PRIVILEGED AND CONFIDENTIAL — ATTORNEY-CLIENT PRIVILEGE / LITIGATION PRIVILEGE THIS MEMORANDUM CONSTITUTES ATTORNEY WORK PRODUCT PREPARED IN ANTICIPATION OF LITIGATION AND IS PROTECTED FROM DISCLOSURE UNDER APPLICABLE PRIVILEGES. NOT FOR DISTRIBUTION OUTSIDE THE NAMED RECIPIENTS AND AUTHORISED CLIENT PERSONNEL WITHOUT PRIOR WRITTEN CONSENT OF CALDERWOOD & HARKNESS LLP.
CALDERWOOD & HARKNESS LLP
45 Moorgate, London EC2R 6AR Tel: +44 (0)20 7849 6000
MEMORANDUM
TO: Samuel Eklund, Responsible Partner Linda Osei, Billing Partner Patrick Gallagher, Working Associate
FROM: Hannah Brinkley, Lead Associate, Litigation (General)
DATE: 17 January 2025
RE: Thalassa Shipping & Logistics SA v. Korinthian Maritime Holdings Ltd. — Conflict of Laws Issues Arising from Multi-Jurisdictional Enforcement of LCIA Award No. 224718
MATTER REFERENCE: TSL-ENF-MJ-2024
CLASSIFICATION: Privileged and Confidential — Attorney-Client Privilege / Litigation Privilege
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1. Executive Summary
This memorandum has been prepared for the internal use of the Calderwood & Harkness LLP ("C&H") team supervising the enforcement campaign on behalf of our client, Thalassa Shipping & Logistics SA ("TSL"), against Korinthian Maritime Holdings Ltd. ("KMH") and its various subsidiaries and affiliated entities. It identifies and analyses the conflict of laws issues arising from TSL's simultaneous pursuit of enforcement of LCIA Award No. 224718 (the "Award") across four jurisdictions: England & Wales, Cyprus, Singapore, and the United Arab Emirates (the "UAE").
The Award, rendered on 28 June 2024 by a tribunal comprising Sir Malcolm Fenton-Clarke (presiding), Professor Athena Drakopoulos, and Dr. Henrik Dalmqvist, with Fiona Beckett as Tribunal Secretary, is a Final Award in the total sum of £96,450,000 in damages and pre-award interest, together with costs in the sum of £12,150,000 (reflecting an 85% allocation of LCIA costs and TSL's legal costs to KMH), yielding a grand total of £108,600,000 (approximately USD $120 million at the current exchange rate of £1 = USD $1.2441). Post-award interest accrues at 5.25% per annum simple on the principal sum of £96,450,000 from 29 June 2024.
The core issues addressed in this memorandum are as follows:
1. Overlapping freezing and attachment orders and their interplay. TSL has obtained a Worldwide Freezing Order ("WFO") from the English Commercial Court, a freezing injunction from the Nicosia District Court in Cyprus, a precautionary attachment from the Dubai Court of First Instance, and has pursued garnishee and admiralty arrest proceedings in Singapore. These orders and proceedings operate in parallel across four separate legal systems, each with its own procedural framework, conditions, exceptions, and disclosure requirements. The interplay between these orders creates both strategic advantages and significant compliance obligations for TSL.
2. The risk of double recovery and mechanisms to prevent it. TSL holds a single award for a single sum. It is entitled to recover that sum once, not multiple times. Simultaneous enforcement across four jurisdictions creates a theoretical risk that TSL could collect more than the total amount owed if execution proceeds in different jurisdictions are not properly coordinated and credited against the outstanding balance. This memorandum analyses the legal principles governing double recovery in each of the four enforcement jurisdictions and recommends practical mechanisms to prevent it.
3. The obligation to inform each court of enforcement actions and recoveries in other jurisdictions. In every jurisdiction in which TSL is pursuing enforcement, there exists an obligation — whether arising from the terms of specific court orders, procedural rules, or general equitable duties of candour — to keep the court informed of the existence and progress of parallel proceedings, and in particular of any amounts recovered. Failure to comply with these obligations could have severe consequences, including the discharge of freezing orders, the setting aside of enforcement orders, adverse costs orders, and reputational damage to TSL and to this firm.
4. Currency conversion and allocation issues. The Award is denominated in pounds sterling. Recoveries in Singapore (in SGD and USD), the UAE (in AED), and Cyprus (in EUR) must be converted to GBP and credited against the sterling-denominated outstanding balance. The allocation of partial recoveries as between costs, post-award interest, and the various heads of principal damages must be addressed consistently across all jurisdictions.
5. Priority and coordination of execution steps. The sequencing of enforcement measures — including the judicial sale of M/V Crimson Horizon in Singapore, the forced sale of KMH's shares in Oceangate Ventures Ltd. in Cyprus, the execution against Korinthian DMCC accounts in the UAE, and third-party debt order proceedings in England — must be carefully coordinated to ensure that each step is pursued only to the extent of the outstanding balance and that no execution step is undertaken on the basis of a stale calculation of the amount due.
This memorandum provides practical recommendations for the C&H team and for local counsel in each jurisdiction — Kyprianos Makrides & Partners ("KM&P") in Cyprus, Straits Meridian LLP in Singapore, and Al-Rashid Hatem & Associates ("ARH") in the UAE — to ensure compliance with each court's requirements and to avoid procedural pitfalls. The recommendations are organised around a centralized coordination protocol, court notification procedures, currency conversion methodology, and documentation and record-keeping requirements.
A critical factor driving the multi-jurisdictional enforcement strategy is KMH's deliberate dispersal of assets internationally through a network of subsidiaries and affiliated entities, including Korinthian Bulkers (Singapore) Pte. Ltd., Dnepr Shipholding Inc. (a BVI company, Company No. 2014876), Korinthian DMCC (registered in Dubai), and Oceangate Ventures Ltd. (HE 401293, Cyprus). KMH, itself a Cyprus-registered company (Registration No. HE 387421), has structured its asset holdings in a manner that makes enforcement in any single jurisdiction insufficient to satisfy the Award. This corporate structure, which was the subject of detailed asset tracing conducted by Hartwell Pemberton LLP (Rebecca Saunders and Mark Huxley, 25 Old Broad Street, London EC2N 1HN), necessitates the parallel enforcement approach that TSL has adopted. The forensic work product from Hartwell Pemberton, together with the corporate structure chart referenced at Appendix D, confirms the interconnection of these entities and the flow of funds and assets between them.
