"Rotten business" of the fish "king" Orlov
While Tugushev is "on the run", Orlov may lose a third part of the company.
The High Court of London is due to consider a protracted fish case in a few weeks: businessman Tugushev versus businessman Orlov. Two friends of their youth, Alexander Tugushev and Vitaly Orlov, both graduated from the Murmansk Navigation School, but, eventually, they exchanged warships to fishing schooners and have been suing each other for several years.
At one time, they created the "Norebo" fishing group, which brought them billions. They overgrown with significant bank accounts and luxury real estate, including property on the banks of the Foggy Albion, where the court proceedings will take place in May.
However, several hours ago, Ministry of the Internal Affairs of Russia put Alexander Tugushev on the international wanted list. The initiator of the search is the Investigative Commitee of the Ministry of Internal Affairs of the Murmansk region. Murmansk investigators were the ones, who charged Tugushev with fraud in absentia.
According to investigators, Alexander Tugushev deceived a certain fisherman Alexander Sychev for 31 million rubles. He is trying to prove his ownership of a third part of the "Norebo's" shares through British Themis: the value of this company exceeds 1.5 billion dollars. By the decision of the Murmansk October Court, Tugushev was arrested (in absentia), since the businessman has been living in London for the last few years. There is something to fight for.
But why is it taking so long? Who is to blame for this story, which has so many "black holes" and "white spots"? And where did Mr. Sychev, who was allegedly bred to 31 million, suddenly come from?
A correspondent of The Moscow Post has been puzzling out this muddy stream of information.
Surprise from Magnus Roth
In order to remind: the holding "Norebo", which was originally called "Karat", was organized by three people: already mentioned Vitaly Orlov and Alexander Tugushev, and the third one was a Swedish citizen Magnus Roth. Mr. Roth had been taking the side of Vitaly Orlov in this protracted dispute for a long time, but some time ago he suddenly took the side of Alexander Tugushev. This information was reported by the website УтроNews.
Once in their common business Alexander Tugushev, as he claims, owned 34%, while Magnus Roth and Vitaly Orlov shared 33%.
As it follows from the Court documents dating December 2019 and January 2020, Mr. Roth together with Orlov had been acquiring several assets in the fishing industry for 30 years. Some of these transactions took place with the participation of Alexander Tugushev.
Magnus Roth confirmed that Mr. Tugushev was part of a tripartite agreement to establish a joint venture for fish production with Vitaly Orlov in 1997. Thus, he is entitled to own a third part of that business. Though, the court documents note that the joint business can be divided into two parts. The first one is represented by the "Norebo" group itself, which is owned by Vitaly Orlov and controls fishing companies in Russia. The second part belongs to "Three Towns Capital" Ltd. (TTC) based in Hong Kong, the owners of which are Mr. Orlov and Magnus Roth.
Mr. Roth believes that Alexander Tugushev's claims should not concern the TTC if he does not agree to pay compensation for these assets.
Magnus Roth, a businessman from Sweden
As a result, Tugushev accuses Orlov in the theft of "Norebo" shares while Orlov imputes extortion to Tugushev.
Now, since the Swede Roth has confirmed that Alexander Tugushev has a legal right to a one third part of the joint venture, the position of the "fish king" Orlov has become very shaky.
Alexander Tugushev is looking forward to consideration of his case in the High Court of London. He hopes to restore his rights and receive the long-expected compensation.
Thus, the Orlov's Empire was dealt a double blow, as a result of which it might lose up to a third part of its assets worth a billion dollars. In addition to the fact that the Swedish businessman Roth sided with Tugushev, the Murmansk Court also rejected Orlov's request to consider the dispute in Russian jurisdiction.
16 fishing companies
Let's remind what "Norebo" (founded in 2009) appears to be on a closer examination: it is a vertically integrated fishing holding company. It includes fishing enterprises in the North-West and Far East, commercial enterprises, as well as a fish processing factory and a cargo terminal with freezing warehouses.
The story begins with the cooperation between the Murmansk company "Karat" and the Norwegian "Ocean Trawlers". Partners Vitaly Orlov, Magnus Roth and Alexander Tugushev are listed at the foundation of the company. "Ocean Trawlers" supplied Russian fishermen with used Norwegian trawlers and also bought their fish catch.
In 2011-2013, the group had the opportunity to buy all its competitors for $ 600 million. Today, the holding includes 16 fishing companies.
The company catches and sells 400 thousand tons of cod, haddock and pollock per year. It is also a leading supplier both of frozen food manufacturer "Birds Eye" and the creator of McDonald's filet-o-fish. Detailed information is written in "Forbes".
