CFI 004/2023 Zuzana Kapova v (1) Miloslav Makovini (2) Pharmtrade Holding Ltd (3) Sebastian Kappa

October 03, 2025 court of first instance - Orders

Claim No: CFI 004/2023

IN THE DUBAI INTERNATIONAL FINANCIAL CENTRE COURTS

IN THE COURT OF FIRST INSTANCE

BETWEEN

ZUZANA KAPOVA

Claimant

and

(1) MILOSLAV MAKOVINI
(2) PHARMTRADE HOLDING LTD

Defendants

and

SEBASTIAN KAPPA

Third Party

ORDER WITH REASONS OF H.E. JUSTICE SIR JEREMY COOKE

UPON the Defendants’ Application No. CFI-004-2023/14 dated 9 September 2025, seeking document production (the “Application”)

AND UPON the Claimant’s evidence in answer dated 17 September 2025

AND UPON the Defendants’ evidence in reply dated 22 September 2025

IT IS HEREBY ORDERED THAT:

1. The Application of the First Defendant for disclosure of documents by the Claimant is granted only to the extent set out in the Court’s conclusions that appear below and in the Court’s decisions recorded in the Stern Schedule that accompanies this Order.

2. For the reasons given by the Court below and in the Stern Schedule which accompanies this Order, the Claimant must within 21 days disclose the documents ordered by the Court in its conclusions therein and file a witness statement complying with the requirements set out in those conclusions and in the Schedule of Reasons for this Order.

3. The costs of the Application are reserved.

Issued by:
Hayley Norton
Assistant Registrar
Date of issue: 3 October 2025
At: 3pm

SCHEDULE OF REASONS

1. The Claimant responds to a number of requests by saying that the documents requested are not within her possession or control. These include documents which may be in the possession of PTSK of which her husband Daniel Kapova is Chairman of the Board and the 90% shareholder is now her son, Sebastian Kapova. Whether or not the Claimant is in a position legally to compel production of the documents in the possession of PTSK, Daniel Kapova and Sebastian Kapova, control is a practical test. If the Claimant can in practice obtain the documents, she should do so and if she is unable to obtain them on request, she must explain the position in full in a witness statement. The documents in question include accounting entries and correspondence, material Supervisory Board Minutes and Approvals, Notices of Board Meetings and Board Resolutions, notices of General Meetings and Resolutions passed thereat in relation to any of the matters pleaded by either party, including the removal of the First Defendant as Chair of the Board and the alleged dissipation of assets. Because of the family relationship, it would seem likely that the Claimant can obtain documents in the control of PTSK and if she cannot, it is necessary for the Claimant to explain the position in a witness statement, stating what steps have been taken to obtain such documents and the results, producing such material documents as become available. Similarly, she should explain the position in a witness statement in relation to any material documents under the control of her husband or son.

2. Contracts, correspondence and documents are also sought which are in the possession of PTSK and passing between it and Selinne s.r.o. This is said to be an entity which is not managed by the Claimant and documents in its possession are again said to be outside the Claimant’s possession or control. The First Defendant seeks production of such documents on the basis of his allegation that the Claimant has, with the assistance of her husband dissipated the assets of PTSK. The Claimant says that she ceased to be a manager or director of PTSK and has no control over documents generated by PTSK in 2021-2022. The Claimant expresses willingness to file a witness statement confirming that she ceased to have any management role in PTSK before 2021 and that she has no access to or control over the requested documents. Such a witness statement must be filed explaining the steps taken to obtain such documents and the results, producing such material documents as become available.

3. Contracts and documents are also sought which are in the possession of PTSK and passing between it and PT Pharmacy IV. The Claimant says that although PT Pharmacy IV is wholly owned by the Claimant, it has no involvement in the subject matter of this action and is nowhere referenced in the pleadings. The First Defendant relies on its allegations of dissipation of PTSK’s assets but does not allege that PT Pharmacy IV was the recipient. Nonetheless, if PT Pharmacy IV was such a recipient, documents in its control would be in the control of the Claimant and must be disclosed. The witness statement must explain whether PT Pharmacy IV has received any such assets, and what searches have been done and the result thereof. If no such search has been effected, it must be done forthwith with disclosure and production of any material documents so found.

4. There is a pleaded issue as to whether or not the Second Defendant supplied any services to PTS and PTSK. Insofar as the Claimant has control over any documents which record or refer to such services, they are disclosable. PTS is owned by the Claimant and she thus has control over the documents in its possession and control. To the extent that the Claimant has control over documents in the possession of the Second Defendant which are not available to the First Defendant they are to be produced.

5. The First Defendant complains that her son Sebastian Kappa has not been identified as a relevant custodian. The Claimant says that he has no relevant custodial documents in relation to the pleaded issues. Given his involvement in the history of the matter, the Claimant must explain in a witness statement what steps have been taken to ascertain what documents he might have and why it is said that he has nothing of relevance. As a Third Party in the action, he would have an independent duty to give disclosure in any event. I have not been told whether disclosure has been sought from him or not.

6. The Claimant alleges that the First Defendant offered his services to advise on a tax optimization scheme but never produced any formal or other document explaining the mechanics of such a scheme. The Claimant should file a witness statement, stating what searches have been conducted for documents setting out any advice given by the First Defendant on tax optimization or tax savings and instructions given by him for that purpose.

7. Wherever in the Stern Schedule, the Claimant says that no documents exist which answer to the requests made, she should file a witness statement which states what searches have been conducted for the documents requested and what the results were. if no searches were made, she should then institute such reasonable searches forthwith and should record that in her statement and produce any documents so found.

8. The Claimant’s case is that invoices were created by the First Defendant for services which were not rendered by Pollux or the Second Defendant, whether to PTSK or PTS. The Claimant says that she has no documents which relate to any such services and must file a witness statement stating what searches have been effected and the results thereof, disclosing any material documents found.

General:

9. Documents which are referred to in the Stern Schedule by the Court as disclosable are to be the subject of reasonable searches by the Claimant, insofar as not already done and the extent of all such searches is to be set out in the Claimant’s witness statement and produced within 21 days.

10. Where the Order or Stern Schedule conclusions refer to “material” documents, the reference is to documents which are relevant to the issues pleaded and could be material to the outcome of such an issue.

11. Where no order is otherwise made, the Application of the First Defendant is refused on the basis that the documents sought are not sufficiently material to the outcome of the case and disclosure would represent an unreasonable and disproportionate burden on the Claimant without sufficient justification or necessity for the production of confidential information relating to the Claimant’s business.

12. Where disclosure is not given of documents which are in the control of a party and the Court is satisfied that disclosure could and should have been given when ordered, the Court may draw such inferences from the failure to disclose as it considers appropriate.

STERN SCHEDULE

Document Request No.

A. Documents or category of documents requested (requesting party)

All Financial statements of Pharm Trade Services s.r.o (a company incorporated in Czech Republic) for the years 2018, 2019, 2020 and 2021

B. Relevance and materiality, including references to submissions (requesting party)

Reference to the Pleading

The Claimant position in the Amended Particulars of Claim is that First Defendant undertook a series of transactions between the Second Defendant and Pharm Trade Services s.r.o and that these were not valid transactions. Therefore, this request is directly related to paragraphs 5 to 33 of the Amended Particulars of Claim.

Relevance and Materiality

The requested Documents will shed light on the way the Claimant’s Pharm Trade Services s.r.o was undertaking transactions, handling invoices, tax affairs and operations before and after the First Defendant joined the Second Defendant as a director and shareholder. In particular, these Documents will shed light on the issue of alleged invoices and the so-called tax optimisation scheme.

Given that the Claimant controls Pharm Trade Services s.r.o (“PTS”), the Defendants believe the Requested Documents to be within the possession, custody or control of the Claimant because the request by its nature is limited to Documents within the Claimant’s possession, custody or control.

C. Objections to document request (objecting party)

Pursuant to Article 28.8 of the Rules of the DIFC Courts (RDC), the Defendants’ request is impermissibly broad, disproportionate, and directed at a company which has no relevance to the pleaded issues in either the Claim or the Counterclaim. Specifically, under Article 28.8(1) and (5), a party is entitled only to disclosure of documents that are both relevant to the issues in dispute and material to the outcome of the case.

