deductions from its hire payments totalling approximately two million, seven hundred and forty thousand Pounds Sterling (£2,740,000). These deductions purported to relate to periods during which the vessel was allegedly off-hire due to mechanical breakdowns, port delays attributable to the vessel's condition, and other matters said to be the responsibility of TSL as owner.
32. The Tribunal conducted a detailed examination of the evidence underlying each off-hire claim advanced by KMH, including contemporaneous vessel logs, port agent reports, class society records, and the testimony of the vessel's Master. The Tribunal found, in strong terms, that the off-hire deductions had been fabricated. The Tribunal stated in paragraph 487 of the Award that KMH had "manufactured claims for off-hire in circumstances where the vessel was at all material times fit, available, and performing in accordance with the charter-party description." The Tribunal ordered restitution of the full amount of the fabricated deductions.
4.4 Summary of Breaches
33. The Tribunal found that KMH's breaches across all three charter-party agreements were coordinated and systematic. The Tribunal observed, at paragraph 512 of the Award, that the pattern of conduct — wrongful redelivery, non-payment of hire, and fabrication of off-hire claims — was consistent with a deliberate corporate decision by KMH's principals to repudiate the charters in order to exploit more favourable market conditions available from alternative charterers.
34. The total financial impact of KMH's breaches on TSL was devastating. TSL was deprived of the benefit of three long-term charter-party agreements at a time when the dry-bulk market was highly volatile, and was forced to redeliver and reposition its vessels at significant cost and in unfavourable market conditions. The consequential losses, in addition to the direct losses of hire and loss of bargain, were substantial and are reflected in the quantum of the Award.
SECTION 5: THE LCIA ARBITRATION
5.1 Commencement.
35. Having been unable to resolve the dispute through commercial negotiations, TSL filed its Request for Arbitration with the LCIA on 14 November 2022. The arbitration was registered by the LCIA under Case Reference No. 224718. In accordance with the arbitration clauses contained in the three charter-party agreements, the seat of arbitration was London, England, and the governing law of the substantive dispute was English law. The arbitration was conducted under the LCIA Arbitration Rules (2020 edition).
36. TSL's claims in the arbitration encompassed all three charter-party agreements, consolidated by agreement of the parties and with the approval of the LCIA Court, into a single set of proceedings. KMH filed a Response to the Request for Arbitration on 12 December 2022, in which it contested TSL's claims on the merits and advanced certain counterclaims (all of which were ultimately dismissed by the Tribunal).
5.2 Constitution of the Tribunal
37. The Tribunal was duly constituted on 8 February 2023 in accordance with the LCIA Rules. The members of the Tribunal were as follows:
(a) Sir Malcolm Fenton-Clarke — Presiding Arbitrator, appointed by the LCIA Court. Sir Malcolm is a retired Justice of the English Commercial Court and a highly respected maritime law arbitrator of over thirty years' standing;
(b) Professor Athena Drakopoulos — Co-Arbitrator, nominated by the Claimant (TSL). Professor Drakopoulos is a Professor of Maritime and Commercial Law at the University of Athens and a practising arbitrator; and
(c) Dr. Henrik Dalmqvist — Co-Arbitrator, nominated by the Respondent (KMH). Dr. Dalmqvist is a former partner of a leading Scandinavian maritime law firm and an experienced international arbitrator.
38. The Tribunal Secretary was Ms. Fiona Beckett, a solicitor qualified in England and Wales, appointed by the LCIA in accordance with its standard practice. Ms. Beckett assisted the Tribunal with procedural and administrative matters throughout the proceedings.
39. Neither party raised any objection to the constitution of the Tribunal at any stage during the arbitration, and both parties participated fully and without reservation in the proceedings. I am advised by TSL's legal advisers that the constitution of the Tribunal was at all times in accordance with the LCIA Rules and the parties' arbitration agreements.
