“Dear Judge, I have been repeatedly made aware of the above matters that are set to be heard on 22-23 October 2024 . I am not a party to CL-2023-000044, but was the defendant in CL-2023-000138, a claim that concluded with a judgment against me because I no longer wanted to fight litigation which I could not defend. I decided to accept the claim against me and proceeded to the settle that claim [sic]. As I understand matters, Hotel Portfolio II – who separately have a significant judgment against me – have sought to set that judgment aside. I am not party to that claim and have not been involved in it at all. However, I wish to notify the Court that I will accept without argument the application of Hotel Portfolio II to set aside the judgment obtained against me if that is their objective. I am not legally represented in this case and without any disrespect to the Court I see no need or purpose in attending a hearing of the above matter, but simply wish to be put on record that I make no representations against the remedy sought by Hotel Portfolio II.”
“In my judgment. the applicant's claim to characterise the granting of the bank's debenture as a transaction at an undervalue is misconceived. The mere creation of a security over a company's assets does not deplete them and does not come within the paragraph. By charging its assets the company appropriates them to meet the liabilities due to the secured creditor and adversely affects the rights of other creditors in the event of insolvency. But it does not deplete its assets or diminish their value. It retains the right to redeem and the right to sell or remortgage the charged assets. All it loses is the ability to apply the proceeds otherwise than in satisfaction of the secured debt That is not something capable of valuation in monetary terms and is not customarily disposed of for value.”
“is to be preferred. If a creditor acquires a charge for no additional consideration, so as to have a right it did not have before, it appears undeniable that this amounts to a gift…so as to be caught by the plain language of the section. It would therefore be odd for a transaction involving insufficient new consideration rather than no consideration at all to escape the section. Moreover, although the grant of security removes a claim on the company’s unencumbered assets to the extent of the security, the value of that claim will usually be worth significantly less than the assets made subject to the security. This is because the true value of that claim is not its face value but its value in terms of the dividend that the creditor would otherwise have received. The creditor receiving security does so at the expense of other creditors during a period when the application of the pari passu rule is in sight. Finally, the proceeds of a successful action under s.238 go to the company’s unsecured creditors and not to any other creditor who might have a proprietary claim to the assets alienated, which suggests a concern in s.238 to protect the unsecured creditors of the company whose interests are aligned with those of the company itself in the run up to insolvency proceedings.”
“There may be cases in which, even absent the statutory purpose, the transaction would or might have been entered into anyway. That would not necessarily negate the section’s application; but the fact-finding judge on an application made to him under section 423 must be alert to see that he is satisfied that the statutory purpose has in truth substantially motivated the donor if he is to find that the section bites.”
“The test cannot be refined beyond saying that in each case the question to be asked is: can the court be satisfied that a substantial purpose of the debtor’s transaction was (putting it in shorthand) to escape his liabilities?”
“I would, however, add this. If in fact the judge were to find in any given case that the transaction is one which the debtor might well have entered into in any event, he should not then too readily infer that the debtor also had the substantial purpose of escaping his liabilities.”
“In order for liability to be established under the inducement tort, the result intended by the defendant must be a breach of contract. But that is both necessary and sufficient and there is no need for the claimant to go further by establishing an intention to cause damage …””
“despite the breadth of the words “directly affected”, the circumstances in which a person claims to be directly affected by a judgment or order need to be carefully scrutinised in light of the general policy that a judgment or order should not easily be set aside.”
“support the proposition that in order for a non-party to be “directly affected” by a judgment or order for the purpose ofCPR r 40.9 , it is necessary that some interest capable of recognition by the law is materially and adversely affected by the judgment or order or would be materially and adversely affected by the enforcement of the judgment or order.”
“This is a case about abuse of the process of the High Court. It concerns the inherent power which any court of justice must possess to prevent misuse of its procedure in a way which, although not inconsistent with the literal application of its procedural rules, would nevertheless be manifestly unfair to a party to litigation before it, or would otherwise bring the administration of justice into disrepute among right-thinking people. The circumstances in which abuse of process can arise are very varied. … It would, in my view, be most unwise if this House were to use this occasion to say anything that might be taken as limiting to fixed categories the kinds of circumstances in which the court has a duty (I disavow the word discretion) to exercise this salutary power.”
