Yodel Delivery Network Limited v Jacob Corlett & Ors [2026] EWHC 1741 (Ch)

[2026] EWHC 1741 (Ch)Case No BL-2024-001746
IN THE HIGH COURT OF JUSTICE
BUSINESS AND PROPERTY COURTS OF ENGLAND AND WALES
BUSINESS LIST (ChD)
Venue Royal Courts of Justice, Rolls Building, Fetter Lane, London, EC4A 1NLDate Friday, 10 July 2026
Before
Mr Justice Fancourt
Between
YODEL DELIVERY NETWORK LIMITEDClaimant(1) JACOB CORLETTFirst Defendant(2) SHIFT GLOBAL HOLDINGS LIMITEDThird Defendant
Andrew Thompson KC and Samuel Parsons (instructed by Herbert Smith Freehills Kramer LLP) for ClaimantSimon Johnson (instructed by Richard Slade and Partners LLP) for First and Third Defendants and Fourth PartyHearing Hearing date: 01 July 2026
APPROVED JUDGMENT(draft provided to the parties on 6 July 2026)

Fancourt J:

[1]On 1st July 2026, I heard two applications. The first was issued on behalf of Shift Global Holdings Limited (“Shift”) and Corja Holdings Limited (“Corja”) on 18 February 2026 for an order under CPR rule 37.3 for payment out of £1.525 million that had been paid into court as security for costs, and an order extending time for payment of interim costs of £2,752,591.57 that I ordered on 21 January 2026 to be paid by 18 February 2026 (“the on account costs payment”).[2]The second application was issued on behalf of Yodel Delivery Network Limited (“Yodel”) on 18 March 2026 for additional security for costs under CPR rules 25.26 and 25.27, and for an order pursuant to section 51 of the Senior Courts Act 1981 (“section 51”) that Mr Corlett be made jointly and severally liable for Yodel's costs, and requiring Shift to disclose the identity of non-party funders of the litigation. In addition, Yodel seeks an extension of time in which to start the process of detailed assessment of its costs.[3]The applications arise from my judgment on the trial of the counterclaim of Shift and the additional claim of Corja against Yodel in this litigation (which I shall refer to for convenience as “the counterclaim”). I dismissed the counterclaim and ordered Shift/Corja to pay Yodel's costs of the counterclaim subject to detailed assessment on the indemnity basis, and to make the on account costs payment. I gave Yodel liberty to apply on notice for an order under section 51.[4]At the consequentials hearing on 21 January 2026, Shift/Corja indicated a wish for the court to order the payment out of £1.525 million of security for costs in partial discharge of the on account costs payment. I declined to do so, indicating that Shift/Corja needed to make an application, supported by evidence. That is the application that they issued on 18 February 2026.[5]The position, in summary, is that Yodel has asserted actual costs incurred up to 31 January 2026 of £5,556,667. These are the costs of defending an application for injunctive relief by Shift/Corja, an appeal against the decision on that application, and then defending the counterclaim at trial. Of these costs, it considers that, on a detailed assessment (assuming recovery of 85% of indemnity basis costs and 65% of standard basis costs), it should obtain a total assessment of £4,526,072. After deducting the amount of the on account costs payment, and interim payments in relation to the injunction and appeal, that leaves a possible further sum of £1,375,480 payable, plus (Yodel asserts) £249,805 of costs as the assessed costs of the detailed assessment, making in total £1,625,285.[6]The application for an extension of time for paying the on account costs payment was not heard before the extended date requested, and, later than that date, Shift/Corja paid £1,241,467.64 in part payment of the on account costs payment, leaving £1,511,123.93 outstanding, a sum covered by the funds in court. Shift/Corja made no further payment after 18 March 2026, on the basis that they expected the monies in court to be paid out in satisfaction of the remaining debt.