5.3 Evidentiary Hearing
40. Following extensive documentary disclosure, the exchange of witness statements and expert reports, and two procedural hearings on case management matters, the substantive evidentiary hearing took place over a total of ten (10) hearing days from 11 September 2023 to 22 September 2023 (inclusive, excluding the intervening weekend of 16–17 September 2023). The hearing was held at the International Dispute Resolution Centre ("IDRC"), 70 Fleet Street, London EC4Y 1EU, United Kingdom.
41. Both parties were fully represented at the hearing and had ample opportunity to present evidence, cross-examine witnesses, and make oral submissions. TSL was represented by Calderwood & Harkness LLP (Samuel Eklund, Responsible Partner, and Hannah Brinkley, Lead Associate) and by leading and junior counsel from Whitfield & Halsey LLP, London. KMH was represented throughout the arbitration, including at the evidentiary hearing, by Harkness Whitford & Co., solicitors, of 12 Fetter Lane, London EC4A 1JP (SRA Registration No. 614823), instructed by Catherine Whitford (Senior Partner) and Richard Harkness (Partner), together with counsel from Essex Court Chambers, London.
42. The hearing included the examination and cross-examination of eight factual witnesses (four called by each party), together with the examination of four expert witnesses: two maritime engineering experts and two quantum/damages experts. Extensive oral and written closing submissions were delivered by both parties' counsel following the conclusion of the evidence. I emphasize that KMH participated fully in every stage of the proceedings and was at no point denied any procedural right or opportunity to be heard.
5.4 The Final Award
43. Following the conclusion of the evidentiary hearing and a period of deliberation, the Tribunal issued its Final Award on 28 June 2024 (the "Award"). The Award runs to 648 paragraphs over 189 pages and addresses all of the claims and counterclaims advanced by the parties. The Award was rendered unanimously by all three members of the Tribunal.
44. A duly certified copy of the Award, bearing the signatures of all three arbitrators and the seal of the LCIA, is exhibited to this affidavit and marked "ES-4". A certificate from the LCIA Registrar confirming the authenticity of the Award is exhibited and marked "ES-5".
SECTION 6: THE AWARD — QUANTUM AND BREAKDOWN
6.1 Damages Awarded
45. The Tribunal awarded damages to TSL as follows:
(a) Damages for wrongful early redelivery of M/V *Aegean Fortuna*: Forty-two million, three hundred thousand Pounds Sterling (£42,300,000). This sum comprises the loss of hire for the unexpired charter period, assessed by reference to the difference between the contracted charter rate and the market rate prevailing at the date of the wrongful redelivery, together with repositioning costs and associated consequential losses;
(b) Outstanding hire and damages for M/V *Crimson Horizon*: Twenty-eight million, one hundred and fifty thousand Pounds Sterling (£28,150,000), broken down as follows:
(i) Outstanding hire arrears: £4,280,000; and
(ii) Loss of bargain damages for the unexpired charter period: £23,870,000;
(c) Restitution of fabricated off-hire deductions for M/V *Volga Spirit*: Two million, seven hundred and forty thousand Pounds Sterling (£2,740,000), representing the full amount of the off-hire deductions that the Tribunal found to have been fabricated;
(d) Loss of profit / market differential damages across all three charters: Sixteen million, four hundred and eighty thousand Pounds Sterling (£16,480,000), representing additional market differential and consequential losses arising from KMH's coordinated repudiation of the three charters, including but not limited to costs of securing replacement employment for the vessels in a declining market, bunker losses, and additional agency and brokerage costs; and
(e) Pre-award interest: Six million, seven hundred and eighty thousand Pounds Sterling (£6,780,000), calculated at a rate of 5.25% per annum simple interest from the respective dates of breach in respect of each vessel to the date of the Award (28 June 2024).
6.2 Total Award Amount
46. The aggregate principal amount of the Award, inclusive of pre-award interest, is:
Total Award: £96,450,000 (Ninety-six million, four hundred and fifty thousand Pounds Sterling)
47. At the prevailing exchange rate as of the date of the Award (28 June 2024) of approximately £1 = USD $1.2441, the Award equates to approximately one hundred and twenty million United States dollars (USD $120,000,000).
