The main action in the London Court will only begin in 2024.
In view of the published news that the London Court determines the freezing of Isabel dos Santos’ assets, the following:
The founding shareholders of Unitel S.A. approved in 2010 at the General Meeting a plan for the internationalization of the mobile operator, and made the decision to acquire telecommunications companies outside Angola, in order to expand the business and grow the company. Unitel International Holdings BV was acquired in 2012 with the purpose of being owned by three shareholders of UNITEL SA, namely GENI, VIDATEL AND MERCURY (SONANGOL U.E.E.), who signed an agreement for the sharing of shares of Unitel International Holdings BV in May 2012.
In this agreement signed in 2012, the shareholders agreed to distribute UIH’s shares between GENI, VIDATEL and MERCURY (Sonangol). The loans granted by Unitel S.A. to Unitel International Holdings BV were all approved at Unitel’s General Meeting in 2014, and the seven loan agreements were signed by three members of the Board of Directors of Unitel S.A. in accordance with Unitel’s statutes.
The entire amount of the loans granted by UNITEL S.A. to Unitel International Holdings BV was used for the acquisition of the shares of the telecommunications operators Unitel T+ Cabo Verde, Unitel São Tomé and NOS Portugal, within the scope of the internationalization plan approved by the shareholders of UNITEL S.A.
The amount of loans granted by Unitel S.A. to Unitel International Holdings BV was EUR 325,305,539.00 and USD $43,937,301.00, all of which was fully and solely used for the acquisition of the companies Unitel T+ Cabo Verde and Unitel São Tomé and the stake in NOS Portugal. Eng Isabel dos Santos has never received any payments or dividends, and nor has she received any salary from Unitel International Holding BV.
The freezing order which has been granted by the High Court in London was granted at the request of Unitel S.A. Unitel S.A., which was nationalized by the Angolan state in October 2022, now alleges that the aforementioned loans were not duly approved by Unitel S.A. and that Eng Isabel dos Santos acted in breach of her responsibilities as a director of Unitel S.A. because she permitted “uncommercial” loans to be made to Unitel International Holdings BV with the aim of benefitting herself. In January 2020, the Angolan State, through the PGR (Angola Attorney General) by a rogatory letter to Portugal, froze the bank accounts of Unitel International Holding BV, and thereby prevented Unitel International Holding BV from paying interest on the loans from Unitel SA and from repaying those loans.
At this stage, as is the norm with interlocutory measures, the Court has not yet had the opportunity to verify the alleged facts, since it is a preliminary stage of the proceedings, the witnesses are not heard. Contrary to what is now claimed by the nationalized company UNITEL S.A., the loans from UNITEL S.A. to Unitel International Holdings were not approved and signed by Eng. Isabel dos Santos alone. The loans were subject to a collegial approval by Unitel’s General Shareholders’ Meeting in 2014, and were also signed by three members of the Board of Directors.
Unitel S.A. informed the Ministry of Telecommunications of Angola in 2012 about its intended internationalization plan, and about the acquisition of stakes in NOS, Unitel T+ Cabo Verde, Unitel São Tomé, and a high-level delegation from the Government of Angola was present at the inauguration of the latter operators.
Likewise, these loan agreements between Unitel SA and Unitel International Holdings BV were submitted and approved to the National Bank of Angola (BNA), which licensed and approved the loans and the respective payments abroad based on the requests by UNITEL SA’s Directors and Shareholders. The main claim in the proceedings is continuing, although it is still at a very early stage with pleadings not yet complete.
OFFICIAL Statement from office of Isabel dos Santos