The request for financial statements of Pharm Trade Services s.r.o. (“PTS”) for the years 2018–2021 falls outside this scope for the following reasons:

The wide period requested (2018–2021) captures financial information well before the Second Defendant’s incorporation and at a time when neither the First nor the Second Defendant had any involvement with PTS.

The Defendants’stated justification that the requested documents will “shed light” on how PTS conducted its business, issued invoices, handled tax affairs, or managed operations before and after the First Defendant’s involvement. However, this is not relevant to the claim and/or counterclaim.

Neither the First Defendant nor the Second Defendant were shareholders, directors, or in any way formally involved in PTS. Accordingly, the manner in which PTS conducted its internal business affairs has no bearing on the issues before this Court.

The only pleaded connection in the Statement of Claim is that the First Defendant caused invoices to be issued in the name of the Second Defendant and addressed to Pharm Trade Services s.r.o for services allegedly provided by the Second Defendant or his company Pollux FZE. However, the Claimant’s case is that such services were never provided at all. Accordingly, the core issue in dispute is whether any actual services were rendered, in other words, the veracity of those invoices themselves, and not the overall financial standing or business records of PTS.

Therefore, proving the non-provision of services does not, as a matter of law or fact, require disclosure of PTS’s complete financial statements over several years. The determination of this issue is confined to examining the nature of the invoices raised by the Defendants and whether the services referred to therein were ever performed.

By contrast, PTS’s financial statements encompass its entire business operations, revenues, and expenses, including transactions wholly unrelated to the Defendants and to the disputed invoices. A request for full annual financial statements thus exceeds what is necessary for resolution of the dispute, adds no probative value to the question of whether services were provided, and instead intrudes into confidential commercial data that has no bearing on the matters before the Court.

The request impermissibly intrudes into highly sensitive financial data of Pharm Trade Services s.r.o, a company wholly owned by the Claimant. The financial statements of PTS cover the company’s entire commercial activities, including its revenues, expenses, supplier arrangements, tax filings, banking relationships, and other internal financial details. These records are of a strictly private and confidential nature and contain proprietary business information that is unrelated to the dispute.

Compelling their disclosure would place the Claimant at a substantial commercial disadvantage by unnecessarily exposing confidential data to its opponent, with no safeguard that such information will not be misused. Crucially, there is no corresponding probative value: the documents will not assist the Court in determining the pleaded issue of whether certain specific invoices reflected genuine services. Instead, the disclosure would amount to a fishing expedition into the Claimant’s wider business affairs, in violation of the principle of proportionality under RDC 28.8 and the confidentiality protections embedded in RDC 28.28.

Under Article 28.28 of the RDC, a valid objection arises where a request lacks sufficient relevance or materiality, or where it infringes upon confidentiality without proper justification.

Accordingly, the Claimant objects to this request in its entirety on the grounds of irrelevance, lack of materiality, disproportionality, and commercial confidentiality.

D. Response to objections and request for resolution (requesting party)

The request is narrow and limited to four documents, which are within the Claimant’s control and possession. Under Czech law, PTS is obligated to file the annual financial statements (and auditor’s report/annual report) in the Czech Commercial Register. Accordingly, these financial statements are not confidential and must have been filed by the Claimant.

The PoC alleges a “tax optimisation scheme,” non-provision of services, and “refunds,” putting PTS’s accounting treatment of Pollux/PTH invoices directly in issue (see PoC at §14(ii)).

The Claimant’s own witness evidence particularises Pollux invoices to PTS (First Witness Statement (§§19-24).

In order to further narrow this request, the Defendants are prepared to limit the request to the following:

The Claimant must Produce the financial statement of the financial year 2020–2021 and notes/schedules dealing with PTH/iustus/Pollux/PT SK/PTS charges, related-party disclosures, and any 2021 re-classifications.

Accordingly, the objection should be rejected.

E. Decision of the DIFC Court

Request/ Application refused for the financial statements. There is no basis in the pleadings for the production of all financial statements of PTS for the years 2020-2021, let alone earlier years, as originally requested. It is the invoices which are said by the Claimant to be for non- existent services that are in issue and documents relating to those invoices are relevant. The Claimant should produce all documents in her control relating to such invoices, payment for the services allegedly rendered for which charges were made and relating to refunds of payments made. Disclosure should also be given of all internal correspondence and memoranda and exchanges with accountants and the tax authorities relating thereto. A witness statement should be filed to explain what searches have been done and the results thereof, as set out in the Order and Schedule of Reasons.

Document Request No.

A. Documents or category of documents requested (requesting party)

All transfer pricing documentation (both Master and Local file) of Pharm Trade a.s (“PTSK”) for the years 2018, 2019, 2020 and 2021

B. Relevance and materiality, including references to submissions (requesting party)

Reference to the Pleading

The Claimant position in the Amended Particulars of Claim is that First Defendant allegedly as a Slovakian attorney and a tax consultant offered his services to advice the Claimant on a tax optimisation scheme that was according to the Claimant meant to make significant tax savings for her companies in Slovakia and Czech Republic. Therefore, this request is directly related to paragraphs 5 to 33 of the Amended Particulars of Claim.

Relevance and Materiality

The requested Documents will shed light on the issue of taxation to be levied on the business undertaken by PTSK and provide the necessary context of transfer pricing which was allegedly an important part of the business undertaken by the parties.

Given that the Claimant controls Pharm Trade Services s.r.o, the Defendants believe the Requested Documents to be within the possession, custody or control of the Claimant because the request by its nature is limited to Documents within the Claimant’s possession, custody or control.

C. Objections to document request (objecting party)

The Claimant does not possess such document and the auditors of the Claimant’s companies never advised the Claimant to do it.

The pleaded allegation concerns whether the First Defendant promoted a so-called “tax optimisation scheme” in respect of certain transactions. The question for the Court is whether such scheme was in fact devised or implemented, not the general transfer pricing compliance of PTSK. Transfer pricing files (if they existed which is not) would merely contain general documentation prepared for tax regulatory compliance purposes and would not establish whether the specific invoices and arrangements pleaded were genuine or fraudulent.

The Claimant objects to this request in its entirety. The documents do not exist in the Claimant’s possession, custody, or control; the request is irrelevant, disproportionate, and intrudes into confidential commercial matters.

D. Response to objections and request for resolution (requesting party)

These Documents must exist. The Defendants have produced a draft Consultancy Services Agreement (12 May 2021) between PT SK and Accace k.s. expressly for the preparation of transfer-pricing documentation for PT SK.

The Claimant has failed to conduct any searches undertaken for this request.

Transfer pricing is a technique used by multinational corporations to optimise their tax liabilities. This goes to the core of the Claimant’s claims regarding any alleged “tax optimisation scheme”. Accordingly, the requested Documents will shed light on this key pleaded issue advanced by the Claimant.

Any confidentiality concerns can be managed by redactions.

Accordingly, the Claimant should be ordered to produce the documents under this request.

E. Decision of the DIFC Court

The Claimant says that no such documents exist and should file a witness statement confirming this, as referred to in the Order and Schedule of Reasons. Nor is it apparent that such material, if it did exist, would impact on the question whether or not the First Defendant gave tax optimization advice in any event.

Document Request No.

A. Documents or category of documents requested (requesting party)

All the financial statements of PT Data Services FZE (“PT FZ”) for years the years 2018, 2019, 2020 and 2021.

B. Relevance and materiality, including references to submissions (requesting party)

Reference to the Pleading

The Requested Documents directly relates to the business of PTS. In paragraph 10 of the Amended Particulars of Claim, the Claimant has stated that PTS is wholly owned by PT FZ.

Relevance and Materiality

The Requested Documents will shed light on the financial connection between PT FZ and PTS and these Documents will further explain the scope and relevant of how PT FZ controlled the business, issued invoices and as to how PT FZ dealt with tax related issues for PTS.

Given that the Claimant controls PTS and PT FZ, the Defendants believe the Requested Documents to be within the possession, custody or control of the Claimant because the request by its nature is limited to Documents within the Claimant’s possession, custody or control.

C. Objections to document request (objecting party)

The present dispute revolves around the alleged conduct of the Defendants, namely, the raising of invoices and the allegation of services that were never rendered. The internal financial relationship between two companies wholly owned by the Claimant is not part of the pleaded dispute. It is therefore outside the proper scope of disclosure under RDC 28.8, as such matters have no bearing on the liability or conduct of the Defendants.