The rule 37.3 application

[7]Shift/Corja’s evidence was that the £1.241 million had been raised over a period of two to three weeks from some of its shareholders, by means of loan agreements between a subsidiary of Shift, Shift and Corja dated 23 September 2025 and 1 October 2025, and a debt instrument dated 19 February 2026, by which the subsidiary issued convertible loan notes to the shareholders who were willing to lend money on that basis.[8]If I accede to Shift/Corja’s application and order the funds in court to be paid out to Yodel, the liability under the on account costs order will have been discharged. Following detailed assessment, there may be further substantial costs payable by Shift/Corja to Yodel but those will be unsecured. Shift’s evidence was that the further funds needed to settle the detailed assessment proceedings, or to meet any liability following the determination of those proceedings, would similarly be raised from investors in Shift, and that any further costs liability would be met in full by that means. It is accepted that Shift otherwise does not have the funds with which to meet the costs liabilities.[9]If I refuse the application to pay out the monies in court, Shift/Corja will have to raise money by the same means to pay the outstanding £1,511,123.93. Mr Simon Johnson, who appeared for Shift/Corja, disputed that I should infer from the evidence, which said nothing about how the debt would be paid in those circumstances, that Shift/Corja could not pay it. He said that Shift/Corja would seek to raise money by the same means from investors, and that this could and would be achieved. He submitted that I should take the evidence of investors paying funds for legal costs, both before and after the dismissal of the counterclaim, as demonstrating that the investors are willing to pay off the costs debt. In those circumstances, if I were to refuse the application, there would be a delay of some weeks before Shift/Corja can pay what is already due.[10]Yodel opposes Shift/Corja’s application to pay out the monies in court. It submits that that would amount to the discharge of its security in circumstances in which it is still needed: the proceedings, namely the counterclaim for which security was ordered, have not ended until after the assessment of costs and payment of all costs. The position remains that there is real doubt as to whether Shift will be able to pay all the costs of the counterclaim. Indeed, by inference (though there was no up-to-date financial information provided by Shift) its financial position must have deteriorated since the date of the order for security for costs.[11]Payment out would leave Yodel wholly unsecured for substantial further costs that may be payable, whether pursuant to agreement or as a result of the detailed assessment, including the costs of the detailed assessment itself. Yodel argued that it should not be required to run the substantial risk (because of Shift's doubtful financial position) that after detailed assessment, which could take up to 12 months from now, Shift’s investors are unwilling to invest further money. Instead, Shift should be required to raise money from those investors now, before its financial position deteriorates any further. Importantly, it was not suggested that monies could not be raised from investors at this time: no distinction was drawn by Shift/Corja between Shift’s ability to raise money from investors now and its ability to do so shortly before or after a detailed assessment of costs.[12]Shift/Corja submitted that the purpose for which security for costs was ordered has now crystallised, in that costs are payable by Shift/Corja to Yodel and about £1.511 million is due. In those circumstances, the court should order payment out so that the security can be used for the purpose for which it was ordered, namely discharge of the costs liability. There is no reason why the security should not be used to defray the earliest liability for costs, rather than being kept back to defray a later one, and delay would be prejudicial to the interests of Shift/Corja. The full amount of the security will end up being paid to Yodel at some time, so there is no reason not to pay it to Yodel now.[13]Shift/Corja accepted that they had no right to appropriate the security in that way, and that the exposure of Yodel to unpaid and unsecured costs was a relevant consideration, but submitted that the court should order payment out in its discretion, to give effect to the purpose of the security. They submitted that if payment out was refused, Yodel would be over-secured, given the inherent unlikelihood that it will recover 85% of its claimed costs, and that in any event the payment of the on account costs payment and the full retention of the security amounts to an increase in the amount of security, which is unjustified at this stage. It is unjustified because the court took into account the increase in Yodel’s costs and the indemnity basis of assessment in deciding the amount of the on account costs payment, and there is therefore no material change in circumstances that justifies increasing the amount of security at this late stage.