6.3 Costs.
48. In addition to the damages awarded, the Tribunal made an order in respect of the costs of the arbitration. Having found that TSL had succeeded on substantially all of its claims and that KMH's counterclaims were dismissed in their entirety, the Tribunal allocated 85% of the total costs to KMH. The costs awarded are as follows:
(a) LCIA administrative charges and Tribunal fees and expenses: Three million, two hundred and forty thousand Pounds Sterling (£3,240,000); and
(b) TSL's legal costs (including solicitors' fees, counsel's fees, expert fees, and disbursements): Eight million, nine hundred and ten thousand Pounds Sterling (£8,910,000).
49. Accordingly, the total costs allocated to KMH by the Tribunal amount to:
Costs payable by KMH: £12,150,000 (Twelve million, one hundred and fifty thousand Pounds Sterling)
6.4 Grand Total
50. The grand total payable by KMH under the Award, comprising the principal award (including pre-award interest) and the costs allocation, is:
Grand Total (Award plus Costs): £108,600,000 (One hundred and eight million, six hundred thousand Pounds Sterling)
6.5 Post-Award Interest
51. The Award further provides that post-award interest shall accrue on all unpaid sums at a rate of 5.25% per annum simple from 29 June 2024 (being the day following the date of the Award) until the date of full payment. Post-award interest continues to accrue and, as at the date of this affidavit, amounts to a further sum that increases with each passing day that KMH fails to satisfy the Award.
SECTION 7: KMH'S FAILURE TO SATISFY THE AWARD
52. Despite the Award having been issued on 28 June 2024, KMH has failed and refused to make any voluntary payment whatsoever in satisfaction of the Award or any part thereof. More than five weeks have elapsed since the Award was rendered, and KMH has not paid a single penny to TSL.
53. On 8 July 2024, TSL's English solicitors, Calderwood & Harkness LLP, acting through their responsible partner Samuel Eklund, issued a formal written demand for payment addressed to KMH's solicitors, Harkness Whitford & Co. (for the attention of Catherine Whitford). The demand letter set out the full amount of the Award and Costs (£108,600,000) and required payment within fourteen (14) days, i.e., by no later than 22 July 2024. A true copy of the demand letter is exhibited to this affidavit and marked "ES-8".
54. No payment was forthcoming in response to the demand. No substantive response was received from Harkness Whitford & Co. or from KMH directly. I am informed by Mr. Eklund that Harkness Whitford & Co. acknowledged receipt of the demand letter but stated only that they were "taking instructions from their client." No further communication has been received.
55. KMH has not applied to set aside the Award in the courts of England and Wales, which are the courts of the seat of arbitration and the only courts with supervisory jurisdiction over the Award. No such application has been intimated. The time for any challenge to the Award under sections 67, 68, and 69 of the Arbitration Act 1996 continues to run, but I am advised that no such application has been filed as at the date of this affidavit.
56. Instead of honouring its obligations under the Award, KMH has, on information available to TSL, engaged in conduct designed to frustrate enforcement of the Award, as described in detail in Section 9 below. Post-award interest at 5.25% per annum continues to accrue on all unpaid sums, compounding the loss suffered by TSL as a consequence of KMH's refusal to pay.
SECTION 8: KMH'S CYPRUS CORPORATE STRUCTURE
57. KMH is a Cyprus-incorporated company with substantial assets located in or connected to the Republic of Cyprus. The recognition and enforcement of the Award in this jurisdiction is therefore both appropriate and necessary to enable TSL to execute against those assets. I set out below the details of KMH's Cyprus corporate structure and the identifiable assets within this jurisdiction.
8.1 KMH's Registered Presence in Cyprus
58. As stated above, KMH is incorporated in the Republic of Cyprus under the Companies Law, Cap. 113, bearing Registration No. HE 387421. Its registered address is 28 Themistokli Dervi Avenue, Suite 601, Nicosia 1066, Cyprus. A current extract from the Cyprus Companies Registry in respect of KMH is exhibited to this affidavit and marked "ES-9" (first part).
