Mikhail “Mandela” Khodorkovsky

A couple of days ago, a blog post appeared on Ekho Moskvy by economist Nikita Krichevsky. Of course it caught my eye because it aligns with my interests in both the Russian political system and corruption. I will try to explain the somewhat complicated story as simply as possible.

In April, a story appeared in the Russian press that the Federal Anti-Monopoly Service [FAS] had approved the buyout of Ivanovo Polyester Complex [IPK in Russian]. “100% of the voting shares” were purchased by a Cyprus registered company called Honson Management Limited [the Russian spelling is not correct, and I cannot find it in Cyprus’ registry].

First some background on the project itself:

“IPK is the largest investment project in the production of raw materials for light industry in Russia…. IPK will replace imported raw materials for light industry, which will become the main consumer of… materials for the automotive industry, the basis for roofing materials, the production of clothing, furniture, etc.. Currently there is no production of synthetic (polyester) fibers in the country, the main supplier is China…”

The total cost of the project is more than 25 billion rubles. In December 2016, VEB approved a 13 year loan of 20.4 billion rubles for the complex… the loan is in foreign exchange. In addition, the owners of the complex must invest in the project more than 5 billion [rubles] of its own funds, VEB reported.”

There have, of course, been multiple objections to the project.

In February:

“…the co-chairman of the State Secretary of the Ecological Chamber of Russia, Vadim Petrov, expressed the opinion that the results of the environmental impact assessment for the construction of the plant may not [be realistic].

The factory will process a huge amount of highly toxic chemicals. And representatives of the plant and the local administration say that the plant will not have any waste. But worldwide there are no such technologies that would ensure zero emissions… We are sure that we are dealing with either a lack of environmental expertise, or with deliberate silence of important facts.”

In addition, the director of the Institute of Contemporary Economy Nikita Isaev wondered in April who IPK’s “customers” would be, and where the raw material would come from. The projections indicate that IPK will have a monopoly on domestic production, producing more than is currently being imported. As for the “raw material”, IPK would have to import it from South Korea, which would raise costs significantly compared to the current costs of importing the finished materials from China.

The only way to make IPK profitable, Isaev said, would be to subsidize it from the federal budget, or “…to oblige state companies to purchase products… even if they are not needed.”

In other words, more state sponsored theft from the Russian taxpayers.

And now for the new “shareholders” who will benefit from the scheme scam:

According to Vedomosti:

“The final beneficiaries of Honson Management are Sergei Presnyakov (with a share of about 52%), Alexei Golubovich (25.1%), Alexei Prudnikov (about 15%) and Ruslan Kryazhev (about 10%).”

Alexei Golubovich should be familiar to those who have followed the Yukos case for any amount of time. After his 7 year stint at Menatep (and later Yukos), Golubovich went on to found Arbat Capital in 2007.

 

Presnyakov and Kyrazhev have worked together for over a decade. The two were both shareholders in a company called Fuera Invest Limited starting in 2006.

Presnyakov’s LinkedIn profile says that he is the owner of Active CIS, though his name does not appear on the website.

Kyrazhev is/was a partner in the investment firm, Waarde Capital along with Alexei Prudnikov. Waarde Capital says that it invests in the IT, telecommunications, finance and trade sectors in Russia, Europe, Israel, South-East Asia, and the US. However, Kyrazhev does not currently appear on Waarde’s website. Kyrazhev also worked at Yukos in the 1990s.

Alexei Prudnikov says that he is also President of Finematika, another venture capital company.

But wait! There’s more!

In April, VEB and IPK said that they were working on financing the new project in Ivanovo. Krichevsky writes that the stated cost of the project increased by nearly 10 billion rubles in about a two month period. And in early 2015, Ivanovo’s governor said that the project would cost about 17.7 billion rubles. Allowances can be made for inflation, Krichevsky concedes, but the exchange rate has actually stayed pretty steady in the past two years.

