EMAIL DETAILS

this looks good to me with one exception: it says that NZ is a major
shareholder in Burisma, not the sole shareholder - I wonder if we are
opening ourselves up to questions on who the other shareholders are if we
say this

also has NZ agreed we can officially acknowledge his shareholding at this
point??

also I think we should say western style corporate governance initiative
was initiated in 2013 (I came onto the Board with this mandate in May 2013)

I would welcome a call tomorrow on this to ensure all parties are on same
page

Thank you for your fast work on this Ryan

BR,
Alan


On Sun, Jun 1, 2014 at 7:42 PM, Toohey, Ryan <Ryan.Toohey@fticonsulting.com>
wrote:

> Alan, Vadim et al:
>
> Here is our take on a suggested response to Steve Braun from the AP —
> this would come from the FTI team via email. For your reference his
> initial questions are pasted below the response. We can take comments via
> email but I would suggest we try to gather on the phone tomorrow morning.
>
>
>
>
>
>
>
>
>
> *1.1. Nikolai Zlochevsky is a prominent Ukrainian and a major shareholder
> in Burisma Holdings. It is important to note that Burisma is one of many
> investments he has made in Ukraine and elsewhere. 1.2. The company has an
> experienced and talented management team and, in 2014 Burisma adopted a
> Western-style governance structure including a Board of Directors,
> Strategic Planning Committee, Audit Committee, and Corporate Secretary.
>
> 2. As a corporate entity, Burisma does not take positions on political
> matters. Burisma’s success in the gas market supports energy independence,
> national sovereignty and regional stability. 2.1. Burisma’s operations in
> Eastern and Western Ukraine have not been impacted by recent unrest in
> parts of Ukraine. Production and drilling are unaffected. 3. Mr. Biden will
> not lobby on behalf of Burisma. His role is to advise the company’s legal
> and compliance unit, including guidance on corporate governance standards.*
>
>
>
>
>
> *3.1. Mr. Biden is a private citizen, a lawyer and investor and is
> involved with several global not for profit organizations. 3.2. Mr. Biden
> is one of several new members whom I recruited to join the Board of
> Directors including Aleksander Kwasniewsk, the former President of Poland
> who will help provide strategic guidance on the global geopolitical
> environment, and Devon Archer who will provide strategic expansion guidance
> based on his experience with investor relations and global stakeholder
> engagement. All of these board members share our commitment to energy
> independence in Ukraine. 3.3. I initially met Devon through mutual business
> associates and he ultimately introduced me to Hunter Biden. *
>
> 1. AP reporters have been examining U.S. Securities and Exchange
> documents and Cypriot corporation documents that reference Burisma in
> recent days. Those documents show that Burisma, organized in Limassol,
> Cyprus, is a subsidiary of another Cyprus-based firm, Brociti Investments
> Limited, registered in Nicosia. Cypriot documents we reviewed show that
> Burisma was set up and initially controlled by two Ukrainian nationals,
> Mykola Zlochevsky and Mykola Lisin (each man held 500 shares according to
> these filings). The two men transferred their shares to Bayardia Trading
> Ltd in April, 2011, and Bayardia then transferred ownership to Raven
> Financial Services Corp, based in the British Virgin Islands, in May, 2011.
> In July 2011, Raven then transferred the shares to Brociti. Documents
> reviewed by AP show that the controlling interest in Brociti _ about 1
> million shares -- is owned by Mykola Zlochevsky, the same man who had owned
> Burisma with Lisin in early 2011 (our understanding is that Lisin is now
> deceased). A May 14, 2013 Burisma filing (which came after the transfer of
> Burisma Holding’s 1000 shares to Brociti) names you as one of two directors
> of Burisma, along with Riginos Charalampous of Cyprus. *As chairman of
> the board of Burisma Holdings, do you report to Mr. Zlochevsky? Does Mr.
> Zlochevsky exercise authority over Burisma’s decision-making, hiring and
> legal operations? If so, did Mr. Zlochevsky approve or was he consulted in
> Mr. Biden’s hiring? If so, can you provide an explanation of why Mr.
> Zlochevsky wanted Mr. Biden to join Burisma? Did Burisma first approach Mr.
> Biden prior to his hiring, and if so, what brought him to the company’s
> attention? Will Mr. Biden report to Mr. Zlochevsky and/or does Mr.
> Zlochevsky have oversight in Mr. Biden’s work due to his controlling
> interest in Burisma?*
>
> 2. Corporate documents and media and official Ukrainian government
> reports from the past decade show that Mr. Zlochevsky was a prominent
> Ukrainian political and government figure. He was a ranking member of the