[14]I was referred to two relevant decisions at first instance, Force India Formula One Team Limited v 1 Malaysia Racing Team SDN BHD [2012] EWHC 1726 (Ch) (“Force India”), a decision of Arnold J, and a more recent decision of Bright J, Magomedov v TPG Group Holdings (SBS), LP [2026] EWHC 1051 (Comm) (“Magomedov”).[15]In Force India, there was an application by a judgment debtor to release two bank guarantees that had been given as security for costs in addition to a sum of £388,000 paid into court. The Judge had made orders for payment of £400,000 on account of D3’s costs and £250,000 on account of D1’s and D2’s costs. It was common ground in that case that the money in court should be paid out to the defendants, and D3’s share was £111,000. On the basis that the interim costs orders would be paid in full, the defendants nevertheless opposed the release of the guarantees, so that they remained until final payment following detailed assessment of costs. Upon assessment of the on account payment of costs previously, the defendants had maintained that the security for costs should remain in place. The position is therefore directly comparable to the facts of the instant case, except that it is not common ground here, or assumed, that Shift/Corja will pay the outstanding £1.511 million, though they say that they can and will if necessary, given some time to raise it.[16]Arnold J considered that it was not an application for further security but an issue about what should happen to the security already provided, in light of the interim payment orders. He did, however, consider that there was some force in the argument that the overall effect was “in reality to increase their security”, and that accordingly a relevant change of circumstances had to exist to justify it. There had been a sufficient change because the case had been determined in the defendants’ favour and an order for costs to be assessed on the indemnity basis had been made. Arnold J considered that that change justified the result that the defendants should continue to hold security “which once the interim payments are taken into account is greater than that which was originally ordered by agreement”. The overall justice of the situation was said to favour release of the monies in court but retention of the guarantees. The application to release the guarantee relating to D3 was accordingly rejected and the guarantee relating to D1 and D2 was reduced in amount.[17]In Magomedov, an interim payment of costs that was not fully secured was paid in full. The successful defendant nevertheless sought additional security, and security for the costs of the detailed assessment. Bright J set out some principles derived from case law referred to in the White Book, including that further security in respect of the same costs can be ordered if there has been a material change of circumstances, such as the award of costs on an indemnity basis. Bright J noted that: the court may, instead of ordering further security, order a payment on account of costs; any application for security for costs should be made promptly; and the court is cautious about ordering additional security if there can be no effective sanction.[18]The application for further security was rejected, however, on the basis that the defendant had previously applied for a payment of costs on account without reserving the right also to seek further security for costs, which had led the judge to understand at the previous hearing that no application for further security was being made. Bright J accepted that there may be cases when it is appropriate to seek both, though he expected them to be “exceedingly rare”; but if a successful defendant seeks an on account payment without indicating that it may also seek further security, any later application for further security will be refused on Henderson v Henderson grounds. There was no such objection to an application for security for the costs of the detailed assessment, which was granted.[19]The relevant facts in the instant case are that, when seeking an on account payment of costs in January 2026, Yodel made it clear that it would oppose the release of the security, but did not state that it would or might apply for further security. My decision on an appropriate on account payment for the costs of the counterclaim on an indemnity basis was therefore made, using a relatively high discount for such circumstances (40%), in the knowledge that Yodel would also seek to retain the security of £1.525 million as protection for the payment of what might be a further 25% or so of its total costs after detailed assessment.[20]The amount of further costs that Yodel calculates that it may be awarded is £1,625,285, including estimated costs of the detailed assessment. Yodel therefore seeks to retain the money already in court and an order for payment of a further £100,285, in effect as security for the costs of the detailed assessment. This would leave it fully secured.