Danil Khachaturov accuses FC "Otkrytie" of violating the terms of the deal

The former owner of the robbed insurance company Rosgosstrakh accused the head of the bank FC Opening, which failed to comply with the terms of the acquisition of the insurer: did not transfer Khachaturov shares in the head of the opening of the Holding. Danilo Khachaturov has nothing to lose: his brother Sergei is already in the jail, the question of planting Danil himself is extremely temporary.
Bank "FC Otkrytie" did not fulfill the obligation to purchase Rosgosstrakh, says the former owner of the insurer Danil Khachaturov. Unwillingness to fulfill them, he explains the criminal case and the arrest of his brother.

Problems with the former owner of Rosgosstrakh Danil Khachaturov began this spring, a year after the sale of the insurer to FC Opening. Khachaturov transferred his assets to the bank and was to receive a stake in the head "Opening of the holding," but before that the matter did not reach: the key assets of the Otkritie group headed by the bank moved to the Central Bank's consolidation of the banking sector. Mikhail Zadornov, who headed FC Opening, said at the end of 2017 that the company "was stealing from top to bottom," and then, according to his statement, a criminal case was opened on the embezzlement, on which brother Danil Khachaturov, Sergey, who controlled more than 12% of the shares of " Rosgosstrakh ".

A fine at the cost of life

The main controversy unfolded around the company, not included in Khachaturov's deal with the "Discovery" and, accordingly, not included in the Fund for Consolidation, "RGS Life." "The new owner believes that he was short of something," said his lawyer Viktor Makarenko after Sergei Khachaturov's arrest. Zadornov said at the end of May that he hoped to return the company to the "Discovery" group and in April negotiated this with Danil Khachaturov. Danil Khachaturov, before the deal with the "Discovery", sold "RGS life" to his friend Alkhaz Sanguliy. Market participants nonetheless continued to consider Khachaturov as the owner of the "CSG life", but at the end of April the president of PFC CSKA Eugene Giner unexpectedly declared himself the owner of the company. At a meeting with the company's employees, he said that for the last two years he is the owner of the "CSW of life".

The interest of FC Opening to the company is fueled by an unusual agreement: according to Khachaturov, she had the right to use the brand of the CSG (such license was issued on August 3, 2017, follows from the registers of Rospatent) and an exclusive for the sale of its policies through the offices of FC Opening "And" Rosgosstrakh "for seven years. In April, Rosgosstrakh said that it intends to get from the "CSG life" that she stopped working under the trademark "Rosgosstrakh", and the bank "FC Otkrytie" stopped selling through its branches its policies, and in early June filed a lawsuit against her 116.6 billion rubles. For using the trademark "RGS Life" pays less than 1 million rubles. per year - "a penny in comparison with the real value of the Rosgosstrakh brand with almost 100 years of history," explained a representative of Rosgosstrakh.

 Deploy a deal

Khachaturov calls the payment amount a formality - this is part of his contract with the main owner of the "Opening of the holding" Vadim Belyaev: "It should be considered as part of the transaction for the sale of Rosgosstrakh to FC Otkritie, within which I transferred 1,300 real estate and other assets" . Khachaturov assures that he fulfilled all of his obligations under the deal: Rosgosstrakh, RGS Bank, Rosgosstrakh, RGS Real Estate and other companies that owned the insurer's offices got the opening of the holding, he lists, assessing the value of these assets from discounting about 200 billion rubles. From the stake in the "Opening of the holding," which, he said, should have been 10% minus 1 share, he declined.

 Refusal to cooperate with the FC "Otkrytie" and "Rosgosstrakh" to cooperate with "RGS life" former owner of "Rosgosstrakh" considers violation of the terms of the transaction. Khachaturov believes that if he appeals to Belyaev (although he did not intend to do so) because of failure to fulfill the terms of the transaction and will win the case, the court will demand the termination of the transaction - then FC Opening may become a third party to the dispute and he will have to return all the assets received or compensate for the violation of the terms of the transaction.

"In the documents on the transfer of Rosgosstrakh to FC Otkritie, there were no conditions that the insurer would sell the policies of RGS life through its branches," the Rosgosstrakh representative said. "It's probably Mr. Khachaturov's personal arrangement." Despite this, Rosgosstrakh continues to sell the policies of the company "RGS Life", "if the insured refers to a specific request for the acquisition of the policy of this company," he adds. "CSG Life" plans to rebrand and will be called "Capital Life Life Insurance", said in May the general director Yevgeny Gurevich, after that it will be decided whether or not to give up the rights to the brand of the CSG.