This memorandum was initially prepared in late September 2024, following the commencement of enforcement proceedings in all four jurisdictions, and has been updated through the enforcement campaign to reflect developments including the judicial sale of M/V Crimson Horizon, the granting of the UAE enforcement order, and the dismissal of KMH's set-aside application in England. The present version is current as of 17 January 2025. It should be treated as a living document and updated as further recoveries are made and as the enforcement landscape evolves.
2. Background and Procedural Posture
2.1 The Award
The dispute between TSL and KMH arose from a series of charterparty agreements for three bulk carrier vessels operated under time charterparties on amended NYPE 2015 forms. Following a breakdown in the commercial relationship and extensive pre-arbitral correspondence, TSL commenced LCIA arbitration proceedings under LCIA Case Reference No. 224718. The Tribunal was constituted as follows:
• Presiding Arbitrator: Sir Malcolm Fenton-Clarke
• Co-Arbitrator (TSL-nominated): Professor Athena Drakopoulos
• Co-Arbitrator (KMH-nominated): Dr. Henrik Dalmqvist
• Tribunal Secretary: Fiona Beckett
The arbitration was seated in London, conducted under English law as the governing law of the charterparties, and administered under the LCIA Rules (2020 revision). The evidentiary hearing took place over twelve sitting days in March and April 2024, followed by post-hearing briefs.
The Final Award was issued on 28 June 2024. The Tribunal found in TSL's favour on substantially all claims and dismissed KMH's counterclaims in their entirety. The principal heads of the Award are as follows:
In addition, the Tribunal allocated costs 85% to KMH, as the substantially unsuccessful party. The costs awarded are:
The grand total of the Award, inclusive of costs, is therefore £108,600,000. At current exchange rates (£1 = USD $1.2441), this is equivalent to approximately USD $135,188,460, though for simplicity the approximate figure of USD $120 million has been used in prior client communications reflecting the rate prevailing at the date of the Award.
Post-award interest runs at 5.25% per annum simple on the principal award sum of £96,450,000 from 29 June 2024 until payment. As of the date of this memorandum (17 January 2025), approximately 203 days of post-award interest have accrued, yielding approximately £2,814,370 in additional interest (subject to crediting of any partial recoveries against principal). The post-award interest calculation will need to be updated continuously as recoveries are made and credited.
2.2 Enforcement Applications Filed
Following KMH's failure to comply voluntarily with the Award within the 28-day period specified by the Tribunal, TSL commenced enforcement proceedings in four jurisdictions. The enforcement strategy was designed to target the principal repositories of KMH's assets, as identified through the Hartwell Pemberton asset tracing exercise and TSL's own commercial intelligence. The proceedings are summarised below.
2.2.1 England & Wales. TSL filed an application to enforce the Award as a judgment under Section 66 of the Arbitration Act 1996 in the Commercial Court on 15 July 2024. The matter was assigned Claim No. CL-2024-000487 and came before Mr. Justice Ashworth.
Permission to enforce the Award as a judgment of the Commercial Court was granted on 2 August 2024, following service on KMH in accordance with the directions made by the court. Concurrently with the enforcement application, TSL applied ex parte for a Worldwide Freezing Order on 16 July 2024. The WFO was granted ex parte by Mr. Justice Ashworth on the same date, restraining 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 value of £108,600,000. The WFO was served on KMH and on relevant third parties, including Meridian Trust Bank Ltd., 50 Lombard Street, London EC3V 9EA, where KMH maintains substantial accounts.
The WFO was listed for a return date hearing on 30 July 2024. At that hearing, the WFO was continued with certain modifications, including refinements to the living expenses and legal costs exceptions, and the addition of a provision requiring TSL to notify the court of any recoveries made in other jurisdictions. The modified WFO remains in force as of the date of this memorandum.
KMH, acting through its English solicitors Harkness Whitford & Co. (Richard Harkness, Catherine Whitford, and James Thornbury, of 12 Fetter Lane, London EC4A 1JP, SRA No. 614823), filed an application to set aside the enforcement order on 19 August 2024. The set-aside application was heard on 7–8 October 2024 and was dismissed by Mr. Justice Ashworth in a reserved judgment handed down on 11 October 2024. KMH has not sought permission to appeal the dismissal of the set-aside application, and the time for doing so has now expired.
Third-party debt order proceedings under CPR Part 72 have been commenced against Meridian Trust Bank Ltd. in respect of sums held in KMH's accounts at that bank. These proceedings are ongoing.
2.2.2 Cyprus. TSL filed an application for recognition and enforcement of the Award under the New York Convention, as implemented by the Cyprus Arbitration Law (Cap. 4), at the Nicosia District Court on 9 August 2024. The case was assigned Case No. 2247/2024.
Concurrently with the enforcement application, TSL applied for and obtained a freezing injunction on 12 August 2024 over: (a) KMH's shareholding in Oceangate Ventures Ltd. (HE 401293, registered in Cyprus); and (b) KMH's bank accounts held at financial institutions in Cyprus. The freezing injunction was granted ex parte and subsequently confirmed at an inter partes hearing.
An enforcement order recognising and giving effect to the Award in Cyprus was granted on 30 September 2024. The enforcement order enables TSL to proceed with execution against KMH's assets in Cyprus, including the forced sale of KMH's shares in Oceangate Ventures Ltd.
Local counsel for TSL in Cyprus are Kyprianos Makrides & Partners, acting through Andreas Kyprianos and Nadia Makrides. KMH is represented in the Cyprus proceedings by Vassiliadis & Economou LLC, acting through Georgios Vassiliadis and Eleni Economou, of 7 Stasinou Avenue, 3rd Floor, Nicosia 1060.
2.2.3 Singapore. TSL filed an application for leave to enforce the Award under the International Arbitration Act (Cap. 143A) at the Singapore High Court on 14 August 2024. The application was assigned Originating Summons No. 872/2024 ("OS No. 872/2024").
Leave to enforce the Award as a judgment of the Singapore High Court was granted on 6 September 2024. This leave enables TSL to execute against assets of KMH and its subsidiaries in Singapore as though the Award were a judgment of the Singapore courts.
