Summary

IN THE MATTER OF AN ARBITRATION UNDER THE 2021 UNCITRAL ARBITRATION RULES

CLAIMANT'S NOTICE OF ARBITRATION

26 March 2025

TABLE OF CONTENTS

I. INTRODUCTION
II. EXECUTIVE SUMMARY OF THE CLAIM
III. PARTIES
A. Claimant
1) Amsterdam Trade Bank N.V
2) VEON
3) Holland & Barrett B.V
4) X5 Retail Group N.V
B. Respondent
IV. FACTUAL BASIS FOR THE CLAIM
A. Mr. Fridman Is a Successful Entrepreneur Who Invested Extensively in and Through the Netherlands
1) Mr. Fridman Created and Owned a Portfolio of Successful Businesses in Russia and Around the World
2) By the Late 2000s, Mr. Fridman Decided to Reorganise his Investments into a Professional, Western-style Operating and Governance Structure by Making the Netherlands the Headquarters for Some of His Leading Businesses
3) Mr. Fridman's Netherlands Investments Expanded and Prospered
B. On 28 February 2022 the Netherlands, as an EU Member State, Expropriated Mr. Fridman's Investments as Part of its Unlawful "Sanctions Packages" Against "Russian Oligarchs"
C. The Netherlands Expropriated Mr. Fridman's Investments as a Part of the Coordinated Campaign of UCMs Imposed by the EU, UK and the US
D. Mr. Fridman Has Made Every Attempt to Resolve the Dispute with the Netherlands
E. The Result of the UCMs: Netherlands Has Expropriated Mr. Fridman's Investments
V. THE TRIBUNAL HAS JURISDICTION UNDER THE TREATY
A. Mr. Fridman Is an "Investor" in the Netherlands with a Covered "Investment" Under the BIT
B. The Tribunal Has Jurisdiction to Determine the Expropriation of Claimant's Investments under Article 9 of the BIT
C. The Tribunal's Jurisdiction Is in Any Event Extended by Article 3(2) of the BIT
VI. RESPONDENT'S BREACHES OF THE TREATY
VII. PROCEDURAL MATTERS
A. Claimant Has Met the Notice and Time Requirements
B. Claimant Invites Respondent to Consent to UNCITRAL Ad Hoc Arbitration
C. Constitution of the Arbitral Tribunal
D. Language and Place of Proceedings
VIII. RELIEF REQUESTED

I. INTRODUCTION

1. Mr. Mikhail Maratovich Fridman ("Mr. Fridman" or "Claimant") hereby submits this Notice of Arbitration ("Notice") of a legal dispute he has with the Kingdom of the Netherlands ("Netherlands", the "State" or "Respondent") in accordance with Articles 9(2), 9(4) and 13(2)-13(8) of the Agreement on encouragement and reciprocal protection of investments between the Kingdom of the Netherlands and the Union of Soviet Socialist Republics ("USSR") dated 5 October 1989 and which entered into force on 20 July 1991 (the "Treaty" or "BIT").

2. This Notice is accompanied by exhibits (numbered C-001 to C-092) and legal authority CL-001 to which reference will be made, as well as an index thereto.

3. Although certain aspects of the arbitral procedure are governed by Articles 13(2)- 13(8) of the Treaty, pursuant to Article 13(7), unless the Contracting Parties decide otherwise, the tribunal shall determine its own procedure. Mr. Fridman hereby invites Respondent to agree to the application of the 2021 United Nations Commission on International Trade Law ("UNCITRAL") Arbitration Rules to the remaining aspects of the arbitral process not regulated by the BIT. Mr. Fridman further proposes that the arbitration be administered by the Hong Kong International Arbitration Centre ("HKIAC") pursuant to the 2015 HKIAC Procedures for the Administration of International Arbitration (the "HKIAC Procedures") and that (for the reasons given below) Hong Kong be the seat of the arbitration. Mr. Fridman invites Respondent to agree to the same.

II. EXECUTIVE SUMMARY OF THE CLAIM

4. Over the last 35 years, Mr. Fridman, a Russian national, has successfully built a multinational business empire from the ground up through investment, focus, and hard work. After establishing multiple businesses in Russia and other countries within the Commonwealth of Independent States ("CIS") region, he transitioned the epicentre of those investments to Europe in the mid to late 2000s following the encouragement of Western politicians, business leaders, and major service providers. Even prior to that transition, in the early 2000s, shortly after the collapse of the USSR, Mr. Fridman's businesses acquired Amsterdam Trade Bank N.V ("ATB" or the "Bank") in an effort to expand and replicate Alfa Bank JSC's ("Alfa Bank") successful banking model in Europe. The Netherlands, and Amsterdam in particular, has long been a global hub for the finance, commodity, maritime, and technology sectors. It was therefore the ideal base from which to develop ATB and launch Alfa Bank's expansion and growth into Europe. The Netherlands, in view of its stable, business- friendly environment and fiscal policies, and favourable tax regime, was also an ideal jurisdiction for the international holding companies of Mr. Fridman's global businesses. This move to the West - and to the Netherlands in particular - initially paid off, as Mr. Fridman and his investments were welcomed with open arms. He installed independent and qualified professionals in key positions throughout his companies, a Western-style governance structure, and an operational hierarchy that encouraged checks and balances. Unsurprisingly, therefore, the businesses flourished under this continued investment and careful management. ATB, after initially focusing on lending to corporate clients in CIS-countries, expanded its offerings into retail banking and lending for smaller business enterprises (for which Alfa Bank was renowned) and broke into other European markets. With the "rule of law" supposedly so strong in the West, there were no doubts that the Netherlands would be a safe harbour for Mr. Fridman's investments.

