Zamfirescu Racoti & Partners has obtained a new final arbitration award from the International Chamber of Commerce (ICC) Paris partially accepting the counterclaim made by the management company for state-owned stakes in the Societatea de Administrare a Participatiilor in Energie (SAPE) energy companies against E.ON Romania S.R.L. (E.ON). As a result of the ruling, E.ON is obliged to pay the amount of RON 4,070,948 (approximately EUR 901,000) plus interest to SAPE in compensation for infringing the minority shareholder’s rights in its distribution of dividends.
According to ZRP, "the dispute arising out of the privatization of Electrica Moldova revolved, on the one hand, around the main action brought by E.ON with the purpose of clarifying the effects derived from the exercise of put options by E.ON and, on the other hand, the counterclaim whereby SAPE requested the upholding of the contractual liability of the majority shareholder in respect of its failure to distribute dividends throughout the entire period when SAPE was a shareholder, something the financial results of the privatized company would have permitted."
The ZRP team was led by Managing Partner Cosmin Vasile and included Partner Alina Tugearu, Managing Associate Cosmin Cojocaru. and Senior Associate Violeta Saranciuc.
“I think I’m right in saying that the problem of majority shareholders refusing to distribute dividends to minority shareholders is the eternal and most frequently encountered issue in company law," said Vasile. "The fact that in this case this issue arose as part of a privatization contract and in the energy field only generated additional problems of fact and law. The solution arrived at by an international arbitrator represents the correct answer in terms of the principle involved, while also sending a powerful signal to the Romanian courts facing thousands of cases revolving around the same issue of law."