A Turkish Court has found against businessman Akin Ipek this week ruling that a share purchase agreement, which he had submitted as vital evidence in support of his case against the Turkish state, is null and void.
The matter was brought to the Ankara Commercial Court in March 2017 by Koza Holding (parent company of Koza Altin) which, according to Mr Ipek's share purchase agreement, purportedly transferred all of its shares to Ipek Investment Limited. Koza Holding filed the lawsuit for legal recognition that the share purchase agreement is void.
The ruling in Turkey follows on from an earlier judgment set down by the English High Court, which rejected Mr Ipek's attempt to use up to £3m of UK subsidiary Koza Ltd's money to fund a claim against the Turkish State at the International Centre for Settlement of Investment Disputes (ICSID).
In the English ruling, Deputy Judge Richard Spearman QC declared the "authenticity" of the share purchase agreement as "open to very serious doubt". The finding followed arguments in court from Koza Altin that the document had all the hallmarks of a forgery.
Judge Spearman also found that, even if the share purchase agreement was found to be genuine, there was an "essential artificiality" to the transaction which would not qualify it as an international investment for the purposes of an ICSID arbitration expressing doubt that Mr Ipek's proposed international arbitration would succeed, even if he were granted funding.
As a consequence, the Judge found an ICSID tribunal would likely dismiss any such claim on the basis that it would have no jurisdiction to hear it. Despite this ruling, Mr Ipek filed a claim with ICSID in March 2018.
In July 2018, the English High Court also blocked Mr Ipek's attempt to use Koza Ltd to fund his attempts to resist extradition to Turkey, where he faces criminal charges.
Koza Ltd is a UK based private company which is wholly-owned by Koza Altin, a publicly-listed company in Ankara. Koza Altin has initiated a process to remove Mr Hamdi Akin Ipek from the Board of Koza Ltd.
Mr Ipek is resisting his removal in the English Courts, and the issue is the subject of ongoing litigation. That litigation is separate from Mr Ipek's ICSID action, and from his attempt to fight extradition from the UK.
In the litigation before the English and Turkish courts, Koza Altin's case is that Mr Ipek and Koza Ltd are seeking to prevent Koza Altin from exercising its rights as shareholder of Koza Ltd. Koza Altin is seeking the removal of Mr Ipek as a director of Koza Ltd, its UK subsisiary, in order to protect Koza Altin and its assets, during the course of a criminal investigation into Mr Ipek, for the benefit of its shareholders and in accordance with its regulatory obligations. Specifically, the company is taking action to ensure that shareholders' capital originally amounting to £60m held by Koza Ltd cannot be improperly taken out of the company and used for Mr Ipek's personal interests.
This is a matter of sensible corporate governance, and is taken for the benefit of all of Koza Altin's shareholders including funds, banks and other Turkish and international investors who directly own 30% of Koza Altin and indirectly own a majority of around 58%.
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