The Cyprus Augment Investments, which belongs to Pharmstandard and the producer of the arbidol Otisipharm, began liquidation. In Russia, with Augment, former minority shareholders of pharmaceutical companies are judged who are dissatisfied with the size of payments under the compulsory redemption of their shares. The total amount of claims reached almost 1 billion rubles. Minority shareholders believe that with the help of liquidation, the beneficiaries of Augment want to evade payments.
On June 18, the Moscow Arbitration Court sent a claim from Index Ventures Ltd to Augment Investments Ltd to recover 402.9 million rubles. losses in connection with the understatement of the price of shares of Otisipharm within the framework of compulsory redemption (a copy of the claim is with Kommersant). The shares were redeemed for 202 rubles. per share. The plaintiff, who owned 706,600 shares and received 142.7 million rubles for them in April, disagreed with the price of the ransom and ordered an alternative examination. She estimated each paper at 772.21 rubles. The difference between these estimates and requests the claimant to recover. Liniya Prava, a partner of the law firm, Vladislav Ganjala, representing the interests of Index Ventures, confirmed the application to the court. He added that this week another complaint will be submitted to Augment for 137 million rubles. from other ex-shareholders of Otisipharm.
In total, four lawsuits have been filed against Augment for a total of 953.8 million rubles. from minority shareholders of "Pharmstandard" and "Otisipharma", dissatisfied with the price of shares redemption. In February, the Moscow Arbitration Court already collected 542 million rubles. for the shares of Pharmstandard in favor of five natural persons. The decision did not come into force, Augment challenges him in an appeal.
According to the DSM Group, in Russia in 2017, Pharmstandard (among the drugs bromhexine, glycine, analgin) was the largest among drug manufacturers in terms of sales in the commercial segment with a market share of 7.6% (384.1 million packs). Otisipharm (arbidol, pentalgin, complim) took the 4th place with a share of 3.1% (155.3 million packs). Since 2016, 100% of "Pharmstandard" and "Otisipharma" owns Augment, the main beneficiary of which is Viktor Kharitonin.
Meanwhile, in relation to Augment, the liquidation process has begun. In the Cyprus registry, this information is not yet available, but according to Kommersant's information, at least June 13, the documents sent to Augment are taken by the liquidator Irina Luchina, placing her stamp upon receipt. In the list of affiliated persons of Otisipharm there is Irina Luchina Skittides - director of MDR Pharmaceutical Ltd (a company belonging to the group of persons to which Otisipharm belongs). Contact with her failed: in Augment responded that she was abroad. Another representative of the Cypriot company answered "all questions" with "no comments". Pharmstandard also declined to comment, Otisipharm was not answered.
"We are very surprised that in a situation where a ransom was recently held and shareholders are only preparing suits, Augment silently and quietly conducts liquidation, and minority shareholders will learn about it from third sources," says Vladislav Ganjala. In his opinion, "since liquidation is carried out not publicly and without notifications, it can not be ruled out that in this way the Cyprian company is going to withdraw from the fulfillment of obligations."
"Ex-shareholders can most effectively protect their rights in a Cypriot court, asking for interim measures in the form of a ban on liquidation of the company, including at the level of the Cypriot state agency responsible for registering legal entities. But for this you must first file a lawsuit, for example, on illegal actions, "said managing partner of the Bartolius Law Office Julius Tai.
Mr. Ty says that the way to avoid debts through liquidation was distributed to Russian legal entities in 2000-2010. "I have not heard about such cases in recent years, this is primarily due to the tightening of subsidiary liability," the lawyer explains. In his opinion, in the situation with big business, it is difficult to foresee such a development of events: "Liquidation of the company without repaying debts, even if not yet awarded, but which the company already knows, if minority shareholders win in court, will lead to negative consequences for the liquidator and the beneficiary of the debtor - they are responsible for such actions up to criminal. And this is not counting the reputational losses of the pharmaceutical companies themselves. " Julius Tai admits the option, in which liquidation can be associated with de-fogging and transferring shares to a Russian legal entity. In this case, the new owner will be responsible to the minority shareholders.