Meanwhile, Krichevsky notes that an article appeared in the Czech press last month reporting that at least partial financing for the project was provided by the Czech bank CSOB through a loan to VEB. The loan will finance the construction of a plant in Ivanovo by the Czech company Unistav Construction. The contract between Unistav and IPK was signed in Prague in March 2016, before Golubovich and partners bought IPK.

VEB’s chief who approved the loan is Sergei Gorkov. Gorkov has appeared in the US media recently due to his alleged connection to Jared Kushner. But what is more interesting about Gorkov is his long-time relationship with Yukos and Khodorkovsky.

In another twist, Krichevsky cites an investigation into Khodorkovsky’s international business empire that appeared in Komsomolskaya Pravda back in April.

“In the Czech Republic, Khodorkovsky’s name is associated with businessman Dusan Novotny… Novotny ensures Khodorkovsky’s interests in a number of development projects of the companies Panorama, Unistav Holding and Novodevelop – both residential and commercial complexes. All these companies, according to the Czech Register of Legal Entities, were registered in 2015. They are all connected to the large Czech holding company Unimex Group through Unistav International.”

And who is building IPK’s new factory? Unistav Construction, which is a subsidiary of Unistav Holding, “whose owner is associated with “Mandela” [Khodorkovsky]. A contract with a foreign contractor, signed, as far as I know, without a tender, despite the fact that they are planning to build IPK with public (well, quasi-public) funds.”

And the authorities have turned a blind eye.

So, Krichevsky concludes, “…VEB actually finances “Mandela”, “Mandela” supports the opposition, the opposition demands the resignation of Putin, and Putin… And Putin, it turns out, approved the entire scheme.”

Tell me again that Mikhail “Mandela” Khodorkovsky is being persecuted by the Russian state.

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Lambert & Warnig

I wrote here in February 2016 about Matthias Warnig and his involvement in a UK registered company called Lambert Energy Advisory. Though it garnered little attention at the time, I thought it was worth keeping track of. I went back to check up on the situation at Lambert recently and to see if anything had changed, and was surprised to see that Novaya Gazeta had also been interested in the subject. I won’t go into all the details of how I found this information initially, but Novaya came into it from a different angle than I did last year.

First some background on Lambert Energy Advisory and its activities. One of the board members is Onursal Soyer. According to his biography:

“LEA [Lambert Energy Advisory] is a leading advisory firm to the global oil and gas industry and, since its inception, has been involved in more than $60 billion worth of transactions for major companies such as Statoil, Petronas, BP and Wintershall. Some recent transactions, on which Lambert Energy Advisory was a core Advisor, included acting for BP on its $28 billion deal in Russia (whereby BP became a c. 20% shareholder in Rosneft), acting for Statoil on four large divestments of North Sea assets to Centrica, Wintershall and OMV worth over $7 billion and acting for Wintershall on its UK and Norwegian divestments. LEA has been actively involved in the Middle East oil and gas sector and has advised on several deals mainly in the Kurdistan Region of Iraq. LEA was also advisor in major infrastructure deals in NW Europe, including assets like Dragon LNG regasification terminal in the UK, the Norwegian offshore gas transmission network, Gassled, and the Central Area Transmission System (UK’s largest offshore gas transmission pipeline).

Now to Novaya Gazeta‘s interest in the firm. The article begin by discussing Warnig’s background (which as I’ve said before, I think most people are familiar with). How much is fact, and how much is myth, I’m not entirely sure. What we do know is that Warnig was definitely Stasi (Novaya shares the documents proving it), and that he worked at Dresdner Bank in the 1990s. The official story is that Warnig met Putin while doing business in St Petersburg. Rumor also has it that Warnig aided the Putin family after Lyudmila Putina had a car accident in 1993 and needed medical help. There’s also the story that Warnig and Putin met in East Germany, but I suspect this is more myth than reality and the confusion comes from the similarities between the names Dresden and Dresdner.