Today, businessman Tugushev claims the rights to 33 % of the company. The businessman estimates this share at $ 350 million. Tugushev tirelessly repeats that he was the victim of a conspiracy that left him with nothing.
Despite the fact that he spent 5 and a half years in a Russian prison, the UK Migration Service issued Tugushev a visa in 2018 and admitted that his arrest was politically motivated.
Thus, this very curious trial in the High Court of London has been lasting for more than a year.
So, since the High Court of London, in support of the claim, froze the assets of Orlov for $350 million, Mr. Orlov decided to dispute the jurisdiction of the case and transfer the process to Murmansk, where it is more convenient for him to sue for numerous reasons. This information was written by "МК".
For this purpose, Orlov began to openly lie and deny his connection with Britain. He proved that he lived and worked in Murmansk and sometimes flew to London to see his family. But the High Court of London did not believe Mr Orlov. It turned out that Orlov owns a luxury apartment in London worth 13 million pounds in St. George's Wharf residence on the bank of the Thames.
By the way, Magnus Roth sold 33% of the holding company "Norebo" to Vitaly Orlov just at the moment when the conflict between Tugushev and Orlov came to the finish line.
To settle with the Swede, Orlov used a sharp move. They both owned 50% of the shares of the Hong Kong company "All Ahead Investments" Limited. The 50% of "All Ahead" shares, sold to Magnus Roth, were simply not transferred to him. In accordance with the terms of the SPA (stock purchase agreement), Orlov allowed to dilute his share to 0.02%, and then buy it back at face value. For the purposes of the IAS, this transfer of shares was valued at $ 3 million. In other words, Orlov exchanged 50% of the shares of the Hong Kong company for shares of the Norebo holding, which previously belonged to Magnus Roth.
The company "Norebo" catches and sells 400 thousand tons of cod, haddock and pollock per year.
According to the law, a resident who sold a property must declare the income from the sale - and it does not matter whether there was a subsequent alienation of stocks or not. Besides, Orlov received the income in the form of a share in "Norebo".
He made a profit by exchanging an asset which he had purchased several years earlier for a significantly lower price, and therefore he had to pay taxes on this transaction. But in Vitaly Orlov's Declaration for 2016 there is no trace of this income.
In order to remind it can be stated that CJSC "Almor Atlantica" was established in 2001. Its founders were CJSC "Norebo Invest", as well as a number of individuals, including Alexander Tugushev.
The authorized capital of "Almor Atlantica" was formed as follows: "Norebo Invest" made its contribution in cash, and the other founders - in shares of different companies. Alexander Tugushev contributed to "Almor Atlantica's" capital his shares of the three companies which he owned: JSC FF "Sogra", LLC "Karat", CJSC "Karat".
What else may be curious? While forming the authorized capital of CJSC "Almor Atlantica", a number of founders, including Tugushev himself, did not fully contribute to the emerging authorized capital, as it was initially stated at the moment of the company's establishment. In accordance with the joint-stock companies legislation, in force at that time, the unpaid share of such founders (including A. I. Tugushev) was redistributed to the ownership of the company CJSC "Almor Atlantica".
Holding "Norebo" constantly orders and builds new vessels
Taking into account the actual results of the formation of the authorized capital of CJSC "Almor Atlantica", Tugushev became the owner of 20318 uncertificated stocks of the CJSC. Tugushev's share in the company's capital at that time was about 14%.
Orlov and Tugushev had been business partners until April 2003. But soon Tugushev announced his retirement to the civil service as Deputy Chairman of the Russian Committee on Fisheries.
He decided to sell his 14% uncertificated stocks of CJSC "Almor Atlantica". These stocks were bought by "Norebo Invest".
Failures in the civil service
However, Mr. Tugushev's affairs in the Committee on Fisheries did not go quite brilliantly. At first, he got into trouble for hiding information about his commercial firms. Therefore, in January 2004, the Ministry of Taxes and Levies found out that A. I. Tugushev had provided false information and concealed his management participation in a number of commercial structures.
Tugushev promised to reform. In March of the same year, he submitted new information and announced the withdrawal from all the companies.
Mikhail Kasyanov helped Alexander Tugushev because the businessman helped him
However, soon the leadership of the Committee accused Tugushev of incompetence and sent a report to the Prime Minister of Russia with a request to dismiss A. I. Tugushev. Though, Tugushev escaped again: he was able to keep his post, thanks to the intercession of the Prime Minister Mikhail Kasyanov. Tugushev repeatedly helped Kasyanov in his political projects.
Soon Tugushev got into a very unpleasant story. He was accused of trading quotas and sent to prison, where he stayed until December 2009.
