CHANCERY DIVISION
Strand, London, WC2A 2LL |
||
B e f o r e :
____________________
Stone & Rolls Limited (In Liquidation) |
Claimant |
|
- v - |
||
Micro Communications Inc |
Defendant |
|
And |
||
(1) Laurence Pagden (2) Ian Donald Williams (Liquidators of Stone & Rolls Ltd) |
Applicants |
|
- v - |
||
Micro Communications Inc |
Respondent |
____________________
Alan Gourgey QC and Jonathan Lopian (instructed by Cartier & Co) for the Defendant
Hearing dates: 3, 4, 5, 6, 9,10,11&13 May 2005
____________________
Crown Copyright ©
Peter Smith J :
INTRODUCTION
Transaction | Date | USD Sum | Reference |
T1 | 15.11.00 | 180,000 | D5/183,188 |
T2 | 27.11.00 | 600,000 | D5/200,201 |
T3 | 29.12.00 | 289,000 | D5/252,254 |
T4 | 22.01.01 | 700,000 | D6/22,24 |
T5 | 01.03.01 | 630,000 | D6/42,51 |
T6 | 22.02.02 | 311,000 | D8/82,83 |
T7 | 27.02.02 | 200,000 | D8/88,95 |
SOME PERSONALITIES
SOME COMPANIES
OFFICERS AND SHAREHOLDERS IN THE COMPANIES
THE CLAIMS
THE UNDERVALUE CLAIM
ACQUISITION OF SR DEBT BY MERCURY
SUBORDINATION WITH FORTIS
"creditor hereby irrevocably subordinate and to the extent required hereby irrevocably undertakes to subordinate it's claim against [SR] in the amount of GBP £5,000,000 …along with all other future claims on SR and any rights associated therewith including without limitation interest claims (hereafter jointly and severally referred to as the "Claim") to all present and future claims of Fortis against SR irrespective how arising either in current account or otherwise and whether in course of ordinary banking business or otherwise"
I have already observed that it is not clear where the figure of £5,000,000 came from. Notes prepared by Moore Stephens SR's auditors to year ended 31st December 2001 attempt a reconciliation which suggests that Mercury was owed $9,680,937.68 with a sterling figure of £5,191,224. Note 3 refers to the purchase with an illuminating comment about the possible connection between Mercury, SR and how CW were "persuaded" to complete this transaction. That might be where the figure of £5,000,000 came from but it is not clear.
A PARALLEL UNIVERSE
"[Mercury] has subordinated it's claim against [SR] to [Fortis] in the amount of £5,000,000 GBP.
[Mercury] on disposal to SR property in Austria…. registered on Melborough (nominee asset holder) to be used as a collateral to cover Russian risk…
By these two operations balance between SR as debtor and Mercury as creditor has not changed"
The next paragraph says:-
"Please contact [SR] and regulate all what is necessary for bookkeeping and accountancy"
ANOTHER PARALLEL UNIVERSE
ACQUISITION OF BANK OF AUSTRIA DEBT
MR PRICE'S EVIDENCE
CONTROL A SIDE ISSUE
CONCLUSION