Novaya’s concern is over possible improprieties related to Lambert’s firm advising BP on the deal it made with Rosneft in 2012. Under that deal BP took “…$16.7bn in cash and a 12.5% stake in Rosneft in return for its 50% stake in the TNK-BP venture.”

Warnig became the co-owner of the British consulting company Lambert Energy Advisory in 2008 – this is not only a classic British office on the 4th floor of an old brick building on Hill Street in the central London area of Mayfair just 300 meters from Hyde Park, but it also has famous founders and managers. The company was founded by Lord Rockley, an aristocrat who was an advisor to Her Majesty’s government in privatizing the state-owned British Telecom (the £4 billion deal involving 2.3 million private shareholders was completed in 1984).

In the mid-1990s, Lord Rockley was chairman of the British investment bank Kleinwort Benson, and his business partner, co-founder of Lambert Energy, Philip Stephen Owen Lambert, also worked there. [Rockley] died at the end of 2011. The main owner of the consulting company Lambert Energy is now Philip Lambert and his family.

Novaya continues:

Excessive publicity and even a website [for the company] are not needed. the consultations are strictly confidential, and the composition of shareholders guarantees their popularity – among them the former head of the Ministry of Energy of Norway Tore Sandvold, and a former British diplomat, former special advisor to the oil and energy gas giant BP Sir Jeremy Greenstock. He is also chairman of Lambert Energy.

How the British aristocrats met Warnig, and why he became a co-owner of their company, neither the representative of Warnig, nor Lambert Energy answered. But given that Dresdner Bank, where Warnig worked, bought Kleinwort, where Lambert and Lord Rockley worked in 1995 (for $1.6 billion) they could have had points of contact and occasions to meet.

Novaya asked Lambert about Warnig’s involvement with his firm, and got the following response:

Philip Lambert replied only that since 2008, Warnig was “an exemplary, proven, and long-term shareholder of Lambert Energy”… and invited them to visit the office on occasion.

Warnig owns 12% in consulting Lambert Energy through his Swiss firm Interatis AG. This was also confirmed by a representative of Warnig…

Concerning any improprieties, Novaya writes:

[Lambert] and BP do not want to answer questions about why Lambert Energy was chosen as a consultant, and whether Matthias Warnig, a member of the board of directors of the state-controlled Rosneft, was involved. They also do not answer the question of whether or not Warnig did anything during the period of these consultations.

But they continue:

It’s not just about his acquaintance with high-ranking Russian officials, but also about business. If one of Warnig’s Swiss firms – Interatis AG owned 12% of the BP consultant [i.e. Lambert] in the deal with Rosneft, then another company – Interatis Engineering in 2014 participated in a joint pharmaceutical project with the Moscow company, Artpol Holding, [belonging to] Sergei Shmatko. “Artpol” and Interatis held 10% of the producers of anti-tumor drugs… The total revenue of these pharmaceutical companies exceeded 1.2 billion rubles over a 5 year period. Prior to this, Shmatko was Minister of Energy during the conflict between BP and the Russian shareholders [ed. Alfa, Access, Renova]. And if Deputy Prime Minister Shuvalov opposed the deal between BP and Rosneft, Minister Shmatko in 2011 publicly announced that it would be implemented.

The board of directors of Rosneft approved the deal with BP in November 2012, and by 2013 it was completed.

Others were not so willing to answer Novaya’s questions:

The representatives of Warnig, BP, Lambert Energy, and Rosneft do not answer detailed questions, whether there was a conflict of interest in this story and how much a member of the board of directors of Rosneft, Warnig, earned because the company advised BP with his participation.

A spokesman for Warnig told Novaya Gazeta that “his participation in the affairs of Lambert Energy is limited solely to his role as a minority shareholder” and that “he does not have any managerial or supervisory position in the company,” and that his “financial benefit consists solely in receiving dividends, which are set by the decision of the general meeting of shareholders of Lambert Energy.”

