Document dzxnZQGZNg45vpRGDMNR4eeR

FILE NAME Cape Asbestos CAPE DATE 2023 DOC CAPE102 DOCUMENT DESCRIPTION Legal - Tibbs Case - Cape Third Party Complaint ELECTRONICAL Y ELECTRONICALY ELCTRONIAY STATE OF SOUTH CAROLINA COUNTY OF RICHLAND JOHN A. TIBBS and MARGARET B. TIBBS IN THE COURT OF COMMON PLEAS FOR THE FIFTH JUDICIAL CIRCUIT FILED Plaintiffs - V. A No. 40-01759 2023 Jun 3M COMPANY 4520 CORP INC A.O. In Re 30 SMITH CORPORATION A.W. HESTERTON Asbestos Personal Injury Litigation 10:18 COMPANY ABB AIR & LIQUID SYSTEMS CORPORATION 2010 Coordinated Docket WIND DOWN CORP AMENTUM AM - ENVIRONMENT & ENERGY INC SUMMONS DARLING VALVE COMPANY RICHLAND ARMSTRONG INTERNATIONAL INC ASBESTOS CORPORATION LIMITED - ASCO L.P ATLAS ASBESTOS CO ATLAS TURNER INC AWT AIR COMPANY INC BAHNSON INC BANNER INDUSTRIES INTERNATIONAL COMON INC BANNER INDUSTRIES LLC PLEAS BANNER INDUSTRIES OF N.E. INC BARRETTS MINERALS INC BEATY - INVESTMENTS INC BECHTEL CORPORATION THE BONITZ COMPANY BRAND INSULATIONS INC BW INC CANVAS CT LLC CAPE PLC CARBOLINE 203CP41759 COMPANY CB LAURENS INC CLEAVER INC CONSOLIDATED ELECTRICAL DISTRIBUTORS INC VULCAN INC COVIL CORPORATION CRANE INSTRUMENTATION & SAMPLING INC CROSBY VALVE LLC DANIEL INTERNATIONAL CORPORATION DAVIS MECHANICAL CONTRACTORS INC DEZURIK INC DUKE ENERGY CAROLINAS LLC DUKE ENERGY CORPORATION EATON CORPORATION ELLINGTON INSULATION COMPANY INC EMERSON ELECTRIC CO FISHER CONTROLS INTERNATIONAL LLC FLAME REFRACTORIES INC LOWSERVE CORPORATION FLOWSERVE US INC FLUOR CONSTRUCTORS ELECTRONICAL Y ELECTRONICALY ELCTRONIAY INTERNATIONAL FLUOR CONSTRUCTORS INTERNATIONAL INC FLUOR DANIEL SERVICES ORPORATION FLUOR ENTERPRISES INC FMC FILED CORPORATION FOSTER WHEELER ENERGY CORPORATION GARDNER - 2023 DENVER NASH LLC GENERAL BOILER CASING COMPANY INC GENERAL CABLE CORPORATION GENERAL CABLE Jun INDUSTRIES INC GENERAL ELECTRIC 30 COMPANY GOULD ELECTRONICS INC GOULDS PUMPS INCORPORATED 10:18 GOULDS PUMPS LLC GREAT BARRIER AM INSULATION CO GRINNELL LLC - HAJOCA CORPORATION HOWDEN RICHLAND NORTH AMERICA INC HPC INDUSTRIAL SERVICES LLC IMO INDUSTRIES INC ITT LLC JOY GLOBAL UNDERGROUND - MINING LLC MAC SERVICES COM ON INCORPORATED METROPOLITAN LIFE INSURANCE COMPANY MINE SAFETY APPLIANCES COMPANY LLC MP PLEAS SUPPLY INC THE NASH ENGINEERING COMPANY OCCIDENTAL CHEMICAL CORPORATION PARAMOUNT GLOBAL - PATTERSON PUMP COMPANY PECW HOLDING COMPANY PFIZER INC PIEDMONT INSULATION INC PLASTICS ENGINEERING COMPANY PRESNELL 203CP41759 INSULATION CO INC REDCO CORPORATION RILEY POWER INC ROCKWELL AUTOMATION INC RSCC WIRE & CABLE LLC SCHNEIDER ELECTRIC USA INC SEQUOIA VENTURES INC SPIRAX SARCO INC SPX CORPORATION STAFFORD INSULATION COMPANY STANDARD INSULATION COMPANY OF N. C. INC STARR DAVIS COMPANY INC STARR DAVIS COMPANY OF S.C. INC STERLING FLUID SYSTEMS USA LLC TE WIRE & CABLE LLC THERMO ELECTRIC COMPANY INC UNION CARBIDE CORPORATION VALVES AND CONTROLS US INC VELAN VALVE CORP VIKING PUMP INC VISTRA INTERMEDIATE ELECTRONICAL Y ELECTRONICALY ELCTRONIAY COMPANY LLC THE WILLIAM POWELL COMPANY WIND UP LTD YUBA HEAT TRANSFER LLC and ZURN INDUSTRIES LLC FILED Defendants - *** ROR KARR ORR ROR KK ROR *** *** 2023 Jun CAPE PLC individually and as successor in 30 interest to CAPE ASBESTOS COMPANY LIMITED by and through its duly appointed 10:18 Receiver Peter D. Protopapas AM - Third Plaintiff V. RICHLAND - ANGLO AMERICAN PLC individually and as successor in interest to ANGLO AMERICAN COM ON CORPORATION OF SOUTH AFRICA LTD DE BEERS PLC DE BEERS CENTENARY PLEAS AG DE BEERS CONSOLIDATED MINES LTD DE BEERS S.A DE BEERS UK LTD DE BEERS JEWELLERS LTD DE BEERS - JEWELLERS US INC ANGLO AMERICAN US HOLDINGS INC ELEMENT SIX US CORP ELEMENT SIX TECHNOLOGIES US CORP ELEMENT SIX TECHNOLOGIES 203CP41759 OR CORP FIRST MODE HOLDINGS INC.; PLATINUM GUILD INTERNATIONAL U.S.A. JEWELRY INC LIGHTBOX JEWELRY INC FOREVERMARK US INC ANGLO AMERICAN CROP NUTRIENTS U.S.A. LLC CHARTER CONSOLIDATED LTD ESAB CORPORATION CENTRAL MINING & INVESTMENT CORPORATION LTD CAPE HOLDCO LTD THE LAW DEBENTURE CORPORATION PLC CAPE INDUSTRIAL SERVICES GROUP LTD MOHED ALTRAD ALTRAD UK LTD CAPE UK HOLDINGS NEWCO LTD ALTRAD SERVICES LTD k CAPE INDUSTRIAL SERVICES LTD ALTRAD INVESTMENT AUTHORITY S.A.S SPARROWS OFFSHORE GROUP LTD HAWK BIDCO US ELECTRONICAL Y ELECTRONICALY INC ARRANCO US LLC SPARROWS OFFSHORE LLC THE SPARROWS GROUP LLC ELCTRONIAY Third Defendants FILED - TO THE NAMED PARTY DEFENDANTS 2023 Jun YOU ARE HEREBY SUMMONED and required to answer the Original Third 30 Complaint in this action a copy of which is hereby served on you and to serve a copy of your 10:18 AM Answer to the said Third Complaint upon the subscribers at Post Office Box 7368 - RICHLAND Columbia South Carolina 29202 within thirty 30 days after service hereof exclusive of the day of such service and if you fail to answer the Third Complaint within the time aforesaid - COM ON judgment by default will be rendered against you for the relief demanded in such Third Complaint PLEAS - Signature page follows 203CP41759 Dated June 30 2023 ELECTRONICAL Y ELECTRONICALY ELCTRONIAY Respectfully submitted GALLIVAN WHITE & BOYD P.A. By s John T. Lay Jr. FILED John T. Lay Jr. SC Bar No. 64526 Gray T. Culbreath SC Bar No. 11907 - 2023 Lindsay A. Joyner SC Bar No. 77437 Laura W. Jordan SC Bar No. 100374 Eleanor L. Jones SC Bar No. 104678 Jun 1201 Main Street Suite 1200 30 PO Box 7368 29202 Columbia SC 29201 10:18 jlay@gwblawfirm.com AM gculbreath@gwblawfirm.com - ljoyner@gwblawfirm.com RICHLAND ljordan@gwblawfirm.com ejones@gwblawfirm.com 803 779-1833 - COMON Attorneys for Party Plaintiff PLEAS - 203CP41759 ELECTRONICAL Y ELECTRONICALY ELCTRONIAY STATE OF SOUTH CAROLINA COUNTY OF RICHLAND JOHN A. TIBBS and MARGARET B. TIBBS IN THE COURT OF COMMON PLEAS FOR THE FIFTH JUDICIAL CIRCUIT FILED Plaintiffs - V. A No. 40-01759 2023 Jun 3M COMPANY 4520 CORP INC A.O. In Re 30 SMITH CORPORATION A.W. HESTERTON Asbestos Personal Injury Litigation 10:18 COMPANY ABB AIR & LIQUID SYSTEMS CORPORATION 2010 Coordinated Docket WIND DOWN CORP AMENTUM AM - ENVIRONMENT & ENERGY INC PARTY COMPLAINT DARLING VALVE COMPANY RICHLAND ARMSTRONG INTERNATIONAL INC ASBESTOS CORPORATION LIMITED - ASCO L.P ATLAS ASBESTOS CO ATLAS TURNER INC AWT AIR COMPANY INC BAHNSON INC BANNER INDUSTRIES INTERNATIONAL COMON INC BANNER INDUSTRIES LLC PLEAS BANNER INDUSTRIES OF N.E. INC BARRETTS MINERALS INC BEATY - INVESTMENTS INC BECHTEL CORPORATION THE BONITZ COMPANY BRAND INSULATIONS INC BW INC CANVAS CT LLC CAPE PLC CARBOLINE 203CP41759 COMPANY CB LAURENS INC CLEAVER INC CONSOLIDATED ELECTRICAL DISTRIBUTORS INC VULCAN INC COVIL CORPORATION CRANE INSTRUMENTATION & SAMPLING INC CROSBY VALVE LLC DANIEL INTERNATIONAL CORPORATION DAVIS MECHANICAL CONTRACTORS INC DEZURIK INC DUKE ENERGY CAROLINAS LLC DUKE ENERGY CORPORATION EATON CORPORATION ELLINGTON INSULATION COMPANY INC EMERSON ELECTRIC CO FISHER CONTROLS INTERNATIONAL LLC FLAME REFRACTORIES INC LOWSERVE CORPORATION FLOWSERVE US INC FLUOR CONSTRUCTORS ELECTRONICAL Y ELECTRONICALY ELCTRONIAY INTERNATIONAL FLUOR CONSTRUCTORS INTERNATIONAL INC FILED FLUOR DANIEL SERVICES ORPORATION FLUOR ENTERPRISES INC FMC - CORPORATION FOSTER WHEELER ENERGY CORPORATION GARDNER 2023 Jun DENVER NASH LLC GENERAL BOILER CASING COMPANY INC GENERAL CABLE CORPORATION GENERAL CABLE 30 10:18 INDUSTRIES INC GENERAL ELECTRIC COMPANY GOULD ELECTRONICS INC GOULDS PUMPS INCORPORATED AM - GOULDS PUMPS LLC GREAT BARRIER INSULATION CO GRINNELL LLC RICHLAND HAJOCA CORPORATION HOWDEN NORTH AMERICA INC HPC INDUSTRIAL SERVICES LLC IMO INDUSTRIES INC - ITT LLC JOY GLOBAL UNDERGROUND COMON MINING LLC MAC SERVICES INCORPORATED METROPOLITAN LIFE INSURANCE COMPANY MINE SAFETY APPLIANCES COMPANY LLC MP SUPPLY INC THE NASH ENGINEERING PLEAS - COMPANY OCCIDENTAL CHEMICAL CORPORATION PARAMOUNT GLOBAL PATTERSON PUMP COMPANY PECW HOLDING COMPANY PFIZER INC 203CP41759 PIEDMONT INSULATION INC PLASTICS ENGINEERING COMPANY PRESNELL INSULATION CO INC REDCO CORPORATION RILEY POWER INC ROCKWELL AUTOMATION INC RSCC WIRE & CABLE LLC SCHNEIDER ELECTRIC USA INC SEQUOIA VENTURES INC SPIRAX SARCO INC SPX CORPORATION STAFFORD INSULATION COMPANY STANDARD INSULATION COMPANY OF N. C. INC STARR DAVIS COMPANY INC STARR DAVIS COMPANY OF S.C. INC STERLING FLUID SYSTEMS USA LLC TE WIRE & CABLE LLC THERMO ELECTRIC COMPANY INC UNION CARBIDE CORPORATION VALVES AND CONTROLS -7- ELECTRONICAL Y ELECTRONICALY ELCTRONIAY US INC VELAN VALVE CORP VIKING PUMP INC VISTRA INTERMEDIATE FILED COMPANY LLC THE WILLIAM POWELL COMPANY WIND UP LTD YUBA HEAT - TRANSFER LLC and ZURN INDUSTRIES LLC 2023 Defendants Jun 30 10:18 ** oo 2 so KOR OR RK *** CAPE PLC individually and as successor in AM - interest to CAPE ASBESTOS COMPANY LIMITED by and through its duly appointed RICHLAND Receiver Peter D. Protopapas Third Plaintiff - COMON V. ANGLO AMERICAN PLC individually and as successor in interest to ANGLO AMERICAN CORPORATION OF SOUTH AFRICA LTD PLEAS - DE BEERS PLC DE BEERS CENTENARY AG DE BEERS CONSOLIDATED MINES LTD DE BEERS S.A DE BEERS UK LTD DE BEERS JEWELLERS LTD DE BEERS 203CP41759 JEWELLERS US INC ANGLO AMERICAN US HOLDINGS INC ELEMENT SIX US CORP ELEMENT SIX TECHNOLOGIES US CORP ELEMENT SIX TECHNOLOGIES OR CORP FIRST MODE HOLDINGS INC.; PLATINUM GUILD INTERNATIONAL U.S.A. JEWELRY INC LIGHTBOX JEWELRY INC FOREVERMARK US INC ANGLO AMERICAN CROP NUTRIENTS U.S.A. LLC CHARTER CONSOLIDATED LTD ESAB CORPORATION CENTRAL MINING & INVESTMENT CORPORATION LTD CAPE HOLDCO LTD THE LAW DEBENTURE CORPORATION PLC CAPE INDUSTRIAL SERVICES GROUP LTD MOHED ALTRAD ALTRAD UK LTD CAPE UK HOLDINGS NEWCO LTD ALTRAD -8- ELECTRONICAL Y ELECTRONICALY ELCTRONIAY SERVICES LTD k CAPE INDUSTRIAL SERVICES LTD ALTRAD INVESTMENT FILED AUTHORITY S.A.S SPARROWS OFFSHORE GROUP LTD HAWK BIDCO US - INC ARRANCO US LLC SPARROWS OFFSHORE LLC THE SPARROWS GROUP 2023 LLC Jun Third Defendants 30 10:18 COMES NOW Cape PLC individually and as successor in interest to Cape Asbestos AM - Company Ltd. Third Plaintiff by and through its duly appointed receiver Peter D. RICHLAND Protopapas the Receiver complaining of the Third Defendants Anglo American PLC - individually and as successor in interest to Anglo American Corporation of South Africa Ltd. De Beers PLC De Beers Centenary AG De Beers Consolidated Mines Ltd. De Beers S.A. De COMON Beers UK Ltd. De Beers Jewellers Ltd. De Beers Jewellers US Inc. Anglo American US PLEAS - Holdings Inc. Element Six US Corp. Element Six Technologies US Corp. Element Six Technologies OR Corp. First Mode Holdings Inc. Platinum Guild International U.S.A. Jewelry Inc. Lightbox Jewelry Inc. Forevermark US Inc. Anglo American Crop Nutrients 203CP41759 U.S.A. LLC Charter Consolidated Ltd. ESAB Corporation Central Mining & Investment Corporation Ltd. Cape Holdco Ltd. The Law Debenture Corporation PLC Cape Industrial Services Group Ltd. Mohed Altrad Altrad UK Ltd. Cape UK Holdings NewCo Ltd. Altrad Services Ltd. k Cape Industrial Services Ltd. Altrad Investment Authority S.A.S. Sparrows Offshore Group Ltd. Hawk BidCo US Inc. Arranco US LLC Sparrows Offshore LLC , and The Sparrows Group LLC collectively Third Defendants who through undersigned counsel respectfully shows unto the Court as follows ELECTRONICAL Y ELECTRONICALY INTRODUCTORY STATEMENT EFLCITRLONIEADY This lawsuit seeks to finally hold accountable three groups of Third Defendants - including their predecessors in interest who are responsible for the sale and use of asbestos or 2023 Jun containing products throughout the United States including in South Carolina and which caused or materially contributed to thousands of deaths from mesothelioma or other asbestos- 30 10:18 related disease and billions of dollars of past present and calculable future damages For decades AM - certain of these Third Defendants created sham transactions to feign exits of the asbestos RICHLAND industry in the United States leaving shells and an absence of insurance coverage to account for their massive liability exposure And also for decades they hid behind or within byzantine - COM ON collectives of limited liability and other holding companies internationally avoiding responsibility while continuing to reap the profits from the sales of asbestos and containing products PLEAS throughout the United States including in South Carolina In sum these three groups of Third- - Party Defendants have wreaked havoc in the United States padded their already massive coffers with blood money on top of blood money and amused themselves with the supposed ingenuity of their scheme to avoid any responsibility This lawsuit begins their reckoning PARTIES 203CP41759 1. Third Plaintiff appearing by and through its duly appointed Receiver who maintains his principal place of business in Richland County South Carolina brings this party complaint On March 17 2023 this Court appointed the Receiver to undertake actions to administer all assets of Third Plaintiff See Cape PLC Receivership Order 2. The Receiver is informed and believes that Third Defendant Anglo American PLC individually and as successor in interest to Anglo American Corporation of South Africa Ltd. is 10 ELECTRONICAL Y ELECTRONICALY a corporation organized under the laws of England United Kingdom with its principal place of EFLCITRLONIEADY business located in London England United Kingdom - 3. The Receiver is informed and believes that Third Defendant De Beers PLC is a 2023 Jun corporation organized under the laws of the Bailiwick of Jersey with its principal place of business located in St. Helier Jersey 30 10:18 4. The Receiver is informed and believes that Third Defendant De Beers Centenary AG AM - is a corporation organized under the laws of Switzerland with its principal place of business in RICHLAND Emmenbr^...ckeSwitzerland 5. The Receiver is informed and believes that Third Defendant De Beers Consolidated - COM ON Mines Ltd. is a corporation organized under the laws of the Republic of South Africa with its principal place of business in Kimberly Northern Cape South Africa 6. The Receiver is informed and believes that Third Defendant De Beers S.A. is a PLEAS - corporation organized under the laws of the Grand Duchy of Luxembourg with its principal place of business in the Grand Duchy of Luxembourg 7. The Receiver is informed and believes that Third Defendant De Beers UK Ltd. is a corporation organized under the laws of England United Kingdom with its principal place of 203CP41759 business in London England United Kingdom 8. The Receiver is informed and believes that Third Defendant De Beers Jewellers Ltd. is a corporation organized under the laws of England United Kingdom with its principal place of business in London England United Kingdom 11 ELECTRONICAL Y ELECTRONICALY 9. The Receiver is informed and believes that Third Defendant De Beers Jewellers US EFLCITRLONIEADY Inc. is a corporation organized under the laws of the State of Delaware with its principal place of - business in Fairfield County Connecticut 2023 Jun 10. The Receiver is informed and believes that Third Defendant Anglo American US Holdings Inc. is a corporation organized under