"If one of the parties to the transaction changes the owner, then the obligations [under the transaction] are retained on the new owner," says Tertychny Agabalyan partner Ivan Tertychny. Other lawyers interviewed by Vedomosti declined to comment on this dispute, only one of them noted that Khachaturov had high chances to win.

Double account

Zadornov explains the claims to the "CSG life" by the need of former owners to compensate the state's expenses for the rehabilitation of their structures. "If the shareholders have brought their companies to deep losses that, in fact, all the assets, income, who were in the loop, they naturally have to and stay in the loop of the bank" Opening ", the company" Rosgosstrakh ", no matter how were the previous stage structured these transactions, "- he explained in late May in an interview with TASS, noting that he expects" to understand the previous shareholders. " While understanding he did not find.

 Rosgosstrakh, whose share in the compulsory motor third party liability market was almost 40%, became unprofitable in 2015. In 2016, its net loss under IFRS increased 6.6-fold - from 5 billion rubles. in 2015 till 2016 33.3 billion per year on the first half 2016 g. "Expert RA" estimated combined loss factor (MCC) "Rosgosstrah" CTP by more than 104% - figure above 100% shows a loss of this type of insurance. Before the deal with the "discovery", in December 2016, Khachaturov - as he says, with its partners, which are considered as investors "Rosgosstrakh", - invested capital in the "Rosgosstrakh" 22 billion rubles, but no longer support it could not. . "Further opportunities to continue to conduct business I did not have and I had to give the keys to the company."

This explanation does not satisfy Zadornov. "On the one hand, Rosgosstrakh really burned to OSAGO, but <...> this is a general opinion. So it is convenient to file a situation. For me, Rosgosstrakh has been burned precisely because, having a unique position in the market, managed to do absolutely nothing in the face of its owners and management for 10 years. <...> Maybe she was burned by the fact that her business model was never aimed at bringing legal profits to shareholders ?! Apparently, the shareholders of Rosgosstrakh preferred in some other way to receive a benefit from the ownership of the company, "he said in an interview with Kommersant in late 2017.

 Khachaturov planned that the year 2017 will be the last unprofitable year - according to his forecast, the loss should be about 60 billion rubles. Of these, about 30 billion rubles. had to make losses from compulsory motor TPL insurance and as much as from the new requirements of the Central Bank for reservation, also related to the loss of OSAGO: "Exactly with these assumptions, we entered the deal with the" Discovery "in December 2016". The correctness of the formation of reserves and the quality of assets confirmed the audit Deloitte, ordered specifically for the deal "FC Opening", Khachaturov continues, the document is in the bank and in the Central Bank. "Therefore, the theme 2015-2016. closed! "- he is categorical. The request to Deloitte remained unanswered. One of those who Khachaturov suggested in 2016 to buy Rosgosstrakh, estimates the hole at that time about 60 billion rubles.

So it happened: the net loss of Rosgosstrakh in 2017 according to IFRS was 58.2 billion rubles, and in the first quarter of 2018 the company received a profit of 2 billion rubles. by RAS. Khachaturov estimates the loss of Rosgosstrakh from OSAGO at 35 billion rubles. Deputy director of the group of ratings of financial institutions ACRA Evgeny Sharapov notes that the main contribution to the loss of "Rosgosstrakh" for 2017 made no CTP, and the financial result from investment activities (minus 21.6 billion rubles.) Due to revaluation of financial assets.

 No ransom required

The loss of "Rosgosstrakh" over the past year could be significantly less. The reason for the increased losses - OSAGO and investments in the group of the bank "Otkrytie", explained the general director of the insurer Nikolaus Fry. The latter, it turns out, was not at all obligatory.

On March 31, 2017, the "Discovery", in agreement with the Central Bank, contributed 30 billion rubles to the capital of Rosgosstrakh, which he immediately invested in the holding's securities, subsequently they were written off, Khachaturov said. This is confirmed by the annual financial statements of Rosgosstrakh. It says that in the III-IV quarters of 2017 the company lost more than 29 billion rubles. capital "in connection with the depreciation of the shares of FC Otkritie, bonds" Opening of the Holding "and a number of other assets related to the Otkritie Group.