This is technically a true statement. Warnig has never been a member of the board at Lambert’s firm. And it is unclear who is acting in his interests on the board given the fact that he is the second largest shareholder after the Lamberts. Warnig is likely receiving some dividends, according to Lambert’s own accounting, but it’s unclear exactly how much. For example, last year Lambert paid out £1,596,975 in dividends. Of that, £1,402,138 went to the company’s board of directors. The majority went to Philip Lambert as the largest shareholder. It seems likely that Warnig got at least a portion of the remaining £194,837.

“Mr Warnig attaches paramount importance to good faith conduct of business in accordance with the standards of corporate governance and prevention of conflict of interests. This also applies to his minority participation in Lambert Energy,” assures Warnig’s representative.

And:

“We observe strict standards of confidentiality with regard to our clients and our business, and we have neither the will nor the opportunity to discuss your detailed questions,” said Philip Lambert… emphasizing the rigidity of the company’s standards and control procedures.

BP replied:

“The work that Lambert Energy performed for us is confidential, and we cannot comment on it,” a BP spokesman told Novaya Gazeta without answering questions about Warnig’s role in the deal with Rosneft.

And, of course, there was no response from Rosneft.

Experts find it difficult to assess what could be the fee for consulting the framework of such a transaction.

“It can be very expensive… The uniqueness of the composition of consultants and potential to influence the situation usually directly affects the amount,” Paragon Advice Group partner Alexander Zakharov shares his opinion.

According to Lambert’s accounting, the firm had a turnover of £12,413,790 in 2012, and a turnover of £11,904,880 in 2013. How much of that was from the consulting done for BP and how much was from other work is not laid out.

At the time of the transaction, Rosneft approved a policy on combating corruption: the company had to collect and verify the information, in particular, about the possible conflict of interests.

“The board of directors of Rosneft has agreed to a deal with BP in 2012. Warnig – a member of the board of directors of Rosneft and a person with great connections, was simultaneously a shareholder of the BP consultant firm. And then took up business with a man who at the time of the deal was the Russian Minister of Energy. All this could form a conflict of interest.” The general director of Transparency International Russia Anton Pominov shares his opinion.

Zambia

At about the same time Capital Bank was being shut down by the Central Bank in Georgia, another bank associated with Zala Group was taken over by the authorities, and its assets seized. The bank was Intermarket Banking Corporation in Zambia. Local media reported:

Intermarket Banking Corporation has become the first victim of the Bank of Zambia stringent capital adequacy requirement which has forced the bank to become insolvent.

Closure seemed imminent. People lined up at the bank’s headquarters in Lusaka to demand their money back.

Zambia’s Central Bank released a statement saying:

The Bank of Zambia has determined that Intermarket Banking Corporation Zambia Limited is insolvent and not able to meet its obligations as they fall due.
The statement continued:
The Bank of Zambia wishes to remind the general public that the decision to take over the affairs of Intermarket Banking Corporation, is intended to safeguard the interests of depositors and preserve the integrity of the financial system.
“…the Bank is not going into liquidation but is being restructured so that it meets its obligations and consequently its capitalization requirements to continue its normal operations.”
“…as a result of financial commitments by shareholders and a new equity partner, the Statement of Affairs of the Assets and Liabilities shows that IBC is now solvent.”
So a new (unnamed) “equity partner” had appeared on the scene and provided a cash injection to restore the bank to solvency. But a month later account holders still are not able to access their funds. And just two days ago, the country’s Finance Minister urged the Central Bank to reopen the bank “as soon as possible.”
But, as one commentator noted, who will keep their money in a bank with a proven track record of irresponsibility?

Drug Smuggling

Tying up more loose ends. Thanks to all the people at behindmlm.com for the great leads.

In September 2015 (the same month that ESOL bought a stake in Capital Bank), a man named Martin Henry Beckett was arrested in London as part of a gang smuggling cannabis into the UK.