“There are a number of reasons why the extensive judicial resources already devoted to the resolution of these disputes has not led to any abatement in the demands they continue to make on the court’s time. To some extent it reflects the inherent complexity of the underlying facts, which themselves reflect the propensity of some of the leading players for dishonest and opaque dealings. However, I am satisfied it is to a very significant extent the result of the refusal of a number of the key protagonists to accept the court’s decisions. This has led to a number of strange alliances: i) At the Directed Trial, Minardi was said to be owned by Mr Anthony Stevens (who I later found to be acting as a nominee for Mr Ruhan pursuant to a dishonest arrangement they had put in place and operated over many years). Minardi’s claims were opposed by Messrs Thomas and Taylor, who were represented by Mr Crossley of St Paul’s Solicitors. At the hearing, it was Minardi’s case that Messrs Cooper and McNally had acted in dishonest breach of trust in transferring assets to SMA. It was Mr Crossley’s submission that Dr Smith had been and was continuing to be thoroughly dishonest in his dealings. … iii) In 2022, a company called Marlborough Developments Ltd (MDL) commenced proceedings in the Chancery Division against Mr Ruhan claiming some£800m . The statement of truth for MDL was signed by Mr Anthony Smith, Dr Smith’s brother and another individual whose evidence on oath I have been unable to accept (Milsom and Standish v Gerald Martin Smith and the Estate of Phyllis Smith[2023] EWHC 255 (Comm) ). The basis on which Mr Anthony Smith could have personal knowledge of the matters asserted in the Particulars of Claim is not immediately apparent, although I was told that that was the reason why he has signed the statement of truth. However, it is not necessary to get into the issue of whether or not the statement of truth was appropriately made at this stage. iv) At the Directed Trial, Mr Crossley said “there are many strange bedfellows in this case. We all seem to be swapping alliances as we go”
“It would be possible to stop there. However, we are past the time in this litigation in which it is appropriate to pull punches. It is clear that co-ordinated activity has been undertaken as part of a rear-guard action by individuals who are dissatisfied with the outcome of the litigation in some or other respects, which at various stages has involved at least Dr Smith, associates of Mr McNally, and Mr Thomas.”
“It is immediately apparent, without scope for serious argument, that Minardi’s claims represent the clearest and most obvious attempt to relitigate the issues raised at the Directed Trial, and the clearest abuse of process for that reason.”
“103. As will be apparent from the foregoing, there is a real risk in this case that individuals who are bound by, but unhappy with, the outcome of the Directed Trial have been and are continuing to instigate proceedings and applications in these proceedings and elsewhere to challenge the outcome of the Directed Trial or by way of a collateral attack on its conclusions. The scale of these activities and the legal costs and court time they are consuming, mean that considerable vigilance will be required on the court’s part to ensure that its judgments are respected and its processes are not abused. 104. If activities of this kind continue, there will need to be careful consideration of a number of matters, including: i) whether there are any individuals who may have breached court orders and undertakings and, if so, whether the court’s committal jurisdiction should be engaged; ii) whether officers of the court should be given control of any companies which have changed hands in questionable circumstances, and which are being used in this process; iii) whether further injunctions could or should be granted against individuals where there is a sufficiently arguable case that they are engaged in activities intended to challenge a judgment which is binding upon them; iv) the consequences of undischarged costs orders in the litigation to date; and v) who has been funding these various applications and whether any orders against the funding parties or those controlling them would be appropriate.” i) whether there are any individuals who may have breached court orders and undertakings and, if so, whether the court’s committal jurisdiction should be engaged; ii) whether officers of the court should be given control of any companies which have changed hands in questionable circumstances, and which are being used in this process; iii) whether further injunctions could or should be granted against individuals where there is a sufficiently arguable case that they are engaged in activities intended to challenge a judgment which is binding upon them; iv) the consequences of undischarged costs orders in the litigation to date; and v) who has been funding these various applications and whether any orders against the funding parties or those controlling them would be appropriate.”