the laws of the State of Delaware with its principal 30 10:18 place of business in New Castle County Delaware AM - 11. The Receiver is informed and believes that Third Defendant Element Six US Corp. RICHLAND is a corporation organized under the laws of the State of New York with its principal place of business in Harris County Texas - COM ON 12. The Receiver is informed and believes that Third Defendant Element Six Technologies US Corp. is a corporation organized under the laws of the State of Delaware with its principal place of business in Santa Clara County California PLEAS - 13. The Receiver is informed and believes that Third Defendant Element Six Technologies OR Corp. is a corporation organized under the laws of the State of Delaware with its principal place of business in Multnomah County Oregon 14. The Receiver is informed and believes that Third Defendant First Mode Holdings 203CP41759 Inc. is a corporation organized under the laws of the State of Delaware with its principal place of business in King County Washington 15. The Receiver is informed and believes that Third Defendant Platinum Guild International U.S.A. Jewelry Inc. is a corporation organized under the laws of the State of New York with its principal place of business in New York County New York -12- ELECTRONICAL Y ELECTRONICALY 16. The Receiver is informed and believes that Third Defendant Lightbox Jewelry Inc. EFLCITRLONIEADY is a corporation organized under the laws of the State of Delaware with its principal place of - business in Kent County Delaware 2023 Jun 17. The Receiver is informed and believes that Third Defendant Forevermark US Inc. is a corporation organized under the laws ofthe State of Delaware with its principal place of business 30 10:18 in Fairfield County Connecticut AM - 18. The Receiver is informed and believes that Third Defendant Anglo American Crop RICHLAND Nutrients U.S.A. LLC is a corporation organized under the laws of the State of Colorado with its principal place of business in Burleigh County North Dakota - COM ON 19. The Receiver is informed and believes that Third Defendant Charter Consolidated Ltd. is a corporation organized under the laws of England United Kingdom with its principal place of business located in Essex England United Kingdom PLEAS - 20. The Receiver is informed and believes that Third Defendant ESAB Corporation is a corporation organized under the laws of the State of Delaware with its principal place of business in Montgomery County Maryland 21. The Receiver is informed and believes that Third Defendant Central Mining & 203CP41759 Investment Corporation Ltd. is a corporation organized under the laws of England United Kingdom with its principal place of business located in Essex England United Kingdom 22. The Receiver is informed and believes that Third Defendant Cape Holdco Ltd. is a corporation organized under the laws of England United Kingdom with its principal place of business in Warrington England United Kingdom 13- ELECTRONICAL Y ELECTRONICALY 23. The Receiver is informed and believes that Third Defendant The Law Debenture EFLCITRLONIEADY Corporation PLC is a corporation organized under the laws of England United Kingdom with its - principal place of business in London England United Kingdom 2023 Jun 24. The Receiver is informed and believes that Third Defendant Cape Industrial Services Group Ltd. is a corporation organized under the laws of England United Kingdom with its 30 10:18 principal place of business in Warrington England United Kingdom AM - 25. The Receiver is informed and believes that Third Defendant Mohed Altrad is an RICHLAND individual who resides in Montpelier France 26. The Receiver is informed and believes that Third Defendant Altrad UK Ltd. is a - COM ON corporation organized under the laws of England United Kingdom with its principal place of business in Warrington England United Kingdom 27. The Receiver is informed and believes that Third Defendant Cape UK Holdings PLEAS - NewCo Ltd. is a corporation organized under the laws of England United Kingdom with its principal place of business in Warrington England United Kingdom 28. The Receiver is informed and believes that Third Defendant Altrad Services Ltd. k Cape Industrial Services Ltd. is a corporation organized under the laws of England United 203CP41759 Kingdom with its principal place of business in Warrington England United Kingdom 29. The Receiver is informed and believes that Third Defendant Altrad Investment Authority S.A.S. is a corporation organized under the laws of France with its principal place of business in Florensac France 14- ELECTRONICAL Y ELECTRONICALY 30. The Receiver is informed and believes that Third Defendant Sparrows Offshore EFLCITRLONIEADY Group Ltd. is a corporation organized under the laws of Scotland United Kingdom with its - principal place of business in Aberdeen Scotland United Kingdom 2023 Jun 31. The Receiver is informed and believes that Third Defendant Hawk BidCo US Inc. is a corporation organized under the laws ofthe State of Delaware with its principal place of business 30 10:18 in Harris County Texas AM - 32. The Receiver is informed and believes that Third Defendant Arranco US LLC is a RICHLAND limited liability company organized under the laws of the State of Delaware with its principal place of business in New Castle County Delaware - COM ON 33. The Receiver is informed and believes that Third Defendant Sparrows Offshore LLC is a limited liability company organized under the laws of the State of Delaware with its principal place of business in Harris County Texas PLEAS - 34. The Receiver is informed and believes that Third Defendant The Sparrows Group LLC is a limited liability company organized under the laws of the State of Delaware with its principal place of business in Harris County Texas 35. The Receiver believes that one or more additional companies were likewise involved in the 203CP41759 alleged acts described herein and are liable for the same alleged harms under the same or similar theories of liability Additional Third Defendants Those Additional Third Defendants may include one or more companies operated or managed by organizations located in the United States United Kingdom South Africa Luxembourg Lichtenstein Switzerland or other jurisdictions which have been used to obfuscate responsibilities with and control over Cape PLC during the relevant period alleged herein which were or are alter ego entities of Cape PLC 15- ELECTRONICAL Y ELECTRONICALY or which otherwise facilitated took part in or benefited from the avoidance scheme EFLCITRLONIEADY described herein When the identities of these Additional Third Defendants become known - to Third Plaintiff this Complaint may be amended nunc pro tunc to state the identities of 2023 Jun such Additional Third Defendants 30 JURISDICTION 10:18 36. This Court has jurisdiction over the matters alleged herein pursuant to S.C. Code Ann AM - 36-2-802 and 36-2-803 Article V of the Constitution of the State of South Carolina and the RICHLAND Court's plenary powers This Court appointed Peter D. Protopapas as Receiver of Third - Plaintiff 37. Upon information and belief each of the Third Defendants is subject to this Court's COMON PLEAS jurisdiction because among other things this action arises from the acts of each Third Defendant and their agents conspirators predecessors in interest and amalgamated - corporate parents ) transacting business in the State ii contracting to supply services or things in the State iii committing a litany of tortious acts in whole or in part in the State iv causing 203CP41759 injuries and deaths in the State by acts or omissions outside the State while regularly conducting or soliciting business engaging in a persistent course of conduct or deriving substantial revenue from goods used or consumed or services rendered in the State v having an interest in using or possessing real property in the State vi entering into a contract to be performed in whole or in part by either party in the State and vii producing manufacturing or distributing goods with the reasonable expectation or in this case the actual knowledge that those goods are to be used or consumed in the State and were so used or consumed See S.C. Code 3 6-2-803 7 16- ELECTRONICAL Y ELECTRONICALY VENUE EFLCITRLONIEADY 38. Venue is proper in this Court as it is the Receiver Court with cases pending and anticipated new filings in this Court Further on March 3 2019 pursuant to the Order of the Supreme Court - 2023 of South Carolina Order Number 2017-03-03-01 the Honorable Jean H. Toal was appointed to Jun have jurisdiction in all circuits in the State to dispose of all pretrial matters and motions as well 30 as trials arising out of asbestos and asbestos litigation filed within the state court system Thus 10:18 AM - the Honorable Jean H. Toal will have jurisdiction over this matter RICHLAND FACTUAL BACKGROUND 39. Although this complaint arises out of events commencing many decades ago and - COM ON continuing for decades those events led to and resulted in asbestos disease that continues to be diagnosed in and suffered by residents of South Carolina to this day As described in detail below Third Defendants including their predecessors in interest are directly responsible PLEAS - for injuries caused by these events especially by the sale and use of asbestos or containing products throughout the United States including in South Carolina 40. Cape PLC is the successor in interest to Cape Industries Ltd. k Cape Asbestos Company Ltd. and its subsidiaries and global affiliates collectively Cape which was and is a 203CP41759 private company organized and existing under the laws of the United Kingdom with its principal place of business in England At all times relevant Cape was deeply involved in all elements of the global asbestos industry mining hundreds of thousands of tons of raw asbestos in Apartheid- era South Africa and then selling asbestos fiber to scores of manufacturers of containing products in the United substantial quantities of which were used in South Carolina 17- ELECTRONICAL Y ELECTRONICALY 41. Cape's historic operations involved a complex scheme to sell millions and millions of EFLCITRLONIEADY dollars of knowing with certainty that it would kill and maim tens of thousands of - Americans at the same time developing and executing on a ploy to escape any legal or 2023 Jun financial responsibility to the people harmed by intentionally depleting its based subsidiary of attachable assets It is sadly unsurprising that Cape acting with various other foreign entities 30 10:18 concocted this scheme because Cape boldly admitted that it had no moral responsibility to the AM - people injured or killed by Cape's asbestos products CAPE000486 Executing on that scheme RICHLAND Cape allowed default judgments against it in asbestos lawsuits across the United States and simply absconded leaving no assets for recovery Ultimately as averred below Cape and its affiliated - COM ON domestic and foreign entities got extraordinarily wealthy off the suffering and deaths of tens of thousands and then cheated the system to escape responsibility for its and their tortious misconduct PLEAS - 42. How does a company like Cape pull off such a scheme Because Cape was part of a South African mining empire that enjoyed unparalleled political power resource wealth commercial and legal deviousness and wholesale antipathy towards ethical business practices and any decent concept of responsibility More specifically Cape was the industrial gem of the Anglo and De 203CP41759 Beers mining houses which were controlled by the powerful Oppenheimer family of Johannesburg See e.g. Laurie Flynn Studded with Diamonds and Paved with Gold Miners Mining Companies and Human Rights in Southern Africa 180 1992 hereinafter Flynn 1992 Cape Industries a registered part of Harry Oppenheimer's Anglo American empire . . was among the biggest asbestos producers from the beginning 18 ELECTRONICAL Y ELECTRONICALY 43. As averred herein those Third Defendants are responsible for a scheme that EFLCITRLONIEADY included without limitation the following acts - a Failing to follow corporate formalities among affiliated entities with a select few 2023 Jun entities and individuals dominating the management and operations of Cape and its parent company Charter Consolidated Ltd 30 10:18 b Leveraging that common ownership and control of numerous mining and other AM - investment entities to effectively dominate the South African economy and global RICHLAND market for certain forms of asbestos c Creating and operating a byzantine web of entities with the deliberate purpose of - COM ON avoiding public scrutiny and escaping the liabilities of the affiliated companies and their shareholders d Siphoning funds from entities within that web including Cape's sole American PLEAS - subsidiary to maximize the financial return to Cape's overseas owners eliminate liabilities and escape responsibility by neutralizing the risk of asset attachment by tort creditors and e Destroying corporate records and publicly misrepresenting the nature of Cape's 203CP41759 business and avoidance scheme in the United States all designed to avoid responsibility to the tens of thousands of people injured by Cape asbestos 44. Each of the named Third Defendants facilitated and caused Cape's based sales and avoidance scheme or otherwise acted as successors in interest to or beneficiaries of entities involved in that scheme and thus are responsible for the alleged bodily injury underlying the claims against Cape PLC across the United States including specifically in South Carolina 19 ELECTRONICAL Y ELECTRONICALY I. Cape Was Established As Part of a South African Mining Empire EFLCITRLONIEADY 45. Cape A De Affiliated Project From its beginning Cape was formed to act in - coordination with powerful mining interests in South Africa Specifically in 1891 Francis Oats 2023 Jun a director and eventual chairman of De Beers Consolidated Mines Ltd. collectively with its affiliates and successors in interest as named as Third Defendants herein De Beers 30 10:18 formed the Cape Mineral Syndicate to exploit asbestos reserves that had been recently re- AM - discovered in the Orange River Valley in South Africa Two years later on December 28 1893 RICHLAND the Cape Asbestos Company Ltd. was organized in the United Kingdom for the express purpose of taking over the Cape Mineral Syndicate's mining operations and ii manufacturing - COM ON asbestos products in England As a De affiliated company Cape was founded by Oats and his close business associate Ludwig Breitmeyer also a future De Beers director while another De Beers director Rudolf Hinrichsen was installed as Cape's first chairman Jock PLEAS - McCulloch African Issues Asbestos Blues Labour Capital Physicians & the State in South Africa 43 Indiana Univ Press 2002 hereinafter McCulloch 2002 Thus from its founding Cape's operations and ownership were integrated with the interests of De Beers 46. Wernher Beit & Co. In