[21]The starting point for deciding what order to make on Shift/Corja’s application is to consider the nature of security for costs paid into court pursuant to an order of the court. Ultimately, this is straightforward, and the clue is in the name. It is security held by the court on behalf of both parties to await the event, and which provides protection for the defendant against the risk that it will be unable successfully to enforce an order for costs in its favour at the end of the case. Although it is common practice for parties to agree, at the end of a case, that monies in court can be released in part or total satisfaction of the defendant’s costs, it is not strictly correct to regard the security as a fund to be applied for that purpose. It is a security, though not one fully within the defendant’s control since, pursuant to CPR rule 37.3, the security may normally not be paid out of court without the court’s permission.[22]The question of whether a claimant who provides the security still retains ownership of the money was addressed in In re Peak Hotels and Resorts Ltd [2018] EWCA Civ 2256; [2019] 1 WLR 2145. The issue there was whether the claimant could validly charge the money to another person, and there was no issue about when the security should be deployed. Sir Colin Rimer, with whom Henderson and Patten LJJ agreed, said at [88]:
“… the various decisions of the court that support the view that the payer retains a property interest in the money have favoured a correct and principled view. I recognise that the payment in also gives the other party a security interest in the money and that the ultimate entitlement to the money in court is subject to an exercise of the court's discretion. If I may respectfully say so, however, Oliver LJ's statement in the W A Sherratt Ltd case [1985] QB 1038 that ‘the money becomes subject entirely to whatever order the court may see fit to make’ appears to me to be perhaps a slight overstatement of the uncertainties, if any, as to the ultimate destination of the money in court. In, for example, a case in which money is paid into court by way of security for a defendant's costs, such destination will be a simple binary choice: if the defendant wins, and recovers costs, he will be entitled to the money, or part of it; subject to that, it will be paid back to the claimant. Some cases may be more difficult, and even the seemingly easy cases might become so. But the ultimate destination of the money is not dependent upon anything akin to an unpredictable judicial lottery. In the light of the outcome of the litigation, it will in most cases be obvious what payment out orders the court ought to and will make.”
[23]The general principle, where security is provided for a liability, is that the creditor is at liberty to pursue whichever remedies it has, without having to adopt a particular course of action at the compulsion of a person who remains its debtor. That is qualified in respect of security for costs because the court has the power to control what happens to the money in court, and so has the ability to do what is most just in the circumstances. As Sir Colin Rimer observed, in most cases it will be obvious what is just and appropriate. This is not one of those cases.[24]In my judgment, it is consistent with the principles on which security for costs is ordered that a successful defendant may seek to retain sufficient security until all liability in respect of which the security was ordered has been satisfied. The security was ordered in respect of all Yodel’s costs of the counterclaim, not just part of those costs. If the court were to accede to Shift/Corja’s application, the accrued liability of Shift/Corja for the on account costs payment would be discharged but Yodel would then have no security for the payment by Shift/Corja of up to a further £1.375 million of costs after a lengthy detailed assessment. It would approve the appropriation of the security by the debtor to discharge a particular part of the liability that is secured.[25]Despite that, it is possible that circumstances may exist in which, on balance, it is more just and appropriate for the court to exercise its discretion to order payment out at an earlier stage, to satisfy an interim order for costs. If a claimant were otherwise unable to pay the interim order within a reasonable time, and therefore at risk of winding up proceedings, whereas by the time of the conclusion of the detailed assessment its cash flow crisis was likely to have ended, the court might be persuaded to order payment out, and perhaps order further security if the changed circumstances justified it. It is an exercise of balancing prejudice to each party, bearing in mind the purpose of the provision of the security.[26]However, on the evidence, such circumstances do not exist in this case. It is not disputed that Shift’s costs of the litigation (its own, and the adverse costs) have been funded so far by investors, and that it cannot pay the costs out of its own resources. It is also common ground that Corja has no substantial assets. Shift is proposing to sell one of its subsidiaries to raise cash, but Mr Johnson realistically accepts that there is insufficient evidence before the court to enable it to conclude that that is likely to bear sufficient fruit in time. Otherwise, Shift will raise any money needed to pay Yodel’s costs by a further round of fundraising from its investors, either following this judgment or at a later stage. It was not suggested that Shift would face any greater difficulty in raising those funds now than it would in a year’s time. On the other hand, given Shift’s uncertain financial position and the apparent balance sheet insolvency of some of its subsidiary companies (Shift itself being only a holding company and not trading), Yodel would be exposed to a greater risk the longer is the delay in starting that process.