“As outlined in the Directed Trial Judgment, Mr Ruhan had initially served a defence denying that he held any beneficial interest in the Arena Settlement. Mr Ruhan gave evidence that he had advanced this plea on the basis of advice from Mr Cooper and Mr McNally, and that he believed “beneficial interest” was a legal term of art (Day 7 pages 90 to 92). He denied that he was attempting to mislead anyone through this defence, although he accepted it was “potentially misleading”, and apologised for it in his witness statement served in the action. Based on my assessment of Mr Ruhan, who is a shrewd, knowledgeable and tactically aware individual, I am satisfied that he fully appreciated that this defence gave a misleading impression of his relationship to the Arena Settlement, and that he was content to do so for strategic purposes. In short, that part of the Defence in the Orb Proceedings was advanced on what Mr Ruhan knew to be a dishonest basis.”
“The question that I must decide is whether he [Mr Ruhan] still is very rich. [Mr Ruhan] says that he is not; indeed, he says he is insolvent to the tune of£2m . This, he says, is as a result of virtually his entire fortune, some£200m , being stolen from him in March 2014 by a convicted fraudster Dr Gerald Smith with the assistance of his ([Mr Ruhan’s]) treacherous former “front-men”
“Mr Ruhan has indicated to our clients that a condition of the settlement is that the great majority of the settlement payments be made to Mr Stevens (or companies nominally controlled by him). Most recently he has insisted that the payment should be split with£5m paid to Mr Ruhan directly and the remaining£25m paid to Mr Stevens. Mr Ruhan asserts that it is a condition of settlement that there are completely separate arrangements with him and with Mr Stevens … We are concerned that under the proposed settlement funds would be paid to Mr Stevens as nominee for Mr Ruhan. Our concerns are exacerbated by the fact that we are aware that Mr Ruhan is the subject of an investigation by HM Revenue and Customs, and also that he is involved in divorce proceedings in which the value of his assets is an issue … In this report we request consent for the entering into of the settlement agreement between our clients and Mr Stevens (or companies nominally controlled by him ….)”. 100. On4 August 2015 , Stewarts wrote to Mr Ruhan’s solicitors explaining that the Orb Claimants had been advised that a settlement under which Mr Stevens would receive a significantly greater sum than Mr Ruhan was “potentially criminal”
“The result of the applications heard by Popplewell J from 14-17 March 2016 was to place both sides under considerable pressure, and in the case of Mr Ruhan, a significant source of that pressure was the expedited trial of the unclean hands issue, which was set down to be tried between 28 November and12 December 2016 with a time estimate of 5-7 days, and with tight deadlines for pleadings, disclosure and factual and expert evidence. It is no coincidence that a week after those orders were made, Dr Smith and Mr Ruhan were in contact about a possible further round of settlement negotiations. In these circumstances, it is clear that the legal team’s strategy of pursuing material to support the unclean hands argument did play a part in bringing the Geneva Settlement into being, and the fact that not every application undertaken in pursuit of that strategy succeeded on its own terms does not take Stewarts’ costs of those applications outside the scope of their lien.”
“There is limited evidence as to the content of the discussions, but matters progressed sufficiently quickly for draft agreements to be served by Akin Gump LLP […], who were acting for Mr Stevens, on21 April 2016 .”
“A signed consent order dismissing the 2012 Proceedings with no order as to costs was sealed on6 May 2016 . At around the same time: i) On5 May 2016 , LCL, Orb and Dr Cochrane signed an agreement which provided that LCL would release its rights said to have arisen from funding the Orb Claimants’ litigation in return for (i) the assignment to LCL of all claims Orb had against the JLs and (ii) the transfer to LCL of the “Settlement Property” received under the IOM Confidential Deed. ii) On6 May 2016 , Dr Cochrane executed stock transfer forms for the purpose of transferring shares in a number of companies, including 25 of the 27 Non-Arena Companies, to LCL (“the LCL Transfers”). iii) On6 May 2016 , Dr Cochrane and Dr Imogen Smith executed declarations of trust in favour of LCL over the Jersey Properties and Flat 1 Hamilton House.”
