DCI Advisors Limited

(the "Company")

Update on legal actions with Dolphin Capital Partners Limited ("DCP")

13 December 2023

The Board of DCI Advisors Ltd ("DCI" or the "Company") provides the following  update  on all current legal disputes between the Company and its former Investment Manager, DCP, and DCP's close business partners. The background for these legal disputes is that the Company terminated the Investment Management Agreement dated 1 December 2021 (the "IMA") between the Company and DCP on 20 March 2023 on the basis of a repudiatory breach of contract by DCP for failing to disclose a share option contract in relation to the sale of the Amanzoe resort in 2018 (the "Undisclosed Share Option Agreement").

1.    The most recent development is the filing of criminal charges in Greece by DCI against Miltos Kambourides, Michael Tsirikos, and some members of staff of DCP and DCP's close business partner Zoniro SA in Greece. These criminal charges were filed on 12 December 2023, and involve allegations of money laundering, and the abuse of corporate governance. In total 9 individual cases were filed as part of these criminal charges.

2.    In August 2023, DCP's close business partner Zoniro Ltd issued a statutory demand claiming that certain sums were payable to it by DCI and another DCI group company. As background, Zoniro SA (until 2015 part of DCI) used to be DCI's project development manager for its Greek assets until the termination of the agreements with Zoniro by DCI for suspected misconduct. DCI has issued proceedings in the Commercial Court in the BVI to formally set aside the two statutory demands, and has explained in its court filings the close relationship between DCP and Zoniro and evidence of collusion between the two to cause harm to DCI. Zoniro has not responded to DCI's proceedings, and is now out of time to do so, suggesting that it has no answer to the allegations set out in DCI's evidence. A hearing is scheduled to be held in the BVI Court in February 2024 when the matter will be determined. Until that time, we do not expect any material developments in those proceedings.  Zoniro also started legal proceedings against one of DCI's subsidiaries in Greece, and the Greek affiliate is defending the case vigorously.

3.    In early April 2023, DCP filed a claim in the High Court of Justice of England and Wales against DCI alleging a repudiatory breach of contract by the Company in relation to the termination of the IMA (the "Commercial Claim") and claiming for unpaid fees. The Company considers the Commercial Claim to be opportunistic, and without merit and is defending it vigorously. The Company filed its defence and counterclaim in June 2023, and it has also applied to accelerate the matter by filing a reverse summary judgment / strike out application to summarily determine the principal points of each party's claims and counterclaims. The reverse summary judgment hearing is scheduled to be held in March 2024.

As the above actions show, the Company will pursue all legal options to defend itself and recover the value arising from the Undisclosed Share Option Agreement and damages from other cases. The directors continue to believe that the value of the Undisclosed Share Option Agreement could be material in the context of the size of the Company, but at this time they are not in a position to be able to put a precise quantum on the Undisclosed Share Option. No accrual has therefore been made in the Company's financial accounts although the costs of all legal actions are accrued as they are incurred.  

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