59. As a company incorporated under the laws of the Republic of Cyprus, KMH is subject to the jurisdiction of the Cyprus courts, and its assets situated within the Republic of Cyprus are amenable to execution in satisfaction of judgments and enforceable awards. The present application for recognition and enforcement of the Award in this jurisdiction is therefore properly brought.
8.2 Oceangate Ventures Ltd.
60. KMH holds 100% of the issued share capital of Oceangate Ventures Ltd. ("Oceangate"), a private limited company incorporated in the Republic of Cyprus under the Companies Law, Cap. 113. Oceangate's particulars are as follows:
(a) Full legal name: Oceangate Ventures Ltd.;
(b) Registration No.: HE 401293;
(c) Registered address: 28 Themistokli Dervi Avenue, Suite 604, Nicosia 1066, Cyprus (the same building in which KMH's registered office is located, one floor above KMH's suite).
61. A current extract from the Cyprus Companies Registry in respect of Oceangate is exhibited to this affidavit and marked "ES-9" (second part).
62. Oceangate serves as the intermediate holding company for KMH's fleet SPV subsidiaries. Oceangate's principal subsidiaries include, among others, Dnepr Shipholding Inc. (BVI Company Registration No. 2014876), which is the registered owner of both the M/V Aegean Fortuna (IMO 9784521) and the M/V Volga Spirit (IMO 9756892) — two of the three vessels at the centre of the underlying charter-party dispute.
63. The shares held by KMH in Oceangate represent a significant and valuable asset of KMH situated within the Republic of Cyprus. The value of the Oceangate shares is derived from the underlying vessel-owning SPVs and the vessels and other assets held by those SPVs. Given the number and value of the vessels held through the Oceangate structure, the shares in Oceangate are among the most valuable identifiable assets of KMH available for enforcement purposes in any jurisdiction.
8.3 KMH's Cyprus Bank Accounts
64. On the basis of information obtained from TSL's forensic accountants, Hartwell Pemberton LLP (specifically, Rebecca Saunders, Partner, and Mark Huxley, Director, of 25 Old Broad Street, London EC2N 1HN), KMH maintains bank accounts in the Republic of Cyprus with at least the following financial institutions:
(a) Vireo Savings Bank — KMH maintains a corporate current account and a US dollar-denominated operational account at the Marlowe National Bank. According to Hartwell Pemberton's preliminary asset tracing report dated 15 August 2024, the estimated aggregate balance of these accounts, as at the most recently available statement date (June 2024), was in the range of USD $4,500,000 to USD $6,200,000; and
(b) Sundial Trust Bank — KMH maintains at least one Euro-denominated corporate account at Brightmoor Trust Bank. The estimated balance of this account, based on information available to Hartwell Pemberton, was approximately EUR €1,800,000 as at May 2024.
65. These bank accounts hold operational funds utilized by KMH and its subsidiaries in the course of their shipping business and represent attachable assets within the jurisdiction of this Honourable Court. Further details concerning these accounts, to the extent available from Hartwell Pemberton's preliminary investigation, are contained in the excerpts of their asset tracing report exhibited as "ES-10".
8.4 Diagram of Corporate Structure (Described)
66. For the assistance of this Honourable Court, I describe below the corporate chain connecting KMH to its subsidiary entities and the vessels at the centre of the dispute. A corporate structure chart prepared by Hartwell Pemberton LLP is exhibited to this affidavit and marked "ES-11". The key elements of the structure are as follows:
(a) Korinthian Maritime Holdings Ltd. (Cyprus, HE 387421) is the apex holding company;
(b) KMH holds 100% of the shares in Oceangate Ventures Ltd. (Cyprus, HE 401293);
(c) Oceangate in turn holds the shares in Dnepr Shipholding Inc. (BVI, Company No. 2014876);
(d) Dnepr Shipholding Inc. is the registered owner of:
(i) M/V Aegean Fortuna (IMO 9784521, marshall Islands flag); and
(ii) M/V Volga Spirit (IMO 9756892, Cyprus flag);
(e) Separately, KMH holds (directly or indirectly) the shares in Korinthian Bulkers (Singapore) Pte. Ltd. (80 Robinson Road, #14-02, Singapore 068898), which was formerly the registered owner of M/V Crimson Horizon (IMO 9801334, Liberian flag); and
(f) KMH also holds (directly or indirectly) Korinthian DMCC, a company registered in the Dubai Multi Commodities Centre ("DMCC") free zone in the United Arab Emirates, which holds operational funds in the UAE.