In parallel with the enforcement application, TSL took the following steps:
• Admiralty arrest of M/V *Crimson Horizon*: TSL arrested M/V Crimson Horizon (IMO 9801334, a Panamax bulk carrier) on 20 August 2024 pursuant to an in rem action under Singapore admiralty jurisdiction. The vessel, owned by Korinthian Bulkers (Singapore) Pte. Ltd. (a wholly-owned subsidiary of KMH), was at berth at Jurong Port at the time of arrest. Following unsuccessful attempts by KMH to secure the vessel's release through the provision of security, the vessel was ordered to be sold by judicial sale. The judicial sale was completed on 15 November 2024 for the sum of USD $22,800,000. The proceeds were received by TSL on 2 December 2024.
• Garnishee order proceedings: TSL obtained a garnishee order nisi (subsequently made absolute) against Pinnacle Bank (Singapore) Ltd. (6 Battery Road, #20-01, Singapore 049909) in respect of accounts held by Korinthian Bulkers (Singapore) Pte. Ltd. at that institution. These proceedings yielded SGD $31,200,000.
Local counsel for TSL in Singapore are Straits Meridian LLP, acting through David Teo Wei Lin and Priya Subramaniam.
2.2.4 United Arab Emirates. TSL filed an application for recognition and enforcement of the Award under UAE Federal Law No. 6 of 2018 on Arbitration and the New York Convention at the Dubai Court of First Instance on 22 August 2024. The case was assigned Case No. 1893/2024.
On 28 August 2024, the Dubai Court of First Instance granted a precautionary attachment over the accounts and receivables of Korinthian DMCC (a Dubai-registered entity and subsidiary of KMH) held at Emirates Gulf Commercial Bank PJSC ("EGCB"), Gate Village 3, DIFC, Dubai. The precautionary attachment was obtained on an ex parte basis and has been maintained following service on Korinthian DMCC and EGCB.
An enforcement order recognising and giving effect to the Award in the UAE was granted by the Dubai Court of First Instance on 20 November 2024. TSL is now proceeding with execution against the attached accounts and receivables.
Local counsel for TSL in the UAE are Al-Rashid Hatem & Associates, acting through Tariq Al-Rashid and Leila Hatem.
2.3 Respondent's Counsel
KMH is represented in the various proceedings by the following legal teams:
• England & Wales: Harkness Whitford & Co., acting through Richard Harkness (Partner), Catherine Whitford (Partner), and James Thornbury (Senior Associate), 12 Fetter Lane, London EC4A 1JP (SRA No. 614823). Harkness Whitford & Co. act as KMH's primary English solicitors and have been coordinating KMH's global defence to the enforcement campaign.
• Cyprus: Vassiliadis & Economou LLC, acting through Georgios Vassiliadis and Eleni Economou, 7 Stasinou Avenue, 3rd Floor, Nicosia 1060. Vassiliadis & Economou are instructed by KMH in the Nicosia District Court proceedings and have appeared at hearings relating to the freezing injunction and the enforcement order.
KMH does not appear to have instructed separate counsel in Singapore or the UAE at this stage, though it is possible that instructions have been given on an undisclosed basis. Local counsel should remain alert to any appearance by KMH's representatives in those jurisdictions.
2.4 Identified Assets Subject to Enforcement
The Hartwell Pemberton asset tracing exercise, conducted by Rebecca Saunders and Mark Huxley of 25 Old Broad Street, London EC2N 1HN, together with TSL's own commercial intelligence and information obtained through the WFO disclosure process, has identified the following principal asset categories subject to enforcement:
England & Wales:
• KMH bank accounts at Meridian Trust Bank Ltd. (50 Lombard Street, London EC3V 9EA). Third-party debt order proceedings are ongoing. The balances in these accounts as at the date of the WFO were substantial, though the precise figures are subject to the confidentiality provisions of the WFO disclosure order and are set out in the confidential schedule to the WFO.
Cyprus:
• KMH's 100% shareholding in Oceangate Ventures Ltd. (HE 401293, registered in Cyprus). Oceangate in turn holds fleet SPVs, including Dnepr Shipholding Inc. (BVI, Company No. 2014876), the registered owner of M/V Aegean Fortuna (IMO 9784521) and M/V Volga Spirit (IMO 9756892). The forced sale of KMH's Oceangate shares is proceeding under the Cyprus enforcement order.
• KMH bank accounts held at financial institutions in Cyprus, as identified through the freezing injunction disclosure process.
Singapore:
• Accounts of Korinthian Bulkers (Singapore) Pte. Ltd. at Pinnacle Bank (Singapore) Ltd. (6 Battery Road, #20-01, Singapore 049909). Garnishee proceedings have been completed, yielding SGD $31,200,000.
• M/V Crimson Horizon (IMO 9801334), formerly owned by Korinthian Bulkers (Singapore) Pte. Ltd. The vessel has been sold by judicial sale for USD $22,800,000, with proceeds received on 2 December 2024.
UAE:
• Accounts and receivables of Korinthian DMCC at Emirates Gulf Commercial Bank PJSC (Gate Village 3, DIFC, Dubai). These are the subject of the precautionary attachment granted on 28 August 2024 and the subsequent enforcement order granted on 20 November 2024.
Other Potential Assets (Not Yet Subject to Enforcement):
• M/V Volga Spirit (IMO 9756892, Panamax Bulk Carrier, 76,400 DWT, Cyprus flag), owned by Dnepr Shipholding Inc. (BVI), last reported at Fujairah anchorage, UAE. Arrest of this vessel has not yet been pursued but remains under consideration.
• Sub-charterer receivables of approximately £4,200,000 owed to KMH and its subsidiaries, the situs and attachability of which are under analysis.
The corporate structure of the KMH group, including the ownership chains for each subsidiary and vessel, is set out in the corporate structure chart at Appendix D, which cross-references the Hartwell Pemberton asset tracing report and the Oceangate shareholding analysis.
3. The Risk of Double Recovery
3.1 Nature of the Risk
TSL holds a single award for the aggregate sum of £108,600,000 (comprising the principal award of £96,450,000 and costs of £12,150,000), plus post-award interest. It is entitled to recover this sum, and the accrued post-award interest, once. It is not entitled to recover the same sum — or any portion of it — more than once. This is a fundamental principle common to all of the enforcement jurisdictions, and indeed to all civilised legal systems.