> Party of Regions, the political party once run by Viktor Yanukovych, who
> was ousted by pro-democracy protests earlier this year in Ukraine. And from
> 2004 until Mr. Yanukovych’s exile, Mr. Zlochevsky worked as a government
> minister _ overseeing natural resources, the environment and defense during
> the span of three Ukrainian administrations. Ukrainian reform critics also
> named Mr. Zlochevsky as one of the several ministers who built up extensive
> private holdings during their tenures in government and cited several
> subsidiaries of Mr. Zlochevsky’s firm, Burisma, for obtaining lucrative oil
> and natural gas leases during the period he worked as a government minister
> under Mr. Yanukovych. As you likely know as well, Mr. Yanukovych was openly
> trying to draw Ukraine closer economically to Russia and turned up in
> Russia after his ouster. *What is Burisma’s attitude toward the change of
> government in Ukraine? Does Mr. Zlochevsky still live and work in Ukraine
> or has he also fled to Russia or Crimea? Has Burisma approached the current
> Ukraine government about continuing to operate its leases in
> Dnieper-Donets, the Carpathian and the Azov-Kuban basins? Will Mr. Biden be
> involved in any consultations or legal discussions with the current
> government about those leases? As a subsidiary of Brociti, does Burisma
> have any concerns about doing business both with Ukraine and with the
> United States while it is controlled by a former minister in a now-exiled
> government that was criticized as pro-Russia?*
>
> 3. *U*nder U.S. law, any lobbyist for foreign governments or
> political parties are required to disclose to the U.S. Justice Department
> detailed information about their activities on behalf of their clients _
> including all contacts with U.S. officials, campaign contributions, fees
> received from clients and expenses incurred in lobbying. However, lawyers
> engaged in legal representation of foreign principals in courts or similar
> legal proceedings are exempt from those rules as long as those lawyers do
> not try to influence U.S. policy at the behest of their client. *Since
> your company was well aware that Mr. Biden is the son of the current U.S.
> vice president, Joe Biden, (as was made clear in your press release
> announcing his hiring) do you plan on restricting his legal work from any
> U.S. lobbying? Since the current U.S. foreign policy regarding Ukraine is
> to support the current government, do you see any conflict of interest in
> your firm being run by a member of Ukraine’s former pro-Russian government?
> Would you expect Mr. Biden to support the company’s position if it
> conflicted in any way with U.S. diplomatic policy in Ukraine? Does Mr.
> Zlochevsky’s history as a top official in the Party of Regions and with
> former pro-Russian president Yanukovych conflict with Burisma’s stated
> preference for an independent gas and oil industry in Ukraine (as cited in
> Devon Archer’s April 28 release about “3 Steps Towards Energu
> Independence”)?*
>
>
>
> From: Alan Apter <alan.apter@burisma.com>
> Date: Saturday, May 31, 2014 at 1:06 PM
> To: Ryan Toohey <ryan.toohey@fticonsulting.com>
> Cc: Vadim Pozharskyi <v.pozharskyi.ukraine@gmail.com>, Hunter Biden <
> hbiden@rosemontseneca.com>, "darcher@rosemontseneca.com" <
> darcher@rosemontseneca.com>, Heather King <hking@BSFLLP.com>, "McInerney,
> Jamie" <Jamie.McInerney@FTIConsulting.com>, Lawrence Pacheco <
> Lawrence.Pacheco@FTIConsulting.com>
> Subject: Re: Privileged and Confidential
>
> never got his email
>
> agree fully with Ryan's plan
>
> look forward to draft response
>
>
> On Sat, May 31, 2014 at 4:31 PM, Toohey, Ryan <
> Ryan.Toohey@fticonsulting.com> wrote:
>
>> All,
>>
>> I spoke late yesterday with Steve Braun, the AP reporter who called
>> Alan on Thursday. He indicated he had also sent a list of questions to Alan
>> and he has now passed these on in his email below. You'll see from his
>> biography, also pasted below, that he is an experienced and very credible
>> journalist.
>>
>> Our sense is that the AP has put a good deal of resources behind their
>> reporting but are still fishing and unsure about what their final angle
>> will be. To that end, where we can rebut points Braun makes in his note we
>> should, while at the same time conveying some of our better messages about
>> transparency, good governance and western standards. We may have to
>> ignore or not speak to some of his questions and that is fully ok.
>>
>> We would suggest that we do this via a fairly detailed email to the
>> reporter, followed by a call from us to clarify certain points. We can
>> always come back to this team with specific questions.
>>
>> We can send around a draft response this weekend and can discuss early
>> Monday.
>>
>> As always, we are happy to talk through this. I am at + 1 917-280-2198
