Oleg Mikhasenko: owner of the group

analysisThe company's own documents name Oleg Mikhasenko as its sole beneficiary and ultimate controlling party: the April 2025 note prospectus states this for the company and describes him as the sole ultimate beneficial owner of the group, and the audited consolidated statements for 2022 state that he is the sole beneficiary and ultimate controlling party of the group. The audited statements of the Kazakh subsidiary name him as its ultimate controlling party, describing him in the statements for 2024, authorised for issue on 26 May 2025, as a resident of Russia and in those for 2025, authorised on 29 May 2026, as a resident of the UAE. ^{1 2 3 4}

analysisIn its own statement as of 17 April 2025, the issuer's prospectus describes him as a Russian natural person who is not subject to any sanctions and has no political exposure, and warns investors that he is not immune from further sanctions against Russia. ¹

analysisA Russian technology-industry biography describes Oleg Vladimirovich Mikhasenko as a co-founder in 1991 of the brokerage partnership BrokerCreditService (BCS) and, since June 1995, president and main shareholder of the BCS financial group. It lists him as deputy general director (2009–2011) and then president and chairman of the management board of BCS Company from 17 January 2011, a member of the board of BCS Bank from 27 June 2012 and its chairman from 3 September 2020, managing director of FG BCS LTD's operations department from 1 February 2018 to 24 May 2020, and part-time director of FG BCS LTD's Moscow branch from 25 May 2020. It also records board seats at SPB Exchange from 17 May 2019, at Uralsib Management Company, later BCS Wealth Management, as chairman from 23 December 2019, and at BCS Global Markets Holding from 15 January 2020. ^{1 2}

analysisThe UK companies register recorded Mr Oleg Mikhasenko, a Russian national resident in Russia, as a person with significant control of the group's UK broker GBM Securities Limited (company 08040031), with 75% or more of the shares and voting rights, from 6 April 2016 until 27 June 2024, the day the group completed the sale of the company. ^{3 4}

analysisThe group's statements record three sales of subsidiaries to him as its ultimate shareholder. On 30 May 2022 the group disposed of Seldthorn Private Equity Ltd to him, recognising RR 1,092,275 thousand, the difference between the subsidiary's negative net assets and the consideration, as a contribution from the shareholder. On 19 January 2023 it sold him BCS Holding LLC, whose business made up the whole of the group's Russian segment, for RR 9,990 thousand, accounting for the difference of about RR 43 billion from the net assets disposed of as a distribution to the shareholder. During 2023 it also disposed of Danofe Trading Limited to him, again recognising the difference between net assets and consideration as a contribution from the shareholder. ^{1 2 3 4}

analysisRecords from a leak of offshore-company data current to 2010, published by an investigative journalism organisation, list 'Mr. Oleg Mikhasenko' as a shareholder from 24 April 2006 of Amazon United Limited, a company incorporated on 29 March 2006 with links to Russia and the British Virgin Islands. Amazon United Limited is the former name of BCS Holding International Limited, the British Virgin Islands company that was the group's top holding company until 2016. Appearance in leaked records does not in itself indicate wrongdoing, and the identification of the shareholder with the company's beneficial owner rests on the name and on Amazon United's later role as the group's holding company. ^{1 2}

analysisIn the Tyazhstankogidropress damages case Mikhasenko took part as a third party. The claimant asked for him to be added as a co-defendant, arguing that he was the beneficiary of the BCS group, controlled the defendant companies and had given them direct instructions on the terms of the share purchases; the court refused on 2 October 2023, finding among other things that the buyers were legal entities rather than him, and on 10 November 2023 the appeal court upheld the refusal, holding that the claimant had produced no evidence that Mikhasenko had taken actions with the shares that caused him substantial harm, or had derived any benefit from challenging the disposal of the company's property. Azimut and Mikhasenko had filed responses asking the appeal court to uphold the refusal as lawful and well founded. ^{1 2}

analysisA Russian business daily reported on 10 March 2022 that the Arbitration Court of the Novosibirsk Region had refused to include his RUB 124.8 million claim in the register of creditors of Nikolai Stepakin, finding that a RUB 100 million loan agreement between the two men from December 2018 was a sham covering a loan from Mikhasenko to SMC Stilline, made so as to avoid a ban on borrowing without the consent of another creditor, and that the ruling referred to an August 2020 ruling establishing the affiliation of BCS Bank, Mikhasenko, Stepakin and SMC Stilline. The ruling itself is not in the retained record; the account is the newspaper's. ³