The simultaneous pursuit of enforcement across four jurisdictions creates a theoretical but real risk that TSL could, if execution proceeds in different jurisdictions are not properly coordinated and credited, collect more than the total amount owed. This risk arises because each jurisdiction's enforcement order independently authorises execution up to the full amount of the Award (as at the date of that order), and there is no automatic cross-jurisdictional mechanism for tracking or crediting recoveries made in one jurisdiction against the enforcement authority granted in another.
No jurisdiction permits a judgment creditor to recover more than is owed under the judgment or award being enforced. The principle against double recovery is deeply embedded in the procedural law and equitable principles of each of the four enforcement jurisdictions. A creditor who recovers more than is owed is exposed to the following risks:
• An obligation to return excess amounts: Any over-recovery must be refunded to the debtor. The creditor holds any excess as a constructive trustee or under an equivalent obligation in the relevant jurisdiction.
• Contempt of court: Where a court order (such as a freezing order or enforcement order) specifies a maximum sum, execution in excess of that sum may constitute contempt.
• Abuse of process: Courts may treat the pursuit of enforcement proceedings for more than is owed as an abuse of their process, potentially resulting in the discharge of orders, costs sanctions, and reputational consequences.
• Sanctions against the creditor and its legal representatives: In some jurisdictions, adverse consequences may extend to the creditor's legal representatives where they have participated in or facilitated over-recovery.
The risk is not merely theoretical. Courts in each jurisdiction will, as a matter of course, scrutinise whether recovery elsewhere has reduced the amount due. This scrutiny is heightened in multi-jurisdictional enforcement cases, where the courts are aware that parallel proceedings create precisely this risk. Moreover, KMH — through Harkness Whitford & Co. in England and Vassiliadis & Economou LLC in Cyprus — can be expected to raise the double-recovery risk as a defence or basis to challenge enforcement proceedings, to seek the discharge or variation of freezing orders, or to resist execution. KMH's counsel are sophisticated practitioners who will be monitoring TSL's enforcement activities across all jurisdictions for any evidence of over-collection or non-disclosure. Any misstep on TSL's part in this regard would provide KMH with powerful ammunition.
For these reasons, rigorous coordination of the enforcement campaign and meticulous tracking of all recoveries are not merely matters of good practice — they are essential to the legal and procedural integrity of the entire enforcement effort.
3.2 Legal Principles Governing Double Recovery
3.2.1 England & Wales. The legal framework governing double recovery in the English enforcement proceedings derives from a combination of the terms of the WFO, the CPR, established Commercial Court practice, and general equitable principles.
The WFO granted by Mr. Justice Ashworth on 16 July 2024 (as continued with modifications on 30 July 2024) restrains KMH's assets worldwide up to the maximum sum of £108,600,000. The maximum restrained sum reflects the full amount of the Award, including costs, as at the date the WFO was granted. As amounts are recovered in other jurisdictions, the maximum restrained sum must be reduced accordingly. This is not merely a matter of good practice; it is a requirement inherent in the nature of a freezing order, which is designed to preserve assets sufficient to satisfy a judgment or award, not to freeze assets in excess of the amount owed.
Under the CPR and established practice in the Commercial Court, a creditor holding a freezing order has an ongoing duty to inform the court of any material changes in circumstance, including any amounts recovered from the debtor in any jurisdiction. This duty applies throughout the life of the freezing order and is not limited to formal return date hearings. Where the outstanding balance has been reduced by recoveries, the creditor should apply to vary the WFO to reduce the maximum restrained sum to the current outstanding balance (inclusive of accrued post-award interest on the unpaid portion, less any credits).
Similarly, third-party debt order proceedings under CPR Part 72 should not be sought or maintained for amounts in excess of the outstanding balance after credits from other jurisdictions. A third-party debt order is directed at a specific sum held by a third party, and the amount sought must not exceed what is owed to the creditor. If a third-party debt order has been obtained for a sum that subsequently exceeds the outstanding balance (due to intervening recoveries elsewhere), the order should be varied downward.
The creditor must give credit for all amounts received regardless of the jurisdiction of recovery. Failure to do so may constitute contempt of court (where it involves a breach of the terms of the WFO or a misrepresentation to the court) or an abuse of process. The standard form of the Commercial Court WFO includes specific provisions requiring the applicant to disclose information about its assets and enforcement activities, and the modifications made at the 30 July 2024 return date hearing included an express requirement for TSL to notify the court of recoveries in other jurisdictions. These provisions must be scrupulously observed.
3.2.2 Cyprus. Under the New York Convention as implemented in Cyprus through the Arbitration Law (Cap. 4) and subsequent legislative amendments, the enforcement order granted by the Nicosia District Court (Case No. 2247/2024) on 30 September 2024 does not create a new, independent obligation on KMH. Rather, it authorises execution of the existing Award within the territory of Cyprus. The underlying obligation remains the Award itself, and partial satisfaction of that obligation — from whatever source and in whatever jurisdiction — reduces the amount that may be enforced in Cyprus.
The creditor (TSL) is required to account for any partial satisfaction of the Award when pursuing execution in Cyprus. The Nicosia District Court retains jurisdiction to supervise the execution process, including the forced sale of KMH's shares in Oceangate Ventures Ltd. and the execution against KMH's Cyprus bank accounts. If recoveries in England, Singapore, or the UAE reduce the outstanding balance, TSL must inform the court and ensure that the Cyprus execution does not proceed for an amount in excess of the reduced outstanding balance.
The freezing injunction granted on 12 August 2024 must also be varied to reflect reductions in the outstanding balance. The duty to notify the Cyprus court of developments in parallel proceedings arises from general principles of Cypriot procedural law and from the duty of candour owed by a party who has obtained ex parte relief. TSL has an ongoing obligation to notify the Nicosia District Court of any amounts recovered in England, Singapore, and the UAE, and to seek appropriate variations of the freezing injunction and execution measures.
KM&P have been instructed on the scope of these obligations and have confirmed that Cypriot procedural law imposes requirements broadly consistent with those in England, though the specific mechanisms for notification and variation of orders differ in procedural detail.
3.2.3 Singapore. Under the International Arbitration Act (Cap. 143A), the leave to enforce the LCIA Award granted by the Singapore High Court on 6 September 2024 (OS No. 872/2024) operates to allow execution of the Award as though it were a judgment of the Singapore courts. As with the English and Cypriot enforcement orders, the Singapore enforcement authority does not create a new, independent debt. The underlying obligation remains the Award, and partial satisfaction of that obligation reduces the amount enforceable in Singapore.
