Member Info for Looed

The Temporary Restraining Order has been uploaded. I can't copy it in the same way as the other filings. Hopefully others can find the way. It is scathing in its description of ZM

Still going through but main points so far -

Judge finds that

- ZM is attempting to steal the company
- Green is a family company, owned by a close family relative.
- ZM has subjected himself to Texas courts by filing the lawsuit and using his employment contract as evidence
- TRO to be immediately issued
- Bond of US$3,000 to be paid
- Hearing to be held on 14th May

Tenners - you need to register here (very easy to do) - https://www.hcdistrictclerk.com/eDocs/Public/Search.aspx?Tab=tabPartySearch and search ZM or SN name under 'Party Inquiry'

Yes, that is a message from the company.

"The judge granted our temporary restraining order earlier today."

Thats the message in full.

We should have access to the Order(s) in the next couple of days.

WHamBoy - I found some good news quicker than I thought. Will post under new thread

WHamboy - I am trying to check as I am not 100% sure about what I am looking at, but on another part of the Harris County website - under the 'judgements' tab if anyone can access the site - it shows new rulings from 4th May, one of which is the Granting of a T.R.O., an order setting a Hearing and an order setting a Bond. It says there is a 7 page document which I assume are the Orders but which hasn't been uploaded yet.

The 'Order Signed' date is blank so we won't know for sure until the Order is filed with the other motions and orders or the order signed tab is filled in.

I am trying to clarify if there was a late appeal and the TRO granted. Hopefully more documents get uploaded soon.

Keep in mind that as this is ZM's declaration it is bound to make for grim reading.

Pt. 3

20. FRGC had previously attempted to assign its interest in the PSC to FRUS. However, the attempted transfer was unsuccessful: the Georgian government did not consent to the assignment, and an international arbitration tribunal declared that assignment null and void and invalid. A true and correct copy of the arbitral decision is attached as Exhibit E. As a result of this decision, FRUS has no interest or involvement in the Georgian assets or FEG.

21. Therefore, by the time I was removed from my officer and board position at FRC and was later terminated, FRC did not have any ownership interest in FRGC or FEG. Indeed, FRC has not had any interest in FRGC or its assets since April 2019, when Outrider foreclosed on its security interest.

My name is Zaza Mamulaishvili, my date of birth is August 8, 1964, and my address is XXXXXXXXXXXX.

I declare under penalty of perjury that the foregoing is true and correct.

Executed at 5 Kekelidze Street, Tbilisi, Georgia, 0179 on the 3rd day of May, 2021.

Pt.2

10. The court-supervised liquidation of FRGC is the result of FRC’s default on a loan from Outrider Master Fund, LP (“Outrider”). This loan had been secured by the assets of Frontera International Corporation (“FIC”), which was a 100% owner of Frontera Resources Caucasus Corporation (“FRCC”), which was a 100% owner of FRGC. Following the default in 2019, Outrider assumed control of the companies and has placed all three in voluntary liquidation in the Cayman Islands. I have remained the General Manager of FRGC and FEG throughout this period.

11. Outrider engaged Andrew Morrison and David Griffin of FTI Consulting (Cayman), Ltd. (“FTI”) as joint liquidators. Their engagement was approved by the Cayman court. FTI later petitioned the Cayman court for a supervision order for the liquidation, which was also approved. A true and correct copy of that petition is attached as Exhibit D.

12. In connection with the liquidation, a Cayman court ruled that FRGC’s interest in the PSC should be assigned to Green Capital, its largest creditor. See Exhibit B.

13. Green Capital became FRGC’s largest creditor after FRGC failed to perform on a 2018 oil sales contract. Specifically, Green Capital paid FRGC $5.8M for barrels of oil that were never delivered.

14. Green Capital has no relation to me, and it is not owned or controlled by me or any of my relatives. I have known the principals of Green Capital for years, and they are my friends, but that is all.

15. After acquiring FRGC’s assets as a result of the Cayman Island liquidation proceedings, Green Capital began to enforce its rights in Georgia through legal proceedings.

16. Last month, I was notified by the Georgian court of a hearing at which I was asked to testify. Local Georgian lawyers represented me at this hearing. FTI was aware of this hearing. I testified truthfully that Green Capital had acquired FRGC’s interest in FEG, that FRGC had not performed under its contract with Green Capital, and that the amount owed under that contract was $5.8M.

17. My participation in the Green Capital/FRGC lawsuit was because the Georgian court called me as a witness in my capacity as manager of FRGC.

18. The Georgian court issued a decision against FRGC, holding that Green Capital was owed $5.8M under the sales contract and has the right to conduct oil and gas operations under the PSC in Georgia, in accordance with the assignment by the joint liquidators in the Caymans. This decision makes no reference to FRUS.

19. To my knowledge, neither FRC nor its subsidiary Frontera Resources U.S. (“FRUS”) have any oil and gas interests in the County of Georgia.