Pursuant to Article 28.28 of RDC, the Claimant objects to the Defendants’ request on the grounds of irrelevance, lack of materiality, disproportionality, and breach of commercial confidentiality.

The Defendants request disclosure of documents describing the financial connection between PT Data Services FZE and Pharm Trade Services s.r.o..

However, such documents are not relevant to the Claim or the Counterclaim because the relationship between PT FZ and PTS is entirely independent of the Defendants.

The Claim and Counterclaim do not raise issues concerning the internal financial relationship between PT FZ and PTS. Accordingly, disclosure of such documents would not advance the determination of any matter before the Court.

Neither the First Defendant nor the Second Defendant had any role or interest in PT Data Services FZE or in Pharm Trade Services s.r.o., whether by way of shareholding, management, or any other legal capacity. The financial or organizational relationship between those two companies is therefore an internal matter concerning only the Claimant, and bears no connection to the Defendants or to the pleaded issues in dispute. Compelling disclosure of financial data relating to independent companies with which the Defendants have no involvement falls outside the scope of the proceedings and provides no assistance to the Court in resolving the matters at hand.

The requested financial statements and records are highly sensitive commercial and technical documents belonging to two companies wholly owned by the Claimant.

The disclosure of such records without a demonstrable link to the issues in dispute would unjustifiably infringe upon the confidentiality and proprietary interests of both companies.

D. Response to objections and request for resolution (requesting party)

The Defendants withdraw Request 3 at this stage on the basis that the Claimant confirms (i) no documents exist showing any role of PT Data Services FZE in the matters pleaded in these proceedings, and (ii) the Claimant will not rely on PT Data Services FZE records to support any pleaded issue. This is without prejudice to the Defendants’ right to apply for targeted disclosure if the Claimant later asserts such reliance.

E. Decision of the DIFC Court

No decision required

Document Request No.

A. Documents or category of documents requested (requesting party)

All bank account statements of PT Data Services FZE for the years 2018, 2019, 2020 and 2021

B. Relevance and materiality, including references to submissions (requesting party)

Reference to the Pleading

The Requested Documents directly relates to the business of PTS. In paragraph 10 of the Amended Particulars of Claim, the Claimant has stated that PTS is wholly owned by PT FZ.

Relevance and Materiality

C. Objections to document request (objecting party)

According to Article 28.28 of the RDC, the Claimant objects to the request in its entirety on the grounds of irrelevance, lack of materiality, disproportionality, and breach of confidentiality.

The dispute concerns the alleged conduct of the Defendants, specifically, the raising of invoices and the allegation of services never rendered. PT Data Services FZE (“PT FZ”) is a company wholly owned by the Claimant. Its internal banking records are unrelated to those pleaded issues.

Disclosure of PT FZ’s bank statements would not assist the Court in determining whether the disputed invoices reflected genuine services. Such records do not prove or disprove the pleaded allegations. Neither the First nor the Second Defendant held any shareholding, management position, or financial interest in PT FZ. PT FZ never maintained any commercial or financial relationship with the Defendants. Its banking activities therefore cannot advance the resolution of this dispute.

Bank statements contain highly sensitive financial information, including payments, counterparties, and transactions wholly unrelated to the Defendants or the issues in dispute. Compelling disclosure would unjustifiably expose the Claimant’s proprietary business affairs without any probative value.

The request amounts to a fishing expedition into the Claimant’s confidential financial affairs. It is outside the scope of RDC 28.8 and 28.28. The Claimant therefore objects to this request in its entirety.

D. Response to objections and request for resolution (requesting party)

The Defendants withdraw Request 4 at this stage on the basis that the Claimant confirms (i) no documents exist showing any role of PT Data Services FZE in the matters pleaded in these proceedings, and (ii) the Claimant will not rely on PT Data Services FZE records to support any pleaded issue. This is without prejudice to the Defendants’ right to apply for targeted disclosure if the Claimant later asserts such reliance.

E. Decision of the DIFC Court

No decision required

Document Request No.

A. Documents or category of documents requested (requesting party)

All Contracts and communication between PTSK and SELINNE s. r. o. (Slovak company, ID No: 53715403) between 2021 to 2022

B. Relevance and materiality, including references to submissions (requesting party)

Reference to the Pleading

The Requested Documents directly relates to the Defendants’ counterclaim.

Relevance and Materiality

This category targets whether PT SK’s assets and cash were transferred to or through SELINNE in the run-up to and during 2020–2021, on what terms, and with what consideration, which is directly probative of alleged dissipation and related-party flows. It goes to: (i) whether transactions were at arm’s length, (ii) whether required corporate approvals existed, and (iii) tracing value leaving PT SK.

C. Objections to document request (objecting party)

According to Article 28.8 of the RDC, the Claimant objects to the Defendants’ request for disclosure of all contracts and communications between Pharm Trade a.s. (“PTSK”) and SELINNE s.r.o. for the period 2021–2022.

The Claimant ceased to be a manager or director of PTSK prior to this period and has had no role, access, or involvement in the company’s affairs thereafter. As such, the Claimant does not possess, control, or have custody over any documents generated by PTSK in 2021–2022, including any contracts or communications with SELINNE s.r.o.

The requested documents are also irrelevant to the pleaded issues. The claim and counterclaim concern the Defendants’ conduct in raising invoices and alleging services that were never provided,

not transactions undertaken by PTSK after the Claimant’s departure from management. Any dealings between PTSK and SELINNE in 2021–2022 cannot be attributed to the Claimant, nor would they assist the Court in resolving the issues properly in dispute.

The request therefore amounts to a fishing exercise into the corporate affairs of third parties unconnected to the Claimant’s case. Disclosure obligations under the RDC are confined to documents relevant to the pleaded issues and within a party’s possession, custody, or control. The present request does not meet these criteria.

To avoid any doubt and in the interests of transparency, the Claimant is prepared to confirm by way of witness statement that she ceased to hold any management role in PTSK before 2021 and that she has no access to or control over the requested documents.

D. Response to objections and request for resolution (requesting party)

The Claimant’s “no control” point is unsustainable. After stepping down, the Claimant installed and retained persons close to her and under her influence to manage PTSK.

The requested documents are directly relevant because after October 2021, the Claimant (through appointees) took effective control of PTSK and dissipated its assets via related-party transactions, rendering PTH’s 90% stake worthless (§§79, 89 Counterclaim). Contracts and communications with SELINNE in 2021–2022 will evidence if and how value was diverted. Accordingly, the Claimant must produce documents on assignments/transfers of PT SK assets/receivables to Selinne in 2021– 2022, or set out in a witness statement explaining lack of possession/control and where they are held.

Accordingly, the Claimant should be ordered to produce the documents under this request.

E. Decision of the DIFC Court

The Claimant says that she has no control over PTSK. A witness statement is required as set out in the Order and Schedule of Reasons. The documents sought are said to be material in relation to the First Defendant’s plea of dissipation of assets and although Selinne s.r.o. is not referenced in the pleadings, in the context of standard disclosure of all documents which could undermine the Claimant’s case, such documents would be disclosable and should be produced if revealing such dissipation.

Document Request No.

A. Documents or category of documents requested (requesting party)

All contracts and communication between PTSK and PT pharmacy IV., s. r. o. (Slovak company, ID No: 52572013) on sale of goods/assets (vehicles, human medicine/pharmaceuticals) between 2020 and 2021

B. Relevance and materiality, including references to submissions (requesting party)

Reference to the Pleading

The Requested Documents directly relate to the Defendants’ counterclaim.

Relevance and Materiality

The Requested Documents will shed light on the business practices of PTSK and as to how it was undertaking business in Slovakia and as to how it was managing its relationship with companies it entering into contracts with. Given that PTSK was being operationally managed by the Second Defendant, these Documents will shed light on how PTSK was actually undertaking its business in Slovakia and explain how PTH (i.e. the Second Defendant) was involved in the management of such business.

Given that the Claimant controls PTSK, the Defendants believe the Requested Documents to be within the possession, custody or control of the Claimant because the request by its nature is limited to Documents within the Claimant’s possession, custody or control.