67. The structure described above illustrates both the extent of KMH's asset base and the complexity of the multi-jurisdictional corporate arrangements through which those assets are held. As I describe in Section 9 below, this complexity is being actively exploited by KMH and its principals to frustrate enforcement of the Award.
SECTION 9: EVIDENCE OF ASSET DISSIPATION AND RISK OF NON-COMPLIANCE
9.1 Pattern of Asset-Shifting
68. Following the issuance of the Award on 28 June 2024, KMH has engaged in a pattern of conduct that is plainly designed to place its assets beyond the reach of TSL and to frustrate enforcement of the Award. The evidence available to TSL in this regard is derived principally from the asset tracing work conducted by Hartwell Pemberton LLP, under the direction of Rebecca Saunders (Partner) and Mark Huxley (Director), on behalf of TSL.
69. Specifically, the asset tracing investigation has identified the following instances of post-award asset movements by KMH and entities controlled by the Volkov family:
(a) On or about 5 July 2024 — one week after the Award was issued — a series of fund transfers were made from KMH's Marlowe National Bank accounts to accounts held by Korinthian DMCC in Dubai. The total amount transferred was approximately USD $3,200,000. These transfers are inconsistent with KMH's ordinary pattern of operational payments and appear to have been made for the purpose of moving liquid assets out of reach;
(b) On or about 12 July 2024, the registered directorship of Oceangate Ventures Ltd. was changed at the Cyprus Companies Registry, with two existing directors being replaced by nominees believed to be associated with a Limassol-based corporate services provider. This change occurred only two weeks after the Award was issued and four days after TSL's demand letter was served. The timing strongly suggests an attempt to obscure beneficial ownership and control of Oceangate in anticipation of enforcement proceedings;
(c) On information obtained from ship-tracking and market intelligence sources, at least two vessels controlled through the KMH group structure (though not the three vessels at the centre of this dispute) have been transferred to third-party shell companies in the period since the Award was issued. While the full details of these transfers are still being investigated by Hartwell Pemberton, the preliminary indications are that these transfers were made at below-market valuations and to entities connected to the Volkov family, raising serious concerns of asset-stripping; and
(d) KMH's estimated pre-dispute net asset value was approximately USD $280,000,000. However, the asset tracing conducted to date suggests that significant asset-shifting has occurred, reducing the readily identifiable and attachable asset base of KMH. The precise extent of the diminution is a matter of ongoing investigation.
70. The conduct described above is consistent with a deliberate strategy by KMH and the Volkov family to render the Award unenforceable by dissipating or concealing KMH's assets across multiple jurisdictions.
9.2 Multi-Jurisdictional Dispersal of Assets
71. KMH has dispersed its assets internationally across at least four jurisdictions — England, Cyprus, Singapore, and the United Arab Emirates — through its extensive subsidiary network. This dispersal is evidently designed to frustrate collection efforts and to require any enforcing party to incur the expense and delay of pursuing parallel proceedings in multiple jurisdictions.
72. The use of single-purpose vehicles in the British Virgin Islands, Singapore, and Cyprus, combined with a DMCC entity in Dubai holding operational funds, creates deliberate layers of corporate complexity intended to delay, obstruct, and ultimately defeat enforcement. The post-award restructuring of directorships and transfers of funds described above demonstrates that KMH is actively exploiting these structures for precisely that purpose.
9.3 Worldwide Freezing Order in England
73. In light of the evidence of dissipation described above, TSL has already taken protective measures in England. On 16 July 2024, the Commercial Court of England and Wales (Claim No. CL-2024-000487) granted a Worldwide Freezing Order ("WFO") against KMH, made ex parte by Mr. Justice Ashworth sitting in the Admiralty and Commercial Court of the Queen's Bench Division (now the King's Bench Division) of the High Court of Justice.