the 1890s Breitmeyer was a partner in the London mining 203CP41759 finance firm of Wernher Beit & Co. which its branch in South Africa i.e. Hermann Eckstein & became famous as the Corner House Group Cape Asbestos 1893 195T3he Story of The Cape Asbestos Company Limited 16 1953 hereinafter Cape Diamond Jubilee Sir J. Percy Fitzpatrick South African Memories 14 1932 The Corner House Group was the most powerful mining finance house in South Africa at the time and was founded by London- based Randlords Alfred Beit and Julius Wernher See Martin Meredith Diamonds Gold and 20 ELECTRONICAL Y ELECTRONICALY War The British the Boers and the Making of South Africa 187 2007 hereinafter Meredith EFLCITRLONIEADY 2007 At first Eckstein's office in Johannesburg was called Beit's building but it later - became known as Eckstein's Corner and then as the Corner House and what it represented was 2023 Jun the most powerful group of financiers in southern Africa id at 294 noting that foreign mining magnates such as Wernher and Beit were dubbed by the British press as the Randlords who 30 indulge in luxury lifestyles in Britain from their fortunes made in Africa 10:18 AM - 47. Role at De Beers and Cape The members of the Corner House Group particularly Alfred RICHLAND Beit were fundamental to the amalgamation of diamond interests that occurred with the formation of De Beers Consolidated Mines Ltd. in 1888. See id at 247 The mastermind behind - COM ON the amalgamation of the diamond mines in Kimberly was not Cecil Rhodes but ... Alfred Beit Little Alfred - to whom he invariably turned for solutions In turn Ludwig Breitmeyer served as alternate director on the De Beers board for Alfred Beit while being intimately involved PLEAS - in Cape's founding and becoming Cape's first long term Chairman from 1894 until his death in 1930 See Cape Diamond Jubilee 1953 at 6 16 noting Breitmeyer became Cape's Chairman 203CP41759 1 See also e.g. Sir J. Percy Fitzpatrick South African Memories 157 1932 In few countries . . did any single business firm bulk as big as ... Wernher Beit & Co. Their great wealth and power on the diamond fields where ... ... they were the real backers of Cecil Rhodes in his great work e.g. the amalgamation of interests at De Beers and on the Witwatersrand gold fields where under the name of H. Eckstein & Co. their position power and influence were overwhelmingly predominant made them of necessity a very great factor in South Africa 2 See also e.g. Sir J. Percy Fitzpatrick South African Memories 27 33 90 1932 Alfred Beit has been very generally regarded as the ablest business man South Africa has ever known He was very much more than just a financier . . There can be no doubt whatever that Beit was Rhodes's financial genius and without him the great creations which are credited to Rhodes would not have been accomplished . . When the big amalgamation was completed and the De Beers Consolidated created Rhodes Beit and Wernher were made governors with a share in ultimate profits which ... ... proved of enormous value afterwards 21 ELECTRONICAL Y ELECTRONICALY after the first one died In that role Breitmeyer managed Cape in the company's infancy while it EFLCITRLONIEADY was funded and controlled by members of the Corner House Group i.e. the key members of De - Beers See id at 12 16 2023 Jun 48. Breitmeyer's Personal Rise While acting as Cape's Chairman Breitmeyer was part of the Corner House Group's continued dominance over mining in South Africa into the 1920s until that 30 10:18 role was overtaken by a relative newcomer see infra 49 For example in 1905 on information AM - and belief Breitmeyer was involved in the organization of the Central Mining & Investment Corp. RICHLAND Ltd. Central Mining to take over the assets and business interests of Wernher Beit & Co. which included interests in Cape Asbestos See e.g. Duncan Innes Anglo American and the Rise - COM ON ofModern South Africa 55 1984 hereinafter Innes 1984 he House of Wernher Beit expanded considerably at this time changing its name to Central Mining in 1905 In 1912 moreover Breitmeyer became a time De Beers director See Hedley A. Chilvers The Story of PLEAS - De Beers 307 1939 BREITMEYER L. Director from December 5 1912 to the date of his death March 13 1930. Was alternate to A. Beit from May 14 1888 to June 25 1889 and from May 18 1891 to February 6 1896. De Beers 1930 Annual Report at 3 Oct. 13 1930 Sir Ernest Oppenheimer as the new De Beers Chairman reporting regret to record the death of 203CP41759 a valued friend and colleague Mr. L. Breitmeyer who had been a Director of the Company for the past 18 years 3 See also Archives Hub Papers of the Central Mining and Investment Corporation https://archiveshub.jisc.ac.uk/search/archives/780f1a0a-48ec-3e42-8e82-53503070110e https://archiveshub.jisc.ac.uk/search/archives/780f1a0a-48ec-3e42-8e82-53503070110e htps:/archiveshub.jisc.ac.uk/search/archives/780f1a0a-48ec-3e42-8e82-5350307010e htps:/archiveshub.jisc.auk/search/archives/780f1a0-48ec-3e42-8e2-530701e Company Information Central Mining & Investment Corporation Limited The https update.company-information.service.gov.uk/company/00084511 update.company-information.service.gov.uk/company/00084511 -22- ELECTRONICAL Y ELECTRONICALY 49. The Oppenheimer Takeover of De Beers In or around 1925 at a critical juncture EFLCITRLONIEADY in South African mining history Breitmeyer sought to take control of De Beers but was thwarted - by Sir Ernest Oppenheimer soon after became De Beers chairman See Hedley A. 2023 Jun Chilvers The Story ofDe Beers 227 1939 Offers for the purchase of the Company's diamonds were received in 1925 from L. Breitmeyer and friends and from Sir Ernest Oppenheimer and 30 10:18 friends for a period of five years from January 1 1926. The offer of the latter was accepted " AM - De Beers 1930 Annual Report at 3 Oct. 13 1930 noting leadership of Oppenheimer Critical RICHLAND to his success as the new De Beers chairman Ernest Oppenheimer also controlled the Anglo American Corporation of South Africa Ltd. collectively with its affiliates and successors in - COM ON interest including Anglo American PLC Anglo which Oppenheimer formed in September 1917 to bring about an amalgamation between various mines and other business interests See David Pallister et al South Africa Inc The Oppenheimer Empire Revised & Updated Ed 54 PLEAS - 55 Yale Univ Press 1988 hereinafter Pallister 1988 50. Anglo's Interest in Cape In the aftermath of the Oppenheimer takeover of De Beers Breitmeyer maintained his directorship at De Beers and his Chairmanship at Cape See e.g. De Beers 1930 Annual Report at 3 Oct. 13 1930 noting long continued role as De Beers director 203CP41759 Cape Diamond Jubilee 1953 at 6 chronology of Cape's initial leadership However Breitmeyer died soon after in 1930 with Central Mining or other affiliates of the Corner House Group continuing to control Cape On information and belief however soon after the Oppenheimer 4 See e.g. McCulloch 2002 at 8 observing that by 1944 the major shareholders in Cape were the Central Mining and Investment Corporation of London and the estate of the late Alfred Beit who had died nearly four decades prior in 1906 Cape Diamond Jubilee 1953 at 35 48 61 referencing Central Mining and other affiliates of the Corner House Group involved with leadership and operations at Cape -23- ELECTRONICAL Y ELECTRONICALY takeover of De Beers Anglo and its affiliated entities developed direct and indirect ties including EFLCITRLONIEADY by assuming contracts and liabilities in various businesses affiliated with the Corner House - Group including Central Mining and Cape See cf. Hedley A. Chilvers The Story of De Beers 227 2023 Jun 1939 The new Oppenheimer Syndicate took over in October the stock of diamonds of the old Breitmeyer Syndicate and all contracts and liabilities And at minimum Anglo's involvement 30 10:18 in Cape Asbestos grew during the Second World War because by then Central Mining had AM - become affiliated as an Oppenheimer company and was also Cape's majority shareholder RICHLAND Geoffrey Tweedale & Laurie Flynn Piercing the Corporate Veil Cape Industries and Multinational Corporate Liability for a Toxic Hazard 1950-2004 8 Enterprise & Society 268 - COM ON 274 2007 hereinafter Tweedale & Flynn 2007 Moreover by 1949 Central Mining had a majority on the board of directors of Cape id and by 1958 at the latest Anglo had executed a take over of Central Mining Pallister 1988 at 120 PLEAS - 51. Cape as Part of an Empire In other words by the middle of the twentieth century Cape was the asbestos leg of an amalgamated mining empire based out of South Africa that included the De Beers diamond monopoly and mining powerhouse of Anglo associated with the Oppenheimer business dynasty.5 203CP41759 52. Benefits of Anglo Affiliation Cape's affiliations with Anglo key to Cape's success because Anglo ) acted as South Africa's largest and most influential corporation ii dominated the mining industry and iii ma up the core of the country's 5 While started by Sir Ernest Oppenheimer leadership at Anglo was passed down to his son Harry Oppenheimer who is now succeeded by the founder's grandson Nicholas Nicky Oppenheimer reportedly the third wealthiest man in Africa See Rob LaFranco The Forbes Billionaires List Africa's Billionaires Jan. 30 2023 https://www.forbes.com/lists/africa- 5a12a2a724d5 24- ELECTRONICAL Y ELECTRONICALY economy Pallister 1988 at 25 The old adage that what is good for General Motors in the EFLCITRLONIEADY United States is far more apposite to Anglo and South Africa Certainly Anglo controls a far greater - proportion of the South African economy than GM could ever hope to achieve in the USA 2023 Jun For example Central Mining as controlled by Anglo leveraged its expertise and methods in gold mining to improve the performance at Cape mines by seconding employees to Cape in South 30 10:18 Africa with Anglo not Cape paying their compensation See McCulloch 2002 at 51-52 AM - detailing claims that seconded staff kept their original medical aid and pension entitlements of RICHLAND 6 Central Mining and their salaries were paid by the parent company Anglo American 53. The Deviousness of Its Business Structure Exhibiting extraordinary business and legal - COM ON deviousness the Oppenheimer family along with their close associates structured and coordinated a web of secret companies to avoid financial liabilities including tax liabilities Pallister 1988 at 25 see also Stefan Kanfer The Last Empire De Beers Diamonds and the PLEAS - World 292 316-17 1995 hereinafter Kanfer 1995 noting that the Anglo businesses were often investigated for illegally doing business in the United States Outwardly however the Oppenheimer family and its associates did not acknowledge the true extent of associations between their various companies in the aggregate allowed the Oppenheimer family to 203CP41759 dominate the South African economy See e.g. A.J.W. Owston Tr 31-32 Aug. 22 1984 Charter executive director and Anglo employee claiming not to know who controls Anglo or De 6 In turn in later years see infra 54 Charter could call on the comprehensive technical services of Anglo which Charter acknowledged contributed greatly to the examination and evaluation of the many mining and prospecting projects initiated by or brought to Charter See Charter 1966 Annual Report at 24 May 31 1966 25 ELECTRONICAL Y ELECTRONICALY Beers but admitting the greater group enjoyed having inside South Africa dozens of subsidiaries EFLCITRLONIEADY in all kinds ofactivities" - 54. The Creation of Charter After World War II the Oppenheimer family sought to extend its 2023 business holdings internationally including by consolidating companies with ownership and Jun control of Cape Thus in 1965 Central Mining merged with two other mining and investment 30 10:18 companies The British South Africa Company and The Consolidated Mines Selection Company AM - Ltd. to form Charter Consolidated Ltd. Charter Anglo created Charter to serve as Anglo's RICHLAND international investment arm Pallister 1988 at 345 thereby creating an Oppenheimer- controlled corporate triumvirate Charter being the third of three essential companies of - COM ON what insiders called the greater group i.e. Anglo De Beers and Charter See A.J.W. Owston Tr 31-32 66 Aug. 22 1984 J.A.B. Nichols Tr 10 Aug 29 1984 PLEAS - 203CP41759 7 See also Pallister 1988 at 25 Technically there are simply two major South African publicly quoted companies the Anglo American Corporation of South Africa ... and De Beers Consolidated Mines with an admitted close working relationship and various holdings with other companies Because the boards of Anglo and De Beers present their companies as independent entities on stock exchanges and to business partners and governments around the world they can never formally admit that the two operate as inseparable twins 8 See also e.g. Charter Website History Dec. 12 2008 https://web.archive.org/web/20081212114613/http://www.charter.ie/chtr_int/about/history/ https://web.archive.org/web/20081212114613/http://www.charter.ie/chtr_int/about/history/ https://web.archive.org/web/20081212114613/http://www.charter.ie/chtr_int/about/history/ noting that arious companies within the Anglo American Corporation of South Africa have held an interest in Charter Consolidated shares 26 ELECTRONICAL Y ELECTRONICALY ELCTRONIAY FILED De Beers - 2023 Jun The Oppenheimer- 30 Dominated Greater Group 10:18 AM - Anglo Charter RICHLAND Controlled - 55. Charter's 1969 Takeover of Cape Although Charter had both direct and indirect interests COMON PLEAS in Cape from its founding it purported to only have a minority interest initially before quickly accumulating shares and acquiring majority ownership by 1969. See Charter 1965 Annual Report - at 5 May 19 1965 listing Cape as a principal interest of Charter at its founding Charter 1968 Annual Report at 34 May 28 1968 reporting 19.5 interest in Cape and the mining and 203CP41759 manufacture of asbestos Charter 1969 Annual Report at 7 25 31 June 3 1969 reporting 25.3 interest in Cape and efforts to obtain majority ownership through takeover offers to other unidentified Cape shareholders On information and belief in 1969 and prior years Charter or other affiliated entities purchased Cape shares from other companies associated previously with the Corner House Group including without limitation Rand Mines Ltd. Rand Mines Holdings Ltd. or their affiliates in which Charter and Anglo also held large ownership interests See Charter 1969 Annual Report at 28 32 June 3 1969 noting 15.9 interest in Rand Mines Ltd. and 23.6 interest in Transvaal Consolidated Land & Exploration Company Ltd. -27- ELECTRONICAL Y ELECTRONICALY Indeed at its founding Charter touted its close relationship with these and other members of the EFLCITRLONIEADY Corner House Group See e.g. Charter 1965 Annual Report at 7 May 19 1965 noting shared - interests involving Charter Central Mining and Rand Mines Ltd. under section of report titled 2023 Jun CORNER