C. Objections to document request (objecting party)

According to Article 28.8 of the RDC, the Claimant objects to the Defendants’ request for disclosure of all contracts and communications between Pharm Trade a.s. (“PTSK”) and PT Pharmacy IV, s.r.o. for the period 2020–2021. The Claimant is not currently involved in the management of PTSK and does not have access to its records. Accordingly, the requested documents are not within the Claimant’s possession, custody, or control.

The request is not relevant to the issues properly in dispute. The claim and counterclaim are focused on the Defendants’ conduct, in particular the alleged tax optimisation scheme that the First Defendant proposed and the related allegation that invoices were raised for services which were never rendered. By contrast, the business dealings of PTSK with PT Pharmacy IV in 2020–2021 fall entirely outside the scope of those allegations. Such transactions are not pleaded, have no nexus to the alleged scheme, and cannot establish or rebut whether the Defendants engaged in the misconduct at the heart of these proceedings.

Moreover, PT Pharmacy IV is a separate company wholly owned by the Claimant that is not involved in the subject matter of this dispute. Compelling disclosure of its contracts and communications would expose highly confidential commercial information and business dealings unrelated to the proceedings. This would constitute a breach of commercial confidentiality without offering any probative value, contrary to the principle of proportionality under RDC 28.28.

For these reasons, the Claimant maintains that the requested documents are neither relevant nor material to the outcome of this case, nor are they within her possession, custody, or control.

D. Response to objections and request for resolution (requesting party)

The Claimant cannot avoid production by saying she is “not currently involved.” After stepping down, she installed and retained persons close to her and under her influence to manage PTSK.

These materials go directly to the pleaded case that, from October 2021, the Claimant, acting through appointees (including Mr Daniel Kapa), assumed de facto control of PT SK and dissipated its assets via related-party transfers, rendering PTH’s 90% stake worthless. The requested documents will evidence whether those flows occurred, on what authority and terms, and inform tracing and quantum (see Counterclaim §§65-68, 68-71, 92, 94-101, 102-104). Accordingly, the Claimant must produce 2021 contracts/communications on asset/receivable transfers with PT Pharmacy IV. It is important to note here that the Claimant has acknowledged that she owns and controls PT Pharmacy IV and this request will shed light on the Claimant’s dissipation of assets from PT SK to herself and in the process making PT SK an empty shell and without any assets.

Any confidentiality concerns can be managed by redactions.

Accordingly, the Claimant should be ordered to produce the documents under this request.

E. Decision of the DIFC Court

The same points apply here as for Request 6, save that PT Pharmacy IV is wholly owned by the Claimant and its documents are therefore within her control. A witness statement is required as set out in the Order and Schedule of Reasons, if there are no documents falling within the description.

Document Request No.

A. Documents or category of documents requested (requesting party)

Contract on sale of investment jewels between PTSK as the seller and the Claimant or any third party as buyer

B. Relevance and materiality, including references to submissions (requesting party)

Reference to the Pleading

The Requested Documents directly relates to the business of PTSK in Slovakia which was being managed by the Claimant and the First Defendant under the auspices of the Second Defendant. At paragraph 15 of the Amended Particulars of Claim, the Claimant alleges that the First Defendant “advised the Claimant in April 2020 to incorporate a holding company in the DIFC (Defendant No 2) by sending her an email specifying that the purpose of that Company is to own all assets in the Czech Republic, Slovakia, and the UAE. The DIFC Company will manage the operations, with the foreign investor entitled to a percentage of the sales, in order to generate substantial profits. These profits can then be strategically repositioned (after being taxed)”.

Relevance and Materiality

The Requested Documents will shed light on the business practices of PTSK and as to how it was undertaking business with the Claimant and/or any third party. Given that PTSK was being operationally managed by the Second Defendant, these Documents will shed light on how PTSK was actually undertaking its business in Slovakia.

C. Objections to document request (objecting party)

The Defendants’ request for a contract on the sale of investment jewels between PTSK and either the Claimant or third parties is misconceived. No such contract is in the Claimant’s possession or control. To the Claimant’s knowledge, no formal written contract exists for these transactions. What she does have are a limited number of email exchanges in which prices of the jewels were discussed. These can be produced, but they do not take the form of a contract as now requested.

The request also strays well beyond the scope of the pleaded issues. The allegations advanced by the Claimant concern the First Defendant’s promotion of a tax optimisation structure and the raising of invoices for services never rendered. Whether PTSK engaged in jewel sales in Slovakia, and whether such sales were documented in a contract, is collateral. It does not go to the alleged misconduct of the Defendants and will not materially assist the Court in resolving the issues actually joined.

In short, the Claimant is not withholding a document, she simply does not have what is being asked for. To show transparency, she is willing to provide the relevant email dated 7 September 2021 confirming jewel prices. That should more than suffice to establish the limited extent of her involvement, without opening the door to speculative requests into areas outside the pleaded case.

D. Response to objections and request for resolution (requesting party)

The Defendants agree with the Claimant’s offer to produce “the relevant email dated 7 September 2021 confirming jewel prices.” Further, the Claimant must produce emails, invoices, receipts, delivery notes, and payment proofs evidencing any “jewels” sale(s)/transfer of ownership.

The documents under this request shed light on the dissipation of assets of PT SK, which is central to Defendants’ counterclaim and also shed light on who the new owner of these jewels is (if not PT SK) and provide the relevant transaction details.

Accordingly, the Claimant should be ordered to produce the documents under this request.

E. Decision of the DIFC Court

The disclosure sought relates to the alleged dissipation of PTSK assets. The Claimant says that there is no contract and only emails referring to the price of jewels. All documents relating to the sale of jewels by PTSK in the years 2021-2022 should be produced and a witness statement filed explaining what searches have been carried out for such documents in accordance with the Order and Schedule of Reasons.

Document Request No.

A. Documents or category of documents requested (requesting party)

All approvals of the Supervisory Board of PTSK granted for transfers of assets between related parties as required by law

B. Relevance and materiality, including references to submissions (requesting party)

Reference to the Pleading

Relevance and Materiality

The Requested Documents will shed light on the business practices of PTSK and as to how it was undertaking business with the Claimant and/or any related third party. Given that PTSK was being operationally managed by the Second Defendant, these Documents will shed light on how PTSK was actually undertaking its business in Slovakia.

C. Objections to document request (objecting party)

The Defendants seek disclosure of Supervisory Board approvals within PTSK for transfers of assets between related parties. This request is misplaced. The Claimant is not part of PTSK’s management and has no access to the Supervisory Board’s internal approvals. These are corporate governance records maintained by PTSK itself in Slovakia, and they are not within the Claimant’s possession, custody, or control.

It is also important to note that the pleaded issues do not turn on whether PTSK obtained Board approvals for its corporate actions. The case is about the Defendants’ alleged conduct - in particular, the proposed tax optimisation structure and the invoices for services said to have been raised without being performed. Whether or not PTSK’s Supervisory Board granted internal approvals for related- party transactions is collateral and does not materially advance the Court’s determination of those issues.

Compelling the Claimant to obtain corporate approvals from PTSK, a company she does not operationally control, would place an unreasonable burden upon her and expand disclosure obligations far beyond what the RDC allows. The Claimant cannot be required to produce internal Board approvals that are not in her custody or control, nor are they relevant or material to the issues pleaded.

D. Response to objections and request for resolution (requesting party)

The documents under this request shed light on the dissipation of assets of PT SK, which is central to Defendants’ counterclaim.

The Claimant’s “no control” point is unsustainable. After stepping down, she installed and retained persons close to her and under her influence to manage PTSK. The appointees include her former husband, Mr Daniel Kapa, who was appointed Chairman of PT SK at the October 2021. He is a close family member and is pleaded as the conduits through which the Claimant exercised de facto control and dissipated PT SK’s assets (Counterclaim paras 65-68).

Accordingly, the Claimant must be ordered to produce the requested Supervisory Board approvals / consents for related party transfers or confirm none exist with search particulars.

E. Decision of the DIFC Court

The Claimant must file a witness statement in relation to her lack of control over PTSK’s documents as set out in the Order and Schedule of Reasons.

Document Request No.

