Vybra Solutions Ltd, Re [2026] EWHC 1125 (Ch)

[2026] EWHC 1125 (Ch)

Case No CR-2026-MAN-000547

IN THE HIGH COURT OF JUSTICE

BUSINESS AND PROPERTY COURTS IN MANCHESTER

INSOLVENCY AND COMPANIES LIST (ChD)

Courtroom No. 42

Venue Manchester Civil Justice Centre

1 Bridge Street West

Venue Manchester

Date Thursday, 2 nd April 2026

M60 9DJ

Before

HIS HONOUR JUDGE HODGE KC

Sitting as a Judge of the High Court

IN THE MATTER OF VYBRA SOLUTIONS LTD

AND IN THE MATTER OF THE INSOLVENCY ACT 1986

Between

TONI GRACE GEORGINA MOTTApplicants

CHRISTOPHER MOTTApplicants

MR ADAM PAUL STANLEY (instructed by Farleys Solicitors LLP, Accrington) appeared for Applicants

APPROVED JUDGMENT

(Approved on 11 May 2026)

This Transcript is Crown Copyright. It may not be reproduced in whole or in part, other than in accordance with relevant licence or with the express consent of the Authority. All rights are reserved.

HIS HONOUR JUDGE HODGE KC:

[1]This is my extemporary judgment in the matter of Vybra Solutions Ltd (Claim No CR-2026-MAN-000547).

[2]This is an application, dated 1 April 2026, by the directors of Vybra Solutions Ltd, Toni Grace Georgina Mott and Christoper Mott, for relief in relation to a notice of intention to appoint administrators that was served on a qualifying floating chargeholder. The application is supported by the witness statement of Ms Toni Mott, also dated 1 April 2026, together with exhibit ‘TGGM 1’.

[3]At a meeting of the company’s board of directors held on 30 March 2026, the applicants, having considered the financial position of the company, resolved to appoint two individuals, Mr Lee Morris and Mr John Thompson, as the joint administrators of the company, pursuant to paragraph 22 of Schedule B1 to the Insolvency Act 1986 (as amended). In such circumstances, paragraph 26 of Schedule B1 requires the applicants to give five business days’ written notice to any person who is a qualifying floating chargeholder of the company. The purpose of that requirement is to enable any such qualifying floating chargeholder to decide whether they themselves might wish to take the initiative in placing the company into some form of insolvency process.

[4]In the present case, the company had granted a floating charge over all of its land, assets, goodwill and undertaking, on 13 February 2025, to Treyd AB, a company incorporated and registered in Sweden, with a registered office at an address in Stockholm. Pursuant to the resolution of its board, on 30 March 2026 the applicants issued a notice of intention to appoint administrators, which the applicants appreciated needed to be served on the Swedish qualifying floating chargeholder.

[5]On 30 March 2026, at 5.10pm, a solicitor at Farleys, who act for the company, sent an email to the qualifying floating chargeholder in an attempt to serve the notice of intention to appoint. The fee earner sent a further email to the qualifying floating chargeholder at 11.10am on the following morning, inviting the chargeholder to confirm whether it would accept service of the notice of intention to appoint by email. Later that day, at 12.07pm, a representative of the Swedish company responded, by email, stating that it would not accept service of the notice of intention to appoint by email. Instead, the notice of intention to appoint should be posted to the Swedish company at its business address in Stockholm. This differs from the address of the registered office.

[6]On the following day, 31 March, the applicant’s process server confirmed that he had personally served the notice of intention to appoint on the qualifying floating chargeholder at the address in Sweden which had been provided as the address for service. This was at 3.34pm (local time). The person at the office who received the notice of intention to appoint had identified herself as authorised to accept service on behalf of the qualifying floating chargeholder.

[7]The applicants entertained concerns as to whether that notice of intention to appoint administrators has been validly served, given the location of the qualifying floating chargeholder in Sweden.

[8]The requirements for service of a notice of intention to appoint administrators by a company or its directors are addressed at Schedule 4 to the Insolvency Rules 2016. These make it clear that such a notice is to be treated, not as a claim form, but as ‘another document’. The modifications to Part 6 of the CPR, which apply unless the court directs otherwise, make it clear that service is to be effected on the company at its registered office or, if that is not practicable, at its last-known principal place of business in England and Wales. That latter qualification does not, of course, apply in the circumstances of the present case, where the qualifying floating chargeholder is a Swedish entity.

[9]Paragraph 1(2) of Schedule 4 to the Insolvency Rules provides that: “Service is to be carried out in accordance with Part 6 of the CPR as that Part applies to either a ‘claim form’ or a ‘document other than the claim form’ except where the Schedule provides otherwise or the court otherwise approves or directs”.

[10]Paragraph 5 of the current (2020) Insolvency Practice Direction contains guidance concerning the service of court documents in insolvency proceedings. Paragraph 5.2 makes it clear that, subject to the court approving or directing otherwise, CPR Part 6 applies to the service of court documents, both within and out of the jurisdiction. It also makes the point that the provisions of CPR Part 6 are modified by Schedule 4 to the Insolvency Rules in respect of certain documents. That paragraph gives no guidance as to the precise circumstances in which documents may be served out of the jurisdiction.

[11]The applicants are represented before the court today by Mr Adam Paul Stanley (of counsel). He points out that Part IV of CPR 6 contains the rules governing service of claim forms and other documents out of the jurisdiction. CPR 6.32 and 6.33 set out the circumstances in which the court’s permission is not required. They appear to relate exclusively to claim forms and not to other documents. CPR 6.36 provides that:

“In any proceedings to which rule 6.32 or 6.33 does not apply, the claimant may serve a claim form out of the jurisdiction with the permission of the court if any of the grounds set out in paragraph 3.1 of Practice Direction 6B apply.”