“i) Mr Ruhan surrendered the equitable interest which he had in the [assets misappropriated under the Isle of Man Settlement] as part of a negotiated settlement under which Phoenix acquired rights under the LICSA [defined below]3 (whatever they were); and ii) those representing the Orb Claimants were willing to undertake commitments in the LICSA4 as part of the price for Mr Ruhan surrendering his asserted equitable interest, such that Dr Cochrane and SMA would no longer hold the shares in the Arena Holdcos subject to such rights.”
“In negotiating and entering into the agreements which comprises the Geneva Settlement, Mr Stevens and Phoenix were acting as Mr Ruhan’s nominees such that any assets and rights acquired by Phoenix under those agreements were to be received and held for Mr Ruhan.”” i) That the rights and assets acquired under the Geneva Settlement – the shares in Minardi, the Loan Note and the rights under the LICSA - were acquired for Mr Ruhan’s benefit, in settlement of the proceedings in which Mr Ruhan faced claims and was bringing his own counterclaims. ii) Both to continue the nominee scheme already in place, and given that he was involved in proceedings in the Family Division in which the extent of his assets was a very live issue, Mr Ruhan wanted it to appear that the benefits derived from the settlement of the litigation were being acquired by Mr Stevens or entities connected with Mr Stevens rather than by himself. iii) However, the reality was that this was simply a continuation of the same nominee scheme in which the recipients of the assets and rights under the Geneva Settlement were acting as Mr Ruhan’s nominees (cf [15]-[16] of the Judgment). In particular, Mr Ruhan was using Mr Stevens and corporate entities ostensibly linked to Mr Stevens (in this case Phoenix) to hide the fact that he was the beneficiary of the rights acquired under the Geneva Settlement transactions which he had obtained as part of the settlement of the litigation to which he was a party. iv) The conclusion that Phoenix and Mr Stevens were not intended themselves to acquire any beneficial interest in any assets and rights acquired under the Geneva Settlement is consistent with the fact that they gave Mr Ruhan nothing in return for such a benefit. I rejected the evidence that there had been such a quid pro quo ([168]-[175] and [188]). v) Equally, there could be no commercial rationale for Mr Ruhan having an economic interest in assets owned by Phoenix which did not derive from his own assets or the settlement of his own litigation. vi) In these circumstances, I am satisfied that Mr Stevens and Phoenix were acting as Mr Ruhan’s nominee in acquiring rights and assets under the Geneva Settlement. … “In negotiating and entering into the agreements which comprises the Geneva Settlement, Mr Stevens and Phoenix were acting as Mr Ruhan’s nominees such that any assets and rights acquired by Phoenix under those agreements were to be received and held for Mr Ruhan.””
“217. It follows from these conclusions (and I am fully satisfied) that Mr Ruhan and Mr Stevens have consistently lied about this issue: i) So far as Mr Ruhan is concerned, in addition to the lies told to HPII’s shareholders and the noteholders in 2004/2005, he lied in his evidence before Mr Justice Cooke in the Orb Proceedings, in his evidence before Mr Justice Mostyn in the Family Division proceedings and in his evidence before me. ii) So far as Mr Stevens is concerned, he too lied in his witness statements in the Orb Proceedings, as well as before me in the Directed Trial, and in these proceedings. 218. Mr Ruhan told those lies before me with considerable tactical acuity and, at times, controlled aggression. Mr Stevens’ dishonest evidence involved rather more in the way of bluster, but also rather more in the way of affability. Any observer of their evidence in this case would have been left in little doubt that it was Mr Ruhan who had at all times been the dominant figure and decision-maker in their relationship, with Mr Stevens playing an essentially supporting role.”