A. Documents or category of documents requested (requesting party)

Minutes (including notices sent and proof of delivery of the notices to the Defendants) for all General Meetings of PTSK held from June 2021 to August 2025

B. Relevance and materiality, including references to submissions (requesting party)

Reference to the Pleading

The Requested Documents directly relates to the Defendants’ counterclaim.

Relevance and Materiality

This category targets whether PT SK’s assets and cash were transferred to in the run-up to and during 2020–2021 and on what authority, which is directly probative of alleged dissipation and related-party flows.

C. Objections to document request (objecting party)

The requested documents are not in the possession of the Claimant. To the best of the Claimant’s knowledge and recollection, no minutes of meetings were ever prepared by PTSK. Accordingly, the request cannot be complied with.

D. Response to objections and request for resolution (requesting party)

The Defendants note the Claimant’s position. However, under Czech laws, it is illegal to have no minutes and notices. The Claimant still holds 5% shareholding in PT SK and her ex-husband was installed as director of PT SK by the Claimant. Hence, given this, the Claimant does de-facto control PT SK and should have access to the requested documents.

Accordingly, the Claimant should be ordered to (i) set out searches conducted to confirm the non- existence of minutes, (ii) produce the alternative governance materials (notices, agendas, written resolutions, notarial deeds/filings).

E. Decision of the DIFC Court

The Claimant must file a witness statement in relation to her lack of control over PTSK’s documents as set out in the Order and Schedule of Reasons and as to the absence of such minutes.

Document Request No.

A. Documents or category of documents requested (requesting party)

All communications (email, WhatsApp/Signal//SMS, call logs, calendars, meeting notes) between Ms Kapova, Mr Sebastian Kapa, or any PTSK / PTS group officer between January 2020 and December 2024

B. Relevance and materiality, including references to submissions (requesting party)

Reference to the Pleading

The Requested Documents directly relates to the business of PTSK in Slovakia and PTS in Czech Republic which was being managed by the Claimant and the First Defendant under the auspices of the Second Defendant. At paragraph 15 of the Amended Particulars of Claim, the Claimant alleges that the First Defendant “advised the Claimant in April 2020 to incorporate a holding company in the DIFC (Defendant No 2 ) by sending her an email specifying that the purpose of that Company is to own all assets in the Czech Republic, Slovakia, and the UAE. The DIFC Company will manage the operations, with the foreign investor entitled to a percentage of the sales, in order to generate substantial profits. These profits can then be strategically repositioned (after being taxed)”.

Relevance and Materiality

The Requested Documents will shed light on the business practices of PTSK and PTS and explain as to how the Claimant was undertaking business decisions in relation to PTSK and PTS. Given that PTSK and PTS was being operationally managed by the Second Defendant, these Documents will illustrate as to how in practice PTSK and PTS were being run, managed and controlled.

Given the nature of the documents, the Defendants believe the Requested Documents to be within the possession, custody or control of the Claimant because the request by its nature is limited to Documents within the Claimant’s possession, custody or control.

C. Objections to document request (objecting party)

The request is overly broad, encompassing all communications between the Claimant and her employees over a four-year period, without specifying the subject matter, purpose, or relevance. Such a sweeping request imposes an unreasonable burden on the Claimant.

Many of the communications bear no relation to the subject matter of the claim or counterclaim. In particular, PTS is not involved in the dispute, rendering these documents immaterial and irrelevant.

The request further covers sensitive commercial, operational, and technical communications unrelated to the issues in dispute. Requiring their production would constitute a breach of commercial and technical confidentiality, including internal communications of the Claimant’s companies and personal communications.

The request also includes communications with Mr. Sebastian Kapa, the Claimant’s son. Requiring disclosure of all such communications over a four-year period constitutes an unwarranted intrusion into personal and family privacy and is inconsistent with Article 28.28 of the RDC, which permits the Court to exclude documents that impose an unreasonable burden or are protected by legal privilege and applicable ethical rules, particularly where the documents are irrelevant to the matter in dispute.

Communications between the Claimant and her son naturally include personal and family matters, and a general request without specifying the type and subject of communications is irrelevant.

Requiring production of all communications over four years with multiple employees and affiliates is disproportionate and would impose an excessive burden on the Claimant, as the materials are not specifically connected to the issues in dispute.

For these reasons, the Claimant objects to the production of the requested documents in full.

D. Response to objections and request for resolution (requesting party)

The documents under this request shed light on the dissipation of assets of PT SK, which is central to Defendants’ counterclaim.

Proportionality and privacy can be addressed as follows:

- Request to be narrowed to communications about

(i) alleged tax optimisation scheme,

(ii) the 20 May 2021 transfer,

(iii) management of PTS,

- Request to exclude purely personal exchanges. For mixed threads, to produce relevant extracts only, with targeted redactions.

Accordingly, the Claimant should be ordered to produce the documents under this narrowed request.

E. Decision of the DIFC Court

The Claimant denies that the First Defendant provided any management services to PTS or PTSK and there is therefore an issue about such management. The narrowed request relates to dissipation of PTSK’s assets, management and the alleged tax optimisation scheme. All documents relating thereto are relevant and searches should be made for them, if not already made, and any material documents produced. The Claimant must file a witness statement in relation to the searches conducted for PTS documents and her lack of control over PTSK’s documents as set out in the Order and Schedule of Reasons

Document Request No.

A. Documents or category of documents requested (requesting party)

All communications with Mr Palaky from 1 Jan 2021 to present, including instructions and any authorisations given to him by the Claimant in relation to handling matters related to PTH, PTSK and/or PTS.

B. Relevance and materiality, including references to submissions (requesting party)

Reference to the Pleading

Relevance and Materiality

Mr. Palaky is a close adviser of the Claimant and at all times assisted the Claimant in relation to the present proceedings and generally advised the Claimant in relation to PTSK, PTS and PTH. These Documents will provide necessary understanding of the Claimant and her advisor in relation to all material issues in dispute in the present proceedings. Further, Mr. Palaky is not a lawyer and hence, none of the communications are subject to any privilege.

C. Objections to document request (objecting party)

The Defendants’ request seeks disclosure of communications with Mr. Palaky on the basis that he was allegedly a close adviser to the Claimant. This is incorrect. Mr. Palaky was a personal friend of the Claimant and never acted in any professional or advisory capacity in respect of PTSK, PTS, or PTH. He was not engaged by the Claimant in connection with the matters at issue in these proceedings, nor did he have any role in the management or operations of the companies concerned.

D. Response to objections and request for resolution (requesting party)

Whether Mr Palaky was “formally engaged” is beside the point under RDC 28.8; the test is relevance/materiality, not job title. If the Claimant used a trusted friend/confidant as a shadow adviser/intermediary on the very issues in dispute (Pollux/PTH invoices, the €945k “refunds,” approvals/authority, the 20 May 2021 transfer, related-party moves), those communications are plainly probative and relevant to the claims advanced by the Claimant.

Accordingly, the Claimant should be ordered to produce the documents under this request.

E. Decision of the DIFC Court

A witness statement should be filed confirming that Mr Palaky had no role in the management or operations of the companies concerned. Advice given by a friend is not relevant unless relied on by the Claimant in relation to actions taken which otherwise speak for themselves, so no disclosure is required in relation to that aspect.

Document Request No.

A. Documents or category of documents requested (requesting party)

All communications between the Claimant and Mr Sebastian Kapa from 1 Mar 2021–31 Dec 2021 (including, but not limited) phone related apps, Facebook, emails or texts) in relation to sale of PTH’s shares in PTSK to Mr. Kapa and the following dissipation of PTSK’s assets

B. Relevance and materiality, including references to submissions (requesting party)

Reference to the Pleading

The Requested Documents are directly related to the key issue of the illegal sale of PTH’s shares in PTSK by the Claimant to her son, Mr. Kapa. The Claimant has directly referred to the transaction in question at paragraph 46 of the Amended Particulars of Claim.

Relevance and Materiality

The Requested Documents will shed light and explain the reasons as to why the Claimant, without authorisation from the Second Defendant, sold (without consideration) the Second Defendant’s shares in PTSK to her son, Mr. Kapa (i.e. the Third Party). This is a key issue in this dispute and hence all the Requested Documents are relevant and material to the outcome of this dispute.

C. Objections to document request (objecting party)

Those communications are not available and the Claimant does not dispose them since she was not communicating business transactions with her son on any social media and/or virtual platforms.