HOUSE GROUP Innes 1984 at 212-13 stating that as part of the Corner House Group Rand Mines had become one of the country's leading mining houses but eventually fell 30 10:18 under the control of Anglo by the early 1960s see also Meredith 2007 at 302 detailing the AM - founding of Rand Mines in 1893 which was formed by the contribution of mining claims and RICHLAND five existing companies by H. Eckstein & Co. with the partners in Eckstein including Beit and Wernher in London receiving shares in the new entity - COM ON 56. Charter A Shell Game In the end Charter's purported takeover of Cape was nothing more than a continuation of other Oppenheimer entities control of Cape over the prior PLEAS decades and serves as only one example of the many corporate shell games used by the - Oppenheimer business empire to obscure their financial interests globally 57. One Main Office for One Enterprise Similarly the corporate separation between Charter and Anglo was superficial By way of example only Charter and Anglo shared common office space at 40 Holborn Viaduct in London employed personnel who routinely switched roles 203CP41759 between the entities and each had boards that were dominated by the Oppenheimer family and their business associates See e.g. E.G. Rudland Tr 7-8 21-22 Apr. 7 1981 describing overlapping personnel and directorships House of Commons Expenditure Comm 9 See e.g. Charter 1966 Annual Report at 7 May 31 1966 noting Central Mining acquired interests in asbestos . . . besides a number of industrial interests in the United Kingdom Charter 1970 Annual Report at 16 June 18 1970 noting that there has long been a close association of Cape with Charter through one of its forerunners i.e. Central Mining 28- ELECTRONICAL Y ELECTRONICALY Session 1973-74 Fifth Report Wages and Conditions ofAfrican Workers Employed by British EFLCITRLONIEADY Firms in South Africa 22 2J3an. 22 1974 hereinafter House of Commons Rep noting that - Charter even allow Anglo American to supply directors for Charter representation on boards 2023 Jun Peter Schmeisser Harry Oppenheimer's Empire Going for Gold N.Y. Times Mar. 19 1989 hereinafter Schmeisser Article noting common office space of De Beers Anglo and Charter 30 10:18 in London as well as overlapping directors among the Oppenheimer companies Charter 1965 AM - Annual Report at 10 May 19 1965 as part of the Charter merger there was an ntegration of RICHLAND the London staffs ofthe three merged companies with the new organization located at 40 Holborn Viaduct Charter 1966 Annual Report at 24 May 31 1966 noting merged companies were also - COM ON combined with the London staffs of Anglo . . . and Consolidated Share Registrars Limited to create a wholly owned subsidiary Charter Consolidated Services Limited which also took over the office lease and provide staff and services in London not only for all companies in the PLEAS - Charter group but also for the Anglo ... De Beers and Corner House groups 58. Charter's Role in the Empire Consistent with this scheme Charter operated such that its every move was made in the interests of De Beers and -furthering the amalgamated Oppenheimer empire's effort to extend its grasp to North America while allowing it to 203CP41759 unobtrusively buy spawn or control varied and sizeable business interests around the world through a series of ... ... .. holdings Kanfer 1995 at 291-92 315 describing Charter as one .10 side of a pyramid of global business interests 10 See also e.g. Schmeisser Article The structure of Oppenheimer's empire is dizzyingly complex and nearly impenetrable to outsiders He wields his power indirectly through pyramided holding companies interlocking shareholdings and a myriad of directorships As a result of this operating strategy few people are aware that in the last two decades scores of businesses in 29 ELECTRONICAL Y ELECTRONICALY 59. Domination of Charter The Oppenheimers consistently sat on Charter's board of directors EFLCITRLONIEADY after its founding while at the same time dominating Charter's share ownership Indeed - Charter's management was a long continuation of Randlord business in which the real 2023 Jun proprietors and owners of a business such as the Oppenheimer family participate primarily in profits while local affiliated entities such as Charter and Cape profit by the grace of the 30 10:18 Randlords an unwritten obligation of honour to respect Randlord wishes and position AM - Sir J. Percy Fitzpatrick South African Memories 90-91 1932 Corner House Group RICHLAND representative in Johannesburg detailing this norm between De Beers and Corner House Group members Thus it was clear to all including Members of Parliament that here Anglo - COM ON American lead Charter Consolidated are prepared to follow House of Commons Rep at 23 60. Charter's Investment in South Africa By the early 1970s Charter became the largest English corporate investor in South Africa one investing primarily in affiliated PLEAS - entities including its own parent Anglo in which Charter had a 10 equity stake Id at 22 Uniquely in contrast to other corporate investors who sought majority ownership and thus control over their South African businesses Charter had a minority stake usually around % 203CP41759 the United States and elsewhere have been founded or purchased with Oppenheimer capital and are managed by Oppenheimer loyalists while maintaining no legal ties to South Africa 11 See e.g. Charter 1967 Annual Report at 4 June 9 1967 noting Oppenheimer's role as chairman beginning year term in that role Charter 1971 Annual Report at 3 June 1 1971 noting Sir Philip Oppenheimer's role as Deputy Chairman and a member of the executive committee 12 See e.g. Anglo 1979 Annual Report at 69 June 22 1979 indicating that both Harry and Nicky Oppenheimer had 18,333,268 beneficial shares in Anglo with the next highest directorship holding being 30,000 shares Charter 1968 Annual Report at 10 May 28 1968 indicating that Harry Oppenheimer dominated ownership of Charter with 5,004,600 shares 30 ELECTRONICAL Y ELECTRONICALY in most of its South African investments with one notable exception its majority ownership of EFLCITRLONIEADY Cape Id at22 & n - 61. Charter's Interest in Cape Charter's largest industrial subsidiary company was Cape 2023 Jun with Charter even seconding and compensating key personnel for Cape's management J.N. Clarke Tr 14 17-18 Apr. 21 1983 see also e.g. G.A. Higham Tr 7 298 87 Oct. 3 1984 Cape 30 10:18 Chairman admitting that Charter had been paying his compensation for years and that he acts as AM - Chairman for a number of Charter's other industrial subsidiaries as well In other words RICHLAND although most of Charter's assets were tied up in minority investment effectively operating as a holding company was Charter's primary operating company and principal - COM ON industrial subsidiary See Charter 1972 Annual Report at 15 May 30 1972 also emphasizing Cape's profitability In turn Charter used its close association with other South African PLEAS companies namely Anglo to exercise . influence in Apartheid South Africa see House - of Commons Rep at thereby allowing Cape to profitably mine and export asbestos to the United States for decades 62. Clear Takeaway Despite Complexity Ultimately although the facts are complex it is clear that through an Anglo holding company i.e. Charter Cape and its subsidiaries were part 203CP41759 of the Anglo American Group of Companies that dominated the South African mining 13 As explained by Anglo the term group has a wider meaning in the South African mining industry than its statutory definition of a parent company and its subsidiaries ... The mining finance houses in South Africa have traditionally operated the group system whereby the parent house not only administers companies that are not necessarily subsidiaries but provides them with a full range of administrative and technical services and is able by virtue of its financial strength and standing to assure them of capital for expansion and development Thus the Anglo American Corporation Group comprises a large number of companies that are closely linked to Anglo but which are not generally subsidiaries or controlled companies as defined in the statutes Anglo 1974 Annual Report at 3 Apr. 28 1975 31- ELECTRONICAL Y ELECTRONICALY economy during the twentieth century Innes 1984 at 271 283 listing Cape among other Anglo EFLCITRLONIEADY subsidiaries in a published history about Anglo and its importance in South Africa see also e.g. - Schmeisser Article reporting that the Oppenheimer family has dominated the South African 2023 Jun economy for nearly half of the twentieth century and that Anglo American which accounts for more than 50 percent of the stocks traded on the Johannesburg stock exchange permeates every 30 10:18 conceivable corner of the South African marketplace AM - 63. A Profitable Century Business In turn Cape reflected the Oppenheimer empire's RICHLAND shared commercial interest,,4in the growth highly profitable asbestos industry after World War II See e.g. Jock McCulloch & Geoffrey Tweedale Defending the Indefensible The Global - COM ON Asbestos Industry and Its Fight for Survival 37 Oxford Univ Press 2008 hereinafter McCulloch & Tweedale 2008 observing that the major asbestos companies derived the bulk of their profits from asbestos mines Charter 1970 Annual Report at 12 16 June 18 1970 PLEAS - reporting a substantial jump in trading profits for the year . . . due to the inclusion of earnings from Cape Asbestos 203CP41759 14 See e.g. Anglo 1976 Annual Report at 7 Mar 25 1977 reporting that Anglo had important interests in the production of ... ... asbestos through Charter De Beers 1978 Annual Report at 4849 52 Mar. 30 1979 referencing strengthening of De Beers earnings base which through Anglo and Charter the London mining finance house included interests in asbestos . . . and other minerals and in industrial enterprises in the United Kingdom Charter 1972 Annual Report at 39 May 30 1972 In mining the Anglo American Corporation group and its close associate De Beers Consolidated Mines Limited have important interests in the production of asbestos 15 See also e.g. Charter 1970 Annual Report at 31 June 18 1970 reporting that the sale of asbestos fibre contributed the most to the company's trading profit Charter 1972 Annual Report at 3 May 30 1972 noting among top eatures of the year that Cape's profits increased from 2,528,000 to 3,098,000 Charter 1977 Annual Report at 47 June 9 1977 noting 9,831,000 pre trading profit from mining and sale of asbestos fibre and 28.2 profit margin from the same i.e. the highest among Charter's manufacturing subsidiaries -32- ELECTRONICAL Y ELECTRONICALY 64. Goal of Corporate Complexity Although the precise connection between Cape Charter EFLCITRLONIEADY Central Mining and Anglo American is complex McCulloch 2002 at 51-52 that complexity - reflects an intentional scheme to obfuscate corporate relationships and ownership interests while 2023 Jun minimizing the amalgamated business empire's liability risks including for asbestos as well as taxes.1 30 10:18 65. The Point of Charter Specifically Charter was designed to serve as a corporate cushion AM - a products patsy Anglo that could ) promptly purge itself of substantial cash RICHLAND through dividends based on new profits or by otherwise reallocating assets among holding companies through more complex transactions to Oppenheimer entities and ii add a - COM ON formal degree of separation between Anglo and Cape i.e. a profitable asbestos business but one they knew would injure tens of thousands and thus created a substantial risk of liability in the future See infra 81 8d8etailing working conditions and known disease in South Africa and PLEAS - England see also cf. Jock McCulloch & Pavla Miller Mining Gold and Manufacturing Innocence Occupational Lung Disease and the Buying and Selling ofLabour in Southern Africa 390 921 023 noting Charter's controlling share in Cape gave Anglo American a commercial interest in the asbestos industry and Anglo American's board reason to monitor alleged 203CP41759 liabilities of Cape 16 As described later infra 89 10w5hen the victims of this scheme began to sue and win verdicts Anglo implemented additional still wholly superficial changes to further distance itself from its asbestos business and mitigate its U.S. liability risk with Cape Asbestos ) dropping Asbestos from its name ii ceasing to appoint Cape officials to the board of its American subsidiary NAAC as a sensible precaution iii interjecting another entity Cape Industries Overseas Ltd. between NAAC and Cape to add yet another degree of superficial separation between Anglo and its U.S. asbestos business and iv purporting to close NAAC and sell its South African asbestos mines for the purpose of evading creditors while Anglo continued to profit from the sale of asbestos through other entities 33 ELECTRONICAL Y ELECTRONICALY 66. Infamous Recognition for Success Through these corporate maneuvers Cape as part of EFLCITRLONIEADY the great South African conglomerates of De Beers and American Corporation provides a - classic example of ... ... tactics centered on hiding behind a corporate fiction i.e. ing 2023 Jun complex and confusing corporate structures to distance themselves from liability McCulloch & Tweedale 2008 at 181 also describing recognition by judicial tribunals that Cape operated 30 10:18 worldwide as a single economic unit and provided false testimony about its organization AM - 67. Control as the Key to Success The Oppenheimer family's control of these enterprises RICHLAND and its personal wealth was consistently the key to coordinating the management of their businesses including Charter and Cape See Pallister 1988 at 41 noting that apart from - COM ON Oppenheimer kin the powerful inner cabinet that took the most sensitive and important decisions for the global empire was limited to ) two individuals who had each served as Chairmen of Charter and ii former personal assistants who were considered to be part of the PLEAS - family 68. Domination of the South African Mining Economy In the end the amalgamated Oppenheimer empire as effectuated by De Beers Anglo and Charter primarily was astonishingly successful in its domination of the South African mining economy up % of South 203CP41759 Africa's GDP and 30 of its exports in 1973 while controlling or producing 40 of South Africa's gold 80 of the world's diamonds a sixth of the world's copper and most of South Africa's coal Tweedale & Flynn 2007 at 274 see also e.g. Charter 1972 Annual Report at 39 May 30 1972 reporting Anglo's dominance of gold coal and uranium mining in South Africa 34- ELECTRONICAL Y ELECTRONICALY 69. Control of Asbestos Supply In fact Cape controlled 90 of the global supply of amosite17 EFLCITRLONIEADY asbestos and dominated the distribution of other types of asbestos as effectively enjoying a - monopoly over a highly sought industrial resource See Hammond v N. Am Asbestos Corp. 2023 Jun 454 N.E. 2d 210 217 