THE COURT FOUND THE EX-DIRECTOR'S RELEASE FROM LIABILITY UNCONVINCING

On March 13, the Arbitration Court of the Moscow District issued a ruling on the cassation appeal sent to the court by Irina Laricheva and VTB Bank. In it, Laricheva (KU "Peresvet-Real Estate") and VTB (lender) asked the court to review the verdicts of the capital arbitration and appeals adopted on October 17, 2022 and December 23, 2022. In them, the lower courts refused to involve the ex-head of the firm Olga Dubrovina in the subsidiary (case no. A41-20380/18).

The company was granted bankruptcy status in 2018. Dubrovina was listed as its CEO from April 2012 to November 2016. During this time, the firm has concluded a number of transactions that were invalidated in the course of court proceedings. Their amount amounted to 4.8 billion rubles. At the same time, the amount of money exceeded the amount of non-collateral obligations that were included in the register (4 billion).

However, the attempt of the bankruptcy trustee and the bank to convince the arbitration judges of Dubrovina's guilt was unsuccessful. First, the metropolitan arbitration court, which considered the case, and then the appeal, considered the claim for a subsidy insufficiently justified.

The bankrupt company was part of the Peresvet Group of Companies (GC). The actual beneficiary of the holding, which also included the Granula company (undergoing bankruptcy), was businessman Oleg Pronin. The business owner convinced the court that he was actually in charge of all the firms, and Dubrovina was only listed as the CEO.

The courts found out that the woman was not able to perform business transactions with bank accounts (the "bank-client" system), and her actions could not cause bankruptcy. The firm paid money on transactions in 2014 and 2015, and the claim for insolvency was submitted to arbitration only in 2018. At the same time, Pronin was previously attracted to the subsidiary.

The court of the Moscow district, having considered the complaint, canceled the decisions of the courts. According to the cassation, the judges should have taken into account the amount of transactions that could lead to bankruptcy. The nominal head according to the law (Article 53 of the Civil Code of the Russian Federation) remains the controlling person of the debtor, that is, cannot be released from liability on such grounds. The general rule speaks about the joint responsibility of nominal and actual managers.

In addition, the district court recalled that Dubrovina had to prove the absence of her guilt, and not the plaintiffs who appealed to the arbitration with a complaint. As a result, the cassation decided that the case of the responsibility of the former CEO should be reviewed anew, having studied the facts and arguments of the parties more fully.

Photo: Freepik