7 Dec 2011 18:48

TNK-BP board to consider filing suits against directors from both BP and AAR - sources

MOSCOW. Dec 7 (Interfax) - The board of directors at TNK-BP , at a meeting in Brussels on Friday, will discuss the possibility of management filing lawsuits against directors representing both BP and AAR, sources with knowledge of the situation told Interfax.

In particular, it will consider filing a lawsuit against BP and directors representing BP based on AAR's charges against BP regarding its failed deal with Rosneft . Since BP did not invite TNK-BP to join this alliance, AAR alleged that it had violated the shareholders agreement.

The board will also consider filing a lawsuit against AAR and directors representing AAR based on BP's charges against Renova, which through IES Holding owns gas and gas distribution assets in Russia and Ukraine (Gazex) and a refueling complex at the Koltsovo Airport in Yekaterinburg. BP charges that Renova did not offer TNK-BP the opportunity to buy these assets, resulting in a violation of the shareholders agreement.

The board will also consider investigating the actions of OJSC TNK-BP Holding's (TBH) management in the context of the minority shareholders' lawsuit.

TBH earlier filed an appeal against a court ruling not allowing more time for it to join a lawsuit brought by minority shareholders against some of the TBH board members without a decision by the board of directors itself. TBH later withdrew its appeal. The defendants in the lawsuit were Peter Charow and Richard Sloan, who represent BP on TBH's board of directors.

It is unlikely that any concrete decision will be made at the December 9 meeting - the participants will simply discuss the matter, the sources said. Later, law firms that have been hired to assess the situation will render legal support. The board of directors could possibly vote on this issue in 2012.

TNK-BP, BP and AAR declined to comment on the upcoming meeting.

As reported, TNK-BP's board of directors will approve the company's 2012 business plan on Friday, as well as consider the company's development program for the next three years.

TNK-BP's 2012 business plan does not involve any significant changes compared with 2011. The company plans to support production growth of 1%-2%. Organic capital investment is expected to grow 10%-15% (TNK-BP's general strategy involves yearly capex growth of no more than 15%).

The company's capex for 2011 is expected to total around $4.4 billion, and its hydrocarbon production could reach 650 million barrels of oil equivalent (not including Slavneft's production).

As per tradition, the board of directors will also consider dividend payouts to majority shareholders at the meeting. For January-September 2011, TNK-BP paid its shareholders - BP and AAR - around $4.1 billion in dividends.

AAR and BP have equal ownership in TNK-BP.