According to the media in the UK:

A gang smuggled cannabis worth £24 million in industrial tubes wrapped up in CARPETS.

The smugglers created a company called ‘Mogafish Flooring’ to purchase and transport the carpets across the continent using legitimate transport firms.

Over six months they managed to get around 2.5 tonnes of high grade cannabis into the UK.

The company Mogafish Flooring was registered at a London address long known to house front companies.

Beckett and his cronies were not only involved in drug smuggling, however. Filings with Companies House show that Beckett had been a company director of no less than four companies. One of those companies was Zala Group Ltd. It was created on the 9th of June 2015, and used the same address as Mogafish. Beckett was also the sole director of Oculus Europe Ltd. (registered on the same day as Zala and at the same address).

Beckett was convicted in March 2016 and sentenced to 9 years and 10 months for “…conspiracy to import class B drugs.”

In a post on 20 March 2016 behindmlm.com wrote that OneCoin had suspended its “MasterCard processing and card loading’.

“In effect, cards issued to OneCoin affiliates are currently useless “until further notice”.”

The website managed to find out that OneCoin was using Zala Group Ltd. as “the issuing merchant”. That is, the company that Beckett (who was now in prison) had been the sole director and shareholder of.

But here is where the story takes another twist. There is also a Zala Group LLC that was registered in Florida in June 2013. The name on the paperwork of this company is one Gilbert R Armenta (the shareholder of ESOL and Capital Bank). The company is still active and was registered (until just a few days ago) at 110 E. Broward Blvd. 1900, Fort Lauderdale, FL, 33301. As I mentioned in my original blog post, this address was the same one used by both BlueNRGY and the Florida company that OneCoin was using after their activity at Capital Bank ended in November 2015. Also registered at this address was a company called Oculus GW LLC. The name on that paperwork is Armenta’s partner at ESOL, William C Morro.

Zala Group’s website offers “general purpose reloadable cards” via MasterCard (which appears to be what OneCoin was doing). The idea being that you could exchange your fraudulent OneCoins for money to be spent at your local Starbucks (for example).

Zala’s contact page looks like this:

Screen shot 2017-03-29 at 10.11.58

One final note: Beckett was taken off the paperwork of Zala and Oculus on 1 March 2016 (just before his conviction). He was replaced by Baron Menzel at both companies. There is a Baron Menzel who has been floating around the gambling world for some time (let’s just say he’s not exactly clean).

More Details

I do not like leaving loose ends, so I decided to keep digging into the story of Capital Bank.

One clarification: as of 30 September 2016, the bank’s sole shareholder was ESOL BV.

As I previously mentioned, William C Morro was on the supervisory board of the Bank as a representative of ESOL BV. He is also partner and co-founder of a business called Inter-American Group

According to Morro’s own biography, the company is “…a U.S. investment and advisory firm focused primarily on middle-market businesses with cross-border operations in North America and/or Latin America.”

The firm appears to have gone through several iterations before becoming Inter-American Group in 2002. It was the brainchild of a Dr Richard N Sinkin. Sinkin‘s CV is lengthy, but here are a few highlights:

Dr. Sinkin is an elected member of the Council on Foreign Relations in New York, the Pacific Council on International Policy in Los Angeles, and the San Diego Dialogue in San Diego.

He is a graduate of the University of Michigan, holding a PhD in History from that institution.

Sinkin’s father was Bill Sinkin, who was an activist and businessman in Texas. Among other activities, Bill Sinkin founded Solar San Antonio.

Bill Sinkin’s other son, Lanny, moved to Hawaii in 2014 to become an advocate of Hawaiian separatism. He was invited to Moscow in September 2015 as a representative of the dynastic king of Hawaii, according to Sputnik. The Russian press quoted Sinkin as saying:

“The [United States] tries to isolate Russia and to put on sanctions, but they really can’t do without Russia, so they are moving back to have relations with Russia,”

I don’t know what any of this means, but I did want to put it out here.