Ill 1983 see also McCulloch & Tweedale 2008 at 28 describing industrial preference for amosite in the construction and repair of ships 30 10:18 II Cape Created NAAC to Facilitate Its Asbestos Scheme AM - 70. U.S. Subsidiary to Fuel Growth As part of the Oppenheimer empire's global expansion RICHLAND on October 14 1953 Cape established the North American Asbestos Corporation NAAC as a direct subsidiary domiciled in Illinois See e.g. CAPE001511 Although Cape had been profitable - COM ON for years including return a strong dividend for shareholders i.e. Oppenheimer interests from 1936 to 1951 the company's most bountiful years were the two decades until -the period when Cape operated NAAC to provide raw asbestos fiber to customers in the PLEAS - United States the company's most important market McCulloch 2002 at 68 71. U.S. Industry Connections Previously Cape had already been marketing its asbestos to numerous based customers including having an important business relationship with among other companies Union Asbestos & Rubber Co. UNARCO since the 1930s to create Unibestos 203CP41759 insulation For the sake of continuity and to leverage established client connections Cape Chairman Ronald Dent selected UNARCO Vice President Bob Cryor to be NAAC's first 17 The name for this unique form of asbestos is derived from its association with a Cape business division in South Africa AMOSA Asbestos Mines of South Africa Flynn 1992 at 192 35 ELECTRONICAL Y ELECTRONICALY President role that Cryor filled until his death from mesothelioma in 1970. See e.g. Cameron EFLCITRLONIEADY v Corning Fiberglas Corp. 695 N.E.2d 572 578 199818 - 72. NAAC's Role at Cape Cape designed NAAC to operate as Cape's wholly controlled 2023 Jun instrumentality for the purpose of expediting and facilitating the movement of asbestos from South African mines into the United States including South Carolina To facilitate this NAAC 30 10:18 had both marketing and distribution roles ) serving as Cape's sales agency in the United States AM - with sole authority to offer Cape products and responsibility for transmitting information about RICHLAND customer needs to Cape mines and ii ensuring the proper distribution of asbestos products from Africa all the way through to the customer's plant including to locations in South Carolina or - COM ON through South Carolina ports NAAC effect ... put the Mines at every U.S. port CAPE000988 8B9y 1970 NAAC was the largest U.S. importer of Amphibole Fibres which PLEAS were distributed from .. warehouse locations in East Coast Gulf Coast and West Coast - Ports CAPE000878 79 203CP41759 18 Important to Cape Cryor also had established relationships with executives at Manville Corp. one of Cape's most important customers Indeed Manville Corp. trusted Cryor so much as to admit to him a company policy of not telling employees about their asbestos diseaseout of fear that they would stop working and file claims and instead choosing to withhold the information and let workers die to save a lot of money Paul Brodeur Outrageous Misconduct The Asbestos Industry on Trial 276 717985 19 See CAPE000110-12 CAPE000110-12 1982 court filing describing NAAC's history CAPE000177 identifying NAAC as the sole based entity of the Cape mining division CAPE000869 1973 letter describing NAAC as a division of Cape Asbestos Co. Ltd. with corporate offices in London 20 See CAPE000263 6d6escribing intended business of NAAC CAPE000333 1975 Cape cover letter of NAAC director resignations CAPE000729 appointment announcement describing NAAC as specialize in marketing and distribution of Blue and Amosite asbestos in the United States Canada Mexico and the Caribbean CAPE000988-89 1969 NAAC memorandum describing customer services 36- ELECTRONICAL Y ELECTRONICALY 73. Cape's Business in South Carolina In coordination with and at the direction of the EFLCITRLONIEADY amalgamated global Oppenheimer network NAAC sold millions and millions of dollars of - asbestos mined from South Africa to numerous based clients which used or distributed 2023 Jun asbestos products in South Carolina See e.g. CAPE000994 9N5AAC letter identifying certain clients NAAC's own records show that Cape sold asbestos to companies in South Carolina 30 10:18 including to Raybestos Manhattan Inc. in North Charleston and Westinghouse Electric Corp. in AM - Hampton as well as to facilities on the South Carolina border e.g. Babcock & Wilcox RICHLAND in Augusta GA and Dow Chemical in Savannah GA See also e.g. S. Purrington Tr 9 1604 Aug. 25 1986 NAAC clerical worker from 1961 to 1978 identifying Dow Chemical as one of - COM ON NAAC's three primary customers 74. The Disastrous Impact South Carolinians In turn those Cape products caused individuals including residents of South Carolina to be exposed to asbestos and suffer bodily PLEAS - injury which has resulted in myriad suits against Cape Asbestos Suits including this suit filed by John A. Tibbs and Margaret B. Tibbs 75. Goal National Distribution In addition Cape and NAAC implemented a conscious pattern of product distribution of asbestos particularly amosite over which Cape 203CP41759 had a monopoly See In re Asbestosis Cases Case No. 06-105 Order at 3 S.C. Common Pleas Apr. 7 1980 hereinafter S.C. 1980 Order rejecting objection to the exercise of personal jurisdiction over NAAC in South Carolina see also Flynn 1992 at 188 What Cape did in the United States of America is not dissimilar to the situation where someone fires a gun into a crowd of people You may not know which of them will be killed but you know for certain that some of them will be killed -37- ELECTRONICAL Y ELECTRONICALY 76. Prevalence of Cape's Asbestos Cape's amosite along with Cape's other types of mined EFLCITRLONIEADY asbestos was an ingredient in the most popular and dominant asbestos products in the market - which were used in virtually every state including products used in South Carolina See S.C. 2023 Jun 1980 Order at 3 see also e.g. Manhattan 1963 Annual Report at 2 Mar. 13 1964 Cape's major customer in South Carolina touting Whoever you are whatever your business a 30 10:18 Manhattan product touches your life Parker v Bell Asbestos Mines Ltd. 607 F. AM - Supp 1397 1403 0E4.D. Pa 1985 rejecting argument that Charter was entitled to dismissal RICHLAND given possibility that plaintiff could prove that Charter controls Cape and that Cape has deliberately avoided liability to American plaintiffs such that it will be fair to ask Charter to stay - COM ON and defend Cape's position In short Cape deliberately and purposefully availed itself of the entirety of the United States market for asbestos fiber including the South Carolina market 77. Management at NAAC The volume of Cape's asbestos supply to the United States was PLEAS - breathtaking given the ostensibly small footprint of NAAC which was essentially a man operation consisting of an operational lead supported by four office clerical personnel All key decisions however including with respect to the fulfillment of specific purchase orders were closely coordinated with and directed by other Cape entities or made by a board comprised of 203CP41759 Cape executives and lawyers until Cape executives resigned in 1975 in what they described at the time as a sensible precaution against U.S. litigation E.g. CAPE000333.22 21 See CAPE000110-12 describing NAAC's lean staffing CAPE001514 Despite the volume of sales and profits of NAAC our operation is a very small one with only a total of 5 employees 22 See also e.g. CAPE001528 listing six directors in 1970 -38- -38-3-8- ELECTRONICAL Y ELECTRONICALY 78. A Pawn in the Oppenheimer Empire In selecting directors to participate in this worldwide EFLCITRLONIEADY scheme Cape Chairman Ronald Denta director for Charter and several other Charter - companies apart from NAAC and valued the type of man who would fit into our scheme 2023 Jun of things ... ... .. without causing embarrassment all around CAPE000261 6C2APE000261 62see also Charter 1972 Annual Report at 33 May 30 1972 noting Dent's role as a Charter director and ownership of 30 10:18 Cape shares which were also directly owned by other Charter directors AM - 79. Domination of American Subsidiary NAAC's operations and decision were RICHLAND wholly dominated by Cape and its owners including Charter and other affiliated investment interests in South Africa How dominated was NAAC The company could not - COM ON borrow one dollar without Cape's approval and was routinely forced to withdraw cash to pay dividends to Cape thereby minimizing NAAC's available assets that could be reached by American creditors Astoundingly NAAC's President Bob Cryor admitted that NAAC PLEAS - relegated its interests to Cape as part of a coordinated group with responsibilities to the whole group CAPE000931-32 CAPE000931-32 80. NAAC's Failure to Purchase Adequate Insurance Cape's domination also influenced and controlled NAAC's risk management decision including its purchase of insurance 203CP41759 Officially Cape had a company policy to purchase insurance at minimum cost consistent with adequate cover CAPE0001465 But in reality NAAC felt pressure from its Home Office in London that forced it to seek lower rates and choose carriers and policy terms based solely on short cost See NAAC Letter to J. Kirk of Talbot Bird & Co. Nov. 17 1959 Because of 23 See e.g. CAPE001507 1976 letter noting borrowing limit CAPE000816 showing payment of 250,000 dividend 1976 board minutes 39 ELECTRONICAL Y ELECTRONICALY Cape's domination of NAAC and as a part of the avoidance scheme Cape directed EFLCITRLONIEADY NAAC to buy wholly inadequate insurance coverage to address its massive future products- - liability exposure 2023 Jun III Cape Led Efforts in the U.S. and Internationally to Hide the Risks of Asbestos 81. Known History of Illness in South Africa Early in its history before setting up 30 10:18 operations in the United Cape's management and ownership knew of the serious health AM - hazards posed by their South African asbestos as illness was endemic among Cape's own RICHLAND employees For example because child labor was extensively used in the South African asbestos mining industry and Cape lacked basic industrial hygiene measures Cape was responsible for - COM ON causing radiologic asbestosis with cor pulmonale i.e. heart failure in Black children before the age of 12. Dr. Gerrit Schepers DiscussiAonnn N.Y. Acad Sci 246 1965 82. Infamy for South African Conditions Indeed Cape's operations in South Africa were so PLEAS - infamous that they became a case literally corporate irresponsibility See Patricia Werhane et al Case Study South African Mining and Asbestos Diseases Univ of Va Darden School of Bus at 7 Apr. 11 2006 ong after the hazards of asbestos were well known to the company as well as the mining community in general Cape took advantage of lax labor 203CP41759 24 Years later Dr. Schepers provided a detailed account of his time at a Cape mine in Penge South Africa including seeing ) a big strong man with a sjambok whip whose apparent job was to hit a hessian sack on the ground below the end of a chute and ii inside the battered sack a boy of ten or twelve whose job was to get inside the bag and trample down the fluffy asbestos He was cheaper than machinery or safe sacks He was covered from top to toe in asbestos dust so I grabbed him and took him off to the ray machine The ray showed he was already suffering from asbestosis I was told that Cape employed a lot more children and I gave instructions to my technician that he was to round up all the children in the village with the little Cape Asbestos copper identification bands riveted around their wrists - identification tags just like slaves so they couldn't run off A number of the other children had asbestosis too The conditions were unbelievable Flynn 1992 at 192 93 - 40- ELECTRONICAL Y ELECTRONICALY legislation ... ... and also benefited from cheap labor Whole families including children as young EFLCITRLONIEADY as 12 years were involved in the mining and milling operations at Cape's facilities and workers - handled asbestos with their bare hands Not only Cape workers but also those who lived in the 2023 Jun communities around Cape mines were exposed to high levels of asbestos that were sometimes 30 times higher than the legal limit in Britain One of Cape's asbestos mills at Prieska was in the 30 10:18 center of town close to a church and school One medical doctor stated that he diagnosed 900 AM - mesothelioma victims including his own son Cape allowed these work practices to continue RICHLAND because they were profitable for employers and Cape's management readily acknowledged the importance of the mines to its success McCulloch & Tweedale 2008 at 44 45 - COM ON 83. Known History of Illness in England Likewise Cape's operations in England were infamous for lacking basic hygiene measures such that a medical examination of 80 workers in 1928 showed that nearly all had definite evidences of asbestosis Geoffrey Tweedale Magic PLEAS - Mineral to Killer Dust Turner & Newall and the Asbestos Hazard 20 Oxford Univ Press 2000 hereinafter Tweedale 2000 see also e.g. Flynn 1992 at 180 Cape's British factories had been shown to be so negligently run that they brought death disease and injury to the communities around them Among Cape's managers and owners the danger of asbestos 203CP41759 exposure was well known with scientific studies repeatedly establishing a link between exposure to asbestos and illness 25 See e.g. R. Gaze Tr 2 111 June 5 1975 Cape official admitting knowledge of asbestosis risk since the first day he was employed there in 1943 J. Christopher Wagner et al Diffuse Pleural Mesothelioma and Asbestos Exposure in the North Western Cape Province 17 Brit J. Indus Med 260 261-62 1960 study published by South African researchers linking mesothelioma with occupational and occupational exposure to Cape asbestos Richard Doll Mortality from Lung Cancer in Asbestos Workers 12 Brit J. Indus Med 81 86 1955 concluding from data that lung cancer was a specific industrial hazard of certain asbestos 41- ELECTRONICAL Y ELECTRONICALY 84. Apathy to Personal Suffering Nevertheless the dangers of asbestos were hidden from EFLCITRLONIEADY Cape employees and the general public and atrocious conditions at Cape facilities continued for - decades widespread disease and later becoming focal points of damning expos^'son the 2023 Jun asbestos industry See Tweedale 2000 at 238 251 255-56 noting various documentaries showing among other things a Cape manager who always kept a black tie in his desk for 30 funerals 10:18 AM - 85. Lobbying and Perpetuating Misinformation in the United States Yet while having RICHLAND knowledge of these health hazards and while peddling a toxic product throughout the United States including in South Carolina Cape used misinformation to influence public and corporate - COM ON opinions about working with government officials to protect South African i.e. Oppenheimer business interests Cape acted as head cheerleader for the continuation