The leaders of the Ministry of Maritime Affairs were in Dubai at the end of last week, where they negotiated with representatives of the investment fund "Faminas Investment Group" (FIG) about the possible entry of that fund into the ownership structure of the maritime company "Barska plovidba".
However, “Faminas” in a letter of intent sent on October 27 by its director Salah Al Naser sent to the Ministry of Maritime Affairs and the Board of Directors of "Barska Plovidba", which "Vijesti" has access to, expressed interest in purchasing up to 22 percent of shares from the portfolio belonging to minority shareholders, and not to the state, which owns about 52 percent of the capital of that maritime company. Therefore, it is unclear how and on what basis the Minister Filip Radulović (PES) and State Secretary at the Ministry of Maritime Affairs Pavle Tripković From November 5th to 8th, they went to Dubai to talk with the leaders of that fund about the possible sale of shares over which the state has no control at all because they belong to minority shareholders.
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Ministry's silence
The Ministry of Maritime Affairs did not respond to this, nor to a set of other questions about the offer of “Faminas Investment Group” for its possible investment in “Barska ploviodb”. “Vijesti” was not able to get comments from minority shareholders regarding this topic.
The ministry issued a statement last Friday, noting that Radulović met with the Chairman of the Board of Directors and CEO of FIG and Exim Finance Dubai, Salah Al Nasser, and that the Ministry of Maritime Affairs should sign a memorandum of understanding with Faminas by the end of the year, "which represents a significant incentive for the improvement of the maritime sector and the strengthening of economic ties between Montenegro and the United Arab Emirates (UAE)."
It is planned that the Government, or rather the relevant Ministry, will sign a Memorandum of Understanding with "Faminas Investment Group" by the end of the year, as soon as the formal and legal prerequisites for this are created.
"During the meeting, possible investments in the maritime sector of Montenegro were discussed, with a special focus on cooperation regarding 'Barska plovidba'," the Ministry announced, quoting Radulović's assessment that his meeting with Al Nasser "clearly confirms that the maritime sector of Montenegro is attractive to serious investors."
The Memorandum of Understanding with "Faminas Investment Group", which will be signed "by the end of the year, as soon as the formal and legal prerequisites are created", represents "a significant incentive for the improvement of the maritime sector and the strengthening of economic ties between Montenegro and the UAE and is fully in line with the signed interstate agreements."
"Faminas" is seeking to obtain the right to veto all decisions regarding any possible reduction or increase in the assets of "Barska plovidba" in a value exceeding 20 percent of the book value of those assets, or to veto all possible decisions regarding corporate changes (merger, separation, liquidation, change of legal status and other similar corporate changes).
"The investor has also shown interest in investments in other sectors, which will be discussed further during his visit to Montenegro," the Ministry of Maritime Affairs announced.
However, this does not correspond to the content of the letter of intent in which Salah Al Naser expresses interest exclusively in "entering into discussions and negotiations with 'Barska plovidba' regarding the possible purchase of a significant ownership stake in that company."
In the letter, FIG outlines its intentions and the conditions under which the fund "intends to continue purchasing shares of "Barska plovidba" with the aim of becoming a minority shareholder and strategic partner who will, in cooperation with the Government of Montenegro as the majority shareholder, work together on the improvement and development of the company."
This means that "Faminas" does not intend to buy out the shares in "Barska" that belong to the state, but to minority shareholders, and that after that the Arabs would work together with the Government, which would retain its current ownership stake of around 52 percent, on the further development of "Barska".
Arabs' wishes
The letter of intent specifies that “Faminas” is ready to buy up to 22 percent of the stake in the Bar shipping company “either through a direct purchase from current shareholders, a capital increase or another mutually agreed mechanism”. In order to achieve this, the Arabs are also setting several conditions that, according to them, must be included in all documents relevant to this transaction: they are asking that “Faminas” be given the discretionary right to appoint the CEO of “Barska Plovidba”, to be given the right to appoint one member of the Board of Directors, and to be given the right to appoint one “observer who will have the right to attend the meetings of the Board of Directors, without the right to decide, but with full access to all information and participation in the discussion”.
In addition, "Faminas" is seeking to obtain the right to veto all decisions regarding any reduction or increase in the assets of "Barska plovidba" in a value exceeding 20 percent of the book value of those assets, or to veto all possible decisions regarding corporate changes (merger, separation, liquidation, change of legal status and other similar corporate changes).
The letter of intent emphasizes the need for both parties to maintain “strict confidentiality” regarding the existence and content of that document, “as well as all agreements and discussions related to it, except in cases where public notification thereof is required by law,” as well as the willingness of “FIG” to, after the Montenegrin side confirms its readiness to the general principles set forth by the Arabs in the letter of intent, “immediately begin negotiations with the aim of concluding a final agreement and completing the transaction.”
On the fund's website, there is no trace of maritime affairs.
On the website of this investment fund, which, as it itself points out, is "dedicated to sustainable financing expressed through strategic investments in sectors that are not only fast-growing, but also deeply aligned with global development priorities", the sectors in which "Flaminas Investment Group" invests are listed as "sustainable tourism and hospitality", the healthcare system and pharmaceutical industry, industrial production, financing in the field of air transport, and investments in urban development.
The government hides in its platform who paid for Radulović and Tripković's travel and stay in Dubai
The Ministry of Maritime Affairs did not respond to questions from "Vijesti" about who financed the travel and stay of Radulović and Tripković in Dubai from November 5 to 8, and in what amount, because the platform for that visit, which was adopted by the Government at an electronic session the day before their departure, states only that "the Ministry of Maritime Affairs does not cover the costs of accommodation and transportation."
The platform states that "based on the letters of intent received from the company "Faminas Investment Group" ("Exim Finance Dubai"), an initiative was launched to organize high-level meetings aimed at considering potential investments in "Barska plovidba", as well as other strategic projects in the maritime sector."
"This visit is fully aligned with the Ministry's activities related to attracting foreign investment in the state's maritime capacities and strengthening their competitiveness. The key objective of the visit is to improve overall cooperation in the maritime sector, including ports and logistics operations, as well as exchange of experiences in maritime resource management. The visit will contribute to more intensive linking of Montenegro with key regional and international actors in the maritime economy, creating the basis for long-term partnerships. In this regard, the official visit to Dubai is strategically important because it is aimed at attracting capital to the Montenegrin maritime sector, long-term stabilization and development of "Barska plovidba", and strengthening Montenegro's position in regional logistics flows," the platform reads, adding that the results of this initiative are expected to significantly contribute to the sustainable growth and modernization of domestic maritime capacities.
The Ministry of Maritime Affairs, however, did not respond to "Vijesti"'s question about how they could write this in the platform, when "Flaminas" in its letter of intent expresses interest only in the possible purchase of a 22 percent stake in "Barska plovidba", but not in "investment in ports, logistics operations and other strategic maritime projects" in Montenegro.
Our question about whether the conditions that the Arabs insist on in the event that they eventually buy an ownership stake in Barska are acceptable to the state also remained unanswered, as well as the Ministry's clarification of the specific references of Faminas Investment Group in the field of maritime and maritime transport that make this company relevant as a potential strategic business partner of the state in the deal with "Barska Plovidba".
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