[27]The fact that Shift is seeking to sell (what is says is) a profitable subsidiary and depends on investors for the funds needed to discharge its liabilities demonstrates exactly why security for costs is needed, as was the case when Mr Gleeson, sitting as a Deputy Judge of the High Court, ordered the £1.525 million to be paid into court in July 2025. I am unable to conclude that the threshold conditions for requiring security for costs are no longer satisfied, as Mr Johnson suggested might be the case in view of the inherent likelihood that investors who have long supported Mr Corlett and Shift will continue to do so. While some of the investors may have deep pockets, it is uncertain whether, having only recently funded Shift in the amount of nearly £1.2 million, they have the appetite to do so again.[28]A further point that I need to address is whether Yodel has to surmount the hurdle of showing a relevant change in circumstances in order to justify the retention of its security. If there were to be an increase in the amount of the security, the authorities are clear that such a change of circumstances is required: Force India and Magomedov. In Force India, Arnold J considered that there was an effective increase in the level of security for D3. Mr Johnson helpfully analysed that in the following table: Bill of costs £670,000 Payment on account £400,000, leaving an outstanding claim of £270,000 Total security provided £311,000 Total benefit accruing to [D3] by reason of the payment on account and security £711,000 Agreement to release cash funds £111,000 With bank guarantee remaining in place, net benefit accruing to [D3] £600,000[29]What that shows is that, with the (assumed) payment of the interim costs amount in full from other resources, D3 was oversecured for the remainder of his costs claim if the cash security was retained. The same position was replicated with the other defendants. It is in that sense that Arnold J considered that there was, in reality, an increase in their security, which would require a change of circumstances to justify. The proposal of the defendants was to release the cash security but retain the guarantees. The Judge accepted that there was a change of circumstances (the indemnity costs order), but D3’s guarantee was not reduced in amount.[30]On the facts of the instant case, Yodel will similarly be oversecured, if the existing liability is paid, as the retained security of £1.525 million would then exceed their assessment of the likely additional costs in the sum of £1.375 million (excluding the separate costs of the detailed assessment itself).[31]That analysis, however, assumes that the outstanding £1.51 million is paid. It has not yet been paid, and it might not be. As Mr Johnson explained, Shift’s investors have already put their hands in their pockets for about £3.3 million for the costs of the counterclaim (and have funded Shift £45 million overall to date). That might be seen to cut both ways, evidencing strong support to date, but raising questions about any limits on the investors’ willingness to continue to pay for this litigation. Until the outstanding costs debt is paid, Yodel is fully entitled to retain the existing security and does not need to establish or rely on any change of circumstances. Retention is not an increase in the amount of security, which does not exceed the maximum amount of potential liability of Shift/Corja.[32]If and when the outstanding on account costs liability is paid, Shift/Corja would be entitled to re-apply for a payment out on the basis that the amount of security was then excessive. A change of circumstances, namely that the likely total amount of Yodel’s costs is known and the on account costs sum has been paid in full, would entitle them in principle to revisit the quantum of security reasonably required.[33]A further discretionary reason why I decline to order payment out of the security is that it would leave Yodel exposed to the need to pursue a long and expensive detailed assessment of its costs without confidence in recovery of the balance of costs at the end of the exercise. Assuming there is no procedural default by Shift/Corja or agreement on quantum, Yodel will not be able to recover any further costs without those proceedings. It seems to me to be wrong in principle that Yodel is exposed to that risk, which in turn, as Mr Thompson KC submitted, would give Shift/Corja the upper hand in any negotiations on the quantum of costs.[34]In their application notice, Shift/Corja also sought an extension of time to 4 March 2026 for payment of the on account costs payment. In fact, a payment of £1.241m was only made on 18 March 2026. In view of my decision on the payment out application, Shift/Corja will now require further time in which to raise and pay the remaining £1.51 million. While Mr Thompson understandably disclaimed any intention on the part of Yodel to take drastic enforcement measures, it seems to me that, to enable an orderly process to take place, an extension of time should be granted. I am willing to grant an extension of time to at least 31 July 2026. Interest will of course continue to run on the unpaid costs.