of the asbestos trade taking a keen interest in organizing efforts to downplay knowledge of the health PLEAS - hazards posed 86. Examples of U.S. Misinformation Efforts For example in 1954 the year after NAAC's establishment Cape became a member of the based Asbestos Textile Institute which organized regular meetings to discuss developments in the asbestos industry including the 203CP41759 workers see also McCulloch & Tweedale 2008 at 8-9 119 2l0isting various studies of or laws concerning asbestos disease from 1898 to 1964 and noting that ew medical authors ever expressed doubt about the relationship between malignant mesotheliomas and asbestos exposure and by 1953 the issue seemed to be fairly well resolved 26 See e.g. CAPE000955 official of South African mining holding company Cape Asbestos South Africa Pty Ltd. writing to NAAC as a fellow member of the Cape Asbestos Group and the Charter Consolidated Group and introducing as a resource the Commercial Counsellor at the South African Embassy in Washington DC 27 See e.g. CAPE000130 Cape Asbestos Fibres Limited prioritizing efforts to organise a body of medical opinion that is prepared to stand up to critical opinions 42 ELECTRONICAL Y ELECTRONICALY prospect of governmental regulation Above all other companies Cape was especially keen to EFLCITRLONIEADY suppress knowledge about the risks of asbestos Thus when Manville proposed labeling on - bags of asbestos in 1968 Cape had a bitter response suggesting that such a step should never 2023 Jun be taken unilaterally by one producer Dring v Cape Key Points from Documents Obtained by the Asbestos Victims Support Groups Forum UK at 23 available at 30 10:18 https://asbestosforum.org.uk/cape-documents/ hereinafter Dring Documents And once AM - Manville finally decided to adopt a warning label Cape proposed use of an inaccurate RICHLAND warning that inhalation of only substantial quantities of asbestos could be harmful Id at 21 87. Lobbying and Perpetuating Misinformation in England In England in the 1950s and 1960s - COM ON Cape joined forces with other companies in the British asbestos industry to establish the Asbestosis Research Council and the Asbestos Information Committee which worked to publish several reassuring booklets on the use of asbestos Tweedale 2000 at 174 191. In addition in or around PLEAS - 1966-68 Cape lobbied the British Occupational Hygiene Society to weaken protections for workers from a no dust policy to a maximum allowable concentration approach while continuing its misinformation campaign in the public and its strong tactics designed to deter other manufacturers from introducing warning labels Dring Documents at 1 203CP41759 88. Hiding the Truth to Profit A linchpin of these schemes was Cape's role in providing misleading reassurances to the government and public about the dangers of asbestos which conflicted with Cape's own internal data on the health risks of asbestos Ultimately when faced with a decision of shutting down the business particularly its South African mines or suppress knowledge of disease Cape chose the latter and worked hard to keep information about mesothelioma secret McCulloch & Tweedale 2008 at 120 43- ELECTRONICAL Y ELECTRONICALY IV Cape Implemented a Strategy to Evade Liability in the United States EFLCITRLONIEADY 89. Initial Maneuvers to Evade Liability Risk In the early 1970s after the onset of asbestos- - related products litigation see e.g. Borel v Fibreboard Paper Prods Corp. 493 F.2d 2023 Jun 1076 5th Cir 1973 successful suit by insulation worker widely acknowledged to have precipitated a wave of asbestos litigation in the 1970s Cape and its affiliated entities undertook 30 10:18 numerous actions in a deliberate effort to escape responsibility for the harm caused by Cape AM - asbestos products For example Cape went through tortured machinations to make it appear it RICHLAND was reducing oversight over NAAC but in reality NAAC continued to operate as a controlled instrumentality under Cape's domination And these changes were the result of careful - COM ON assessments by Cape officials the help of its lawyers and other regarding how to minimize the liability exposure of not only Cape but Cape's parent Charter and its other South African affiliates See CAPE000141 NAAC counsel advising Cape on risk of judgments attaching PLEAS - to Charter assets 203CP41759 28 See e.g. CAPE000351-56 1975 lawyer letter referring to attempt to limit NAAC's and Cape's exposure to future United States litigation 9 See CAPE000123 NAAC discouraging Cape visits to the U.S. in 1978 or else negate maneuvers related to continued problems with product liability litigation CAPE000152 1975 letter suggesting to disassociate the Parent Company as fully as possible from the operating companies CAPE000154 1975 letter raising whether to do something to change the identity of NAAC in order to avoid exposing the company unnecessarily while doing everything possible to maintain a successful selling operation in the United States CAPE000166 617974 lawyer letter suggesting that no one from Cape be an officer of NAAC since we want it to be as independent as possible in order to avoid any contention that it is the alter ego of Cape and that Cape is doing business in the United States CAPE000333 1975 Cape Asbestos letter stating that it would be a sensible precaution against Cape's involvement in any future proceedings for Cape personnel to resign from the N.A.A.C. Board and enclosing resignation letters 44 ELECTRONICAL Y ELECTRONICALY 90. Public Downplaying of Responsibility At first at least in their public statements Charter EFLCITRLONIEADY and Cape strenuously contested their liability and concluded that no material liability is likely - to arise as a result of the actions because n the opinion of American legal advisers the 2023 Jun amounts claimed are highly speculative and conjectural and have only a tenuous basis in law or in fact Charter 1975 Annual Report at 30 June 3 1975 30 10:18 91. Implementing Avoidance Strategy In parallel and central to that claim and their AM - plan to avoid liability Cape directed a campaign of litigation avoidance by refusing to accept RICHLAND process or appear in any U.S. proceedings That campaign continues unabated today as evidenced by Cape's failure to respond to the Second Amended Summons in this action which was served - COM ON pursuant to Article 10 of the Hague Convention on March 8 2022.30 92. Opinion of Moral Irresponsibility More broadly according to Cape executives this strategy was warranted because they really cannot be said to have a moral responsibility to PLEAS - respond to the suits and are simply victims of the US product liability cult Tweedale & Flynn 2007 at 283 CAPE000486 93. Financials Based on Immoral Opinion In addition despite knowing the liability risk Cape and its including its parent company refused to make any provision for or 203CP41759 reserve of cash to address that liability See CAPE000781 1971 correspondence regarding Charter's annual report Indeed for most of NAAC's existence under Charter Charter refused to 30 See CAPE000550-51 NAAC personnel opining in 1978 that it is most unlikely that any plaintiff would bother to pursue collection of any default judgments against Cape CAPE000702 NAAC counsel in 1979 confirming receipt of correspondence stating that U.K. and South African lawyers confirm that any resulting judgments will not be enforceable against Cape's U.K. and South African assets and that the potential loss of all NAAC's outstanding assets is not material in the Cape Group context 45 ELECTRONICAL Y ELECTRONICALY even acknowledge NAAC despite listing various other Cape subsidiaries in England South EFLCITRLONIEADY Africa and other countries as among Cape's subsidiaries See e.g. Charter 1970 Annual Report - at 10 June 18 1970 listing Cape entities in South Africa England and Ireland 2023 Jun 94. Cape Liquidates NAAC as Part of Its Liability Avoidance Scheme Ultimately to avoid liability to the tens of thousands of people injured or killed by its asbestos Cape decided to 30 10:18 liquidate NAAC effective January 31 1978 though articles of dissolution were filed later on or AM - around May 19 1978 See e.g. CAPE001035 April 1978 letter noting liquidation and RICHLAND requesting for safety's sake that Cape officials stop sending accounting memoranda to former NAAC officials Existing commercial debts of NAAC were paid with any remaining assets - COM ON transferred upstream to NAAC's direct parent company at the time Cape Industries Overseas Ltd. U.K. entity wholly owned by Cape Industries Ltd. formed in 1975 to create the PLEAS appearance of separation See CAPE000593 noting conveyance of assets CAPE000149 noting - new entity 95. Liquidation Despite Continued Profitability The decision to liquidate NAAC occurred notwithstanding consistent years of record profits from Cape's sale of asbestos fiber in the United States See e.g. Charter 1976 Annual Report at 7 38-39 June 8 1976 reporting 10.2 million 203CP41759 of operating profit in spite of difficult trading conditions with the greatest increase in improved profit arising in the mining division which raised total tonnage both mined and sold even despite substantial price increases Charter 1977 Annual Report at 7 11 13 June 9 1977 reporting another record year from Cape with pre profit of 14.2 million with the mining division again perform exceptionally well - 46- ELECTRONICAL Y ELECTRONICALY 96. NAAC's Minimal Assets at Liquidation As part of its overall scheme and in light of EFLCITRLONIEADY Cape's funneling of cash from NAAC to overseas entities over many years NAAC's assets at - liquidation were minimal as an absolute matter and especially when compared to the total wealth 2023 of Cape and the broader Oppenheimer empire Jun 97. Accepting Defaults to Perpetuate the Avoidance Scheme NAAC's liquidation 30 10:18 was central to Cape's avoidance strategy and was predicated on legal advice that no AM - British or South African court would enforce a judgment against a Cape entity if it never appeared RICHLAND again in the United States That strategy more broadly was taken right out of the Oppenheimer empire's operational playbook in the United States ) profit greatly from a business including - COM ON for the sale of asbestos ii extract those profits from the United States to foreign entities across an changing byzantine corporate structure iii undercapitalize the United States operating entity iv liquidate ownership interests when they sensed liability was imminent while otherwise PLEAS - maintaining that there was no physical presence in the United States and v retain overseas the massive financial fruits of their unlawful schemes which as to asbestos sales were at the expense of dead and dying Americans including South Carolinians See e.g. Kanfer 1995 at 317 18 describing De Beers abrupt sale of equity in an American company to avoid antitrust liability 203CP41759 31 See e.g. CAPE000701 Cape counsel writing in 1979 with respect to whether the remaining assets in the NAAC liquidating trust should be written off soon after its creation CAPE000702 1979 correspondence noting that NAAC's auditor agree that the potential loss of all NAAC's outstanding assets is not material in the Cape Group context capitalization altered CAPE000722 1978 correspondence noting judgment enforceability and auditor advice to Cape that the loss of NAAC's outstanding assets is not material in the Cape Group context 32 See e.g. CAPE000141-43 1975 legal letter advising Cape on judgment risk CAPE000566 1978 memorandum agreeing that it would be in the best interests of Cape companies other than NAAC to make no response to litigation CAPE000617-19 summarizing 1984 deposition testimony regarding litigation strategy -47- ELECTRONICAL Y ELECTRONICALY which had previously been hidden by the usual thicket of European registrations such that EFLCITRLONIEADY financial facts were buried in the records of some 300 interlocking corporations - 98. Continuation of the Asbestos Business Even before NAAC's dissolution Cape 2023 Jun contemplated ways to continue the flow of asbestos to U.S. customers and asbestos profits out of the United States despite the formality of liquidating NAAC 30 10:18 99. Creation of New American and Foreign Entities To facilitate this ruse Gerry Morgan AM - NAAC's final President formed Continental Products Corporation CPC to act as a RICHLAND commission agent for the future sales of asbestos from South Africa in the United States Conveniently CPC used the same NAAC address in Chicago Illinois and received funding from - COM ON Cape in London And CPC acted with South African mines to sell through a Lichtenstein entity named Associated Mines Company AMC associated with Cape or other Oppenheimer- PLEAS affiliated business interests See e.g. CAPE000386 CAPE000531 announcement of CPC as - Agent to handle the North American requirements for Amosite and Crocidolite asbestos fibre 100. Transfer of IP Rights to New Entities Brazenly Cape even directed the transfer of certain intellectual property owned by NAAC for future use by CPC and AMC See e.g. M. Meyer Tr 14-18 May 18 1982 describing the assignment of the Noramite trademark for certain asbestos 203CP41759 mats and plastics 101. Objective of New Entities Ultimately the purpose of this corporate arrangement was to eliminate or reduce as much as possible the exposure in the United States of South African mining 33 See e.g. CAPE000728 1977 meeting memorandum involving Cape officials to discuss liquidation of NAAC and formation of new shore company to service North American market - 48-48- ELECTRONICAL Y ELECTRONICALY companies to lawsuits brought against it under theories of strict liability concerning products EFLCITRLONIEADY liability on the sale of asbestos in the United States CAPE000377 79 - 102. Selling Mines as Part of the Avoidance Scheme Outside of the United States 2023 Jun Cape took additional steps to disassociate itself from asbestos generally despite its long role as a major world producer of asbestos fibre and the Cape name being synonymous with 30 10:18 asbestos Cape 1980 Review at 2. On June 29 1979 Cape sold the whole of its asbestos AM - mining interest in South Africa to Transvaal Consolidated Land and Exploration Company Ltd. RICHLAND Transvaal id earning proceeds of 15.1 million to finance the group's expansion in other areas of its business Charter 1979 Annual Report at 12 July 4 1979 - COM ON 103. Anglo's Continued Interest Asbestos Although Charter asserted that mining subsidiaries in South Africa were sold outside the group id at 35 emphasis added its own PLEAS annual reports from prior years establish that Charter had previously owned the purchasing entity - Transvaal and still had a financial interest in Transvaal including through either another Anglo entity or Charter's interest in Barlow Rand Ltd. See Charter 1965 Annual Report at 3 5 May 19 1965 listing Transvaal as a principal interest along with Rand Mines Ltd. Charter 1972 Annual