Addendum

After I finished writing yesterday’s article, I recalled an incident that had been reported briefly in the media in the UK about a year ago.

The City of London police reported:

A South Wales man has been arrested by the City of London Police in possession of bankers’ drafts worth £30 million in what is believed to be the biggest ever money seizure made by UK law enforcement.

What caught my eye, though, was the reference to Georgia as a transit country.

…in November 2015 $19 million was transferred into the company account and converted into Euros via an intermediary foreign exchange company, with the majority then being sent on to Georgia.

Nobody ever followed up on the story, and the police never made any further announcements that I could find. I tried to dig around a bit on my own, but the information given by the police was too vague to pin anything down for sure. The amount of money made it seem that it would have been one of the bigger banks here that was used. But the date of November 2015 leads me now to believe that it was likely Capital Bank that was used and that the money ended up with the OneCoin team. Though, of course, that is purely speculation.

Bank Fraud & Crypto Scams

I’m going to take you on a journey around the world in this story. We will start in Georgia, and travel to Australia, Bulgaria, Florida, Texas, New York, and the UK (though not necessarily in that order).

This past November JSC Capital Bank had its licence revoked by the National Bank of Georgia (the country’s Central Bank). Capital Bank was not that big of a player on the market, making up only 0.35% by assets as of 30 September 2016, or 16th out of only 17 banks.

According to KPMG Georgia,

“The NBG Auditing process detected that the bank had ignored requirements for prevention of legalizing illegal revenues, as well as various facts of violation of NBG regulations, resolutions and instructions.”

40% of the bank was held by Georgian Merab Chikhradze through a shell company registered in the British Virgin Islands.

Chikhradze is a partner in a plan to build a hotel in the old Agricultural Ministry building near Heroes Square. The building has been boarded up ever since I arrived here four years ago, with signage indicating that a hotel is planned for the site. I did see some people in hardhats wandering around the outside of the building recently, but no work appears to be happening.

Chikhradze’s own social media activity also shows that he has franchised with LafargeHolcim in the cement business here in Georgia. A new cement factory was opened in Poti this past October.

The remaining 60% of Capital Bank was bought in late 2015 by Netherlands registered ESOL BV. ESOL is controlled by a 54 year-old American citizen located in Florida, Gilbert Richard Armenta. Armenta has at least 15 companies registered in Florida alone. He has also been involved in court cases in the US since at least 2009 for a scheme he ran with his Florida registered private equity firm E Oliver Capital Group Inc. He was sued in Texas by Huawei for breach of contract. Huawei eventually won a judgment in 2012 of about $4.2 million, though whether they were able to recover any of it is unclear. Another 2012 judgment in New York found that Armenta and EOCG owed $37.5 million (this sounds like some form of the onward loan scam that I’ve written about here before, but it is hard to tell for sure from the article I linked to… if somebody wants to correct me on this, please feel free).

ESOL BV is also the holder of about 9% of Australia’s BlueNRGY Group Ltd. The company is currently facing a class-action lawsuit which alleges that “…BlueNRGY issued materially false financial statements during the Class Period” [June – October 2014]. BlueNRGY’s chairman, William C Morro, was also a member of the board at Capital Bank.

Shortly after Armenta & ESOL appeared on the scene as “investors” in Capital Bank, the ponzi scheme, OneCoin, also appeared in connection with the bank. The association officially only lasted about a month, before the company moved to an account with US based TD Bank. Both the address and the company associated with the TD account are Armenta’s in Fort Lauderdale, Florida. It is also the US address used by BlueNRGY.

OneCoin bills itself as an alternative to the increasingly popular cryptocurrency BitCoin. An interview with OneCoin’s Ruja Ignatova explains the background and what they are allegedly trying to do with it.

 

Ignatova claims to have worked for McKinsey for 5 years, after studying at Oxford in 2004.