Security for the costs of the detailed assessment of costs

[35]Yodel seeks a new order for security for costs in relation to the likely costs of the detailed assessment of the costs of the counterclaim. It is not disputed that the court has jurisdiction to make such an order. Yodel’s assessment of the costs that it is likely to recover, on the detailed assessment, is £249,805, which is calculated by taking 85% of the estimated costs that relate to the assessment of costs ordered to be paid on an indemnity basis, but 65% of costs relating to costs ordered to be paid on a standard basis. Given that the amount of security currently in court exceeds the maximum amount of unassessed costs by about £150,000, Yodel does not seek the full amount of £249,805, only £100,285.[36]This is opposed by Shift/Corja on the basis that it is wrong in principle to allow for recovery of the costs of the detailed assessment on an indemnity basis, and alternatively that £249,805 is excessive in any event. It was submitted that the assessment of likely recoverable costs should instead be based on the lower percentage of 60% that I allowed when deciding what order to make on the on account payment application. In that application, Yodel had conceded that an appropriate discount from the full amount of costs was 37%, but I allowed a 40% discount.[37]I am not persuaded that it is appropriate to allow for the costs of the detailed assessment to be payable on an indemnity basis. Although it can be said that, but for the sustained dishonesty of Mr Corlett, none of the costs of the counterclaim would have had to be incurred and therefore there would have been no need for a detailed assessment of them, that is not in my judgment likely to be sufficient to lead a costs judge to order costs of the assessment itself to be assessed on the indemnity basis. The costs proceedings are separate proceedings, on distinct issues, heard by a different judge. Whether it is appropriate to order that Shift/Corja bear the costs of them on an indemnity basis will be decided by reference to the conduct of those proceedings and the reasonableness of any offers made. I do not decide that the conclusions that I reached at trial are necessarily irrelevant to the issue of the costs of a detailed assessment, but what (if any) weight to place on that is a matter for the costs judge.[38]I will therefore only order security for the costs of the detailed assessment on the standard basis. Mr Gleeson allowed 60% of Yodel’s estimated costs of the proceedings when ordering security for costs in July 2025. The conventional percentage of standard basis costs on a security for costs application is 65%. In the light of evidence now available, I consider that 65% is appropriate in this case. The rates being charged for an external costs draftsman are much lower than the fee earner rates of Herbert Smith Freehills Kramer and only very limited supervision by those fee earners is included in the estimate of costs. 65% of the estimated costs of £304,640 is £198,016.82. I will therefore order the provision of security for the costs of the detailed assessment of costs in the amount of £48,000, applying the same approach as Yodel did in its application by giving credit for the potential surplus of £150,000 in the existing security for costs.[39]The appropriate sanction for failure to provide the security within 28 days or such longer period as the court may allow seems to me to be that Shift/Corja must be debarred from participating in the costs assessment proceedings.

Non-party costs orders

[40]In its application notice, Yodel applied pursuant to section 51 for an order that Mr Corlett be made personally liable for the costs of the counterclaim, including the injunction application and appeal to the Court of Appeal. That is not opposed in principle, save in relation to the costs of the injunction application and the appeal to the Court of Appeal.[41]The order for costs in relation to the injunction application was made by Mr David Mohyuddin KC on 11 June 2025. He ordered Shift and Corja to pay the costs of that application on the standard basis. No application was made then for costs against any other party or non-party.[42]The Court of Appeal made an order on 15 August 2025 dismissing Shift’s and Corja’s appeal and ordering them to pay Yodel’s costs of the appeal on the standard basis. Again, no application was made for costs against any other party or non-party.[43]Mr Johnson’s first point is that it is now too late for Yodel to apply for an order under section 51, as the court in each case has made a final order, and the issue of costs has therefore been finally resolved. He relied on the principle in Henderson v Henderson and submitted that an issue estoppel applied on the question of costs. I reject the issue estoppel argument. There is no time limit for making an application that a non-party be made responsible to pay the costs of a claim. Such applications are frequently made some time after the costs order inter partes, usually when it has become apparent that the principal debtor is not good for the money. While, as between Yodel, Shift and Corja, the orders are final orders, there was no adjudication involving Mr Corlett, who, though a first defendant to Yodel’s claim, was not a party to the counterclaim.[44]It could only therefore be on the basis of abuse of process that Yodel would now be disabled from seeking to make Mr Corlett personally liable for the costs in question. It is true that Yodel might have made a section 51 application at the time of the orders in question and did not do so, but in my judgment it was not abusive to fail to do so in circumstances where an expedited trial of issues relating to the falsity of share warrants had been sought and ordered, which was likely to focus on Mr Corlett’s position in Shift and Yodel, and was due to take place within a few months. The extent of Mr Corlett’s personal responsibility for the matters alleged in the counterclaim was not clear until after the trial. All allegations regarding the falsity of documents were denied by Shift and Corja.[45]Mr Johnson’s second point is that this court cannot make an order making Mr Corlett liable for costs of the appeal. I agree. Section 51(1) provides:
“Subject to the provisions of this or any other enactment and to rules of court, the costs of and incidental to all proceedings in – (a) the civil division of the Court of Appeal; (b) the High Court; (ba) the family court; and (c) the county court, shall be in the discretion of the court.”
That must, subject to any rules of court, mean the court in question, not any of those courts. Mr Thompson did not point to any rule that gives the High Court jurisdiction to make an order in relation to payment of the costs of proceedings in the Court of Appeal.

