IMPORTANT ANNOUNCEMENT OF AMSTEL EXPLOITATIE BV
On the 22/6/2015 Amstel Exploitatie BV filed before the District Court of Limassol in Cyprus, a claim with number 2332/2015 against 1. Dag Dvergsten 2. Arnold Rorholt 3. Vikram Walia 4. Treatmil Holdings Ltd 5. Dag Dvergsten AS 6. Lifex Holdings Ltd 7. Teras Conquest 3 Pte Ltd 8. Fetch Marine AS 9. Cyproservus Co Ltd. 10. Registrar of Companies and Official Receiver.
The above claim was filed as a derivative action on behalf of Treatmil Holdings Limited due to alleged wrongdoings, fraud, deceit and conspiracy to deceive and conspiracy to cause damage by unlawful or illicit means committed against it by its directors and other third parties.
The Parties
Defendants/Respondents 1-3 were at all material times directors of Treatmil Holdings Ltd.
Defendant 1 is the ultimate beneficiary of and exercises full control over Dag Dvergsten AS - Defendant 5 which was the shareholder of Treatmil Holdings Ltd and as stated above holds 730 shares (36,5%).
Lifex Holdings Ltd - Defendant 6, was up until 3/6/2015 a subsidiary company of Treatmil Holdings Ltd.
Alienation of the total of the shares that Treatmil held in Lifex
On 15.6.2015, Amstel Exploitatie BV realized that on 3.6.2015 the total of the shares of Treatmil in Lifex were transferred to the company Teras Conquest 3 Pte Ltd.
Teras Conquest 3 Pte Ltd was established on 2.6.2008 with registered office at the address 15 HOE CHAING ROAD #12-05 Tower Fifteen Singapore and its Sole shareholder is Εzion Holdings Ltd.
On the same date (3.6.2015) Teras Conquest 3 Pte Ltd signed a share transfer agreement with Fetch Marine AS and the total of the shares of Lifex were transferred to Fetch Marine AS.
The sole shareholder of Fetch Marine AS was Dag Dvergsten As - Defendant no. 5.
The Judgement of the Court in Cyprus
After filing the main action, the legal representatives of the claimant managed to obtain freezing injunctions by which the Court prohibited, inter alia, all of the defendants and their representatives from a) alienating or removing or charging any of the shares of the defendants without the prior consent of the claimants b) acting in any way which will vary or modify the shareholding structure of the defendants without the prior consent of the claimants and c) permitting the provision of any guarantee or security or mortgaging or pledging any of the assets of the defendants.
After hearing both sides, on whether the interim orders which were issued on 23/6/2015 should remain in force and become absolute or be cancelled and whether they should be coupled by orders for the appointment of an interim receiver in Lifex Holdings Limited and several disclosure orders, the President of the District Court of Limassol decided the following on 2/10/2015:

(a) the Court accepted the arguments and supported documentation included in the affidavit which was filed on behalf of Amstel Exploitatie BV and concluded that there are serious indications of fraudulent behavior against Treatimil Holdings Ltd and Lifex Holdings Ltd by all of the defendants.

(b) The Court stated that there are serious indications and prima facie good grounds that Dag Dvergsten and his companies conspired with Ezion Holdings Ltd and Teras Conquest 3 Pte Ltd in order to defraud Amstel Exploitatie BV, Treatmil Holdings Ltd and Lifex Holdings Ltd.

(c) the Court accepted the arguments of Amstel Exploitatie BV stating that there was no material or relevant non-disclosure on behalf of the claimants and that Amstel Exploitatie BV came to the Court with clean hands and fairly presented all the relevant facts.

(d) the Court was convinced that the cancellation of all the orders would result to irreparable damage and harm the rights of Amstel Exploitatie BV and concluded that the interim injunctions should remain in place until the full determination of the merits of the dispute, because the award of damages at the end of the main proceedings will NOT be sufficient.

(e) the Court held that given the circumstances the balance of convenience yielded in favor of the preservation of the status quo and that the protection of the Plaintiff through the interim injunctions is required.

(f) the Court decided that Amstel Exploitatie BV should be protected through interim injunctions which:

- prohibit Defendants 1-5 and 9 and/or any of their agents and/or employees and/or officers and/or persons who act on their behalf and/or according to their instructions from alienating and/or dissipating and/or charging any of the shares of Defendant 4 (Treatmil Holdings Ltd) and/or from changing the share structure of Defendant 4 (Treatmil Holdings Ltd), until the final hearing of the main action and/or until further order of the Court.

- prohibit Defendants 1-3, 6, 8 and 9 and/or any of their agents and/or employees and/or officers and/or persons who act on their behalf and/or according to their instructions from alienating and/or dissipating and/or charging any of the shares of Defendant 6 (Lifex Holdings Limited) and/or from changing the share structure of Defendant 6 (Lifex Holdings Limited), until the final hearing of the action with the above number and title and/or until further order of the Court.

Amstel Exploitatie BV was represented in Court by Dr. K. Chrysostomides & Co LLC.