The garnishee order proceedings against Pinnacle Bank (Singapore) Ltd. and the admiralty arrest and judicial sale of M/V Crimson Horizon have yielded substantial proceeds. The garnishee order yielded SGD $31,200,000, and the judicial sale of M/V Crimson Horizon completed on 15 November 2024 yielded USD $22,800,000 (received by TSL on 2 December 2024). These amounts must be credited against the total outstanding balance of the Award.
Singapore courts require full candour about parallel proceedings and recoveries in other jurisdictions. The duty of full and frank disclosure is particularly relevant to any ex parte applications — and while the garnishee order nisi and the arrest warrant were obtained on an ex parte basis, the duty of candour extends to all stages of the proceedings. At the time of the ex parte applications, TSL disclosed the existence of the English WFO and the enforcement proceedings in Cyprus and the UAE, in compliance with this duty.
The sale proceeds from M/V Crimson Horizon (USD $22,800,000) must be netted against the total claim when assessing the remaining balance enforceable in Singapore and in other jurisdictions. Straits Meridian LLP have been instructed to file an account of the proceeds with the Singapore High Court and to confirm the outstanding balance of the Award as of the date of receipt.
3.2.4 United Arab Emirates. Under UAE Federal Law No. 6 of 2018 on Arbitration and the New York Convention, the enforcement order granted by the Dubai Court of First Instance (Case No. 1893/2024) on 20 November 2024 authorises execution of the original Award in the UAE. As in the other enforcement jurisdictions, this does not create a new, independent obligation; it is a mechanism for local execution of the Award.
The precautionary attachment over Korinthian DMCC's accounts and receivables at EGCB, and any subsequent execution against those assets, must be limited to the outstanding balance of the Award at the time of execution. UAE courts require notification of amounts recovered in other jurisdictions, and failure to disclose such recoveries may result in penalties or the reversal of orders.
Under the UAE Civil Procedure Law (Federal Law No. 11 of 1992, as amended), the obligation to account for partial satisfaction of a judgment or award being enforced is a well-established principle. The executing court has the authority to verify the outstanding balance and to limit execution accordingly. ARH have confirmed that the Dubai Court of First Instance will expect TSL to provide an updated statement of the outstanding balance at each stage of the execution process, accounting for all recoveries made in other jurisdictions.
Particular care must be taken in the UAE proceedings because the enforcement and execution framework in the UAE is administered through the Execution Department of the court, which operates with a degree of procedural formality that differs from the common law systems in England and Singapore. ARH have been instructed on the specific procedural requirements for filing partial satisfaction notifications and for amending the amount sought in execution.
3.3 Practical Mechanism for Preventing Double Recovery
To manage the double-recovery risk effectively, the following practical mechanism has been implemented and must be maintained throughout the enforcement campaign:
Centralized Recovery Tracking. A Multi-Jurisdictional Recovery Tracker (the "Tracker") has been established and is maintained by Patrick Gallagher. The Tracker is a living document that records every recovery event by jurisdiction, date, local currency amount, GBP equivalent (converted at the spot rate on the date of actual receipt), and cumulative total of recoveries. The Tracker also calculates the outstanding balance of the Award (inclusive of accrued post-award interest on the unpaid portion of the principal) at any given point in time. The Tracker is referenced at Appendix A to this memorandum.
Immediate Post-Recovery Calculation. After each recovery event, the outstanding balance must be immediately recalculated. This calculation takes into account: (a) the GBP equivalent of the recovery; (b) the allocation of the recovery as between costs, post-award interest, and principal (in accordance with the allocation methodology set out at Section 9.4 below); and (c) the updated accrual of post-award interest on the remaining unpaid principal. The recalculated outstanding balance is circulated to all local counsel within 24 hours of the recovery event.
Notification to All Jurisdictions. Following each recovery event, appropriate notifications are filed with each court in which active enforcement proceedings remain. These notifications disclose the recovery amount, the jurisdiction of recovery, the GBP equivalent, the allocation as between costs, interest, and principal, and the updated outstanding balance. Template notification letters for each jurisdiction have been prepared and are referenced at Appendix C.
Variation of Freezing/Attachment Orders. As recoveries reduce the outstanding balance, applications are made (or will be made) to vary the WFO in England, the freezing injunction in Cyprus, and the precautionary attachment in the UAE to reduce the maximum restrained/attached sum to the current outstanding balance. This ensures that assets are not frozen or attached in excess of the amount owed and mitigates the risk of KMH successfully challenging the orders on the ground of excessive restraint.
Pre-Execution Confirmation. Before initiating any new execution step in any jurisdiction — whether a further garnishee order, a charging order, a forced sale, an arrest, or any other enforcement measure — the current outstanding balance must be confirmed by reference to the Tracker. No execution step should be pursued for an amount in excess of the outstanding balance.
Centralized Receipt of Proceeds. All recovery proceeds are to be remitted to TSL's designated recovery account at Ionian National Bank SA (22 Stadiou Street, Athens 105 64, Greece) for centralized accounting. This ensures that TSL maintains a single, auditable record of all receipts and can account for them accurately to any court that requires such information.
4. Overlapping Freezing and Attachment Orders
4.1 The Interplay of the WFO and Local Orders
The English WFO granted by Mr. Justice Ashworth on 16 July 2024 (as continued with modifications on 30 July 2024) is a worldwide order that 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 value of £108,600,000. The geographical reach of the WFO is therefore not limited to assets located in England and Wales; it extends to KMH's assets wherever they may be situated, including in Cyprus, Singapore, and the UAE.
Concurrently, local freezing and attachment orders have been obtained in three of the four enforcement jurisdictions:
• Cyprus: A freezing injunction was granted by the Nicosia District Court on 12 August 2024, restraining KMH from disposing of or dealing with its shareholding in Oceangate Ventures Ltd. (HE 401293) and its bank accounts at financial institutions in Cyprus.
• UAE: A precautionary attachment was granted by the Dubai Court of First Instance on 28 August 2024 over the accounts and receivables of Korinthian DMCC at EGCB.
• Singapore: While Singapore does not have a standalone freezing order in the form of the English WFO, the garnishee order proceedings and the admiralty arrest of M/V Crimson Horizon effectively preserved and captured the Singapore-located assets for the purposes of enforcement.
