Iranian Offshore Engineering and Construction Company v Dean Investment Holdings SA & Ors

Andrew Onslow QC and Richard Hanke (instructed by Eversheds Sutherland (International) LLP) for the Claimant The Fourth, Sixth and Ninth Defendants in person. The Fifth Defendant was represented by the Sixth Defendant Hearing dates: 3-5, 7, 10-14, 17, 19-20 December 2018 ____________________

(1) IOEC was caused to enter into an agreement to purchase a jack-up rig called the GSP Fortuna as a device to extract funds from IOEC in order to allow the Defendants to make a secret profit of US$22 million. This was to be represented by the difference between the price at which an intermediate company, Dean, would buy the rig, and that at which it would sell the rig to IOEC. Thereafter, when the ultimate vendor of the GSP Fortuna cancelled the contract under which it was to sell the rig to Dean, the Defendants capitalised on that development to extract substantially more.

(5) Mr Ansari assisted in Dr Taheri's and Mr Shirani's breach of fiduciary duties by managing Dean and Dean Legal at a time when they received funds from IOEC, and participating in the division of the funds extracted from IOEC.

This last statement was untrue: it appears clear, and I find, that Sepanta and/or Sepanta Holdings had progressed the matter to this point in order to seek to supply the GSP Fortuna to IOEC. It was a false statement which was being made in order to assure the vendor, or at least to provide the vendor with a written statement to the effect, that there would be no problems as to breach of international sanctions against Iran. What was clearly being planned was the interposition of a non-Iranian company which could purchase the rig and on-sell it to IOEC.

In fact, the price which was ultimately agreed appears to have been US$87 million for both. On 5 June 2012 Mr Shahriary sent to Mr Tabatabaei drafts of purchase agreements for both the GSP Fortuna and the GSP Britannia. In both the purchasing company was identified as Caribbean Sunrise International S.A. These drafts indicated a price for the GSP Fortuna of US$66 million, and for the GSP Britannia of US$21 million.