5. Unfortunately, the "rule of law" sold to Mr. Fridman turned out to be nothing more than a mirage. The first alarming signs appeared as early as 2014, around the same time as the situation in Crimea and the incident involving Malaysia Airlines flight MH17. At that time, ATB started to experience repeated regulatory interventions by the Dutch Central Bank ("DNB") over the Bank's alleged issues with compliance practices. In the events leading up to 2022, DNB forced ATB to exit its CIS portfolio and re-establish itself as a Dutch retail bank. ATB still managed to thrive despite these regulatory pressures, although its future trajectory would have been significantly higher but for such unlawful interreference. Everything changed literally overnight following the beginning of the current phase of Russia's armed conflict with Ukraine in 2022. Respondent and other European Union ("EU") members decided - without notice or consultation - to commence an arbitrary witch-hunt against wealthy Russian businesspersons with investments in the EU. Under the guise of so-called "sanctions," more properly referred to as "unilateral coercive measures" ("UCMs"), Respondent, both as a key part of the EU and in its own right, has played a definitive role in separating Mr. Fridman from his investments in the Netherlands.

6. Devastatingly, after more than two decades of careful growth, development, and expansion, within months of the imposition of UCMs and as a direct result of them, ATB was declared bankrupt. ATB was the first and only Dutch bank in history to be declared bankrupt by virtue of UCMs rather than financial insolvency. In fact, after the Dutch courts handed the Bank over to bankruptcy trustees, they described it as a solvent and healthy business.2 Not only did the Netherlands fail to protect the Bank as required by the BIT, but it has also been at the forefront of the economic boycott of healthy and thriving businesses merely because of the presence of Russian ultimate beneficial owners ("UBOs"). It has repeatedly and emphatically stated its commitment to lead the European imposition of UCMs, and despite the Bank's assurances of its commitment to continue operating in the Netherlands and comply with UCMs, none of this mattered and the Netherlands sunk the Bank.

7. As amplified below, any other interest that Mr. Fridman currently retains in his Netherlands based businesses are nominal. That interest carries no entitlement to manage them, receive dividends from them, receive full information about them, sell them, liquidate them, or achieve any return from or realisation of them. This situation has now lasted for three years with no end in sight and with Mr. Fridman having no effective means of getting his investments back. Even though the decision of the General Court of the EU found that the Council had failed to substantiate its primary reasons for imposing UCMs on Mr. Fridman in the first place (which decision the Council did not appeal), it has seemingly made no difference.3 It is thus already a permanent taking by the State in any meaningful sense of the term. More concerning still, there is a recognition that even if the conflict between Russia and Ukraine were to end tomorrow and the UCMs were to be lifted, the Netherlands and other sanctioning States are unlikely to release these assets back to Mr. Fridman and other such "designated" individuals.

8. In any event, even if Respondent attempted some form of post-expropriation "restitution" of his businesses back to him, irreparable and crystallised harm has already been done to Mr. Fridman and his investments. In relation to ATB, Mr. Fridman's investment can never be returned to him. The completion of bankruptcy is imminent; the bankruptcy trustees are already in the process of attempting to distribute funds to creditors which amid UCMs requires licenses and government permissions for any asset sales. In these circumstances, it is clear that any form of restitution is impossible, and the damage has already been done.

9. Furthermore, as set out below, the businesses continue to suffer and deteriorate from the devastating effect of the UCMs to the point that they are today an unrecognisable shadow of the thriving businesses that Respondent seized in 2022. The UCMs approved and applied by Respondent have thus effectively expropriated Mr. Fridman's investments in the Netherlands. Further, the Netherlands breached the protections promised to Mr. Fridman as a Russian investor under the BIT. For those breaches, the Netherlands is liable to pay compensation in the form of damages for the fair market value of those investments on the date of application of the UCMs or on such other date as Claimant may provide. There is no basis for any trust that the Netherlands will ever restore what it has taken away from Mr. Fridman, or implement the protections guaranteed to him under the BIT.

10. The remaining sections of this Notice address:

i. The details of the Parties to this arbitration, Mr. Fridman and the Netherlands (Section III);

ii. The factual basis of this claim (Section IV);

iii. How the Tribunal has jurisdiction under the BIT to determine this dispute (Section V);

iv. Respondent's patent breaches of the Treaty (Section VI);

v. Procedural issues (Section VII); and

vi. Claimant's request for relief (Section VIII).

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VIII. RELIEF REQUESTED

151. While reserving his rights to supplement or otherwise amend his claims and the relief requested in connection thereto, Claimant respectfully requests an award granting him the following relief:

i. A declaration that the Netherlands violated the Treaty in respect of Claimant's investment;

ii. Compensation to Claimant for all pecuniary and non-pecuniary loss and damage he has sustained, in an amount to be developed and comprehensively particularised in due course in these arbitration proceedings, but conservatively anticipated to be no less than several hundreds of millions of dollars;

iii. All costs and expenses of these proceedings, including attorneys' fees and expenses;

iv. Pre-award and post-award compound interest until the date of Respondent's full and final satisfaction of the Award; and

v. Such other relief as the Tribunal may deem appropriate in the circumstances.

152. Claimant expressly reserves his right to amend his request for relief during the course of these proceedings in any manner he deems appropriate, including by way of seeking relief on additional grounds.

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Footnotes omitted