Pt.1

The court has rejected the FRC request for a T.R.O. and set hearing to consider Temporary Injunction for 14th May.

ZM has filled his Declaration along with many supporting documents, including the Award which loos the same as the one shared with us some time ago.

DECLARATION OF ZAZA MAMULAISHVILI
1. My name is Zaza Mamulaishvili. I am over 18 years of age and of sound mind. All the facts set forth in this declaration are based on my personal knowledge.

2. I am a citizen and domiciliary of the Country of Georgia.

3. I have read Frontera Resources Corporation’s (“FRC”) Counterclaim and Application for Temporary Restraining Order, Temporary Injunction and Permanent Injunction and the three declarations submitted by Steve Nicandros in support of FRC’s application. The allegations contained therein are untrue. I have never stolen anything from FRC, converted anything belonging to FRC, usurped business opportunities, or improperly competed with FRC.

4. This declaration is not intended to respond to every assertion in FRC’s counterclaim and related filings, but rather the core allegations. Anything not specifically denied is not admitted, but simply not addressed.

5. I co-founded Frontera Resources Corporation (“FRC”) in 1996 and have been a shareholder of the Company since that time. I have held various roles at FRC, including serving as its CEO, President, and Executive Director from June 2017 to August 2020. I have also served as the General Manager of Frontera Resources Georgia Corporation (“FRGC”), a former subsidiary of FRC that was established to support FRC’s operations in Georgia.

6. In 1997, FRGC entered into a 25-year Production Sharing Contract (“PSC”) with the Georgian government, a true and correct copy of which is attached hereto as Exhibit A.

7. The PSC required FRCG to establish an operating company, Frontera Eastern Georgia Ltd. (“FEG”), which was granted the exclusive right to conduct petroleum operations within the area covered by the PSC.

8. I am the General Manager of both FRGC and FEG and have been since their founding.

9. FEG was originally owned 50% by FRGC and 50% by JSC Georgian Oil Gas Corporation, a state-owned enterprise. FRGC’s 50% interest in FEG was recently assigned to Green Capital, LLC (“Green Capital”) as part of a Cayman court-supervised liquidation process. A true and correct copy of the Cayman court order approving the assignment of FRGC’s interest to Green Capital is attached as Exhibit B. A true and correct copy of FEG’s current registration certificate, showing 50% ownership by Green Capital, is attached as Exhibit C.

Obviously the company is aware of shareholder sentiment. Comms began following the ousting of ZM. While it is piecemeal and far from ideal I assume they are saying as much as they can given the ongoing litigation. It seems they have also been in contact with other shareholders so nothing stopping you contacting them yourself. Company registration documents (Cayman, Georgia etc) provide a lot of information as do the filings in the various court cases. Contact information can also be found in those documents.

I am happy to keep sharing any messages I might get, but I am not responsible for the content.

The source is legitimate. Their credentials and comms have been verified - repeatedly - by FSHG.

Today is obviously the 3rd May - but it is also Orthodox Easter Monday in Georgia and it would seem no courts are sitting today. As Friday was Orthodox Good Friday it's possible the courts also had that day off as well.

So it might be possible that the Appeal in Georgia has already taken place - 'no later than May 3' - perhaps at the same time or soon after the recent filings in the Texas case.

Other possibilities exist of course. - delay, emergency session etc.

A new message has been received. The original message I posted a couple of days ago has been given a bit of an overhaul and now reads as follows:-

"Frontera's board is continuing to advance efforts on behalf of all of our stakeholders to correct issues left behind from former management and set the stage for continued growth."

(FSHG have access to the comms)

The region of Georgia is facing an environmental disaster due to an American company

An oil spill was recorded at the abandoned well of Nazarlebi No. 2 in the Georgian region of Kakheti, on April 30, Pirveli TV channel reported citing former Georgian MP Beka Natsvlishvili.

The politician said that the residents of the district were faced with an environmental disaster, oil flows towards the Vashlovani Reserve. According to him, the well belongs to the Texas oil company Frontera, which stopped oil production in Georgia and is now sued by the Georgian government.

"No one took responsibility. Frontera is engaged in mining where it suits it, the rest of the ores and wells stand, the dams do not work. Despite this, oil continues to rise under pressure and spill. The whole problem is that Frontera and the government can't figure each other out. If Frontera does not take responsibility for this, the government has all the leverage to enter there and start operating," said Natsvlishvili.

The American company did not confirm this information, but said that during the 20 years of the company's operation there was no oil spill in Georgia.

We would like to remind you that the trial in the case of Frontera Resources took place for several years due to a major violation by the company of the terms of the profit distribution agreement with the Government of Georgia. In 2017, the court ordered the company to return to Georgia the territories not involved in oil production.