Report at 12 May 30 1972 referencing merger between Rand Mines Ltd. and Thos 203CP41759 Barlow & Sons Ltd. in June 1971 resulting in Charter acquiring a 3.86 interest in the merged company Barlow Rand Ltd. in exchange for its previous 15.9 interest in Rand Mines Ltd. Charter 1973 Annual Report at 8 June 21 1973 reporting that Charter sold its interest in Transvaal in April 1972 to companies in the Anglo American Corporation group 34 See also e.g. Joseph Lelyveld The Many Faces of Barlow Rand Ltd. N.Y. Times Apr. 11 1982 noting Barlow Rand was the biggest industrial and mining group in South Africa after the vast American Corporation and its chairman Harry F. Oppenheimer whose place - 49 ELECTRONICAL Y ELECTRONICALY 104. Cape's Business Pivot In 1982 Cape purported to cease all manufacturing of asbestos EFLCITRLONIEADY products35 Unfathomably even for a collective of companies as devious as these Cape refocused - its business wait for asbestos removal This is not fiction it has been proudly touted by 2023 Cape Jun 105. Scheme Was Contemptibly Successful Within years of executing the liability- 30 10:18 avoidance scheme business historians recognized that Cape Industries part of Charter i.e. AM - Anglo's international investment was astonishingly adept at extricating itself RICHLAND from the asbestos business without paying huge compensation Pallister 1988 at 345 V. The Oppenheimers Implemented a Strategy to Further Evade Responsibility - COM ON 106. Empire Restructuring to Mitigate Risk Tellingly while Cape implemented its liability- avoidance strategy the Oppenheimer family similarly made changes to its investments to remove PLEAS power and assets from Charter and relegate it to the periphery of the empire On information and - belief these changes were motivated because the Oppenheimers and their partners ) understood that Charter like Cape faced substantial financial exposure for asbestos liabilities in the United States and ii were concerned those liabilities would also attach to Anglo and De Beers See e.g. Charter 1980 Annual Report at 34 June 24 1980 reporting that Charter had been 203CP41759 in the moneyed portion of South African society makes him a man aristocracy Flynn 1992 at 194 In the end the company became so worried about the extent of Anglo American's liabilities for deaths and injuries that they sold the mines including Penge to Barlow Rand another company with strong connections to Harry Oppenheimer 35 Cape Website Our History May 17 htps:/web.archive.org/web/2013051713040/htp:/ww.capeplc.com/about-cape/our- htps:/web.archive.org/web/2013051713040/htp:/ww.capeplc.com/about-cape/our- https://web.archive.org/web/20130517130040/http:/www.capeplc.com/about-cape/our- 2013 history.aspx 36 Cape Website Our Services Insulation Oct. 20 https://web.archive.org/web/20121020173812/http://www.capeplc.com/services-and- htps:/web.archive.org/web/20121020173812/htp:/ww.capeplc.com/services-and- https://web.archive.org/web/20121020173812/http://www.capeplc.com/services-and- https://web.archive.org/web/20121020173812/http://www.capeplc.com/services-and- 2012 insulation.aspx 50 ELECTRONICAL Y ELECTRONICALY named a defendant in U.S. asbestos litigation in its capacity as the holding company of Cape EFLCITRLONIEADY and had been told that certain U.S. corporations would seek to hold Charter liable for their own - liability 2023 Jun 107. The Oppenheimers Transfer of Shares For example beginning in the late 1970s the Oppenheimer family began to substantially sell or otherwise divest their direct financial interests 30 10:18 in Charter See e.g. Charter 1977 Annual Report at 47 June 9 1977 indicating decrease in AM - direct interest of Harry Oppenheimer Charter 1983 Annual Report at 41 June 21 1983 RICHLAND indicating nil interest ofthe two listed Oppenheimers by April 1982 108. Minorco's Rise Around 1980 soon after Cape's sale of asbestos mines - COM ON Minerals and Resources Corporation Minorco took Charter as the group's overseas flagship Pallister 1988 at 122 see also Donald G. McNeil Jr. A Diamond Cartel May Be Forever The Hereditary Leader ofDe Beers Pursues Apartheid Growth N.Y. Times Jan. PLEAS - 12 1999 hereinafter McNeil Article reporting that Minorco had been created previously to evade Apartheid sanctions 109. Charter's Fall As part of that pivot to Minorco there was a divestiture by Charter of its strategic holdings in Anglo American De Beers and Anglo American Investment Trust which 203CP41759 was a very major step in reorganizing the amalgamated Oppenheimer business empire and reducing but not eliminating Anglo's interference with Charter See A.J.W. Owston Tr 67 Aug. 22 1984 As part of this divestiture Charter disposed of nearly all its investments in " South Africa and adjoining territories which involved a major restructuring that Charter 37 Available at https://www.nytimes.com/1999/01/12/business/international-business-diamond- beers.html beers.html 51- ELECTRONICAL Y ELECTRONICALY acknowledged substantially changed its assets and business interests Charter 1980 Annual EFLCITRLONIEADY Report at 5 9 June 24 1980 Although Charter was purported to have received a substantial - amount of cash from that sale proceeds were used to repay debt and acquire Minorco shares See 2023 id at 5-6 Jun 110. Charter's Exile Due to these restructurings Anglo stopped acknowledging Charter as a 30 10:18 material part of the Oppenheimer business empire it had been effectively replaced by AM - Minorco Compare Anglo 1977 Annual Report at 3 Mar. 25 1977 organizational chart RICHLAND portraying Charter on equal footing to Anglo and De Beers with Anglo 1983 Annual Report at 5 June 28 1983 updated organizational chart making no reference to Charter at all By the end - COM ON ofthe 1980s the Oppenheimers had stopped serving on the Charter board of directors all together after unwinding themselves from Charter's assets and associated liabilities See Charter 1989 Annual Report at 46 June 10 1989 no Oppenheimer listed for the Charter board of directors PLEAS - 111. A Weakened Charter For its part after disposing of its South African investments Charter touted a renewed focused on its operating subsidiaries in the United Kingdom rather than acting primarily as a holding company for Oppenheimer business interests See e.g. Charter 1986 Annual Report at 2 July 3 1986 Charter has undergone a major change in recent years The 203CP41759 business has been extensively reshaped and much of the capital employed is now in operating companies However without the backing of Anglo as a corporate patron and with Cape no longer directly engaged with its main historical business mining and selling asbestos Charter and Cape were unable to achieve growth and profitability comparable to what they enjoyed in decades earlier as part of the Oppenheimer business empire 52 ELECTRONICAL Y ELECTRONICALY VI In Subsequent Years There Have Been Changes to Third Defendants EFLCITRLONIEADY 112. Changes to the Former Asbestos Empire Following Cape's escape from the United - States it changed its name and organization and so did its affiliated companies and other actors 2023 Jun that were part of the Cape avoidance scheme Certain of those entities and persons are named as Third Defendants in this action including as successors in interest and 30 10:18 beneficiaries of Cape's avoidance scheme responsible for Cape's tortious conduct AM - RICHLAND De Beers - COMON The OppenheimerDominated Altrad Greater Group PLEAS - CapCapee Anglo ESAB Corp. / Charter 113. Changes to Cape Since the 1970s Cape Asbestos Company Ltd. has undergone several 203CP41759 changes to its organization including ) changing its name to Cape Industries Ltd. in 1974 i.e. removing Asbestos from its name soon after the onset of asbestos products litigation ii registering as a public company and changing its name to Cape Industries PLC in 1981 iii shortening its name to Cape PLC in 1989 iv changing its name to Cape Intermediate Holdings PLC in 2011 and v registering as a private company to become Cape Intermediate Holdings Ltd. in 2013. And as of 2016 Cape Holdco Ltd. controlled by Cape Industrial Services 53 ELECTRONICAL Y ELECTRONICALY Group Ltd. and The Law Debenture Corporation PLC were registered as Persons with Significant EFLCITRLONIEADY Control ofCape - Unmet Responsibilities Although Cape in the prior decades had entered into certain 2023 Jun agreements to compensate for illness and death resulting overseas from its products such as entering into a Scheme of Arrangement with former employees in 2006 Cape has done nothing 30 10:18 about its massive unpaid responsibility for the death and illness caused by its asbestos products in AM - South Carolina and elsewhere in the United States RICHLAND 115. Other Responsible Cape Entities In addition on information and belief Cape has sold off certain subsidiaries or affiliates that were a part of Cape's unlawful avoidance scheme - COM ON but which have yet to be identified Accordingly the Receiver reserves the right to name those entities and their successors in interest as Additional Third Defendants 116. Altrad's Acquisition and Subsequent Ownership of Cape On or around October 9 2017 PLEAS - Altrad Investment Authority S.A.S. a French company through Altrad UK Ltd. controlling Cape UK Holdings Newco Ltd. acquired and has since controlled Cape Those entities are owned and controlled by the multinational Altrad Group which has renamed certain Cape entities as well including Altrad Services Ltd. k Cape Industrial Services Ltd. 203CP41759 117. Altrad's U.S. Subsidiaries In addition the Altrad Group acquired Sparrows Offshore Group Ltd. in 2022 which established the Altrad Group's presence in the United States through its ) operations in the southern United States and ii ownership of registered entities 54 ELECTRONICAL Y ELECTRONICALY ELCTRONIAY including Hawk BidCo US Inc. Arranco US LLC Sparrows Offshore LLC and the Sparrows FILED Group LLC - 118. Altrad's Owner The Altrad Group thus Cape controlled by its French 2023 Jun President and Founder Mohed Altrad k the Scaffolding King See Altrad 2022 Annual Report at 36 Feb. 9 2023 see also Gaspard Sebag & Tara Patel Billionaire Scaffolding King 30 10:18 Guilty of Bribing Rugby Boss Bloomberg Dec. 13 2022 reporting Mr. Altrad's recent AM - corruption conviction punished with an month suspended jail term and 50,000 fine.4 RICHLAND 119. Altrad Third Defendants Ultimately each of the entities identified in paragraphs 113 116 and 117 with Mohed Altrad are either successors in interest to Cape and its numerous - COM ON subsidiary and affiliated entities or beneficiaries from Cape's avoidance scheme or both and are collectively referred to as the Altrad Third Defendants ALTRAD AND Affiliated ENTITIES PLEAS - ALTRAD PARTY DEFENDANTS Cape Subsidiaries / Control Altrad Ownership United States Subsidiaries Cape Holdco Ltd. Mohed Altrad e Sparrows Offshore Grp 203CP41759 e The Law Debenture Corp. PLC |e Altrad Inv Auth e Cape UK Holdings S.A.S NewCo Ltd. e Altrad UK Ltd. e Cape Indus Servs Grp Ltd. Ltd. e Hawk Bidco US Inc. e Arranco US LLC e Sparrows Offshore LLC e Altrad Servs Ltd. k Cape Indus Servs Ltd. e The Sparrows Grp LLC 38 See e.g. Altrad Completes Acquisition of Engineering and Maintenance Specialist Sparrows Group Altrad July 12 2022 https://www.altrad.com/en/newsreader/altrad-completesmaintenance Sparrows Website Global Locations https://www.sparrowsgroup.com/global-locations 39 Available at https://newsmanager.altrad.com/files/altrad-group/news/2023/02/09_annual- annual en min.pdf 40 Available at https://www.bloomberg.com/news/articles/2022-12-13/scaffolding-billionairesponsorship 55 ELECTRONICAL Y ELECTRONICALY 120. Involvement of Affiliated Oppenheimer Businesses At all times relevant to Cape's EFLCITRLONIEADY business in the United States and its perpetuation of the avoidance scheme Cape was - owned controlled operated by and dominated in furtherance of and in concert with Oppenheimer 2023 Jun business interests in South Africa the United Kingdom and elsewhere those entities substantial financial benefit 30 10:18 Oppenheimer Third Defendants Those dominating conspiring facilitating or AM - otherwise financially benefiting entities include Anglo American Corporation of South Africa Ltd. RICHLAND as predecessor in interest to Anglo American PLC and De Beers PLC De Beers Centenary AG De Beers Consolidated Mines Ltd. De Beers S.A. De Beers UK Ltd. and De Beers Jewellers Ltd. - COM ON Those entities currently have presence operations and business in the United States including in South Carolina through De Beers Jewellers US Inc. Anglo American US Holdings Inc. Element Six US Corp. Element Six Technologies US Corp. Element Six Technologies OR Corp. First PLEAS - Mode Holdings Inc. Platinum Guild International U.S.A. Jewelry Inc. Lightbox Jewelry Inc. Forevermark US Inc. and Anglo American Crop Nutrients U.S.A. LLC All of these companies are collectively referred to as the Oppenheimer Third Defendants with Anglo American PLC acting as ultimate parent company for each See e.g. Anglo 2022 Annual Report at 283 203CP41759 Feb. 22 2023 41 Available at htps:/w.angloamerican.com/~/media/Files/Anglo-American-Group- https://www.angloamerican.com/~~/media/Files/A/Anglo-American-Group- reporting In 1998 Anglo American Corporation of South Africa Ltd. moved its headquarters to London and registered as Anglo American PLC which involved complex changes to its corporate structure that included absorbing Minorco and moving assets out of South Africa thereby mitigating the risk of postApartheid nationalization See McNeil Article In November 2011 moreover the Oppenheimer family sold its direct stake in the De Beers Group to Anglo American PLC for 5.1 billion while on information and belief retaining indirect ownership through other entities See e.g. Mark Scott Anglo American in Deal to Take Control ofDe Beers N.Y. Times Nov. 4 2011 56 ELECTRONICAL Y ELECTRONICALY 122. Increased U.S. Activities Since closing NAAC and implementing their avoidance EFLCITRLONIEADY scheme the Oppenheimer Third Defendants have increased their business activities in the - United States with certain of them using courts in the United States to enforce trademarks or other 2023Jun valuable rights including under the De Beers name ANGLO AMERICAN PLC 30 OPPENHEIMER PARTY Defendants 10:18 De Beers Group Subsidiaries United States Subsidiaries AM - * De Beers PLC fi De Beers Jewellers US Inc. e De Beers Centenary AG e Anglo Am US Holdings Inc. RICHLAND e De Beers Consol Mines Ltd. e Element Six US Corp. e De Beers S.A. e Element Six Techs US Corp. - e De Beers UK Ltd. e Element Six Techs OR Corp. e De Beers Jewellers Ltd. e First Mode Holdings Inc. COM ON e Platinum Guild Int'l U.S.A. Jewelry Inc. e Lightbox Jewelry Inc. e Forevermark US Inc. e Anglo Am Crop Nutrients U.S.A. LLC PLEAS - 123. Changes to Charter In 1993 after the broader Oppenheimer empire had demoted Charter's role in the business Charter registered as a public company becoming Charter PLC In 1996 