>>
>> Thanks,
>>
>> Ryan
>>
>> Stephen Braun
>> <http://www.amazon.com/Stephen-Braun/e/B004G8EY04/ref=ntt_athr_dp_pel_2>is
>> based in Washington for the Associated Press
>> <http://hosted.ap.org/dynamic/fronts/HOME?SITE=AP&SECTION=HOME>, where
>> he has worked as a national investigative reporter and as AP’s National
>> Security Editor. Previously, he was a national correspondent based in
>> Washington for the Los Angeles Times
>> <http://articles.latimes.com/2004/dec/14/world/fg-bout14>. He shared in
>> the Times’ 1991 Pulitzer Prize for coverage of the Los Angeles riots and a
>> 2002 Overseas Press Club international reporting award for “Inside al
>> Qaeda,” a series of stories about the rise of the terror group. His
>> reportage has ranged from presidential politics and investigations to
>> foreign and domestic terrorism, and he has covered many landmark American
>> news stories of the past two decades, including the Sept. 11attacks,
>> Hurricane Katrina and five national elections.
>>
>> As a Times national correspondent from 1993 to 2008, Braun covered
>> national affairs and the Midwest from Chicago, then transferred to
>> Washington, where his work included national politics, international
>> investigations and national affairs. Before joining the Times national
>> staff, he worked on the paper’s metropolitan desk in Los Angeles as an
>> editor and staff writer. He also reported at the Detroit Free Press,
>> Philadelphia Daily News and Baltimore News American, where he was a
>> Pulitzer finalist in 1981. A 1975 graduate of the University of
>> Pennsylvania, he has written for Foreign Policy Magazine
>> <http://www.douglasfarah.com/pdfs/bout.pdf>, Men’s Vogue, Rolling Stone,
>> the Washington Monthly and Los Angeles Times Magazine.
>>
>> Begin forwarded message:
>>
>> *From:* "Braun, Stephen S." <SBraun@ap.org>
>> *Date:* May 30, 2014 at 4:18:12 PM EDT
>> *To:* "ryan.toohey@fticonsulting.com" <ryan.toohey@fticonsulting.com>
>> *Subject:* *Apter email*
>>
>> Ryan—
>>
>>
>>
>> Here’s the email I sent to Mr. Apter, slightly modified with more recent
>> details we’ve since learned. Again, thanks for taking this up.
>>
>>
>>
>> Dear Mr. Apter:
>>
>>
>>
>> I am a reporter with the Associated Press in Washington and am working
>> with other AP reporters here and in several international locations on a
>> story about Hunter Biden’s joining Burisma Holdings Ltd on the company’s
>> board and as director of its legal unit. We are trying to obtain some more
>> information about Burisma, its corporate ownership and structure, as well
>> as the circumstances of Mr. Biden’s decision to join the firm, as well as
>> its political and international implications, and hope you can help us by
>> either talking with me by telephone or responding by email. We plan to
>> publish a news story in the coming days and hope you can respond to me by
>> Monday noon E.S.T. at the latest. I called you in London earlier today and
>> left a message but since I did not receive a reply by the day’s end, I
>> decided to send these questions by email.
>>
>>
>>
>>
>>
>> 1. AP reporters have been examining U.S. Securities and Exchange
>> documents and Cypriot corporation documents that reference Burisma in
>> recent days. Those documents show that Burisma, organized in Limassol,
>> Cyprus, is a subsidiary of another Cyprus-based firm, Brociti Investments
>> Limited, registered in Nicosia. Cypriot documents we reviewed show that
>> Burisma was set up and initially controlled by two Ukrainian nationals,
>> Mykola Zlochevsky and Mykola Lisin (each man held 500 shares according to
>> these filings). The two men transferred their shares to Bayardia Trading
>> Ltd in April, 2011, and Bayardia then transferred ownership to Raven
>> Financial Services Corp, based in the British Virgin Islands, in May, 2011.
>> In July 2011, Raven then transferred the shares to Brociti. Documents
>> reviewed by AP show that the controlling interest in Brociti _ about 1
>> million shares -- is owned by Mykola Zlochevsky, the same man who had owned
>> Burisma with Lisin in early 2011 (our understanding is that Lisin is now
>> deceased). A May 14, 2013 Burisma filing (which came after the transfer of
>> Burisma Holding’s 1000 shares to Brociti) names you as one of two directors
>> of Burisma, along with Riginos Charalampous of Cyprus. *As chairman of
>> the board of Burisma Holdings, do you report to Mr. Zlochevsky? Does Mr.
>> Zlochevsky exercise authority over Burisma’s decision-making, hiring and
>> legal operations? If so, did Mr. Zlochevsky approve or was he consulted in
>> Mr. Biden’s hiring? If so, can you provide an explanation of why Mr.
>> Zlochevsky wanted Mr. Biden to join Burisma? Did Burisma first approach Mr.
>> Biden prior to his hiring, and if so, what brought him to the company’s