D. Response to objections and request for resolution (requesting party)

The documents under this request shed light on the dissipation of assets of PT SK, which is central to Defendants’ counterclaim.

Proportionality and privacy can be addressed as follows:

- Request to be narrowed to communications from 1 May to 31 July 2021,

- Request to be narrowed to communications about the 20 May 2021 transfer

- Request to exclude purely personal exchanges. For mixed threads, to produce relevant extracts only, with targeted redactions.

Accordingly, the Claimant should be ordered to produce the documents under this narrowed request.

E. Decision of the DIFC Court

The narrowed request is for disclosable documents, if they exist. The Claimant says that no such documents exist and she must file a witness statement confirming what searches have been done and that no such documents do exist.

Document Request No.

A. Documents or category of documents requested (requesting party)

Engagement letters, correspondence, retainer emails, payment proofs involving the alleged personal attorney-client relationship b

B. Relevance and materiality, including references to submissions (requesting party)

Reference to the Pleading

At paragraph 14 of the Statement of Claim, the Claimant asserts that the First Defendant owed her fiduciary duties because he was her attorney under Article 158(2)(a) of the DIFC Law of Obligations No. 5 of 2005. Further, the Claimant in paragraph 14 pleads that “Defendant No. 1 presented himself as a qualified attorney and tax consultant in both the UAE and Slovakia, offering legal and corporate structuring advice and inducing the Claimant to rely entirely on his expertise in the establishment and management of her cross-border corporate structure, including the incorporation of Defendant No. 2 and the restructuring of PT SK. In doing so, Defendant No. 1 acted as the Claimant’s legal and tax advisor and is therefore presumed to be her fiduciary under Article 158(2)(a)”.

Relevance and Materiality

C. Objections to document request (objecting party)

The Claimant already provided the available documents proving that Defendant No. 1 was acting as an advisor and attorney to the Claimant.

The Claimant shared Exhibit ZK 1, Exhibit ZK 2, Exhibit ZK 3 Exhibit ZK 31 and Exhibit ZK 32 and all invoices from the First Defendant’s company from which he was giving the advice, are available and can be shared.

D. Response to objections and request for resolution (requesting party)

The Claimant effectively accepts that no personal retainer/authority documents exist.

The absence of such documents is fatal to the pleaded “attorney/fiduciary/partner” case against D1 personally.

Accordingly, the Claimant should be ordered to produce the documents under this request or clearly state in a witness statement that the requested documents do not exist.

E. Decision of the DIFC Court

The Claimant says that no further documents exist beyond those already disclosed. She must confirm this in a witness statement which explains what searches have been done and the results thereof.

Document Request No.

A. Documents or category of documents requested (requesting party)

All Documents (including, but not limited to, Schedules of loss, working spreadsheets, management valuations) which evidence and/or give rise to EUR 2 million aggravated damages claim of the Claimant

B. Relevance and materiality, including references to submissions (requesting party)

Reference to the Pleading

At paragraph 74 of the Amended Particulars of Claim, the Claimant has pleased that “Defendant No l's actions described herein reveal a clear disregard for all professional norms expected of an attorney and a clear attempt to take advantage of his status as a fiduciary to the detriment of the Claimant. Defendant No l's acts and omissions, in breach of his fiduciary duties, have inter alia caused significant financial losses to the Claimant. The actions of Defendant No 1 were deliberate and particularly egregious. In the circumstances, the Claimant requests the court to award aggravated damages to the Claimant under Article 40 (2) of the DIFC Law of Damages and Remedies.”

Relevance and Materiality

The Requested Documents will shed light on the key issue of whether the First Defendant was the Claimant’s personal lawyer/attorney and the Requested Documents will clarify this position. Further the Requested Documents will shed light on the alleged legal advice provided by the First Defendant to the Claimant as the alleged personal attorney of the Claimant. This is a key issue in this dispute and hence all the Requested Documents are relevant and material to the outcome of this dispute.

C. Objections to document request (objecting party)

The basis of the calculations lies in the salaries paid to Defendant No. 1 in his capacity as director of Defendant No. 2, despite Defendant No. 2 not rendering any services. All such funds were transferred from the Claimant’s companies to Pollux FZE (from which Defendant No. 1 was operating).

Item	Details	Amount (EUR)
Invoices from Pollux	Base invoices	902,151.20
	Additional invoices (4 × 120,000)	480,000.00
	Other invoices	534,921.92
Subtotal – Pollux Invoices		1,917,073.12
Salaries	12 × 32,000	384,000.00
License Renewal Fees (PTH)		32,000.00
Fine – Czech Tax Office	Late corporate tax submission	50,000.00
PTH Liability towards PTS		600,000.00
PTH Liability towards PT SK		156,000.00
Total		4,153,995.12
Adjusted Total (excluding PTH liabilities)	Total minus 756,000 (PTS + PT SK)	1,967,073.12

D. Response to objections and request for resolution (requesting party)

The Claimant’s reply is noted and confirms that the table is derived from contemporaneous records. Those records are within her possession/custody/control.

Accordingly, the request is expanded to require production of all source documents evidencing or giving rise to each line item of the table above.

E. Decision of the DIFC Court

The Application for production of the documents underlying the figures in the table set out above by the Claimant is granted.

Document Request No.

A. Documents or category of documents requested (requesting party)

All Documents related to Tax Optimisation Scheme between 2018 to 2021

B. Relevance and materiality, including references to submissions (requesting party)

Reference to the Pleading

The alleged “tax optimisation scheme” as advised by the First Defendant (which is denied by the First Defendant) is a key issue in this dispute. The Claimant has set this out in detail in paragraphs 7 to 13, 29, 32, 34, 40, 46, 71 of the Amended Particulars of Claim.

Relevance and Materiality

The Requested Documents will shed light on the key issue of whether the First Defendant provided this so-called Tax Optimisation Scheme advice to the Claimant. This is the most significant part of the Claimant’s case and hence, the Requested Documents are relevant and material to the outcome of this dispute.

C. Objections to document request (objecting party)

Not available.

As explained in the Statement of Claim and reiterated in every witness statement and supporting document submitted, Defendant No. 1 never provided any official document detailing the alleged tax optimization scheme.

Instead, he merely operated matters and issued instructions to the Claimant without furnishing any formal explanation or description of the scheme.

D. Response to objections and request for resolution (requesting party)

The request is not limited to a formal documents, it seeks any contemporaneous records evidencing the alleged ‘scheme’ and the instructions the Claimant says D1 gave.

It is important to note that the Claimant’s entire case concerns this alleged “tax optimisation scheme” and yet the Claimant’s position is that there is not a single page of documentary evidence which evidence this alleged “tax optimisation scheme”.

The Defendants note the Claimant’s confirm that no “official” documents exist.

Accordingly, the Claimant should be ordered to (i) set out searches conducted to confirm the non- existence of the documents, and (ii) produce communication evidencing existence of tax optimization scheme.

E. Decision of the DIFC Court

The Claimant must disclose all documents showing any advice given by the First Defendant relating to tax optimization and its operation, including instructions given by him as to steps to be taken for that purpose. The witness statement to be filed by the Claimant should explain what searches have been made and the results and stating that no further documents exist beyond those which have been disclosed or are disclosed under the terms of this Order.

Document Request No.

A. Documents or category of documents requested (requesting party)

PTSK & PTS: general ledgers (GL), trial balances, management accounts, and journal entries for 1 May 2020 – 31 Dec 2021 evidencing:

(a) booking of PTH “management services” as tax-deductible expenses;

(b) any re-classification/adjustments made April–June 2021 to those entries including any additional entries;

B. Relevance and materiality, including references to submissions (requesting party)

Reference to the Pleading

The alleged “tax optimisation scheme” as advised by the First Defendant (which is denied by the First Defendant) is a key issue in this dispute. The Requested Documents directly concern this issue. The Claimant has set the issue of tax related claims in detail in paragraphs 7 to 13, 29, 32, 34, 40, 46, 71 of the Amended Particulars of Claim.

Relevance and Materiality

The Requested Documents will shed light on the key issue of whether the First Defendant provided this so-called tax advice to the Claimant and explain how the tax affairs of PTSK and PTS were dealt with in relation to PTH. This is the most significant part of the Claimant’s case and hence, the Requested Documents are relevant and material to the outcome of this dispute.

