This section portrays the timeline and milestones of the settlement process, key deadlines, events and steps of importance in reaching a settlement.
Publication of the basic structure of the Settlement Plan
December 20, 2017 – Public disclosure of the basic Settlement Plan structure which does not define the content of the future settlement to be concluded by the creditors but the structure within which the final creditors’ agreement shall be defined
Ruling on verified and contested claims
January 15, 2018 – The Commercial Court in Zagreb has passed a Ruling on Verified and Contested Claims pursuant to the table of claims filed, table of rights to separate recovery and table of secured rights submitted to the Court by the Extraordinary Trustee on November 9, 2017. By this ruling the Court also decided on referring certain claims to litigation proceedings in order to be verified or contested. At the same time, all creditors have the right to lodge a complaint against the ruling passed to the extent pertaining to a particular claim filed or a claim contested by the Extraordinary Trustee.
Order of the Commercial Court of Zagreb determining the number of members of the creditors’ council
January 26, 2018 – By the order of the Commercial Court, file no. 47. St-1138/17-1932, the number of members of the creditors’ council has been determined and creditors have been classified into groups pursuant to the proposal of the Extraordinary Commissioner. By the ruling of the same court the Extraordinary Commissioner has been instructed to invite creditors to elect members of the creditors’ council.
The creditors council shall consist of 5 members. The creditors have been classified into the five groups.
Invitation to creditors to elect members of the creditors’ council
February 1, 2018 – Complying with the Ruling of the Commercial Court and the provision of Article 30, para. 1 of the Law on Extraordinary Administration Proceeding in Companies of Systemic Importance for the Republic of Croatia (“Law”), the Extraordinary Commissioner hereby invites creditors whose claims have been determined to notify the Extraordinary Commissioner and the court of their elected members of the creditors’ council within 30 days.
Permanent Creditors’ Council
The commencement of the procedure of convening of a permanent creditors’ committee is dependent on the Ruling on Verified and Contested Claims becoming final and enforceable.
The Ruling on verified and contested claims is expected in first half of January 2018, but it will only become final and enforceable once all possible appeals filed against it are resolved.
The Extraordinary Trustee shall within five days of the Court’s passing of the Ruling on verified and contested claims call on the creditors whose claims have been verified to inform, within a further 30-day period, the Extraordinary Trustee and the Court about the relevant members of the Creditors’ Council. On the occasion the Extraordinary Trustee shall indicate the distribution of creditors across classes. Each class of creditors chooses one member of the Creditors’ Council.
Should a class of creditors fail to nominate a representative member within 90 days of the day of publication of the Extraordinary Trustee’s call, the said representative member shall be appointed by the court within 8 days of the expiry of the said 90-day period.
Settlement Plan presented to the Creditors’ Council for voting
June 20, 2018 – The draft Settlement Plan presented to the Creditors’ Council and put to the vote. Creditors’ Council Unanimously Confirms Settlement Plan
Settlement Plan submitted to the Commercial Court in Zagreb
Draft Settlement Plan to be submitted to the Court.
Court publishes the proposed Settlement Plan
June 20, 2018 – The Commercial Court in Zagreb publishes the proposed Settlement Plan on the courts’ e-Bulletin Board available at the address https://e-oglasna.pravosudje.hr/. Upon expiry of three days as of the publication of the Settlement Plan on the Court’s e-Bulletin Board the Settlement Proposal shall be considered to be duly delivered to all creditors.
Settlement Voting Hearing
Not less than 5 and not more than 15 days as of the day the Court receives the Settlement Plan the Commercial Court in Zagreb shall schedule and hold a hearing at which the creditors shall vote on the settlement.
The Settlement shall be considered accepted if the majority of all creditors has voted in its favour and if in each creditor group the sum of claims filed by creditors who have voted in favour of the settlement is greater than the sum of claims filed by creditors who have voted against accepting the settlement. Exceptionally, the settlement shall be considered accepted if the total sum of claims filed by creditors who voted in favour of the settlement amounts to not less than two thirds of the total claims.
Upon proposal of the Extraordinary Trustee the Court shall establish a list of creditors and voting rights held by them in the hearing. For the purpose of the settlement voting hearing it shall be considered that voting rights are held by all creditors whose claims have been verified. Creditors with contested claims shall be recognized to hold voting rights if at the settlement voting hearing the Extraordinary Trustee and the attending creditors with voting rights so agree. If an agreement cannot be reached, the decision shall be made by the court at the hearing by way of ruling against which no special complaint shall be permitted.
The creditors whose contested claims are in litigation for possible verification will have the right to vote on the settlement should their claims be verified before the court by the time of the settlement voting hearing. Should the claims fail to be verified, the said creditors will not have voting rights. Necessary reservations shall be made in the settlement so that the creditors might be paid on the basis of settlement should their claims be verified at a later date.
No voting rights are held by affiliated persons subject to the extraordinary administration procedure.
The Court confirms the Settlement
The High Commercial Court of Zagreb through its Council consisting of judges Branka Vučaj, Chairwoman of the Council, Dubravka Zubović, Judge Rapporteur and Nevenka Marković, Member of the Council in the Extraordinary Administration Procedure over the debtor Agrokor and its subsidiary and affiliated companies passed a ruling whereby they refused and dismissed all appeals lodged by the creditors to the Ruling of the Commercial Court of Zagreb dated 6 July, 2018 confirming the Settlement Plan adopted by the creditors in the Extraordinary Administration Procedure at the voting hearing held on 4 July, 2018.
The regularity and legality of the contested Ruling was investigated by assessing and analysing the 87 individually lodged appeals and the Council decided that the appeals were partly not substantiated and partly not permitted.
26 October 2018. – High Commercial Court Confirms Creditors’ Settlement Plan for Agrokor
Confirmation of the Settlement by the High Commecrial Court means that the most important prerequisite for the commencement of the Settlement implementation is fulfilled. Settlement implementation is a demanding project that will take place in the following months and the process of transfering business activities to the new Group is highly complex and includes more than 100.000 steps. The project is in the final stages of preparation. More than 90 people already work on carrying out the steps of the implementation plan and another 250 people will get involved in the project team work over the course of the next two weeks. More than 30 workshops were held as well as a number of coordination and Q&A meetings daily. The pilot companies in the process are Konzum and Ledo. Over the course of the entire implementation period all companies will continue with their normal operations.
Completion of the Extraordinary Administration Procedure
The Extraordinary Administration Procedure shall end with:
- the implementation of the Settlement, or
- the legal coming into force of the Ruling on the abolition of the Extraordinary Administration procedure due to the Court not having approved the Settlement, or
- the expiry of 15 months as of the day of opening the Extraordinary Administration Procedure if no Settlement has been concluded within the respective deadline, i.e. on July 10, 2018.