>> attention? Will Mr. Biden report to Mr. Zlochevsky and/or does Mr.
>> Zlochevsky have oversight in Mr. Biden’s work due to his controlling
>> interest in Burisma? *
>>
>>
>>
>>
>>
>>
>>
>>
>> 2. Corporate documents and media and official Ukrainian government
>> reports from the past decade show that Mr. Zlochevsky was a prominent
>> Ukrainian political and government figure. He was a ranking member of the
>> Party of Regions, the political party once run by Viktor Yanukovych, who
>> was ousted by pro-democracy protests earlier this year in Ukraine. And from
>> 2004 until Mr. Yanukovych’s exile, Mr. Zlochevsky worked as a government
>> minister _ overseeing natural resources, the environment and defense during
>> the span of three Ukrainian administrations. Ukrainian reform critics also
>> named Mr. Zlochevsky as one of the several ministers who built up extensive
>> private holdings during their tenures in government and cited several
>> subsidiaries of Mr. Zlochevsky’s firm, Burisma, for obtaining lucrative oil
>> and natural gas leases during the period he worked as a government minister
>> under Mr. Yanukovych. As you likely know as well, Mr. Yanukovych was openly
>> trying to draw Ukraine closer economically to Russia and turned up in
>> Russia after his ouster. *What is Burisma’s attitude toward the change
>> of government in Ukraine? Does Mr. Zlochevsky still live and work in
>> Ukraine or has he also fled to Russia or Crimea? Has Burisma approached the
>> current Ukraine government about continuing to operate its leases in
>> Dnieper-Donets, the Carpathian and the Azov-Kuban basins? Will Mr. Biden be
>> involved in any consultations or legal discussions with the current
>> government about those leases? As a subsidiary of Brociti, does Burisma
>> have any concerns about doing business both with Ukraine and with the
>> United States while it is controlled by a former minister in a now-exiled
>> government that was criticized as pro-Russia?*
>>
>>
>>
>>
>>
>> 3. *U*nder U.S. law, any lobbyist for foreign governments or
>> political parties are required to disclose to the U.S. Justice Department
>> detailed information about their activities on behalf of their clients _
>> including all contacts with U.S. officials, campaign contributions, fees
>> received from clients and expenses incurred in lobbying. However, lawyers
>> engaged in legal representation of foreign principals in courts or similar
>> legal proceedings are exempt from those rules as long as those lawyers do
>> not try to influence U.S. policy at the behest of their client. *Since
>> your company was well aware that Mr. Biden is the son of the current U.S.
>> vice president, Joe Biden, (as was made clear in your press release
>> announcing his hiring) do you plan on restricting his legal work from any
>> U.S. lobbying? Since the current U.S. foreign policy regarding Ukraine is
>> to support the current government, do you see any conflict of interest in
>> your firm being run by a member of Ukraine’s former pro-Russian government?
>> Would you expect Mr. Biden to support the company’s position if it
>> conflicted in any way with U.S. diplomatic policy in Ukraine? Does Mr.
>> Zlochevsky’s history as a top official in the Party of Regions and with
>> former pro-Russian president Yanukovych conflict with Burisma’s stated
>> preference for an independent gas and oil industry in Ukraine (as cited in
>> Devon Archer’s April 28 release about “3 Steps Towards Energu
>> Independence”)?*
>>
>>
>>
>>
>>
>> Thanks much,
>>
>>
>>
>> Steve Braun, AP Washington
>>
>>
>>
>>
>>
>>
>>
>> Stephen Braun
>>
>> Associated Press, Washington Bureau
>>
>> 1100 13th St. NW Suite 700
>>
>> Washington, DC 20005-4076
>>
>> (O): 202-641-9405
>>
>> (C): 202-365-2667
>>
>> sbraun@ap.org
>>
>>
>>
>> The information contained in this communication is intended for the use
>> of the designated recipients named above. If the reader of this
>> communication is not the intended recipient, you are hereby notified
>> that you have received this communication in error, and that any review,
>> dissemination, distribution or copying of this communication is strictly
>> prohibited. If you have received this communication in error, please
>> notify The Associated Press immediately by telephone at +1-212-621-1898
>> and delete this email. Thank you.
>> [IP_US_DISC]
>>
>> msk dccc60c6d2c3a6438f0cf467d9a4938
>>
>>
>>
>> *Confidentiality Notice:*
>> This email and any attachments may be confidential and protected by legal
>> privilege. If you are not the intended recipient, be aware that any
>> disclosure, copying, distribution or use of the e-mail or any attachment is
>> prohibited. If you have received this email in error, please notify us
>> immediately by replying to the sender and then delete this copy and the
>> reply from your system. Thank you for your cooperation.
>>
>