““5. […] On its face, the claim [in the Ozturk Proceedings] is the most extraordinary document and, as matters stand, it is difficult to believe that any competent lawyer looking at the claim would not have readily identified a number of points worth challenging. Mr Ruhan, however, did not challenge any of those points, but allowed default judgment to be entered against him in that amount. Then, following that default judgment, he entered into an agreement which transferred shares that he was holding in a company called Minardi to Marlborough and, more recently still, gave a charge over his assets to Marlborough. 6. This is a complicated case and it may be that, with the benefit of a full explanation, all of this can be explained away, but at the moment I am satisfied that it gives rise to a real risk that this is a collusive action undertaken by Mr Ruhan, with the involvement of Dr Smith, with a view to creating artificial charges or rival claims to Mr Ruhan’s assets so as to prevent HPII enforcing against them. I should say that the explanations that Mr Ruhan has had an opportunity to give in hisCPR 71 examination and in a document provided last night are, in my view, nowhere near sufficient on their own to take a real risk of dissipation off the table.”
“In February 2002 [sic; 2022], and within a couple of days of the HP2 decision being issued, I was contacted by Mr Gerald Smith requesting a meeting. I have been in serious litigation with Mr Smith since 2005, as a result of which my commercial life has been totally destroyed, with an inevitable impact on my private life. I was also aware that he had worked closely with both Mr McDonald and Mr Campbell (which was reconfirmed and very evident in the evidence disclosed in HP2 trial by Mr McDonald) who I believe to be the driving force behind the HP2 Claim. I believed he would have known of the outcome of the trial from either Mr Campbell or Mr McDonald as it had yet to be handed down and was not public. I had not met with Mr Smith for several years and had hoped it would remain that way so refused to meet. Mr Smith rang several times during the next couple of weeks and then suddenly appeared without warning at my home in Mallorca seeking a meeting which I eventually agreed to have. He explained that as a result of the HP2 judgement, he was going to recommence litigation against me from several parties, and introduce yet another claimant in Marlborough Developments Ltd, relating to my role in Sentrum dating back to March 2005. In an attempt to avoid yet more litigation I met with Mr Smith on several occasions in March and April 2022, primarily near my home in Palma.”
“At the Directed Trial, Mr Crossley said “there are many strange bedfellows in this case. We all seem to be swapping alliances as we go”
“We understand a number of assets held by Mr A Stevens may require litigation and or the threat of litigation to enable recovery. You have indicated that repayment of the secured advance may require litigation and as such may require substantial litigation funding from appropriate commercial litigation funders. We have arranged (subject to contract) such funding. However, we are open to other third party funders at your suggestion.”
“Further to the receipt of the Letter before Action and the Particulars of Claim I am returning the Admission Form accepting the claim duly signed. It is my understanding that this is to be returned to you and you can lodge with the courts”
“It’s not a cause of action, at least, as it seems to me. You apply under the undertaking against those who issued them to get the order, or not at all”
“We have agreed that I will provide my services as a litigation coordinator in the above Proceedings. We have also agreed that I will not charge on a time basis for my services. However in consideration of the services and subject to there being “Success in Proceedings”, which we have agreed will be a judgment, or settlement, in favour of the Company [MDL] that confirms its claim, the Company will hold me harmless, pay and or discharge, the award FS obtained against me in LCIA arbitration 183969.”
“Anthony and Andy I attach a first draft of the document as between the two of you. I stress that it has been prepared pretty quickly and may therefore need some further work. I am available today to discuss. I am working on the draft settlement of the appeal and will have a respectable document in circulation in a few hours. I really need to be able to get that over to Zoubir and Jerrum by the end of today. Best Richard”
“By his judgments in proceedings in the Commercial Court, London, brought by Hotel Portfolio II UK Limited (in liquidation) and another against Mr Ruhan and Mr Stevens under Claim No. CL-2018-000226 handed down on, respectively,23 February 2022 and4 July 2022 and binding on Phoenix (“the Judgments”), Mr Justice Foxton decided that “any assets and rights acquired by Phoenix under [the Geneva Settlements] were to be received and held for Mr Ruhan”
“Dear Sir We refer to the promissory note for£100,000,000 executed by you in our favour on26 June 2022 (Note) and the charge over shares granted by you to us on26 June 2022 as security for payment of the Note (the Charge). The Note was due for payment on24 September 2022 and no payment has been received by us, which constitutes an event of details under clause 6.1 of the Charge. Therefore, in exercise of our rights under clauses 7.1.2 and 7.1.3 of the Charge, we declare that all the Secured Liability, as defined in the Charge, to be due and payable and demand its immediate payment and declare the security constituted by this Charge to be enforceable.”