C. Objections to document request (objecting party)

The Claimant objects to this request on the basis that the requested general ledgers, trial balances, management accounts, and journal entries of PTSK are not within the Claimant’s possession, custody, or control. The Claimant does not maintain or retain such accounting records, and therefore cannot be compelled to produce documents that are not in its possession.

Regarding PTS, as explained, this company is solely owned by the Claimant and the provision of its financial and technical papers constitutes a violation to commercial and technical confidentiality.

Such documents are not directly relevant to the issues in dispute. The Claimant’s case is not predicated on the booking of expenses in the ledgers of PTSK or PTS, but rather on the conduct of the First Defendant and the absence of any proper documentation or legitimate explanation for the alleged tax optimisation scheme. The absence of contemporaneous written advice or official documentation from the First Defendant is already clear from the evidence submitted, making the requested documents immaterial.

The request is speculative, seeking to examine the Claimant’s accounting records in the hope of substantiating the Defendants’ position. Discovery should not be used as a fishing expedition to search for potential arguments that may or may not support the Defendants’ case.

D. Response to objections and request for resolution (requesting party)

The Defendants have already produced extended email correspondence between Ms Kapová and Ms Eva Grešová (PT Group Senior Accountant). Ms Eva Grešová was in charge of PTSK accounting matters, however, for PTS there was an external accountancy company providing accounting services (i.e. Ms. Lonkova and her company).

Further, PTSK and PTS are legally required to maintain accounting records. Responsive extracts should therefore be obtainable from their officers/accountants.

Accordingly, the Claimant should be ordered to produce the documents under this request.

E. Decision of the DIFC Court

The Application for those parts of the ledgers, management accounts and journal entries between 1 May 2020 and 31 December 2021 which record the booking of the Second Defendants’ charges for management of PTSK and PTS, the reclassification thereof and refunds must be disclosed insofar as they are in the control of the Claimant. The relevant pages of the accounts should be redacted to exclude entries which do not relate to such matters. Insofar as it is said by the Claimant that such records are not in her possession or control, that must be supported by a witness statement as set out in the Order and Schedule of Reasons. Documents in the hands of accountants appointed or engaged by the Claimant or her companies are prima facie within her control.

Document Request No.

A. Documents or category of documents requested (requesting party)

PTSK & PTS: income-tax and VAT returns (filed) for FY2020–FY2021, plus all amendments/restatements and working papers/correspondence with accountants/tax advisers relating to PTH invoices, deductibility, and later re-classifications

B. Relevance and materiality, including references to submissions (requesting party)

Reference to the Pleading

Relevance and Materiality

C. Objections to document request (objecting party)

The objection is a non sequitur.

The Defendants have already produced extended email correspondence between Ms Kapová and Ms Eva Grešová (PT Group Senior Accountant). Ms Eva Grešová was in charge of PTSK accounting

matters, however, for PTS there was an external accountancy company providing accounting services (i.e. Ms. Lonkova and her company).

Further, PT SK and PTS are legally required to maintain/submit tax filings. Responsive extracts should therefore be obtainable from their officers/accountants.

Accordingly, the Claimant should be ordered to produce the documents under this request.

E. Decision of the DIFC Court

The documents sought, if they exist would be material insofar as they relate to the disputed invoices and such parts of the documents would be disclosable. This includes exchanges with accountants and tax advisers relating thereto. The Claimant says that no such documents exist and must file a witness statement explaining what searches have been done and confirming this or producing such documents as have emerged on such searches.

Document Request No.

A. Documents or category of documents requested (requesting party)

PTSK & PTS: bank statements (native PDF/CSV) for 1 May 2020 – 31 Dec 2021 showing payments to PTH and any refunds received from PTH.

B. Relevance and materiality, including references to submissions (requesting party)

Reference to the Pleading

Relevance and Materiality

The Requested Documents will shed light on the key issue of whether the First Defendant provided this so-called tax advice to the Claimant and explain how the tax and business affairs of PTSK and PTS were dealt with in relation to PTH. This is the most significant part of the Claimant’s case and hence, the Requested Documents are relevant and material to the outcome of this dispute.

C. Objections to document request (objecting party)

The Claimant can provide the requested bank statements for PTS only since PT SK is not under its management anymore.

The provision of such document will need time.

D. Response to objections and request for resolution (requesting party)

The partial offer of production of documents related to PTS is noted.

It is further noted that the Claimant was to produce these documents under Court’s standard disclosure order.

As to PTSK, the Claimant should be required to give standard disclosure and to take reasonable steps to obtain responsive statements from officers/banks/agents. The comment regarding PTSK being under control of related parties is repeated.

Accordingly, the Claimant should be ordered to produce the documents under this request in full.

E. Decision of the DIFC Court

The relevant entries in the PTS bank statements should be produced. The witness statement to be filed by the Claimant must explain why the bank statements and other documents in the possession of PTSK are not in the Claimant’s control, in accordance with the Order and Schedule of Reasons.

Document Request No.

A. Documents or category of documents requested (requesting party)

All documents (including, but not limited to, emails, meeting notes, board packs, approval flows, transfer-pricing notes) in relation to execution of the Second Defendant’s “management services”

B. Relevance and materiality, including references to submissions (requesting party)

Reference to the Pleading

The Claimant’s pleaded case at paragraph 27 is that PTH alleged provided no services to PTS and PTSK.

Relevance and Materiality

The Requested Documents will shed light on the key issue of whether the Second Defendant provided any services to PTSK and PTS, a key issue in this dispute. The Requested Documents are therefore relevant and material to the outcome of the dispute.

C. Objections to document request (objecting party)

The Second Defendant did not perform any services.

The requested documents (if any) are not in the possession of the Claimant.

It was the First Defendant who issued invoices in the name of PTH for services that were never rendered, and therefore he should be the party required to produce any documents substantiating the alleged management services.

D. Response to objections and request for resolution (requesting party)

To narrow the issues and avoid duplication with Requests 18 and 20 (bank/payment flows and invoice approvals), the Defendants withdraw Request 19. This is without prejudice to relying on documents produced under Requests 18, 20 and 21.

Accordingly, this request is withdrawn.

E. Decision of the DIFC Court

No order required.

Document Request No.

A. Documents or category of documents requested (requesting party)

In relation to PTSK and PTS, full management invoice (including native version of the invoices) schedule issued by PTH between 1 May 2020 – 31 Dec 2021 and related correspondence approving any such invoices

B. Relevance and materiality, including references to submissions (requesting party)

Reference to the Pleading

The issue of invoices related to PTSK and PTS is a material issue in this dispute and has been pleaded by the Claimant in paragraphs 10-54 of the Amended Particulars of Claim.

Relevance and Materiality

The Requested Documents will shed light on the key issue of whether the Second Defendant provided any services to PTSK and PTS, a key issue in this dispute and shed light on the validity of the invoices in question. The Requested Documents are therefore relevant and material to the outcome of the dispute.

C. Objections to document request (objecting party)

The Claimant can provide the requested documents for PTS only since PT SK is not under its management anymore.

The provision of such document will need time.

D. Response to objections and request for resolution (requesting party)

The partial offer of production of documents related to PTS is noted.

It is further noted that the Claimant was to produce these documents under Court’s standard disclosure order.

The comment regarding PTSK being under control of related parties is repeated.

Accordingly, the Claimant should be ordered to produce the documents under this request in full.

E. Decision of the DIFC Court

Application granted in relation to PTS documents. The Claimant must file a witness statement in relation to control of PTSK documents as set out in the Order and Schedule of Reasons.

Document Request No.

A. Documents or category of documents requested (requesting party)

All Documents in relation to €945,000 refunds from PTH to PTS and/or PTSK between April-May 2021; in particular,

PTH to PT SK and/or PTS refund payment instructions, bank advices, SWIFT/IBAN confirmations; identity of ultimate beneficiaries and purpose.
Any corporate or board PTH approvals or legal/accounting opinions said to authorise/require the refunds.
PT SK and/or PTS bank statements showing receipt of refunds and the General Ledger entries applied to those sums.
Any reversals/repayments or assignments of the related PTH

B. Relevance and materiality, including references to submissions (requesting party)

Reference to the Pleading

Relevance and Materiality

C. Objections to document request (objecting party)

Since Defendant No. 1 had access to the bank account of PTH, he has got bank statements available with all these transactions, mainly because later in august 2021 he removed the Claimant from the position of the director and the Claimant lost access to the bank account of PTH.