The English WFO and the local orders operate in parallel. The English WFO is not directly enforceable in Cyprus, Singapore, or the UAE. It is an order of the English court, binding on KMH in personam, but it cannot be executed against assets in other jurisdictions without the assistance of local courts. This is why TSL has obtained independent local freezing and attachment orders in each jurisdiction — the local orders provide the mechanism for restraining assets within the territorial jurisdiction of each court, whereas the WFO provides in personam restraint on KMH's conduct globally.
The existence of the WFO is, however, relevant evidence in each local jurisdiction. When applying for local freezing or attachment orders, TSL was able to point to the WFO (and the grounds on which it was granted, including evidence of risk of dissipation) as persuasive material supporting the grant of local relief. The WFO and the English court's findings on the risk of dissipation are not binding on the courts in Cyprus, Singapore, or the UAE, but they carry significant evidential weight and have been cited in the applications in each jurisdiction.
4.2 Potential Conflicts Between Orders
The parallel operation of the WFO and local orders across four jurisdictions creates the potential for conflicts between the terms and conditions of different orders. The principal areas of potential conflict are as follows:
Exceptions and Carve-Outs. Freezing orders in different jurisdictions may include different exceptions or carve-outs. The English WFO, in its standard Commercial Court form, includes exceptions permitting KMH to spend reasonable sums on living expenses (up to a specified weekly limit) and on legal advice and representation in connection with the enforcement proceedings and the underlying arbitration. It also includes a standard proviso permitting dealings in the ordinary course of business, subject to conditions.
The Cyprus freezing injunction and the UAE precautionary attachment may or may not include equivalent exceptions. Cypriot practice generally includes a legal expenses exception, but the terms may differ from the English standard. UAE precautionary attachments do not typically include the same range of exceptions as English freezing orders, and the scope of any exception for legal expenses or ordinary course business may be narrower.
This divergence creates a risk that KMH could argue before one court that the conditions imposed by another court's order are inconsistent with the local order. For example, if the English WFO permits KMH to spend up to £25,000 per week on legal expenses, but the Cyprus freezing injunction does not include such an exception, KMH might argue that compliance with the English WFO (by spending on legal fees) constitutes a breach of the Cyprus injunction. This risk can be mitigated by seeking, where possible, consistent exceptions across all orders, and by ensuring that KMH's expenditure under the English WFO exceptions does not involve assets that are specifically restrained by local orders in other jurisdictions.
Aggregate Restraint in Excess of the Outstanding Balance. A more fundamental concern is the aggregate value of assets restrained across all jurisdictions. The WFO restrains assets up to £108,600,000. Each local order independently restrains specific assets in the relevant jurisdiction. If the cumulative value of assets restrained by all orders (the WFO and the local orders collectively) exceeds the outstanding balance of the Award, KMH has grounds to apply for variation or discharge of one or more orders on the basis that they are oppressive or that they restrain assets in excess of the amount owed.
This risk becomes acute as recoveries are made and the outstanding balance decreases. If, for example, USD $22,800,000 has been recovered from the judicial sale of M/V Crimson Horizon and SGD $31,200,000 from the garnishee order in Singapore, but the WFO and the Cyprus and UAE orders have not been varied downward, the aggregate restraint will exceed the reduced outstanding balance. KMH would be entitled to seek variation of one or more orders to bring the aggregate restraint into line with the balance due.
To mitigate this risk, variation applications must be filed promptly following each recovery event, as discussed at Section 3.3 above. The goal is to ensure that, at any given time, the aggregate value of assets restrained does not materially exceed the outstanding balance. A degree of margin is permissible — courts recognise that freezing orders must allow for some buffer to account for interest accrual, costs of enforcement, and the practical difficulty of valuing frozen assets precisely — but excessive restraint will not be tolerated.
Conflicting Characterisation of Assets. A further area of potential conflict arises from the different ways in which the orders characterise or describe the assets they restrain. The English WFO describes the restrained assets in general terms (all of KMH's assets worldwide, up to the specified maximum). The Cyprus freezing injunction describes specific assets (shares in Oceangate, bank accounts). The UAE precautionary attachment is directed at specific accounts at EGCB. If there is an overlap — for example, if a bank account at EGCB is treated as both an asset of Korinthian DMCC (and hence subject to the UAE attachment) and an asset of KMH (and hence subject to the WFO) — questions may arise about which order has priority and how the asset should be treated for the purposes of the aggregate restraint calculation.
In practice, this risk is manageable because the WFO operates in personam against KMH, whereas the local orders operate in rem or quasi-in rem against specific assets or against specific third parties (banks, registrars). The two types of restraint are complementary rather than conflicting. However, care must be taken in reporting and accounting to ensure that the same asset is not counted twice when calculating the aggregate value of frozen assets.
4.3 Notification Obligations and Cross-Border Disclosure
Each of the freezing and attachment orders obtained by TSL imposes, either expressly or implicitly, an obligation of disclosure and notification in connection with parallel proceedings and recoveries in other jurisdictions.
The English WFO, as modified at the return date hearing on 30 July 2024, includes an express requirement for TSL to inform the court of any material changes in the enforcement landscape, including any recoveries made in other jurisdictions. This is in addition to the general duty of full and frank disclosure that applies to all ex parte applications in the English courts. TSL's obligation of full and frank disclosure was particularly relevant at the time of the initial WFO application on 16 July 2024, and again at the return date hearing. Any further ex parte applications — for example, an application for a further third-party debt order or a charging order — will trigger the full and frank disclosure obligation anew, requiring TSL to disclose the current state of the enforcement campaign across all jurisdictions, including all amounts recovered.
At each return date or variation hearing in the English proceedings, TSL must provide an updated statement of amounts recovered and outstanding. This statement should cross-reference the Tracker maintained by Patrick Gallagher and should set out the recovery amounts in both local currency and GBP equivalent, the date of each recovery, the jurisdiction of recovery, and the resulting outstanding balance.
In Cyprus, the duty of candour in connection with ex parte applications is similarly well-established. TSL's obligation to disclose the existence and progress of parallel proceedings applied at the time of the initial application for the freezing injunction on 12 August 2024 and continues to apply in connection with the ongoing execution proceedings. KM&P must be kept continuously informed of developments in England, Singapore, and the UAE so that they can comply with any disclosure obligations imposed by the Nicosia District Court.
