Kaur Kender, partner of ZA/UM and executive producer of Disco Elysium, has withdrawn a lawsuit against the majority shareholder and CEO of the company, according to GamesIndustry.biz (opens in a new tab). The move comes amid an ongoing struggle (opens in a new tab) between the studio’s founding members and its current management, with core members of the developer/art collective claiming that current ZA/UM CEO Ilmar Kompus usurped his position through financial malfeasance. Both sides in this withdrawn lawsuit, Kender and Kompus, claim victory, while one of those ousted founding developers told PC Gamer that their fight is far from over.
To recap, Helen Hindpere, Aleksander Rostov, and Robert Kurvitz were credited as lead writer, artist, and designer respectively on Disco Elysium, and were founding members of the artist-turned-game-developer collective. The framework grew out of the group of friends’ tabletop campaigns, and the first commercial work published in the framework was Kurvitz’s 2013 novel Sacred and Terrible Air. All three had left the company at the end of 2021.
These three, as well as Martin Luiga (opens in a new tab)who is credited as an editor on Disco Elysium and appears to have parted ways earlier in development, alleges they were kicked out (opens in a new tab) from the studio by investor Ilmar Kompus, who is credited under “Corporate, Finance, Legal, and Accounting” on the game. The four claim that Kompus, who is currently the CEO of ZA/UM, used the equity of the company (4.8 million euros) to buy a majority share, allowing him to determine the future of the studio.
Ilmar Kompus, meanwhile, alleged “verbal abuse”, “gender discrimination” and “attempts to illegally sell ZA/UM intellectual property” by Kurvitz and Rostov. Kompus claims the couple were fired for those reasons and denies any financial wrongdoing.
Estonian outlet Eesti Ekspress (opens in a new tab) (users may encounter a paywall) reports that Kompus “reimbursed” €4.8 million to ZA/UM in November. The outlet says the reason given for the transaction was that the €4.8 million “was received on the basis of a void transaction”. Eesti Ekspress points out that Kompus “controls both sides” of this void transaction.
The allegation against Kompus is that he sold his own property to the company and then used these illegitimate proceeds to buy his controlling interest. By now transferring 4.8 million euros to the company to reimburse it for a “void transaction”, the intended message seems to be that he did not use the company’s money to buy its shares. But why did he get the €4.8m in the first place?
Kender had sued Kompus in Estonian court based on the allegations of financial malfeasance, but withdrew his lawsuit. When reached for comment, Kender said that “Kaur Kender’s (his company, Chromed Investing OÜ) lawsuit against Zaum Studio owner OÜ has proven successful”, before providing a timeline of the lawsuit ( printed in full after the article.) According to this timeline, Kender filed his lawsuit on October 25, after which Kompus’ private company, OÜ Tütreke, paid ZA/UM 4 million euros on November 4 and 800 €000 on November 11, covering the funds in question.
Kender concluded: “Insofar as Ilmar Kompus has returned the 4,800,000 euros illegally taken, Kaur Kender has achieved the purpose of the lawsuit filed, and the legal proceedings in this case will be terminated.”
Kompus, meanwhile, told GamesIndustry.biz that “[Kender and his lawyers’] ruling asserts that there was no basis to their accusations and that I acted appropriately and responsibly, as outlined in the corporate documents I provided.”
Robert Kurvitz told PC Gamer that his party was aware of “Kompus’ opinion that money taken from ZA/UM Studio has been ‘refunded’.” Kurvitz says he has seen a “partial bank statement purportedly confirming such reimbursement”, but remains uncertain about “the source and legal nature of this reimbursement, and the subsequent use of the funds allegedly reimbursed”.
“Furthermore, any ‘reimbursement’ of the company’s money that was used to illegally acquire a majority stake does not erase the main consequence of the original injustice – namely that Kompus remains the majority owner, a position which he was only able to achieve by using company money as his own,” Kurvitz said. “In light of this, there has been no significant change in our situation, and we continue to review our legal options. We cannot comment on decisions made by Kaur Kender regarding his claim, to which we were never a party.”
The future of what we at PC Gamer continue to consider one of the best video games ever made (opens in a new tab) continues to be cloudy. Kompus reimbursed ZA/UM a sum of 4.8 million euros, claiming that this exchange was perfectly legal and honest. Kender, in his statement, continues to call the 4.8 million euros “illegally taken” from the company, but dropped the lawsuit, apparently satisfied with his return.
Kurvitz and Rostov, on the other hand, argue that regardless of how this money moves and where it ends up, it was, at some point, used to illegally seize the development house spun off from their art collective. There is also the remaining figure of Tõnis Haavel, another investor in ZA/UM who, according to Kurvitz and Rostov, helped Kompus acquire its majority stake, but does not appear to be such an active participant at this stage of the proceedings. We will continue to follow and report on the legal battle over ownership of Disco Elysium as it develops.
Statement by Kaur Kender on the timeline of his trial
- Kaur Kender’s lawsuit against the owner of ZA/UM was successful
- The lawsuit of Kaur Kender (his company, Chromed Investing OÜ) against the owner of Zaum Studio OÜ proved successful.
- On October 25, 2022, Kaur Kender’s company filed a lawsuit against OÜ Tütreke (Ilmar Kompus company), in which the seizure was demanded from Zaum Studio OÜ belonging to OÜ Tütreke.
- On October 29, 2022, the Estonian court secured the action and the shares belonging to OÜ Tütreke were seized. [Editor’s note: covered here by Eesti Ekspress (opens in new tab) behind a paywall]
- On October 31, 2022, the order securing the stock was submitted to Nasdaq and the Estonian Business Register.
- On November 1, 2022, Kaur Kender sent a letter in English to contacts, including Ilmar Kompus and Tõnis Haavel, stating that the minority shareholders demand the calling of a general meeting.
- On November 4, 2022, Ilmar Kompus’ company OÜ Tütreke paid a total of €4 million to Zaum Studios OÜ in two instalments.
- On November 11, 2022, Ilmar Kompus’ company OÜ Tütreke paid 800,000 euros to ZA/UM Studios OÜ.
- Ilmar Kompus referred in the corresponding payment orders: “Return of the amounts received on the basis of the contract of 12.2021-01.2022 due to the nullity of the contract”.
- Insofar as Ilmar Kompus has returned the 4,800,000 euros illegally taken, Kaur Kender has achieved the purpose of the lawsuit filed and the legal proceedings in this case will be closed.