74. The WFO was granted on the basis that the Commercial Court was satisfied, among other matters, that there was a good arguable case on the merits (established by the Award itself) and that there was a real risk of dissipation of KMH's assets if the injunction were not granted. The WFO restrains KMH from removing from England and Wales, or in any way disposing of, dealing with, or diminishing the value of, its assets worldwide up to the sum of £108,600,000.
75. The WFO was continued, with certain modifications relating to KMH's ordinary course of business expenditure and third-party rights, at the return date hearing held on 30 July 2024 before Mr. Justice Ashworth. KMH appeared at the return date hearing through Harkness Whitford & Co. and counsel, and did not succeed in discharging the WFO. A true copy of the WFO (as continued on 30 July 2024) is exhibited to this affidavit and marked "ES-7".
76. I respectfully submit that the grant and continuation of the WFO by the Commercial Court of England and Wales is itself powerful evidence that a court of competent jurisdiction — indeed, the court of the seat of the arbitration — was satisfied that there is a real risk that KMH will dissipate its assets in order to frustrate enforcement.
77. Furthermore, on 2 August 2024, Mr. Justice Ashworth granted TSL permission to enforce the Award as a judgment of the Commercial Court under section 66 of the Arbitration Act 1996 (England and Wales). A true copy of this order is exhibited and marked "ES-6".
9.4 Need for Cyprus Freezing Relief
78. Notwithstanding the WFO obtained in England, and given that KMH's most significant identifiable corporate assets (including the shares in Oceangate Ventures Ltd. and the Cyprus bank accounts described above) are located in the Republic of Cyprus, there is an urgent need for complementary freezing relief in this jurisdiction.
79. TSL has therefore contemporaneously filed, alongside the present application for recognition and enforcement of the Award, an application for a freezing injunction before this Honourable Court, directed at:
(a) KMH's shares in Oceangate Ventures Ltd. (HE 401293), which constitute KMH's most valuable identifiable asset in Cyprus; and
(b) KMH's bank accounts held with Vireo Savings Bank and Sundial Trust Bank, as described in paragraph 64 above.
80. Without interim protective relief from this Honourable Court, there is a real and immediate risk that KMH will transfer, encumber, or otherwise dissipate these assets before the enforcement order sought in this application can be executed. The post-award conduct of KMH, the changes to the directorship of Oceangate, the fund transfers to Dubai, and the restructuring of fleet ownership all point unmistakably to an ongoing effort to place assets beyond TSL's reach. The grant of a freezing injunction in Cyprus is therefore essential to preserve the status quo and to protect the efficacy of the enforcement proceedings.
SECTION 10: THE ARBITRATION AGREEMENT SATISFIES NEW YORK CONVENTION REQUIREMENTS
81. I am advised by TSL's legal advisers, and I respectfully submit, that the present application satisfies all of the requirements for recognition and enforcement of a foreign arbitral award under the New York Convention, as implemented in Cyprus law. I address each of the principal requirements in turn.
82. Valid arbitration agreement in writing (Article II). The arbitration clause contained in each of the three charter-party agreements constitutes a valid arbitration agreement in writing within the meaning of Article II of the New York Convention. Each arbitration clause was set out in the printed text of the charter-party, duly signed by or on behalf of both parties, and provides clearly for arbitration of disputes arising under or in connection with the charter before a tribunal constituted under the LCIA Rules, with the seat of arbitration in London. Copies of the charter-party agreements containing the arbitration clauses are exhibited as "ES-1", "ES-2", and "ES-3".
83. Convention State (Article I). The seat of arbitration was London, United Kingdom. The United Kingdom is a Contracting State to the New York Convention. Accordingly, the Award is a "foreign arbitral award" within the meaning of Article I of the Convention — that is, an award made in the territory of a State other than the State where recognition and enforcement is sought (Cyprus). The Republic of Cyprus is also a Contracting State to the New York Convention, having acceded to the Convention on 29 December 1980.