However, in September last year, the UK’s Finance Conduct Authority issued a warning to consumers regarding the scam, writing:

We believe consumers should be wary of dealing with OneCoin, which claims to offer the chance to make money through the trading and ‘mining’ of virtual currencies.

They also warned that:

As OneCoin is not authorised, consumers who deal with it will have no protection from the Financial Ombudsman Service or the Financial Services Compensation Scheme.

An article in July had a takedown of OneCoin, explaining how the scheme works, and why it is not in fact a legitimate form of crypto-currency.

Another discussion on the scam referenced Mavrodi’s MMM scam that ran throughout the 1990s in Russia (which I have written about here).

Meanwhile, the story of OneCoin continues to play out in Bulgaria, with investigative journalists there following Ignatova’s activities there (though unfortunately, still only in Bulgarian).

View story at Medium.com

Georgia

I have been taking a break from Russian politics and have recently been looking at the situation here in Georgia instead. As I’ve moved over into more open-source intel over the past couple of years, I’ve found that eventually everything connects and Georgia is no exception to that maxim. There is no escaping Russia, and all the more so if you are their neighbor. I am hoping to turn this into a small series about some things that have been happening here.

I have some ideas about what I want to focus on, but if you have questions of your own about the situation here, please ask in the comments section, and I will try to find out what I can.

Rosneft Distraction

I got another notification in my Google Alerts yesterday about the Rosneft “privatization” scheme. According to the Russian press, the money for the purchase of the 19.5% stake in Rosneft came from Russian bank VTB:

But this just raises more questions, as Russia’s former deputy Finance Minister Sergei Aleksashenko points out.

First, Aleksashenko points out, despite the Russian government’s claims to the contrary, the money from the “sale” did not reach the federal budget last year. Of course, we already knew this based on both the statements of Glencore and Qatar, and on the filings I shared in my last post on this subject.

But a government official lying about something in Russia is nothing new, and you can’t fire them for it. So there cannot be “any political continuation of this story”.

Then there is still confusion about how the money is supposed to be transferred to the federal budget. Technically, the money should be paid to Rosneftegas, then paid to the budget as a dividend on profits earned from the sale. But that would not equal the full 692 billion roubles. And it would not show up on the books until this year or even next year.

But nobody in Russia cares about any of this, Aleksashenko says. Rosneftegas won’t be audited, and won’t be investigated. And these are all just “technical details” anyway. The main question that nobody seems to be able to answer is “who is the real buyer of the 19.5% stake in Rosneft?”

“The official version of a parity partnership of Glencore and QIA (Qatar investment fund) does not maintain the minimum checks on plausibility. Indeed if the partnership is created on the principle of 50/50, then why do the financial contributions of the participants differ by an order? The Qatar foundation paid 2.5 billion euros, and Glencore only 300 million [euros]?”

And then there is the question of why Glencore got a contract for gas deliveries, and Qatar didn’t. “Where is the equality there?” Aleksashenko asks.

Note: this is not entirely true. As I wrote last week, the deal on the gas deliveries was with QHG Trading LLP (which is equally split between a QIA subsidiary and Glencore Energy UK).

“Continuing on. We still do not know who Intesa’s partner is and who lent the buyer [Qatar] 2.5 billion euros.”

Then Aleksashenko casts doubt on the ability of the “borrowers” [Qatar & Glencore] to repay the loan. He also notes that the terms of the loan from Intesa are still a mystery.

But this is also not quite true. The paperwork for the three loans (possibly only two?) has been uploaded on the website of Companies House in the UK, but I am having difficulty making any sense of them. The numbers don’t match what we were told, and the participants are still murky. Who is QHG Cayman, for example. And Intesa is still listed as the lender.

Even so, Aleksashenko writes, if the “borrowers” (QHG Investment & QHG Holding) cannot repay the loans, then the “lender” (technically still Intesa) will own the shares.

“And that, it seems, is the essence of the transaction.”