[12]CPR 6.37 deals with applications for permission to serve the claim form out of the jurisdiction. Mr Stanley notes that although CPR 6.36 appears to refer exclusively to claim forms, and not to other documents, reference is made in CPR 6.37(5) to the court’s power, on an application for permission under CPR 6.36, to specify the periods within which a defendant may file various documents, and give directions about the method of service However, such power is qualified by the words “Where the court gives permission to serve a claim form out of the jurisdiction…”.

[13]Finally, Mr Stanley refers to CPR 6.38, which expressly applies to the service of other documents. That provides that:

“Any application notice issued or order made in any proceedings, or other document which is required to be served in the proceedings, may be served on a defendant out of the jurisdiction without permission where: (a) the claim form has been served on the defendant out of the jurisdiction with permission; or (b) permission is or was not required to serve the claim form (whether within or out of the jurisdiction).”

[14]Mr Stanley points out that the difficulty with applying CPR 6.38 in the present case is that in both limbs of the sub-rule, permission for service of other documents outside the jurisdiction is not required if permission to serve the claim form was not required, or if it was required but the court has granted permission. In either instance, it appears that the existence, and prior service, of a claim form is a pre-condition of service of any other document without the need for the court’s permission.

[15]The outcome of that analysis, according to Mr Stanley, is that there appears to be no obvious freestanding provision in CPR 6 for seeking permission to serve a document, other than a claim form, on a party outside the jurisdiction without having first served a claim form. Mr Stanley recognises that that is, perhaps, unsurprising as, in most cases, a document other than a claim form is preceded by the issue and service of a claim form, and the claim form is served first as a matter of chronology. This is confirmed in the notes in The White Book, at paragraph 6.30.2, which highlight that the bulk of the provisions of Section IV of CPR Part 6 are concerned with the service of claim forms, and not with ‘other documents’.

[16]Mr Stanley submits, in my view correctly, that it is not possible to characterise a notice of intention to appoint administrators as a claim form, not least because Schedule 4 to the Insolvency Rules makes it clear that it is to be treated as ‘another document’. The conclusion that Mr Stanley reaches is that since the notice of intention to appoint does not meet the criteria in CPR 6.38(a) or (b), permission to serve the notice of intention to appoint out of the jurisdiction is required, even though there is no obvious provision in the CPR under which permission can be sought.

[17]Mr Stanley therefore brings the present application under CPR 6.37, which relates to applications for permission to serve a claim form out of the jurisdiction, and also the general case management power in CPR 3.1(2)(p), which gives the court a general power to take any other step, or make any other order, for the purpose of managing the case, and furthering the overriding objective. Mr Stanley points out that the designation of a notice of intention to appoint as ‘another document’ by Schedule 4 to the Insolvency Rules causes some difficulty in applying the rules on service out of the jurisdiction in Part IV of CPR Part 6, principally because a notice of intention to appoint an administrator is unusual in that it is ‘another document’, yet one which is not preceded by any claim form.

[18]If permission to serve a notice of intention to appoint out of the jurisdiction is required, which Mr Stanley suggests is the case when one reads the excepted cases in CPR 6.38, he submits that if the court were to lack the power to give such permission, that would be undesirable. The applicants therefore seek permission to serve the notice of intention on the qualifying floating chargeholder out of the jurisdiction.

[19]The view that I take, from my analysis of the rules, is that no permission is required to serve a notice of intention to appoint administrators on a qualifying floating chargeholder out of the jurisdiction. Nothing in the rules - either the Civil Procedure Rules or the Insolvency Rules - seems to me to make it a pre-condition of the service of such a notice out of the jurisdiction that permission to do so should have been given. I do not find anything unusual about that. A notice of intention to appoint an administrator is not a document served in connection with the initiation of court proceedings against the recipient. It simply notifies a qualifying floating chargeholder of the intention of the company, or its directors, to appoint an administrator, so as to give them an opportunity, prior to such appointment, of initiating an alternative insolvency process themselves.

[20]The view I take, therefore, is that no permission of the court is required to serve notice of the intention to appoint an administrator on a qualifying floating chargeholder out of the jurisdiction. The court should declare accordingly.

[21]There is, however, as it seems to me, an additional difficulty in that the table in Schedule 4 requires service of a notice of the intention to appoint an administrator on the company at its registered office, unless the court directs otherwise. In the present case, the notice of intention to appoint was served, not at the company’s registered office, but at some other business address because that was the address at which the applicants had been invited by the qualifying floating chargeholder to effect service.

[22]It seems to me that it is necessary for the court, in accordance with paragraph 1(2) of Schedule 4 to the Insolvency Rules, to approve the service of the notice of intention to appoint at the actual address at which service was personally effected at 3.34pm (local time) on 31 March 2026. It is just and convenient to do so because that is the address at which the qualifying floating chargeholder itself invited the applicants to effect service.

[23]Accordingly, what I propose to do is to make an order determining that service out of the jurisdiction was not required; approving service of the notice of intention to appoint at the actual address at which service was effected; and declaring that that constitutes valid service of the notice of intention to appoint on the company. I would invite Mr Stanley to prepare a revised form of order to give effect to that, which can be emailed to the Court as a Word document. I can then make such amendments to it as I consider appropriate.

[24]Therefore, that concludes this extemporary judgment. End of Judgment. Transcript of a recording by Acolad UK Ltd 291-299 Borough High Street, London SE1 1JG Tel: 020 7269 0370 legal@ubiqus.com Acolad UK Ltd hereby certify that the above is an accurate and complete record of the proceedings or part thereof