After being released, Alexander Tugushev came to his old working place - "Norebo" company. But soon the business relationship between the partners came to nought. Tugushev harshly demanded that Vitaly Orlov transfer 33% of the holding's assets free of charge.
To Hong Kong!
By the way, while Tugushev was staying in prison, Magnus Roth and Vitaly Orlov disappeared from Norway and surfaced in Hong Kong. There they re-registered the holding. This was reported by "Kommersant".
The report "Trade flows in the Asia Fish Market", which was prepared in 2009 by order of the Norwegian Ministry of Fisheries and Coastal Areas, states that "Ocean Trawlers" bought the catch from Russian firms and transferred it to Chinese processors – in particular, 50 thousand tons of cod and 10 thousand tons of haddock annually, which was caught in the Barents sea. The main Chinese processor became "Pacific Andes" International Holdings Corporation.
In 2010, Magnus Roth stated that "Ocean Trawlers" had become the largest supplier of cod and haddock from the Barents Sea.
In addition, Orlov and Roth were actively engaged in the purchase of assets in Russia through Tugushev's holding. As a result, the "Murmansk Trawl Fleet" and the "Sakhalin Leasing Fleet" company became the property of the "Karat" company. Trusting relationship with "Sberbank" helped expand the business.
Alexander Tugushev spent five and a half years in prison
Next. In 2012, the management of "Pacific Andes" International Holdings Corporation, in order to raise the stocks price, declared control of 60-70% of all pollock production in the Russian Far East. This provoked Moscow's harsh reaction. The Russian authorities have changed the legislation. From now on, a foreign purchaser, claiming a share in a company, that is engaged in such activities, must notify the state. The deal must be approved.
Vitaly Orlov renounced his Norwegian citizenship in 2014.
Then he bought 33% of CJSC "Norebo" holding from Magnus Roth.
The company became Russian.
Kept a share in the business
Before the trial in London, Alexander Tugushev gives some explanations to Russian journalists. Tugushev claims that after becoming an official, he gave up his managerial role, but kept a share in the business.
The representative of Vitaly Orlov called it absurd, and said that Tugushev's demands were baseless.
But it should be noted that the "Norebo" group is a multinational business associated with Norway, Russia, Hong Kong and Britain. These words are given by the judge in the case file. There are clearly Russian parts in the business, but the joint venture agreement was concluded in Norway – this is where "Ocean Trawlers", created for this purpose, is registered, while another structure, "Norebo" TTC, operates in Hong Kong.
Therefore, Tugushev demanded that Orlov return the stocks. In 2016, he appealed to the Investigative Committee of Russia. He reported the illegal alienation of 34 thousand shares of JSC "Almor Atlantica" from him.
Orlov offered him $ 60 million for his share in the company. Tugushev estimated it at $ 350 million.
And they didn't agree again.
"Fish king" Vitaly Orlov takes the 90th position in the list of "Forbes"
Who will win?
In the case of "Norebo" holding since 2018, the advantage passed to Orlov, then to his former partner.
But the last two events greatly strengthen Tugushev's position. Firstly, despite the information which Tugushev's representative described as a multi-year conspiracy to deprive Tugushev of a share in the company, new documents from the High Court of London indicate that Magnus Roth, the co-founder of "Norebo" holding, now agrees that Mr. Tugushev is entitled to a third part of all its assets.
It turns out that Magnus Roth is involved in another lawsuit with Mr. Orlov. A court in Hong Kong ordered Magnus Roth to purchase 50% of the fishing and transport company "Three Towns Capital" (TTC) from Vitaly Orlov.
And the final touch! The criminal case against Alexander Tugushev under part 4 of article 159 of the Criminal Code of the Russian Federation (fraud on a particularly large scale) was initiated in November 2018, but the charge in absentia was filed on August 30, 2019. According to investigators, Tugushev in 2017 proposed to the fisherman Alexander Sychev to create a joint business for catching Northern shrimp in the Barents Sea. Using his connections in the State Agency for Fisheries, Tugushev allegedly promised not only to invest his own funds in the project, but also to patronize this type of business, which would guarantee its profitability.
However, as follows from the case file, for the start, Mr. Tugushev demanded that Sychev invest 31 million rubles in the purchase and repair of a vessel that can catch 1.4 thousand tons of Northern shrimp per year. Nevertheless, having received 50% of LLC "Voskhod" for this money, Sychev considered that Alexander Tugushev cruelly deceived him and went to the police. But, most likely, this was not without incitement from Mr. Orlov.
It remains to be recalled that the preliminary hearing - Tugushev versus Orlov, where the schedule of the main trial will be set, is planned for May 2020.