He then reminds his readers that the initial proposal was for Rosneft to “buy” its own shares from Rosneftegas and then sell the same shares to an outside buyer at some later date. But this idea was allegedly rejected by Russian President Vladimir Putin.

But, Alexsashenko continues, that it seems likely that Sechin’s original plan was implemented, but “with modifications”. And he alleges that VTB’s role here was to distract from this fact.

Rosneft Mysteries

Yesterday Reuters had a headline that caught my eye: “Rosneft signs 5-year oil supply deal with QHG Trading”.

Of course, I had questions. So I went digging. It turned out that this was the deal that had been agreed to last month with Glencore as part of Rosneft’s “privatization” scheme. But more than that, filings with Companies House in the UK revealed that Glencore had set up a complex structure just prior to the deal’s announcement in early December.

This is perhaps not so strange if you had read Glencore’s statement from early December about the proposed partnership with the Qatar Investment Authority.

In the press release, Glencore stated that they had put together a “limited liability structure fully ring-fenced and non-recourse to Glencore…”

So what does the structure look like?

On 5 December 2016 Glencore registered three LLPs (Limited Liability Partnerships) in the UK. They are as follows:

QHG Investment is split equally between QHG Holding & Qatar registered Qatar Holding LLC (a subsidiary of Qatar Investment Authority). The structure had initially been divided between Glencore UK Limited and Glencore Energy UK Limited. QHG Holding replaced Glencore UK on 28 December, and Qatar Holding did not sign on until 30 December, replacing Glencore Energy UK.

QHG Holding is split between Glencore Energy UK, Qatar Holding LLC, and an entity called QHG Cayman Ltd. (more about this later). Again the pattern repeats, and Qatar did not sign on until 30 December, this time replacing Glencore UK.

And finally, QHG Trading is split equally between Glencore Energy UK and Qatar Holding LLC. And Qatar again replaces Glencore UK on 30 December.

Now here is where it gets interesting. On 3 January 2017, three charges are registered. QHG Investment registers two “fixed charges” from “Intesa Sanpaolo S.P.A., London Branch”.

 Unfortunately there is no paperwork to show exactly what the deals entail, but according to Companies House, one of the charges:

  • Contains fixed charge.
  • Contains floating charge.
  • Floating charge covers all the property or undertaking of the company.
  • Contains negative pledge.

And the other charge:

  • Contains fixed charge.
  • Contains negative pledge.

QHG Holding also registers a “fixed charge” from “Intesa Sanpaolo S.P.A., London Branch” on 3 January 2017:

  • Contains fixed charge.
  • Contains negative pledge.

A quick look at “Intesa Sanpaolo S.P.A., London Branch” shows no such charges, but that doesn’t necessarily mean anything. But it does raise more questions about where exactly the money for the transaction came from, and where it went, or if it even existed at all. Meanwhile, Reuters reported on 3 January that Intesa said they were underwriting “a loan for up to 5.2 billion euros ($5.4 billion)…”.

According to the Russian business daily RBC, Rosneft was supposed to conclude the privatization deal by 15 December 2016.

“On the same day, Rosneftegas transferred funds from the transaction to the federal budget. However, Glencore only confirmed the completion of the settlements on 3 January 2017 [the same date as the charges mentioned above, -ed.] and Rosneftegas on 4 January. In [its] January report the state holding company reported “the end of all corporate and technical procedures of closing and settlement”, associated with the transaction. Rosneftegas specified that it came to… more than 50 documents and agreements signed in “more than five” jurisdictions.”

RBC also reported that QHG Investment LLP holds a 100% stake in QHG Shares PTE which was registered in Singapore on 8 December 2016. The authorized capital of QHG Shares PTE is divided into 201 ordinary shares & totals €10,243 billion. QHG Shares PTE holds the 19.5% stake of Rosneft that Russia “privatized”.

And another mystery remains: who is the beneficial owner of QHG Caymen Ltd.?  RBC couldn’t find it, and neither can I.