In Singapore, the duty of full and frank disclosure in ex parte applications is treated with particular seriousness. The Singapore courts have consistently held that a failure to make full and frank disclosure in support of an ex parte application may result in the order being set aside, regardless of the merits of the underlying case. This duty applied at the time of the garnishee order nisi application and the arrest application, and TSL complied with it by disclosing the English WFO and the enforcement proceedings in Cyprus and the UAE. The duty continues to apply, and Straits Meridian LLP must be kept informed of all developments so that they can comply with any further disclosure requirements.
In the UAE, the Dubai Court of First Instance expects parties to conduct proceedings in good faith and to disclose material information. The specific procedural mechanisms for notification and disclosure in the UAE differ from the common law jurisdictions, but the underlying principle is the same: the executing creditor must be candid about the state of the enforcement campaign and must account for recoveries made elsewhere. ARH have been instructed on these requirements.
4.4 Consequences of Non-Compliance
The consequences of failing to comply with the disclosure and notification obligations described above are severe and potentially campaign-ending. It is essential that every member of the C&H team and all local counsel understand the gravity of these obligations.
In England, the consequences of non-disclosure in support of an ex parte WFO are well-established and frequently enforced. If TSL is found to have failed to disclose a material fact — including the existence of parallel proceedings, recoveries in other jurisdictions, or the reduced outstanding balance — the WFO may be discharged, even if the underlying case has overwhelming merit. The court's power to discharge a freezing order for non-disclosure is exercised as a matter of judicial discipline, to ensure the integrity of the ex parte process. Furthermore, adverse costs orders (including indemnity costs) may be made, and in extreme cases the court may refer the matter for consideration of contempt proceedings. The reputational consequences for TSL and for this firm would be substantial.
In Cyprus, similar principles apply. The Nicosia District Court has the jurisdiction to set aside the freezing injunction and, potentially, to revisit the enforcement order if it is established that TSL failed to comply with its disclosure obligations. Vassiliadis & Economou LLC, acting for KMH, will be particularly vigilant for any failure to disclose, given that the Cyprus proceedings are closely monitored as part of KMH's global defence strategy.
In Singapore, the consequences of non-disclosure are equally serious. The Singapore courts have emphasised in numerous authorities that the duty of full and frank disclosure is "the price which the applicant must pay for the privilege of obtaining an ex parte order" and that a breach of this duty will ordinarily result in the order being set aside. This applies to the garnishee order and the arrest warrant, and any setting aside of these orders could jeopardise the recovery of the Singapore proceeds.
In the UAE, failure to disclose material information may result in penalties under the Civil Procedure Law, the reversal of the precautionary attachment, and adverse costs orders. ARH have advised that the UAE courts take a serious view of any attempt to use the execution process to recover more than is owed, and that non-disclosure of parallel recoveries would be treated as a material breach of procedural obligations.
The duty of candour is particularly acute because KMH's counsel — Harkness Whitford & Co. in England and Vassiliadis & Economou LLC in Cyprus — are experienced enforcement defence practitioners who will be monitoring TSL's enforcement activities for any failure to disclose. Any failure, however inadvertent, will be seized upon and presented to the court as evidence of bad faith or oppressive conduct. The best defence against such allegations is rigorous compliance with all disclosure obligations, supported by the centralized coordination and tracking mechanisms described in this memorandum.
5. Currency Conversion and Allocation Issues
5.1 The Award Currency
The LCIA Award is denominated entirely in pounds sterling. The principal award sum is £96,450,000, costs are £12,150,000, and post-award interest accrues at 5.25% per annum simple on the principal sum from 29 June 2024. All calculations of the outstanding balance, and all notifications to courts, should be expressed in pounds sterling as the currency of the Award.
5.2 Recoveries in Foreign Currencies
While the Award is GBP-denominated, significant recoveries have been and will be made in foreign currencies, reflecting the multi-jurisdictional nature of the enforcement campaign:
• Singapore: The garnishee order against Pinnacle Bank (Singapore) Ltd. yielded SGD $31,200,000 (approximately £18,700,000 at current exchange rates, though the precise GBP equivalent depends on the rate prevailing on the date of receipt). The judicial sale of M/V Crimson Horizon yielded USD $22,800,000 (approximately £18,330,000 at £1 = USD $1.2441, again subject to the date-of-receipt rate).
• UAE: The bank accounts and receivables of Korinthian DMCC at EGCB are AED-denominated. The anticipated recovery is approximately AED 53,400,000 (approximately £11,650,000 at current exchange rates), though the final figure will depend on the amount actually realised through execution.
• Cyprus: Recoveries from the forced sale of KMH's shares in Oceangate Ventures Ltd. and from KMH's Cyprus bank accounts will be denominated in euros. The precise EUR amounts will be determined by the sale proceeds and the account balances at the time of execution.
Each recovery must be converted to GBP at the prevailing exchange rate on the date of actual receipt by TSL to credit against the GBP-denominated outstanding balance. This raises the following issues:
Exchange Rate Risk. The GBP equivalent of a foreign-currency recovery may fluctuate between the date an order is granted (or an asset is frozen), the date the recovery is realised (e.g., the date of a judicial sale or the date a garnished sum is paid over), and the date the proceeds are actually received by TSL. For example, if the GBP strengthens against the USD between the date of the M/V Crimson Horizon judicial sale and the date of receipt, the GBP equivalent of the USD proceeds will be lower, meaning that a smaller amount is credited against the outstanding balance. Conversely, if the GBP weakens, the credit will be larger.
Conversion Date. The relevant conversion date for the purpose of crediting recoveries against the outstanding balance should be the date of actual receipt by TSL at Ionian National Bank SA. This is the most practicable approach and avoids the complexities of using notional conversion dates (such as the date of the order or the date of the judicial sale). It is also consistent with the general principle that a creditor gives credit for what it actually receives, not what it might have received at a different exchange rate.
Documentation. Each currency conversion must be documented, including the source of the exchange rate used, the date of conversion, the local currency amount, and the GBP equivalent. This documentation is essential for the Tracker and for the notifications to be filed with each court.
5.3 Allocation of Recoveries Against the Award
The Award comprises multiple components: several heads of principal damages, pre-award interest, costs (comprising LCIA institutional costs and TSL's legal costs), and post-award interest (which accrues separately). The question arises how partial recoveries should be allocated among these components.
