AN EXTRAORDINARY shareholders’ meeting of crude-oil pipeline operator Transpetrol which took place in Vinné, in eastern Slovakia, has completely reshuffled the board of directors and recalled members of the supervisory board except for those who represent employees. The meeting was convened by Vranov nad Topľou-based businessman Ignác Ilčišin, who claims to control a 34-percent stake in the company. The meeting also elected Ilčišin the new head of the board of directors, the SITA newswire reported.
Ilčišin said that the shareholders’ meeting approved the merger of the company with the Cypriot company Imperio Regere, based in Limassol, which he hinted would be the future seat of the company’s headquarters. According to him, the meeting gave the green light to a plan by seven minor shareholders, including Ilčišin, who together own 34 percent of Transpetrol to sell their shares.
A representative of Yukos Finance, which recently agreed to sell to the Slovak government the 49-percent stake in Transpetrol which it claims to own, also took part in the shareholders’ meeting, but Ilčišin did not recognise his right to vote. Ilčišin stated that Yukos representatives had said on April 29 that Slovakia could not have purchased 49 percent of Transpetrol simply because the general shareholders meeting did not approve the sale of the stake. Ilčišin has stated that the structure of shareholders in Transpetrol is unclear. According to Ilčišin, only the 34 percent of shares owned by seven minor stakeholders and an additional 17-percent stake in the hands of the Slovak Republic are clear. The ownership of the remaining shares is uncertain, Ilčišin said.
A legal representative of the Economy Ministry, Martin Krivák, presented documents which he said prove that the state now owns all of Transpetrol’s shares. He explained that the state could not afford to be absent from the April 29 shareholders meeting even though it was, as he described it, 'obviously illegitimate'. The convened meeting in fact could not be an extraordinary shareholders' meeting, he said, because the Supreme Court suspended the effectiveness of the decision upon which Ilčišin summoned it.
The Supreme Court of the Slovak Republic in late April suspended the effectiveness of a previous judgement by the Bratislava I District Court concerning Transpetrol, until it decides on a special appellate review requested by General Prosecutor Dobroslav Trnka. Based on the contested District Court's verdict, Ilčišin had the right to convene an extraordinary general meeting of the company's shareholders.
The dispute between the state and a group of businesspersons close to Ilčišin started in 1995. It began with a claim on Transpetrol shares by the Humenné-based ILaS company. The claim originated after the tax authority wrongly blocked the company’s rights to real estate in 1995. The company claimed damages based on a letter of intent signed on August 18, 1995, to sell it a production hall. The company originally calculated damages at Sk43.3 million. Based on a contested court action, ILaS eventually acquired 34 percent of Transpetrol shares, then worth over Sk2 billion, from the Finance Ministry in distraint proceedings, but the transfer was later annulled.