203CP41759 Charter sold its interest in Cape for approximately 48 million In 2008 a new holding company Charter International PLC took over Charter PLC and then effective January 13 2012 Colfax Corporation Colfax acquired Charter at a 2.4 billion valuation with Charter enjoying minimal 42 See e.g. De Beers UK Ltd. v Adwar Casting Co. Ltd. No. 00843 ECF No. 3 W.D. Mo. Sept. 15 2010 corporate disclosure statement of plaintiff identifying De Beers UK Ltd. as a wholly owned subsidiary of De Beers Centenary AG De Beers Centenary AG v JohnHasson No. 23024 ECF No. 1 S.D. Fla Aug. 23 2010 action initiated by De Beers entity 43 See Charter Website History Dec. 12 2008 htps:/web.archive.org/web/208121214613/htp:/ww.charter.ie/chtr_int/about/history/ htps:/web.archive.org/web/208121214613/htp:/ww.charter.ie/chtr_int/about/history/ https://web.archive.org/web/20081212114613/http://www.charter.ie/chtr_int/about/history/ https://web.archive.org/web/20081212114613/http://www.charter.ie/chtr_int/about/history/ 57- ELECTRONICAL Y ELECTRONICALY debt on its balance sheet See Colfax Corp. Form K Jan. 17 2022 Colfax Corp. Schedule EFLCITRLONIEADY 14A Dec. 19 2011 In making that acquisition Colfax disclosed Charter's exposure to - asbestos lawsuits in the United States but the companies i assessed it as not having 2023 Jun material effect on Charter's financial position ii dismissed any associated expenses as negligible and iii ultimately made no provision for Charter's asbestos liability Colfax Corp. 30 10:18 Schedule 14A Dec. 19 2011 AM - 124. Charter Third Defendants By 2022 Colfax sold its interests in Charter's businesses RICHLAND including on information and belief those associated with related liabilities ESAB Corporation See Enovis Formerly Colfax Completes SpinofESAB Corporation Apr. - COM ON 5 2022 On information and belief ESAB Corporation is currently the parent company of as well as a successor in interest to Charter Consolidated Ltd. along with Charter's subsidiary Central Mining & Investment Corporation Ltd. and each is collectively referred to as Charter PLEAS - Third Defendants 203CP41759 44 Available at https://www.sec.gov/Archives/edgar/data/1420800/000134100412000060/cfx https://www.sec.gov/Archives/edgar/data/1420800/000134100412000060/cfx 8k.htm 45 Available at https://www.sec.gov/Archives/edgar/data/1420800/000114420411070464/v242942 defm14a.ht m 46 Available at https://ir.enovis.com/news-releases/news-release-details/enovis-formerly-colfaxcorporation 58 ELECTRONICAL Y ELECTRONICALY ELCTRONIAY FIRST CAUSE OF ACTION UNJUST ENRICHMENT FILED Against All Third Defendants - 125. Third Plaintiff incorporates by reference paragraphs 1 through 124 as though fully 2023 set forth herein Jun 126. Under the cause of action for unjust enrichment a party can recover restitution as a remedy 30 10:18 if the party shows ) that it conferred a gratuitous benefit on the defendant ii that the AM - defendant realized some value from the benefit and iii that it would be inequitable for the RICHLAND defendant to retain the benefit without paying the plaintiff for its value 127. Each of the Altrad Third Defendants the Charter Third Defendants and the - COM ON Oppenheimer Third Defendants including their predecessors in interest received a non- gratuitous benefit from Cape as a result of the avoidance scheme described herein including the domination of NAAC's management decisions resulting in the purchase of PLEAS - wholly inadequate insurance and the extraction of massive cash payments and other assets to entities outside of the United States 128. Each of the Altrad Third Defendants the Charter Third Defendants and the Oppenheimer Third Defendants realized substantial monetary value from the gratuitous 203CP41759 benefit described herein and above 129. It would be inequitable for these Third Defendants to retain any such benefit without paying the Receiver for its value 130. proper and appropriate remedy under the circumstances here is for the Court to exercise its equitable power and authority to require that each of the Altrad Third Defendants the Charter Third Defendants and the Oppenheimer Third Defendants to 59 ELECTRONICAL Y ELECTRONICALY return funds that have been wrongfully diverted from meeting obligations and responsibilities in EFLCITRLONIEADY the United States in an amount to be proven at trial - SECOND CAUSE OF ACTION CONSTRUCTIVE TRUST 2023 Against All Third Defendants Jun 131. Party Plaintiff incorporates by reference paragraphs 1 through 130 as though fully 30 10:18 set forth herein AM - 132. A constructive trust is a duty or relationship imposed by courts of equity to prevent the RICHLAND unjust enrichment ofthe holder oftitle to or of an interest in property which such holder acquired through fraud breach of duty or some other circumstance making it inequitable for him to retain - COM ON it against the claim of the beneficiary or the constructive trust A constructive trust is a fiction of equity brought into operation to prevent unjust enrichment through the breach of some duty or PLEAS other wrongdoing There is a common indispensable element in the many types of situations out - of which a constructive trust is deemed to which is some fraud breach of duty or other wrongdoing by the holder of the property 133. Each of the Altrad Third Defendants the Charter Third Defendants and the Oppenheimer Third Defendants have taken possession of property and other assets- 203CP41759 which they should not have taken through the wrongful acts alleged herein 134. The funds that they or their predecessors in interest have wrongfully diverted should have remained available to bodily claimants in the United States including in South Carolina providing additional resources to meet Cape's obligations to the tens of thousands of individuals harmed - 60- ELECTRONICAL Y ELECTRONICALY 135. But for the false or misleading statements made by each of the Altrad Third EFLCITRLONIEADY Defendants the Charter Third Defendants and the Oppenheimer Third Defendants - or their predecessors in interest to hide the true nature of Cape's unethical business practices and 2023 Jun the known harms associated with its asbestos products the funds would and should have been accessible to party claimants 30 10:18 136. proper and appropriate remedy under the circumstances here is for the Court to AM - exercise its equitable power and authority to require each of the Altrad Third Defendants RICHLAND the Charter Third Defendants and the Oppenheimer Third Defendants to return funds that have been wrongfully diverted from meeting Cape's obligations and responsibilities in the - COM ON United States in an amount to be proven at trial THIRD CAUSE OF ACTION ALTER EGO AND PIERCING LIABILITY Against All Third Defendants PLEAS - 137. Third Plaintiff incorporates by reference paragraphs 1 through 136 as though fully set forth herein 138. South Carolina recognizes the imposition of liability under an alter ego theory based on a factual assessment of several factors including common ownership ii financial 203CP41759 dependence iii the degree of selection of executive personnel and failure to observe corporate formalities and iv the degree of control over marketing and operational policies 139. Likewise under a piercing theory South Carolina recognizes attaching liability to a shareholder through a part test involving first an factor analysis of the shareholder's relationship to the corporation and second proof of an element of injustice or fundamental unfairness if the acts of the corporation are not regarded as the acts of the equity owners As part 61 ELECTRONICAL Y ELECTRONICALY of the first step the eight factors are ) whether the corporation was grossly undercapitalized EFLCITRLONIEADY ii failure to observe corporate formalities iii payment of dividends iv insolvency ofthe - debtor corporation at the time v siphoning of funds of the corporation by the dominant 2023 Jun stockholder vi functioning of other officers directors or stockholders vii absence of corporate records and viii the fact that the corporation was merely a fa^adefor the operations of 30 10:18 the dominant stockholder In turn to prove fundamental unfairness the plaintiff must establish AM - that ) the defendant was aware of the plaintiff's claim against the corporation and ii thereafter RICHLAND the defendant acted in a serving manner with regard to the property of the corporation and in disregard of the plaintiff's claim in the property - COM ON 140. Numerous facts support the conclusion that in furtherance of the ends of justice the Court may exercise personal jurisdiction over Third Defendants and impose liability on them for acts of Third Plaintiff which Third Defendants are responsible for having PLEAS - dominated controlled facilitated or benefited from including without limitation a The sale and distribution of asbestos in the United States including to facilities in South Carolina or in containing products used in South Carolina b The failure to follow corporate formalities between Third Plaintiff and each 203CP41759 of the Third Defendants c The common and intentionally obfuscated ownership interests of the Third Defendants d The financial marketing and operational dependence of Cape on those Third Defendants 62 ELECTRONICAL Y ELECTRONICALY e The domination and control of Third Defendants over Cape's and NAAC's EFLCITRLONIEADY executive personnel and boards of directors which caused among other things - NAAC to fail to safeguard the interests of personal claimants by placing 2023 adequate products insurance Jun f The funneling of assets out of the United States to escape attachment by personal- 30 10:18 injury claimants and the resulting gross undercapitalization of NAAC in the AM - United States RICHLAND g The absence of and intentional destruction of corporate records related to the events described herein - COM ON h The establishment or use of Third Plaintiff and NAAC as sham entities and a fa^adefor the operations of Oppenheimer interests in South Africa and elsewhere thereby misrepresenting the true origin of Cape's products including Cape's use PLEAS - of child laborers the grave health hazards associated with those products and the ownership of Cape's business including ownership by African oligarchs and . The serving actions of Third Defendants despite their having knowledge that Cape's asbestos and containing products would cause bodily injury to 203CP41759 tens of thousands of individuals in the United States including in South Carolina and result in claims for reimbursement 141. The damages alleged against Third Plaintiff in the Asbestos Suits resulted from the actions of Third Defendants or their predecessors in interest which dominated controlled facilitated or benefited from Cape's successful asbestos business and avoidance scheme Accordingly the proper and appropriate remedy under the circumstances here is for the Court to 63- ELECTRONICAL Y ELECTRONICALY declare that the Third Defendants are alter egos of Third Plaintiff and thereby liable EFLCITRLONIEADY to Third Plaintiff and the Receiver for Asbestos Suits - FOURTH CAUSE OF ACTION ACCOUNTING 2023 Against All Third Defendants Jun 142. Third Plaintiff incorporates by reference paragraphs 1 through 141 as though fully 30 10:18 set forth herein AM - 143. South Carolina recognizes the equitable action for an accounting which implies that a RICHLAND defendant is responsible to the plaintiff for money or property as the result of a contract or some other fiduciary relationship Accounting is particularly appropriate where there is a need for - COM ON discovery See Consignment Sales LLC v Tucker Oil Co. 391 S.C. 266 273 S.C. Ct App 2010 Rogers v Salisbury Brick Corp. 299 S.C. 141 145 416 989 144. As alleged herein this lawsuit involves an international decades long scheme designed PLEAS - to profit from the sale of harmful asbestos fiber into the United States including for use in South Carolina 145. That scheme was intentionally designed to obfuscate the relationships between numerous large corporations and its direct purpose was to frustrate creditors and avoid liability 203CP41759 while retaining untold millions of dollars siphoned to foreign entities and individuals 146. Given this long complex history a full accounting of each of the Third Defendants including for any records related to the allegations herein is appropriate for the purpose of discovery 64 ELECTRONICAL Y ELECTRONICALY ELCTRONIAY PRAYERFOR RELIEF FILED WHEREFORE Third Plaintiff by and through its duly appointed Receiver - demands judgment against Third Defendants as follows 2023 Jun A. For the Court to exercise its equitable power and authority against the Third Defendants as requested herein 30 10:18 B. For a full accounting of each of the Third Defendants records and other AM - information related to the allegations herein including the extent to which each of RICHLAND the Third Defendants has financially benefited from the avoidance scheme and - COM ON C. For such other and further relief as the Court may deem just and proper including judgment and judgment interest as provided by South Carolina law PLEAS - Signature block on following page 203CP41759 47 This party action does not include or otherwise involve any claim arising under the Constitution laws or treaties of the United States nor does this party action involve the vindication of any federal rights 65- Dated June 30 2023 Columbia South Carolina ELECTRONICAL Y ELECTRONICALY ELCTRONIAY GALLIVAN WHITE & BOYD P.A. FILED By s John T. Lay Jr. John T. Lay Jr. SC Bar No. 64526 - Gray T. Culbreath SC Bar No. 11907 Lindsay A. Joyner SC Bar No. 77437 2023 Jun Laura W. Jordan SC Bar No. 100374 Eleanor L. Jones SC Bar No. 104678 1201 Main Street Suite 1200 30 10:18 PO Box 7368 29202 Columbia SC 29201 jlay@gwblawfirm.com AM - gculbreath@gwblawfirm.com ljoyner@gwblawfirm.com RICHLAND jordan@gwblawfirm.com ejones@gwblawfirm.com 803 779-1833 - COMON Jonathan M. Robinson Shanon N. Peake SMITH | ROBINSON LLC 2530 Devine Street Third Floor Columbia SC 29205 PLEAS - jon@smithrobinsonlaw.com shanonp@smithrobinsonlaw.com 803 254-5445 203CP41759 G. Murrell Smith Jr. SMITH | ROBINSON LLC PO Box 580 Sumter SC 29151-0580 murrell@smithrobinsonlaw.com 803 778-2471 Troy S. Brown pro hac vice forthcoming Dana E. Becker pro hac vice forthcoming MORGAN LEWIS & BOCKIUS LLP 1701 Market Street Philadelphia PA 19103 troy.brown@morganlewis.com troy.brown@morganlewis.com dana.becker@morganlewis.com dana.becker@morganlewis.com 215 963-5000 Brady Edwards pro hac vice forthcoming 66 ELECTRONICAL Y ELECTRONICALY ELCTRONIAY Robert W. Jacques pro hac viceforthcoming MORGAN LEWIS & BOCKIUS LLP FILED 1111 Pennsylvania Avenue NW Washington DC 20004 - brady.edwards@morganlewis.com robert.jacques@morganlewis.com 2023 Jun 202 739-3000 Paul A. Scrudato pro hac vice forthcoming 30 10:18 MORGAN LEWIS & BOCKIUS LLP 101 Park Avenue New York NY 10178 AM - paul.scrudato@morganlewis.com 212 309-6000 RICHLAND Attorneysfor Party Plaintiff - COMON PLEAS - 203CP41759 67-