The desire to terminate the treaty was called discrimination against American business in Georgia by numerous American congressmen, as they addressed to the U.S. Secretary of State.

https://rossaprimavera.ru/news/73027128

The translation includes a quote from "Solomon Tsabadze (Expert in environmental protection cases)"

Old Solly is politically linked and hasn't always shown such concern for the environment -

https://eurasianet.org/georgia-russian-owned-gold-company-restarts-work-at-archaeological-site

This seems to be his current gig - oil clean-up / Georgia's first unicorn / and ultimately saving the world with "Georgian Retchnology" which is a rather unfortunate typo.

https://cbw.ge/business/biocure-unique-georgian-rechnology-in-the-world-against-oil-pollution

Pt.2

Journalist 3 - There was no such spill before Frontera operated in the area. Now it is the responsibility of the oil agency and the corporation. The oil corporation and the agency restricted the company from operating. The wells also belong to the Oil Corporation.

J2 - For its part, the State Oil and Gas Agency points to Frontera's responsibility and says that the company was obliged to continue operating the well safely on site so as not to create a threat of environmental pollution, which, according to the agency, Frontera did not comply with, and violated all rules and regulations. According to the agency, procedures for assessing the damage to the environment are currently underway, on the basis of which Frontera may be subject to sanctions provided by law.

J3 - The company has been repeatedly warned of the imminent danger that could result from improper operation of the wells. The Agency's inspection team, as part of the ongoing monitoring, visited the area on April 23 of this year. Unfortunately, the scale of the existing pollution is much larger. All places and sources of pollution are described and recorded in detail by the group. Currently, environmental damage assessment procedures are underway, after the completion of which the company will be subject to all sanctions provided by the legislation of Georgia.

J2 - In addition to spilling oil, it significantly damages the environment. According to specialists, it is necessary to respond in a timely manner so as not to be further destroyed and subject to recovery.

Solomon Tsabadze (Expert in environmental protection cases)- of course, it has a negative impact on the environment. Of course, there is damage to the soil and vegetation. In agricultural lands that have been cultivated, it will penetrate deeper into the soil. This causes soil degradation. It is recoverable, you just have to respond in time.

J2 - Until state and private companies talk about each other's guilt and find out who owns the abandoned well, a country that is not already rich in oil is losing that small amount, and with the loss, the environment is being damaged.

- https://www.youtube.com/watch?v=mb4yg9MiJTA

Pt.1

Journalist 1 - They are talking about the expected threats to the environment in Dedoplistskaro district. Oil is spilled from a boring well. As a result, the environment is polluted. The scale of the damage is large and it reaches Vashlovani reserve. Traces of pollution can be clearly seen in the video footage taken on the spot. Environmentalists are calling for an immediate response, but before appropriate action can be taken, there is now a dispute over whether the Nazarlebi # 2 well belongs to Frontera or to the State Oil and Gas Agency. Amid conflicting statements, company and agency officials have blamed each other for the oil spill. After an international arbitration dispute, the American oil company Frontera, which entered Georgia in 1997, returned 99% of the oil exploration territory in Kakheti to the state.

Journalist 2 - In Kakheti, in particular, in Dedoplistskaro municipality, oil has been spilling from the 2nd well of Nazarlebi for several months. All work on the spot is suspended. There are black puddles in the area. In some places the oil from the well has formed a bed and flows like a river in a radius of several hundred meters. Former member of parliament Beka Natsvlishvili spread information about the oil-flooded areas yesterday and noted that the situation is similar in other wells. And the people who were employed at the Nazarlebi 2nd well say that if it is not conserved in time and the oil spill is not stopped, it could have a disastrous result.

Former employee of FRR - During the summer, someone may throw a lighter or a cigarette and start a fire, which may reach Dedoplistskaro and burn the Vashlovani National Reserve completely with its flora and fauna.

Beka Natsvlishvili (Former member of parliament of Georgia, GD party) - oil is already rising under pressure because no one is in control of the situation. Oil extraction does not take place there. It can be said that about 700 liters are spilled at intervals, which is a lot because there are lakes. It flows further down the slope and goes to the Vashlovani Nature Reserve, which is the most alarming. In addition, where there is arable land, it passes in the middle of them and is collected there. There is no greater catastrophe and ecocide than this.

J2 - Who owns the boring well? Frontera or the Oil and Gas Corporation? We addressed this question to both the state and a private company. However, we did not hear anything other than mutual accusations. Frontera says that after an arbitration dispute lost last year, when 99% of the state's land was reclaimed, a second well from Nazareth was also hit in the area, so they were not allowed to continue operating. Therefore, the American company blames the state for the oil spill.

whobuys - its brand new. It was in my inbox this morning.

I would always say if i posted something from previous messages etc. I wouldn't try to pass off old stuff as new.

As with all similar comms I get, it has been sent to FSHG so they have the full chain.

Keysersoze - it is not a lifted quote. It is a direct message from the company. The connection understands that their message will be shared with other shareholders.

I believe the reference to "clean things up" refers more to the recent management changes and the issues highlighted in the ongoing litigation.

"As you are seeing, Frontera's board is working hard to advance the company's efforts and clean things up where necessary related to our former management."