“Dear Anthony I am sad that after 17 years it would appear that we have reached the point where you believe our respective interests are no longer aligned. Clearly none of us would want to start from this point, but I still believe that there is a path which can protect my interests whilst also offering protection to you. However this requires dialogue with both myself and my creditors in which you are unwilling to participate. I urge you again to meet with me and subsequently myself and Gerald to explore what can be done. Absent this meeting and your assistance then I fear we will have to embark on yet another set of damaging litigation. As you are aware, you hold the entire share capital of Bluestone, Grenda and Giotto in trust for me as my nominee, a role that Foxton J determined you have undertaken since 2005. Whilst you suggest there is no legal judgement requiring them to be returned to me, we both know that if I, or my creditors are forced to seek their return then it will happen. In the meantime any action you take with these companies you remain liable for as my trustee. On our last occasion you responded that if any monies flowed from these companies then you would rather it be used to repay your creditors. You cannot use my assets for this purpose. I have tried to protect you from third party creditors, including trying to negotiate with QS to release you from your loan but can only do so if you engage with me and do not retain these companies as a ransom. I remain willing to work to protect you but only in circumstances where you do not work against me or my commercial interests. If I do not hear from you by the end of the week I will assume you have decided that there is no requirement for further meetings and I will instigate my asset recovery through other means. I respect that both sides have to protect their interests but remain convinced that you are making a huge mistake in this endeavor.”
“On17 October 2022 , Minardi (an entity which I have previously found to be under the control of Mr Ruhan, who has also been found to have committed serious and sustained acts of dishonesty in my judgment in HPII & Anr v Ruhan & Stevens[2022] EWHC 383 (Comm) ) wrote to the JLs intimating various claims, and seeking to constitute a creditors committee of various of the Arena Companies. Minardi proposed that Mr Ticehurst should be a member of the creditors committee. On the basis of my findings, Mr Ruhan is the ultimate beneficial owner of both Phoenix and Minardi, who advanced competing claims against those of the parties interested in the Harbour Trust at the Directed Trial. A letter sent by Minardi on11 October 2022 was signed electronically by Mr Ruhan and copied to Mr Ruhan’s email address. In a letter to the Enforcement Receivers of21 October 2022 , Minardi asserted that Mr Thomas and BKV were SMA’s only lawful directors (to that extent, at least, making common cause with Mr Thomas and with Messrs Cooper and McNally).”
“Anthony [i.e. Mr Stevens], May I ask you to kindly pass the details of Minardi’s BVI agents to Andy [i.e. Mr Ruhan] please. Their most recent invoice would suffice.”