(c) the county court,

[46]I therefore will order that Mr Corlett is personally liable for the costs ordered against Shift and Corja in the order of 11 June 2025 and the costs of the counterclaim that I heard and determined, on the same basis of assessment as was ordered in relation to Shift and Corja.

Yodel’s application for disclosure

[47]I turn then to Yodel’s application for disclosure of the identities of the investors who have funded Shift/Corja’s pursuit of the counterclaim.[48]The application is made on the basis that the court has jurisdiction to make orders that are ancillary to an actual or intended application under section 51 for costs orders against non-parties. This jurisdiction was not disputed. Nor is it disputed that the court has jurisdiction to make orders under that section against those who fund the litigation of others, in circumstances in which they are not acting as “pure funders”.[49]The exact order sought is:
“The Third Defendant shall by 4.30pm on [ ] 2026 serve on the Claimant's solicitors, Herbert Smith Freehills Kramer LLP, a witness statement verified by a statement of truth (which may be given by one of the Third Defendant's solicitors) setting out to the best of the Third Defendant's knowledge and belief the following information in relation to any Potential Funder and exhibiting all documents in its possession, custody or power evidencing the same: a. The name and address of the Potential Funder. b. In relation to each Potential Funder: i. The amount of the Funding provided by the Potential Funder. ii. The material terms on which such Funding was provided. iii. When it was provided. iv. The nature and period of each Potential Funder’s involvement in the conduct of the Warrant Claim. v. The nature and extent of each Potential Funder’s interest in the outcome of the Warrant Claim. “Potential Funder” is defined as meaning: “any individual, company or other entity which has, since 1 January 2025, advanced funds to the Third Defendant (or its solicitors), directly or indirectly, whether by loan, equity, gift or otherwise (and, howsoever, characterised), including by providing funds to one or more other intermediate Potential Funder(s), for the funding of the Warrant Claim (including the funding of adverse costs orders and the [security for costs]) and/or which has in fact been used by the Third Defendant for that purpose” i. The amount of the Funding provided by the Potential Funder. ii. The material terms on which such Funding was provided. iii. When it was provided. iv. The nature and period of each Potential Funder’s involvement in the conduct of the Warrant Claim. v. The nature and extent of each Potential Funder’s interest in the outcome of the Warrant Claim. “any individual, company or other entity which has, since 1 January 2025, advanced funds to the Third Defendant (or its solicitors), directly or indirectly, whether by loan, equity, gift or otherwise (and, howsoever, characterised), including by providing funds to one or more other intermediate Potential Funder(s), for the funding of the Warrant Claim (including the funding of adverse costs orders and the [security for costs]) and/or which has in fact been used by the Third Defendant for that purpose”
[50]Mr Thompson drew my attention to an order made by Mr Gleeson, upon determining the security for costs application on 23 July 2025, that each of Shift and Corja must within 7 days provide the name and address of any third party funding the litigation on their behalf, stating whether they were doing so in return for a share in any recoveries. Shift did not provide the information it had been to provide. It is now clear that Shift was indeed being funded by others at that time.[51]The main objection to the order sought is that it is said to be premature, given that Yodel has not yet served a bill of costs and indeed is asking for an extension of time until the end of August 2026 to do so, and is liable to cause substantial further costs to be incurred unnecessarily. Mr Johnson submitted that it was much more sensible for the bill of costs to be served first, so that Shift can evaluate the likely liability and hopefully resolve the detailed assessment by agreement. There were, Mr Johnson confirmed, about 65 funders who would fall within the definition of “Potential Funder”, of whom about 15 were the primary funders, and letters written now by Yodel’s solicitors to them and applications to join them would create huge expense.[52]I do not consider that Shift/Corja has any reasonable basis on which to oppose this application, particularly having regard to the failure to comply with the Court’s July 2025 order. It is quite reasonable of Yodel, given Shift/Corja’s failure to comply with the costs order and given the uncertainty about Shift’s finances (almost all the criticisms made by Mr Gleeson about its disclosure in that regard remaining apposite), to want to know who the funders are, and to assess what steps it may wish to take, and when to do so. Yodel is not obliged to sit and wait to give Shift a further opportunity to pay the costs. The potential liability of the funders is not secondary in that way.[53]If, as it says, Yodel will serve a bill of costs by the end of August 2026, less than two months from now, which is likely to lead to offers and negotiations, Yodel will need to know who the primary funders are, and be ready to make an application for them to be joined and for an order against them, if justified. In reality, it is the funders who will be paying Yodel’s costs in any event, either directly or through Shift, so any negotiations are likely to involve the funders. Yodel will be at a considerable disadvantage if it does not know who they are and what role they played in the funding of the litigation.[54]I do however consider that it will be counterproductive if Yodel is free to make contact with these investors at the same time that Shift is contacting them to seek to raise the £1.51 million of further costs. I will therefore make the order sought but on terms that Yodel must not write to or otherwise make contact with any of the Potential Funders identified before 1 August 2026. Subject to that, disclosure must be given within 14 days.