 To invest 12.2 billion rubles. in the exchange bonds "Opening of the holding" corresponded to the requirements of the Central Bank for insurance reserves, three months after the purchase, on July 3, 2017, "FC Otkritie" issued an irrevocable offer to Rosgosstrakh. According to her insurer could to 30 December 2017 require the bank to repurchase these securities, according to a copy of the document with which the familiar "Vedomosti", it confirmed the authenticity of a person who knows of such a document by a board member of "Rosgosstrakh".

"Rosgosstrakh did not present any securities to the ransom," Vedomosti interlocutor said. "The offer was not charged because" Rosgosstrakh "is part of the perimeter of financial improvement of PJSC" Bank "FC Opening", in which the CSG provided with all the necessary financial support of PJSC "Bank" FC Opening ", - explained" Vedomosti "Chairman of the Central Bank Elvira Nabiullina Support for FC Otkritie was RUB 106 billion, Fry said.

Taking into account the fact that Rosgosstrakh is not completely independent now, all investment activities can be subordinated to intragroup logic, the managing director for insurance and investment ratings Expert RA Alexei Yanin agrees. The insurer could not take advantage of the offer, as investments in the group, formed by Rosgosstrakh and FC Otkritie, are consolidated, Sharapov believes.

"They decided to write off their own papers, but on the balance of the CWG. Probably, both owners of both have the right, "says Khachaturov, not understanding why the claims for these losses are addressed to him.

These bonds "The opening of the holding company" are still listed on the balance sheet of Rosgosstrakh in accordance with the value of these assets traded on the stock exchange, Fry told Vedomosti. The issue of transferring these securities, as well as securities of pension funds of the Otkrytie group, to the fund of bad debts is being considered, the employee of the group knows.

 Guarantor of the transaction

The fulfillment of the terms of the deal with the "Discovery", according to Khachaturov, was guaranteed by the Central Bank: "Just before the temporary administration entered the FC Otkritie (last week of August) Belyaev and I were summoned to the Central Bank and asked to urgently complete the transaction, in the companies for the bank. Assured that everything that we agreed on and signed, will be executed. I fulfilled all the promises and, in an emergency, gave possession over PJSC Rosgosstrakh, Rosgosstrakhbank and NPF. I transferred the "real estate" back in April. They are on the balance sheets of FC Otkritie today. After several stages of depreciation, the IFRS "FC Otkritie" has a goodwill from the ownership of the CGS of 32 billion rubles. "

"Not only that" FC Opening "does not perform anything under the terms of the deal, so they still went to argue the criminal cases of this deal," Khachaturov resents. He claims that the episode for which his brother is detained is also part of the deal - "but there is a consequence - they will sort it out." Khachaturov, Jr. was arrested on April 18. He is accused of stealing a stake in Rosgosstrakh belonging to RGS assets (part 4, article 160 of the Criminal Code). "This package was even on the balance of Discovery before the readjustment," notes Danil Khachaturov.

The inquiries of Vedomosti in the Central Bank and FC Otkritie remained unanswered. The representative of Rosgosstrakh declined to comment on the offer. Belyaev did not answer Vedomosti's calls.

Contact with Giner failed. "Back in October 2017, during my meeting with Mr. Zadornov, he was informed that since November 2015 all rights to the company" RGS Life "belong to me. No more negotiations with Zadornovym or his representatives I had, "- said in the widespread" RGS life "his response to Zadornov's words about the hope of the return of" CSW life. "

All in court

At a press conference on Wednesday, Giner stated that he did not want to resolve the dispute over the Rosgosstrakh brand in court: "I hope Mikhail Mikhailovich [Zadornov] will hear me." According to Giner, in October 2017 he told Zadornov that he was ready to give up the brand "RGS life", and "if there are any complaints, let's decide." He learned about the suit from the media, the representatives of FC Otkritie, according to him, do not get in touch, and all communication takes place through the press.

"When we met with Mikhail Mikhailovich, he told me that he sees a hole in the CSG, and therefore we must give the" CSG life. " I clearly said that I do not give anyone a company - since I bought it, it's mine, "says Giner.

Khachaturov said at a press conference that the dispute with FC Opening is likely to be decided in court. Claims for the transaction to the "Discovery" will be filed in the near future, he promises: "The last thing I wanted was this [court]." The terms of the transaction will be disputed, "Rosgosstrakh" itself (its sale) will not be contested exactly. " The contest will take place both in the Russian court and in the courts of another jurisdiction, Khachaturov said.