Loudmila Bourlakova v The Estate of Oleg Bourlakov

Hearing dates: 11–13 March 2025

Approved Judgment

This judgment was handed down remotely at 10.30am on Friday 18 July 2025 by circulation to the parties or their representatives by e-mail and by release to the National Archives.

Introduction

This judgment concerns the following applications:-

(i) an application for injunctive relief by the First and Fourth Claimants (respectively, Loudmila and Veronica) against the Twelfth and Fourteenth Defendants (respectively, Edelweiss and Hemaren) ( Injunction Application); and

(ii) the cross-application by Edelweiss and Hemaren and the Eleventh and Fifteenth Defendants, respectively, Gatiabe and Wlamil (together, the SJ Defendants) to strike out, and/ or for ‘reverse summary judgment’ on, the respective claims by Loudmila and Veronica to hold the entirety of the shares in Gatiabe and Edelweiss ( SJ Application);

(the Injunction Application and the SJ Application together, the Applications).

Loudmila is the widow of Oleg Bourlakov ( Oleg). Oleg died on 21 June 2021. Veronica is one of Loudmila's and Oleg's two daughters. Oleg's estate is the First Defendant to these proceedings, now represented by Mr Nicholas Jacob.

The Claimants seek damages and declarations relating to a number of aspects of the Defendants' conduct, described as the pursuit of a strategy by Oleg “ of dishonest and/ or improper and/ or unlawful actions with the ultimate objective of maximising his own share of assets which are (or have been) assets of each of the separate members of the Bourlakov nuclear family … and minimising or even extinguishing the shares of Mrs Bourlakova and her daughters.”

That strategy was said to have been undertaken in combination with other Defendants, not least the Sixth to Eighth Defendants (respectively, Mr Anufriev, Mr Kazakov and Mrs Kazakova). The Claimants plead that the development and implementation of that strategy has given rise to a number of different claims arising out of Oleg's tortious conduct as principal instigator and the other Defendants as participants.

Gatiabe and Edelweiss are Panamanian companies. Wlamil and Hemaren, two Panamanian foundations, claim to be their respective registered shareholders. As explained below, Loudmila and Veronica claim in these proceedings that they are, in fact, the respective sole shareholders of those companies. As such, they say that the position reflected in the relevant share registers relied on by Wlamil and Hemaren have only come about as a result of Oleg's dishonest scheme, including invalid corporate transactions and resolutions based on forged and/ or backdated documentation. They say the same about the appointments by Wlamil and Hemaren to the respective boards of both companies. Although I recognise at the outset that the validity of these matters is disputed by the Claimants, for the sake of economy of language, I do not use throughout this judgment their terminology of “purported”, “alleged” or similar to reiterate the fact of that dispute.

Edelweiss holds an investment portfolio said by its Swiss investment advisor, Alve Finance AG ( Alve), to comprise assets in various asset classes well in excess of US$900 million. Edelweiss' assets (and the ability to control the same) form the subject matter of the Injunction Application. Those assets are split across two portfolios held with UBS Switzerland AG ( UBS) and Pictet Bahamas ( Pictet), the funds held by the latter now ‘frozen’ as a result of certain interpleader proceedings in the Bahamas.

Procedural background to the Applications

The Claimants originally applied on short notice on 18 January 2024 for a worldwide freezing order against assets of up to US$902m in value and ancillary disclosure orders against Mr Kazakov, Mrs Kazakova, Mr Anufriev and (with no maximum sum) Edelweiss. The US$902m figure reflects the Claimants' estimate of the value of Edelweiss' assets, reduced on account of Veronica's acceptance that Oleg would retain an 8% interest in the Edelweiss asset portfolio.

At the hearing on 22 February 2024, I acceded to the application by Mr Kazakov, Mrs Kazakova and Mr Anufriev to adjourn the application upon the undertaking of Mr Kazakov and Edelweiss not to deal with the assets of the latter.

On 28 February 2024, the Claimants then applied to join a number of parties to these proceedings, including Hemaren and Wlamil, and for additional injunctive relief, said to be proprietary in nature, seeking to restrain:-

(i) Hemaren from disposing of, dealing with or diminishing the value of any shares it may have, or claim to have, in Edelweiss;

(ii) Hemaren from exercising, or purporting to exercise, any rights as a shareholder in Edelweiss, including directing Edelweiss to make a payment to any person or to transfer an asset to any person;

(iii) Hemaren from disposing of, dealing with or diminishing the value of any funds or assets received from Edelweiss, whether received by way of dividend, distribution or otherwise; and

(iv) Edelweiss from, in any way, disposing of, dealing with or diminishing the value of any of its assets, whether in or outside England and Wales.

In the meantime, there was an extraordinary turn of events, with the discovery that evidence relied upon by the Claimants in support of their injunction applications in the form of an investigators' report from CT Group included material which was alleged to be fabricated and/ or privileged and confidential to some of the Defendants. This led, in turn, to applications from the Kazakovs, Mr Anufriev and Edelweiss in relation to the Claimants' alleged improper use of their confidential information ( Confidentiality Application).

At the hearing on 26–27 March 2024, the Claimants withdrew their injunction applications against Mr Kazakov, Mrs Kazakova and Mr Anufriev. The extant injunction applications against Hemaren and Edelweiss were also adjourned upon certain undertakings from those entities as to the non-dissipation of Edelweiss' assets save in the ordinary course of business (and certain other exceptions) and as to Hemaren's actions as registered shareholder of Edelweiss. Following that hearing, I also made certain orders on the confidentiality aspects with a view to maintaining the privilege and confidentiality of the relevant Defendants' documents and the integrity of these proceedings more generally.

Hemaren and Wlamil were joined as Defendants on 26 June 2024, filing forms of acknowledgement of service on 26 July 2024 without indicating an intention to contest jurisdiction.

A directions hearing took place in relation to both the Injunction Application and the Confidentiality Application on 18 July 2024, with the former adjourned until October 2024 upon the continuing undertakings of Hemaren and Edelweiss and further directions given in relation to the latter.

The applicants to the Confidentiality Application later applied for further related relief against CT Group and the Claimants. The former application has since been compromised on terms that CT Group will provide certain information and documents to explain its activities. The latter application will be heard in October this year. In the meantime, the Kazakovs have also amended their pleading to bring in claims for breach of confidence and related causes of action.

The parties later agreed to adjourn the October 2024 hearing of the Injunction Application, again upon the continuing undertakings of Hemaren and Edelweiss, to allow time for further evidence, with the hearing re-listed for 10–12 March 2025 ( Hearing).

In the meantime, the SJ Application was issued on 12 November 2024. A ‘pre-CMC’ hearing was held two days later at which the SJ Defendants indicated that they wished the SJ Application to be heard together with the Injunction Application. The application notice explained the SJ Application in the following terms:-

“ The 11th, 12th, 14th and 15th Defendants (Gatiabe Business Inc, Edelweiss Investments Inc, Hemaren Stiftung and Wlamil Foundation) seek an Order (draft attached) under CPR 3.4 and/ or under CPR 24.2 that (a) the Claimants' claims to declarations that the 1st Claimant is the holder of the entirety of the shares in the 11th Defendant and the 4th Claimant is the holder of the entirety of the shares of the 12th Defendant be struck out, alternatively that summary judgment be entered against the 1st Claimant and 4th Claimant in respect of those claims (the “Shareholding Claims”); (b) the Claimants pay the 11th, 12th, 14th and 15th Defendants' costs of and occasioned by the Shareholding...