Extension of time

[55]The final matter is Yodel’s application for an extension of time within which to serve its bill of costs and commence detailed assessment proceedings. As previously stated, it seeks an extension until the end of August 2026. The application for an extension was made in time, so Yodel only needs to show a good reason for the extension. Shift/Corja does not oppose the extension of time as such, though they observed that the threat of being unsecured for the costs assessment was not a good reason for delaying the service of the bill of costs. I am willing to grant the extension sought.[56]The objection by Shift/Corja relates to the running of interest at the Judgments Act rate while Yodel delays the commencement of the detailed assessment proceedings. It says that in principle interest for the period of delay should be disallowed, or alternatively that the issue should be left to the costs judge. Mr Thompson argued that Shift/Corja was at fault (by not paying the on account costs payment in full within the time specified, and by not disclosing its funders) and that there was good reason for delay, so interest should not be disallowed.[57]The jurisdiction to disallow interest is in CPR rule 47.8(3), which provides (as applicable to this case):
“If – (a) The paying party has not made an application [for an order requiring the receiving party to start the detailed assessment proceedings]; and (b) The receiving party commences the proceedings later than [3 months after the judgment], the court may disallow all or part of the interest otherwise payable to the receiving party under … section 17 of the Judgments Act 1838 … but will not impose any other sanction ….”
[58]Yodel will (if it commences detailed assessment proceedings at all) commence them later than 3 months after the judgment date, and so the discretion arises.[59]I do not, however, consider that it is right for me to make a partial order in relation to disallowing interest at this stage. It is a matter more appropriately dealt with in the round by the costs judge as part of the detailed assessment proceedings, when a fuller picture of the way that those proceedings have been conducted, and who if anyone is at fault for the delay, will have emerged. Given the terms of rule 47.8(3), it is unnecessary for me to make any order other than grant the extension of time, which does not itself affect the power to disallow interest.

Disposal

[60]On Shift/Corja’s application:a. payment out of the monies in court is refused;b. an extension of time for payment of the on account costs payment is granted until at least 31 July 2026. I will accept brief written submissions seeking and opposing any longer period, if this cannot be agreed.[61]On Yodel’s application:a. Security for the costs of the detailed assessment of costs in the sum of £48,000 will be provided within 28 days of the order on handing down this judgment;b. Mr Corlett is jointly and severally liable for the costs of the injunction application and the costs of the counterclaim;c. Shift must disclose the identity of those who have funded its costs and adverse costs of the counterclaim, and the terms on which they have done so, within 14 days of the order, but Yodel must not seek to contact those parties until after the period stated in para 60 above expires;d. Time for starting the detailed assessment proceedings is extended to 31 August 2026.