D. Response to objections and request for resolution (requesting party)

The objection does not correspond to the date range of requested documents, ie. between April-May 2021.

Further, the request documents will shed light on the fact there no approvals (including corporate approvals) given by the Second Defendant or by the First Defendant for the to €945,000 refunds from PTH to PTS and/or PTSK between April-May 2021.

Accordingly, the Claimant should be ordered to produce the documents under this request, and the Claimant should confirm in a witness statement that to €945,000 refunds from PTH to PTS and/or PTSK between April-May 2021 were undertaken without approvals from PTH and the First Defendant.

E. Decision of the DIFC Court

The First Defendant had and has access to the Bank Statements of the Second Defendants and there is no need for disclosure thereof. Instructions given by the Claimant for the refund of Euro 945,000 to PTS and PTSK are disclosable as are documents showing the receipt by those companies, insofar as they are in the control of the Claimant. Where not in the control of the Claimant they are to be the subject of the witness statement to be filed by the Claimant referred to in the Order and Schedule of Reasons.

Document Request No.

A. Documents or category of documents requested (requesting party)

All documents concerning the 20 May 2021 transfer of PTH’s 90% shareholding in PT SK for nil consideration, limited to:

1. Transaction instruments & filings: all drafts/finals of share-transfer agreements/instruments, any notarial packets, corporate/registry filing forms, confirmations, beneficial-ownership filings, and any covering letters/submissions.

2. Authority relied upon: all PTH (D2) and PT SK corporate approvals authorising or acknowledging the transfer (board/GA resolutions, written consents), powers of attorney, delegations, and any legal opinions said to justify nil consideration or unilateral authority.

3. Communications (native): email threads (with full headers and attachments) from 1–31 May 2021 referencing the transfer - including the 28 May 2021 chain - and communications with registrars/notaries/advisers about timing, consideration, and authority; include any June 2021 follow-ups limited to filing/registration confirmation.

Relevance and Materiality

The documents go to dissipation, authority, consideration and tracing. The Defence pleads that on 20 May 2021 the Claimant transferred PTH’s 90% stake in PT SK to Mr Sebastian Kapa for no consideration and without the First Defendant’s knowledge/consent - a core act of alleged misapplication of assets. The instruments, approvals and communications will show (i) whether any valid corporate authority existed, (ii) whether nil consideration was in fact agreed/recorded, and (iii) the who/when/why of execution and filing.

They are also material to quantum, including valuation of the dissipated interest as pleaded (valuation and loss flowing from the 20 May 2021 transfer), and to rebut assertions that the transfer was properly authorised/lawful.

Given the Claimant’s pleaded role directing and executing the transfer, these documents are within her possession, custody or control and can be produced without undue burden

B. Relevance and materiality, including references to submissions (requesting party)

C. Objections to document request (objecting party)

Not available.

D. Response to objections and request for resolution (requesting party)

In her Reply to Defence, para 15(a) and para 18, the Claimant states regarding the May 2021 transfer of shares that “All transactions and transfers were conducted in full compliance with the applicable laws in Slovakia and the Czech Republic.”

That assertion puts compliance squarely in issue and compels production of the underlying approvals, instruments, and filings. Again, no approval, power of attorney or consent was provided by the Second Defendant to the Claimant for the 20 May 2021 transfer of PTH’s 90% shareholding in PTSK for nil consideration.

Accordingly, the Claimant should be ordered to produce the documents under this request and confirm in a witness statement that no approval, power of attorney or consent was provided by the Second Defendant to the Claimant for the 20 May 2021 transfer of PTH’s 90% shareholding in PTSK for nil consideration.

E. Decision of the DIFC Court

The Application for these documents is drawn too widely and the only material documents are:

1. Share transfer agreements, share transfers, documents showing nominee or beneficial ownership, and filings with the Companies’ registry of such transactions.

2. Minutes of the Second Defendant’s general meetings or Board Meetings where the share transfer was discussed or approved or powers of attorney were authorised.

3. Communications (including emails) in native form from 1-31 May 2021 with registrars or notaries or advisers relating to the transfer of shares (insofar as not privileged). Any claim to privilege must be explained in the witness statement ordered under other requests for documents herein.

The Claimant says that such documents are not available. This must be explained in a witness statement, stating whether such documents do exist or have ever existed and what has become of them, or whether it is said that the Claimant has no control over such documents, and if so, explaining why that is the case.

Document Request No.

A. Documents or category of documents requested (requesting party)

1. the fully executed Joint Venture Agreement in native format with metadata, together with all drafts/redlines, negotiation mark-ups, and email chains (with full headers/attachments) concerning negotiation, timing and execution, with emphasis on December 2020; include any references to backdating and to PTH already being incorporated at signature.

2. all documents evidencing the obligation and its satisfaction, including invoices/receipts, confirmations of payment to the Claimant (or any designated recipient) or any set- off/assignment arrangements, settlement statements, ledger entries and any written acknowledgments by the Claimant of receipt/satisfaction.

3. if cash, statement pages (or bank confirmation letters) showing the €800,000 credit(s); if set- off, correspondence/accounting records evidencing the set-off and any related bank confirmations.

4. any notices/correspondence by which the Claimant alleges the JVA is invalid (date, grounds, steps).

Relevance and materiality

The JVA and the €800,000 Joining Fee go directly to (i) the structure and timing of the parties’ arrangements in December 2020, (ii) whether the Claimant received a personal financial benefit (cash or by set-off) contemporaneously with corporate steps later relied on in 2021, and (iii) tracing/value. Drafts/redlines and metadata are probative of actual execution timing (and any backdating) and of whether PTH’s status at signature was as represented. The Joining Fee records (in cash or set-off) are central to quantum, authority, and the Claimant’s knowledge/participation in value movements. Any rescission/avoidance materials are material to the Claimant’s present position; silence or absence of timely steps would undermine assertions of invalidity now. Given the Claimant’s control over execution and receipt (or set-off) mechanics, the documents are within her possession, custody or control and are proportionate under the RDC.

B. Relevance and materiality, including references to submissions (requesting party)

C. Objections to document request (objecting party)

The Joint Venture Agreement was solely drafted by Defendant No. 1 and the Claimant does not possess the requested documents.

D. Response to objections and request for resolution (requesting party)

The Defendants propose limiting this request to points 3. And 4. Given the nature of these Documents, the Claimant must have possession of these Documents.

The Claimant should be ordered to produce the documents under this narrowed request.

E. Decision of the DIFC Court

The Application is now limited to items 3 and 4. The Claimant should produce documents which show the Euro 800,000 credit including any accounting entries or bank entries relating thereto or correspondence or internal memoranda thereon. The Application is otherwise refused as immaterial and nor arising out of the pleaded cases.

Document Request No.

A. Documents or category of documents requested (requesting party)

1. All evidence relied on to assert non-receipt/invalidity of PTH board notices (returned-mail slips, courier logs, email/server bounce logs, witness statements), and any change-of-address notifications said to have been given.

2. The PTH Articles of Association provisions (and any board policies) relied upon regarding notice requirements.

Scope: 1 Jan 2020–31 Dec 2021;

Relevance & materiality

Directly probative of the validity of board actions and the Claimant’s “non-receipt” contention; goes to service, authority, and credibility.

B. Relevance and materiality, including references to submissions (requesting party)

C. Objections to document request (objecting party)

Those Documents were already provided.

D. Response to objections and request for resolution (requesting party)

None of the requested communications have been produced, and the Claimant has identified no document references said to satisfy this category. Absent such references, the request is maintained.

Accordingly, the Claimant should be ordered to produce the documents under this request.

E. Decision of the DIFC Court

The Claimant says that all these documents have already been provided and should confirm that in the witness statement ordered.

CFI 004/2023 Zuzana Kapova v (1) Miloslav Makovini (2) Pharmtrade Holding Ltd (3) Sebastian Kappa

DIFC Courts Registry

DIFC Courts Wills Service