Counter-Evidence Brief

The counter-evidence brief filed by Lisa, S.A. on December 6, 2024 responds point by point to the documentary evidence submitted by defendants Juan Luis Bosch Gutierrez and Villamorey, S.A. in their answer to the complaint. Filed three days after Lisa's principal evidence brief, this submission complements the plaintiff's evidentiary strategy with direct evidence disproving the defendants' two main defensive arguments: the alleged irregularity of a letter rogatory and the purported lack of standing of Lisa to bring suit.

Letter Rogatory: Court-Ordered, Not Party-Initiated

The first line of counter-evidence targets the defendants' documentary evidence #2, consisting of a copy of the letter-rogatory notification request filed in the proceeding before the Eleventh Circuit Civil Court of the First Judicial Circuit of Panama (Case No. 117030/21). The defendants presented this document to suggest that Lisa engaged in irregular conduct by requesting the letter rogatory. Lisa submits four authenticated documents demonstrating the contrary:

• Authenticated copy of the power of attorney granted to Lcda. María Luisa Villarreal Palacios in the enforcement proceeding against Villamorey
• Two unsuccessful service attempts carried out by the Judicial Communications Center at Villamorey's address
• Order dated February 25, 2022, in which the Eleventh Circuit Civil Judge provided, as an act of the court itself, an address for the defendant company in Guatemala
• Motion for reconsideration filed by Lisa challenging that order

"La prueba que atacamos, es decir, el memorial en el que ante el Juzgado Undécimo de Circuito Civil del Primer Circuito Judicial de Panamá, se solicitó en efecto una Carta Rogatoria, obedeció al estricto acatamiento de una orden de ese tribunal, y no a un hecho propio de la parte que representamos ni de esta Profesional del Derecho." (Page 2)

The documentary sequence establishes that the letter rogatory resulted directly from the inability to serve Villamorey in Panama and from a judicial order, not from any voluntary initiative by Lisa.

Assembly Invitations Confirming Shareholder Status

The second line of counter-evidence responds to the defendants' documentary evidence #3, concerning the settlement agreement between BDT Investment, Inc. and Lisa. Against the defendants' attempt to challenge Lisa's standing, the filing introduces four shareholder assembly invitations issued by Villamorey itself to Lisa:

• Invitation to shareholder board meeting, September 1, 2020
• Invitation to extraordinary shareholder assembly, August 30, 2022
• Notice of new share subscription, issued by Villamorey's president to Lisa
• Invitation to ordinary shareholder assembly, November 11, 2024

These invitations, issued by Villamorey over four years, demonstrate that the defendant company has continuously recognized and treated Lisa as a shareholder, directly contradicting its own challenge to Lisa's standing.

Document Recognition and Evidentiary Requests

The brief requests that Ramiro López Nimatuj, Villamorey's legal representative, be summoned to acknowledge his signature and the content of the four invitations submitted as counter-evidence. If authenticated, these documents would acquire full evidentiary value as proof that Villamorey has treated Lisa as a shareholder even while contesting her standing in court.

As documentary requests, Lisa asks the court to order Villamorey and its resident agent, Galindo, Arias & López, to produce authenticated copies of shareholder assembly convocation notices from 2018 to the present, as well as an authenticated copy of Villamorey's share registry book. These requests aim to demonstrate that Lisa remains registered as the holder of 33.33% of Villamorey's shares and continues to be convened to shareholder meetings.

Signatories

• Lcda. María Luisa Villarreal Palacios, judicial representative of Lisa, S.A.