“ 1. Quorum and Chairman It was noted that a quorum was present for the purposes of the Company’s articles of association (the “Articles”) and IT WAS RESOLVED THAT Mr Andrew Ruhan be appointed to chair the meeting as (the “Chairman”), whereupon he took the chair. 2. APPOINTMENT AND RESIGNATION OF DIRECTORS It was noted that Mr Ruhan had been appointed by Mr Anthony Stevens the former sole director pursuant to the terms of a Deed (the Deed) executed by its parties on28 September 2022 . The Chairman proposed to appoint Marlborough Developments Limited (MDL), MDL having indicated its willingness to be so appointed, as a corporate director of the Company with immediate effect The Chairman welcomed Mr Charles Bryce, by telephone, to the meeting as the representative of Marlborough Developments Limited. Having welcomed MDL to the board, the Chairman tendered his resignation as a director of the Company, on the basis that it would take effect upon the meetings close. 3 TRANFER OF SHARES IN THE COMPANY The Chairman noted that MDL had exercised its rights to take possession of the entire share capital of the Company under the terms of a charge dated26 June 2022 MDL informed the directors that it required the Company to register its ownership of the entire share capital forthwith, pursuant to the Charges terms, and the Company’s articles. The Board having carefully considered the proposals before it, and having confirmed that the proposed actions were all permitted by the Companies Mem and Articles, THE BOARD RESOLVED TO: 1 Approve the in-meeting appointment of MDL as a corporate director with immediate effect; 2 Approve the transfer of the Company’s entire share capital to MDL; 3 Approve the registration of MDL as the Company’s sole shareholder with immediate effect; 4 Authorise the Board or its agents to file any and all fillings that are necessary to put these Resolutions into effect with the Registered Agents forthwith. 5 Approve the resignation of Andrew Ruhan.”
“Gentlemen, We anticipate concluding a settlement on this matter before close of business on Monday. At which point the case will be dismissed.”
“There was clearly an entrenched conflict between the Enforcement Receivers, and Harbour and Orb as beneficiaries under the Harbour Trust, on the one hand, and, in various respects, Messrs Thomas and Taylor, Messrs Cooper and McNally and BKV on the other, in relation to (i) the status of the assets held by SMA; (ii) who had the right to act on SMA’s behalf and (iii) how to deal with the claims advanced by Messrs Cooper and McNally against SMA brought with a view to enforcing against assets held by SMA.”
“Gentlemen, Attached for execution today please”
“Andrew, Can you kindly arrange for the attached order to be sealed by the court please”
“This is the letter that was sent from Minardi to Jackson. We are trying to put maximum pressure on him to stop feeding from the trough and bring the litigation to an end. We will be writing to him personally as well as it is clear that he has strayed outside his authority on several instances. Clearly Smith is providing the information as he originally appointed him. When Bluestone is transferred, hopefully as a result of a mutually acceptable agreement, I will be also using this company to go after him. As regards the repayment of the loans from Minardi, can you confirm that this was the only payment received from Quantuma? I am trying to determine whether the loans have been used legitimately by Quantuma?”
“We are trying to put maximum pressure on [Mr Jackson]…”
“We will be writing to [Mr Jackson] personally…”
“I am using Minardi now (notwithstanding that MDL have it), and I will similarly use Bluestone once that is transferred (despite the fact it is charged to MDL)”
“May we ask you to please sign the attached letter of notice. Please then scan and return it to us. We will arrange for its delivery.”
“Dear Madam and Sir’s, This letter constitutes notice to you, the Orb Claimants, that on5 October 2022 , I assigned to Minardi Investments Limited, of PO Box 3159, Road Town, Tortola, British Virgin Islands. the full benefit of all my rights, title and interest (legal, equitable or otherwise) as I have in the Isle of Man Settlement assets and cash as defined in the English Judgement[2021] EWHC 1272 (Comm) and or any other assets or interests of whatever nature (legal, equitable or otherwise) that originate from the terms of the discretionary settlement known as the Arena Settlement dated24 March 2004 , free from all claims, liens, equities, charges and encumbrances. Yours faithfully Andrew J Ruhan”
“Dear Mr Ruhan,[2021] EWHC 1272 (Comm) the Judgement: the Charge dated26 June 2022 (the Charge). For ease we adopt the terms and definitions within the Judgement and the Charge. As you are aware, under the terms of the Charge we required you to deliver to us a deed of assignment in approved form which you kindly executed on the5th October 2022 . Pursuant to the statutory regime set out insection 136 of the Law of Property Act 1925 , we are required to give notice of the execution of the assignment to the affected parties and therefore require you to provide us with an approved notice. For clarity, the assigned claims currently can have no value because all such claims were compromised by you under the terms of the Geneva Settlements, subject to the awaited judgment of the Court of Appeal.”
