Meanwhile, there was an inconvenient revolution in Iran. Carlson found a new job as head of National Bank of Georgia, because BCCI had secretly taken it over in 1978 through the use of Ghaith Pharaon, who bought it from Bert Lance and later sold it to BCCI's First American Bank. NBG held the paper on some large commercial loans to Jimmy Carter's peanut business.
By the second annual meeting of Safeer in November 1979, Carlson and Irvani had moved on, leaving Richard Helms as the sole owner. BCCI turned to a new front, Kamal Adham, former head of Saudi intelligence.
The books of Safeer show that Helms primarily used it as his own consulting firm, not only receiving fees from Northwest Investment Corporation (Irvani), but also from defense industry corporations with links to the intelligence community, such as Martin Marietta, McDonnell Douglas, Mitsui, Hughes Aircraft, Itek, Electronic Data Systems, and Bechtel. Helms, of course, was CIA director from 1966-1973, and then ambassador to Iran until January, 1977. These documents were scanned from U.S., Senate, Committee on Foreign Relations, hearings before the Subcommittee on Terrorism, Narcotics, and International Operations, February 19 and March 18, 1992, The BCCI Affair, Part 4, pages 237-240 (Washington: U.S. Government Printing Office, 1992).
John Kerry (D-MA) presided over these hearings, but was unable to get
the CIA to produce any relevant documents -- perhaps because by 1983-84,
CIA director William Casey and his assistant Robert Gates were secretly
meeting with Abedi. The material on Safeer originated from a civil case
in Georgia, in which a German company tried to trace Irvani's assets
through a maze of offshore companies. ]
James R. Jones
Edward L. Merrigan
COUNSEL
Writer's Direct Dial Number
(202) 452-7930
Leonard L. Silverstein
Richard A. Mullens
Gerald H. Sherman
Paul F. Schmid
Wilma E. Van Deman (1940-1976)
Charles W. Schoeneman
Arthur H. Schreiber
Robert E. Falb
Jerry J. McCoy
Adelbert L. Suwalsky, Jr.
Stuart M. Lewis
Samuel H. Black
Ronald D. Abramson
Lynn K. Pearle
Deborah M. Beers
Mr. Rahim Irvani
Industrial Development and
Service Company, Ltd.
P.O. Box 2942
Tehran, Iran
Re: Safeer Company
Dear Mr. Irvani:
After receiving your telex of July 21, 1977, we prepared a draft Certificate of Incorporation of Safeer Company. A copy is enclosed. In addition, I am also enclosing a draft of proposed by-laws. Both the certificate and the by-laws have been discussed with Ambassador Helms. He has asked that we call to your attention the following points about which you may have some suggestions.
1. We propose that the corporation adopt a fiscal year ending September 30 and set January 15 as the stockholders' meeting date. Actually, the corporation is free to adopt a fiscal year ending with any month. Once a fiscal year is adopted, it cannot be changed without securing permission of the Internal Revenue Service. September 30 is suggested because that would give time to prepare annual reports and tax returns prior to the usual rush which occurs subsequent to December 31.
2. The incorporators listed on page 2 of the Certificate of Incorporation would be unrelated persons selected by the Corporation Trust Company, a professional organization which is in the business of acting as the
SILVERSTEIN AND MULLENS
Mr. Rahim Irvani
July 28, 1977
Page Two
registered agent for a Delaware corporation. The incorporators' only function after signing the Certificate of Incorporation is to elect the initial board of directors. Thereafter control of the corporation is in the hands of the stockholders and the directors.
3. The following persons are suggested for the initial board of directors:
We advised having at least a five-person board. Ambassador Helms was reluctant to name three persons but did so at our suggestion. He would be happy to consider any additional persons you may desire.
4. As we noted in our first telex, we recommend that the initial capital of the company be $1,000, split 80 shares to you and 20 shares to Ambassador Helms. As soon as the initial capital of $1,000 is paid in for the stock, the company may commence business. Thereafter you may make contributions to capital in whatever amounts are deemed necessary to provide the corporation with adequate funds. Under those circumstances, the stock ownership will not change. Is this satisfactory with you? In what name would you like your stock registered?
5. As soon as the corporation is organized, it is contemplated that the following officers would be elected by the board of directors:
SILVERSTEIN AND MULLENS
Mr. Rahim Irvani
July 28, 1977
Page Three
If you have any questions or suggestions, perhaps you can contact us by telex. If you approve, please let us know by telex. Once final approval is given, it will only take a day or so to form the corporation.
Very truly yours,
SILVERSTEIN AND MULLENS
/s/
Richard A. Mullens
RAM:jll
Enclosures
cc: Mr. R. P. M. Carlson
Ambassador Richard Helms
O
ITT GA
ITT 10 20 1U58+
440242 SAFR UI85124880+
24880 MELIEX G
GA
440242 SAFR UI
TELEX NO. 228 10/20/78
ATTENTION: Mr. Irvani
1. Roy Carlson asked on October 19 that I have an independent attorney review the seven documents he sent me by telex. Mr. Richard Mullens, whom you met in Washington, reviewed the documents carefully and states that in signing them you are not running undue risks. He further stated that there is nothing unusual in the documents.
2. Carlson also told me that you wanted a draft of a simple agreement which would hold you harmless in these arrangements. The text of this agreement is as follows:
To: Mr. Rahim Irvani
Melli Industrial Group
P.O. Box 2690
Tehran, Iran
For values received, the undersigned jointly and severally agree to indemnify you from any and all liability, loss, or damage, including reasonable attorneys' fees, arising out of or caused by your granting, as shareholder or a director, a power of attorney to any partner of Clifford, Glass, McIlwain and Finney, a Washington, D.C. law firm, to act in your name with respect to the transaction involving Financial General Bankshares of Washington, D.C.
Date:
(signature line)
With warmest regards,
Helms
24880 MELIEX G
440242 SAFR UI.....
1102EDT 003.85
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