This question is significant for two reasons:
First, the allocation determines the ongoing post-award interest calculation. Post-award interest runs at 5.25% per annum simple on the principal award sum of £96,450,000 (or its unpaid portion). If a recovery is allocated to principal, the base on which post-award interest accrues is reduced, decreasing future interest. If the recovery is allocated to costs or to interest, the principal remains unchanged, and post-award interest continues to accrue on the full principal amount.
Second, the allocation may have implications for TSL's internal accounting, tax treatment, and the calculation of any success fee or premium payable under the firm's engagement terms.
Under English law, in the absence of agreement between the debtor and the creditor as to the allocation of partial payments, the creditor generally has the right to appropriate payments to whichever component of the debt it chooses (subject to any applicable statutory or contractual provisions). This principle, known as the rule in Clayton's Case in a banking context and deriving from broader principles of appropriation, gives TSL a degree of flexibility in determining how recoveries are allocated.
TSL should consider adopting the following allocation methodology:
1. First, to costs (£12,150,000). Allocating early recoveries to the costs component first maximises the success fee calculation base by leaving the principal award intact for as long as possible. It also reduces the risk that costs remain unpaid if the enforcement campaign is only partially successful.
2. Second, to post-award interest. Allocating recoveries next to post-award interest ensures that accrued interest does not compound (the Award provides for simple interest, not compound interest, so this is a lesser concern, but crediting interest early reduces the total amount TSL must collect).
3. Third, to the principal award sum (£96,450,000). Only after costs and post-award interest have been satisfied in full should recoveries be credited against the principal. As each recovery is credited to principal, the post-award interest base is correspondingly reduced.
This methodology should be applied consistently across all jurisdictions and documented in the Tracker. It should be discussed with and approved by TSL (Elena Stavridis, CFO, and Ioanna Christodoulou, General Counsel) in light of TSL's tax and accounting requirements. If TSL has specific preferences as to allocation — for example, for tax reasons, it may prefer a different ordering — the methodology can be adjusted, but it must remain consistent across all jurisdictions. Inconsistent allocation in different jurisdictions would create confusion and could provide KMH with grounds to challenge the outstanding balance calculations.
6. Comity and Recognition Issues
6.1 Comity Between Enforcement Jurisdictions
A fundamental principle underlying the multi-jurisdictional enforcement campaign is that each of the four jurisdictions is enforcing the same underlying LCIA Award. No jurisdiction, by granting an enforcement order, creates a new, independent judgment debt separate from the Award (except to the limited extent that the enforcement order is the local procedural mechanism by which the Award is given the force of a domestic judgment for execution purposes). The obligation owed by KMH to TSL is a single obligation, arising from the Award, and the various enforcement orders are different manifestations of the same underlying right.
This has important implications for the principle of international comity. Comity — the mutual respect that courts in one jurisdiction accord to the judicial acts and proceedings of another jurisdiction — supports coordination among the enforcement jurisdictions. Each court, when considering the enforcement and execution of the Award within its territory, should have regard to the fact that the same Award is being enforced elsewhere, and should ensure that its process is not used to facilitate over-recovery or to impose disproportionate burdens on the debtor.
In practice, the principle of comity operates as follows in the context of this enforcement campaign:
• Each court will, as a matter of course, take judicial notice of the fact that the Award is being enforced in other jurisdictions when this information is brought to its attention (as it must be, under the disclosure obligations discussed above).
• No court should allow its enforcement process to operate in a manner that, cumulatively with enforcement in other jurisdictions, results in recovery in excess of the amount owed. The courts will expect TSL to account for recoveries made elsewhere and to limit its execution in each jurisdiction to the outstanding balance.
• The courts are likely to cooperate, at least informally, in the management of the enforcement campaign. For example, if the English Commercial Court is informed that substantial recoveries have been made in Singapore and the UAE, it may take this into account when considering further applications by TSL (or by KMH) in relation to the WFO or execution in England.
These principles do not require any formal mechanism of inter-jurisdictional coordination. There is no treaty or convention governing the coordination of parallel enforcement of arbitral awards across these four jurisdictions. Rather, the coordination is achieved through the parties' disclosure obligations and through the courts' inherent power to manage the enforcement process within their respective jurisdictions.
6.2 Anti-Suit / Anti-Enforcement Injunctions
One tactical risk that must be considered is the possibility that KMH could seek an anti-enforcement injunction in one jurisdiction to restrain TSL from pursuing enforcement in another. Such an application, if successful, could confine TSL's enforcement efforts to a single jurisdiction, potentially one in which KMH holds insufficient assets to satisfy the Award.
In England, the court has a well-established power to grant anti-suit injunctions to restrain parties from commencing or continuing proceedings in foreign jurisdictions. However, this power is generally exercised in the context of protecting an arbitration agreement or an exclusive jurisdiction clause — that is, to prevent a party from litigating a dispute in a forum other than the one agreed by the parties. The power is not typically exercised to restrain a creditor from enforcing a validly obtained arbitral award in multiple jurisdictions. Indeed, the English courts recognise that a creditor may need to pursue enforcement in multiple jurisdictions to recover the amount owed, particularly where the debtor has dispersed its assets internationally.
It is theoretically possible that KMH could seek an anti-enforcement injunction in England, arguing that TSL's multi-jurisdictional enforcement campaign is oppressive or constitutes an abuse of process. However, such an application would be unlikely to succeed for several reasons:
• TSL's enforcement campaign is necessitated by KMH's own deliberate dispersal of assets across multiple jurisdictions through a network of subsidiaries. It would be inequitable to allow KMH to benefit from its own obstructive asset-structuring by confining TSL to a single enforcement forum.
• There is no suggestion that TSL is pursuing enforcement in bad faith or for any improper purpose. TSL is simply seeking to recover the amount awarded to it by the Tribunal.
• The courts have consistently recognised that parallel enforcement of arbitral awards in multiple jurisdictions is a legitimate and often necessary strategy, particularly in the shipping and international trade sectors.
In Cyprus, Singapore, and the UAE, KMH could theoretically seek an order from the local court limiting TSL's enforcement to that jurisdiction alone or restraining TSL from pursuing enforcement elsewhere. However, such orders would be unusual and highly unlikely to succeed. The courts in these jurisdictions are accustomed to multi-jurisdictional enforcement campaigns in the shipping context and would be reluctant to interfere with TSL's legitimate right to pursue enforcement wherever KMH's a