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United States Bankruptcy Court Southern District of New York 21-11051-lgb Doc 90 Filed 07/17/21 Entered 07/17/21 18:06:05 Main Document Pg 1 of 3 UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK In re: Chapter 11 Kumtor Gold Company CJSC and Kumtor Case No. 21-11051 (LGB) Operating Company CJSC,1 (Jointly Administered) Debtors. Kumtor Gold Company CJSC and Kumtor Operating Company CJSC, Plaintiff. Adversary Pro. No. 21-01175 (LGB) v. Kyrgyz Republic, Defendant. DECLARATION OF BENJAMIN MINTZ IN SUPPORT OF THE MEMORANDUM OF LAW IN OPPOSITION TO DEBTORS’ MOTION FOR AN ORDER TEMPORARILY RESTRAINING THE KYRGYZ REPUBLIC I, Benjamin Mintz, under penalty of perjury, hereby declare as follows: 1. I am admitted to practice law in the State of New York and the Southern District of New York. I am a partner with the law firm of Arnold & Porter Kaye Scholer LLP, counsel to the Kyrgyz Republic, which maintains an office at 250 West 55th Street, New York, NY 10019-9710. I respectfully submit this Declaration (this “Declaration”) to the Court in support of the Memorandum of Law in Opposition to Debtors’ Motion for an Order Temporarily Restraining the Kyrgyz Republic, filed contemporaneously herewith. 1 The Debtors’ corporate headquarters is located at 24 Ibraimova Street, 720001, Bishkek, the Kyrgyz Republic. 21-11051-lgb Doc 90 Filed 07/17/21 Entered 07/17/21 18:06:05 Main Document Pg 2 of 3 2. Attached hereto as Exhibit 1 is a true and correct copy of the transcript of the hearing held before this Court on June 6, 2021 with respect to the above captioned matter. 3. Attached hereto as Exhibit 2 is a true and correct copy of the charter of Kumtor Operating Company. 4. Attached hereto as Exhibit 3 is a true and correct copy of the charter of Kumtor Gold Company. 5. Attached hereto as Exhibit 4 is a true and correct copy of the May 6th, 2021, Amendment to the Law of the Kyrgyz Republic on Joint-Stock Companies, in both the original Russian and as a certified English translation. 6. Attached hereto as Exhibit 5 is a true and correct copy of the May 17th, 2021 Decree No. 7 of the Cabinet of Ministers of the Kyrgyz Republic Approving the Procedure of appointment of a temporary external manager, in both the original Russian and as a certified English translation. 7. Attached hereto as Exhibit 6 is a true and correct copy of the May 17th, 2021 Order No 2-r of the Cabinet of Ministers of the Kyrgyz Republic, in both the original Russian and as a certified English translation. 8. Attached hereto as Exhibit 7 is a true and correct copy of the May 17th 2021 Order No. 25 of the Chairman of the Cabinet of Ministers of the Kyrgyz Republic Regarding Tengiz Bolturuk, in both the original Russian and as a certified English translation. 9. Attached hereto as Exhibit 8 is a true and correct copy of the transcript of the hearing held before this Court on June 29, 2021 with respect to the above captioned matter. 10. Attached hereto as Exhibit 9 is a true and correct copy of a Notice of Arbitration letter sent from Sullivan and Cromwell LLP to the Government of the Kyrgyz Republic, dated May 14, 2021. 2 21-11051-lgb Doc 90 Filed 07/17/21 Entered 07/17/21 18:06:05 Main Document Pg 3 of 3 11. Attached hereto as Exhibit 10 is a true and correct copy of a First Amended Notice of Arbitration letter sent from Sullivan and Cromwell LLP to the Government of the Kyrgyz Republic, Kyrgyzaltyn OJSC, and Arnold & Porter Kaye Scholer LLP, dated June 16, 2021. 12. Attached hereto as Exhibit 11 is a true and correct copy of the Order of the Leninsky District Court of Bishkek issued on July 6, 2021 in both the original Russian and as a certified English translation. Pursuant to 28 U.S.C. § 1746, I declare under penalty of perjury that the foregoing is true and correct to the best of my knowledge, information, and belief. Dated: July 16, 2021 New York, New York Respectfully submitted, /s/ Benjamin Mintz Benjamin Mintz 3 21-11051-lgb Doc 90-1 Filed 07/17/21 Entered 07/17/21 18:06:05 Exhibit 1 Pg 1 of 81 EXHIBIT 1 21-11051-lgb Doc 90-1 Filed 07/17/21 Entered 07/17/21 18:06:05 Exhibit 1 Pg 2 of 81 In Re: KUMTOR GOLD COMPANY CSJC and KYRGYZ REPUBLIC June 8, 2021 eScribers, LLC (973) 406-2250 [email protected] www.escribers.net To purchase copies of this transcript, please contact us by phone or email Min-U-Script® with Word Index 21-11051-lgb Doc 90-1 Filed 07/17/21 Entered 07/17/21 18:06:05 Exhibit 1 Pg 3 of 81 1 1 2 UNITED STATES BANKRUPTCY COURT 3 SOUTHERN DISTRICT OF NEW YORK 4 - - - - - - - - - - - - - - - - - - - - -x 5 6 In the Matter of: 7 KUMTOR GOLD COMPANY CSJC and Main Case No. 8 KYRGYZ REPUBLIC, 21-11051-lgb 9 Debtors. 