“Dear Madam and Sir,[2021] EWHC 1272 (Comm) the Directed trial Judgement, and a Notice of assignment pursuant tosection 136 of the English Law of Property Act 1925 . Please find attached a copy of the notice of assignment that we have sent to the Orb Claimants giving them notice that Mr Andrew Ruhan executed a deed of assignment in our favour on the5th October 2022 .”
“As you are aware, you no longer act for Minardi and therefore cannot accept a variation. The recent judgement [sic] from Foxton reconfirmed that Phoenix is being held on my behalf and whilst you may not wish to debate that issue at this juncture I have spoken with Anthony earlier and ask that no action is taken to vary these Orders until I have met with him. I believe that is agreed and he will instruct you accordingly.”
“Admin”: “Dear Mr Ruhan, We refer to the26 June 2022 charge, the1 July 2022 notice of default, the20 September 2022 notice of payment, the29 September 2022 notice of the exercise of our security and our recent telephone call. We would be grateful if you would kindly confirm to Harney's by email [….], Minardi's registered agents, that we are the rightful owners of Minardi's entire share capital and its sole corporate director. We attach Mr Stevens resignation for ease. May we suggest two emails along the following lines: regards Admin Email 1 Dear Harney's, Re: Minardi Investments Limited. On28 September 2022 I was appointed as a director of Minardi by means of a confidential deed executed by Anthony Stevens on behalf of Phoenix Group Foundation, Minardi's then sole shareholder, following which I accepted Mr Stevens resignation which I attach. Sincerely Andrew Ruhan It would be helpful if Mr Stevens would kindly confirm the above email to Harney's. And by way of a separate email copied to us, email 2 Dear Harney's, re Minardi Investments Limited (the Company) . Further to my earlier email. I write to further confirm that on the14 October 2022 , I appointed Marlborough Developments Limited as sole corporate director of the Company. I understand that MDL has provided you with a copy of the directors minute and shareholder resolution enacting the above. Please let MDL or I know if you require anything further. Sincerely Andrew Ruhan Administration Marlborough Developments Limited Sent with Proton Mail secure email.” regards Email 1 Dear Harney's, Re: Minardi Investments Limited. On28 September 2022 I was appointed as a director of Minardi by means of a confidential deed executed by Anthony Stevens on behalf of Phoenix Group Foundation, Minardi's then sole shareholder, following which I accepted Mr Stevens resignation which I attach. Sincerely Andrew Ruhan email 2 Dear Harney's, re Minardi Investments Limited (the Company) . Further to my earlier email. I write to further confirm that on the14 October 2022 , I appointed Marlborough Developments Limited as sole corporate director of the Company. I understand that MDL has provided you with a copy of the directors minute and shareholder resolution enacting the above. Please let MDL or I know if you require anything further. Sincerely Andrew Ruhan Administration Marlborough Developments Limited Sent with Proton Mail secure email.”
“Please find attached a letter for your kind attention”
“We write as a courtesy to confirm that we have recently perfected our ownership of the shares of Minardi … However, we have yet to perfect our share ownership of the other previously charged companies: Grenda …, Giotto …, and Bluestone …. In the circumstance, we would be grateful for your further assistance to help us register the ownership changes with the BVI registered agents and to obtain copies of the appropriate historical corporate records as we require. … .”
“We refer to your recent discussions with our agents. They have as a consequence, recommended that we hold off our proposed service of a statutory demand until after your forthcoming examination by HPII. It would greatly assist us with our deliberations, if you were in the meantime, to provide us with copies of the documents that you are providing to HPII. A drop box link would greatly assist.”
“Please find attached a self-explanatory letter and the charge for execution”
“we have become aware that you previously held option and or equity rights to your employer, the Quantum Switch group of companies, which you have informed us were withdrawn on the publication of [the Ruhan Trial Judgment]. In the circumstances, pursuant to clauses 7, 8, 9, 10 and 14 of the [MDL June Charge] we now require you to execute the additional security in the form of the Additional Charge that is attached. ….”