10 - - - - - - - - - - - - - - - - - - - - -x 11 12 United States Bankruptcy Court 13 One Bowling Green 14 New York, New York 15 16 June 8, 2021 17 10:00 AM 18 19 20 21 B E F O R E: 22 HON. LISA G. BECKERMAN 23 U.S. BANKRUPTCY JUDGE 24 25 eScribers, LLC | (973) 406-2250 [email protected] | www.escribers.net 21-11051-lgb Doc 90-1 Filed 07/17/21 Entered 07/17/21 18:06:05 Exhibit 1 Pg 4 of 81 2 1 2 Motion for Joint Administration Debtors Motion for Entry of an 3 Order (I) Directing Joint Administration of Chapter 11 Cases 4 and (II) Waiving Requirements of Section 342(c)(1) of the 5 Bankruptcy Code and Bankruptcy Rules 1005 and 2002(n) 6 7 Motion to Extend Deadline to File Schedules or Provide Required 8 Information Debtors Motion for Entry of an Order Extending Time 9 to File Schedules of Assets and Liabilities, Schedules of 10 Current Income and Expenses, Schedules of Executory Contracts 11 and Unexpired Leases and Statements of Financial Affairs 12 13 Motion to Authorize Debtors Motion for Entry of an Order (I) 14 Authorizing the Debtors to (A) Maintain a List of Creditors in 15 Lieu of Submitting a Formatted Mailing Matrix and (B) File a 16 Consolidated List of the Debtors Top 30 Creditors and (II) 17 Establishing Procedures for Notifying Parties of Commencement 18 of These Chapter 11 Cases 19 20 Motion to Appoint Bankruptcy Management Solutions, Inc. d/b/a 21 Stretto as Claims and Noticing Agent Debtors Application 22 Seeking Entry of an Order (I) Authorizing and Approving the 23 Appointment of Stretto as Claims and Noticing Agent and (II) 24 Granting Related Relief 25 eScribers, LLC | (973) 406-2250 [email protected] | www.escribers.net 21-11051-lgb Doc 90-1 Filed 07/17/21 Entered 07/17/21 18:06:05 Exhibit 1 Pg 5 of 81 3 1 2 Motion to Authorize Debtors Motion for Entry of an Order 3 Enforcing Sections 362, 365(e)(1) and 525 of the Bankruptcy 4 Code 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 Transcribed by: Sharona Shapiro 21 eScribers, LLC 22 352 Seventh Avenue, Suite #604 23 New York, NY 10001 24 (973)406-2250 25 [email protected] eScribers, LLC | (973) 406-2250 [email protected] | www.escribers.net 21-11051-lgb Doc 90-1 Filed 07/17/21 Entered 07/17/21 18:06:05 Exhibit 1 Pg 6 of 81 4 1 2 A P P E A R A N C E S (All present by video or telephone): 3 SULLIVAN & CROMWELL LLP 4 Proposed Counsel to Debtors 5 125 Broad Street 6 New York, NY 10004 7 8 BY: JAMES L. BROMLEY, ESQ. 9 CHRISTIAN P. JENSEN, ESQ. 10 11 12 ARNOLD & PORTER KAYE SCHOLER LLP 13 Attorneys for Government of Kyrgyzstan 14 250 West 55th Street 15 New York, NY 10019 16 17 BY: BENJAMIN MINTZ, ESQ. 18 19 20 21 22 23 24 25 eScribers, LLC | (973) 406-2250 [email protected] | www.escribers.net 21-11051-lgb Doc 90-1 Filed 07/17/21 Entered 07/17/21 18:06:05 Exhibit 1 Pg 7 of 81 5 1 2 ARNOLD & PORTER KAYE SCHOLER LLP 3 Attorneys for Government of Kyrgyzstan 4 70 West Madison Street 5 Suite 4200 6 Chicago, IL 60602 7 8 BY: SETH J. KLEINMAN, ESQ. 9 10 11 U.S. DEPARTMENT OF JUSTICE 12 Attorneys for Office of The United States Trustee 13 U.S. Federal Office Building 14 201 Varick Street, Suite 1006 15 New York, NY 10014 16 17 BY: ANDREA B. SCHWARTZ, ESQ. 18 SHARA CORNELL, ESQ. 19 20 21 ALSO PRESENT: 22 DANIEL DESJARDINS, representative of Kumtor Gold Company 23 24 25 eScribers, LLC | (973) 406-2250 [email protected] | www.escribers.net 21-11051-lgb Doc 90-1 Filed 07/17/21 Entered 07/17/21 18:06:05 Exhibit 1 Pg 8 of 81 KUMTOR GOLD COMPANY CSJC, KYRGYZ REPUBLIC 6 1 P R O C E E D I N G S 2 THE COURT: Good morning again. This is Judge Lisa 3 Beckerman. Court is now in session. 4 I think, as our Zoom rules made clear, only parties 5 who are going to actually appear and make formal appearances on 6 the record will need to have their video on. And obviously, 7 when you are speaking, you can turn on your audio.
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