Roland Berger Limited v Darren Perrin [2026] EWHC 1506 (Comm)
[2026] EWHC 1506 (Comm)Case No CL-2025-000358
IN THE HIGH COURT OF JUSTICE
KING'S BENCH DIVISION
BUSINESS AND PROPERTY COURTS OF ENGLAND AND WALES
COMMERCIAL COURT
Venue Royal Courts of Justice, Rolls Building, Fetter Lane, London, EC4A 1NLDate Thursday 18 June 2026
Before
Richard Salter KCSitting as a Deputy Judge of the High Court
Between
Roland Berger LimitedClaimantDarren PerrinDefendantEdward Kemp KC and Tom Gillie (instructed by DLA Piper LLP) for ClaimantRichard Leiper KC and Daniel Isenberg (instructed by Mishcon de Reya LLP) for DefendantHearing Hearing date: 6 May 2026Approved JudgmentI direct that no official shorthand note shall be taken of this Judgment and that copies of this version as handed down may be treated as authentic.……………………..This judgment was handed down remotely by circulation to the parties' representatives by email and release to The National Archives.The date and time for hand-down is deemed to be 10:30am on Thursday 18 June 2026
[1]This is an application by the defendant, Dr Darren Perrin (“Dr Perrin”),(a) for a declaration (pursuant to CPR 11 (1)(b)) that the State Court of Dubai, rather than the Commercial Court in London, is the appropriate forum for the claims brought against him in this action by the Claimant, Roland Berger Limited (“RBL”), and(b) (pursuant to CPR 11(6)(d)) for a stay of these proceedings.[2]RBL is a UK-incorporated company in the Roland Berger group. The events giving rise to this action, in very brief summary, are that Dr Perrin was an employee of RBL who spent large parts of his time working with clients of the Roland Berger group based in the Middle East. At the start of 2025, Dr Perrin resigned from RBL and (at the expiration of his period of notice) started to work for AT Kearney – Dubai (“Kearney Abu Dhabi”). The Kearney group is a major competitor of the Roland Berger group in the Middle East region and Dr Perrin was one of 24 employees of the RB group who made what was described in the evidence before me as a “Team Move” to Middle Eastern companies in the Kearney group at almost exactly the same time.[3]In this action, RBL asserts that the “Team Move” was planned and coordinated with Dr Perrin’s assistance while Dr Perrin was still employed by RBL, in breach of various of his contractual and other duties to RBL, and that Dr Perrin has thereafter continued to breach his duties and/or has used and disclosed information confidential to RBL for the benefit of his new employer.[4]Although 24 employees participated in the “Team Move”, Dr Perrin is so far the only one of them who has been sued. It is said on behalf of Dr Perrin that suing Dr Perrin alone is a tactical choice which is manifestly inappropriate, given that it is plain(a) that the Roland Berger group’s real complaint is about the “Team Move” as a whole, not just (or even primarily) about the conduct of Dr Perrin, and(b) that the State Court of Dubai, rather than the Commercial Court in London, is (inter-alia because of the overwhelmingly Middle Eastern nature of the facts, contracts, witnesses and alleged losses) clearly the appropriate forum for resolving all the issues relating to that complaint.[5]Dr Perrin’s application is supported by the witness statements made on 25 September and 8 December 2025 by his solicitor, Katie Ann Mahoney, and by a witness statement made on 25 September 2025 by Abobakr Dafalla, the Director of Legal and Associate General Counsel of Kearney Middle East. Kearney Middle East is the collective label for a group of companies within the wider Kearney Group. The Kearney Middle East group includes Kearney Abu Dhabi, Dr Perrin’s current employer.[6]The application is opposed by the witness statement made on 24 October 2025 by Frank Häuser, the Chief Compliance Officer of RBL’s parent company, Roland Berger Holding GmbH & Co KGAA, and by the witness statement made on the same date by Michael Knott, who describes his position as that of UK Country Managing Partner for RBL.[7]By consent, I gave permission pursuant to CPR 35.4 at the hearing of the application for the parties to rely upon expert evidence on the issue of whether the State Court of Dubai would accept jurisdiction. In that connection, RBL relied upon the report of Luke Tapp, a specialist in the employment law of the United Arab Emirates (“the UAE”), who is presently a partner in the Dubai branch of Pinsent Masons LLP. RBL also relied upon a report from Dr Mahmood Husain Ali Ahmad (“Dr Hussain”), the founder of Dr Mahmood Husain Ali Ahmad Advocates and Legal Consultancy LLC. Dr Hussain is a licensed lawyer who practices as a litigator both before the onshore courts of Dubai and in the courts of the Dubai International Financial Centre. Dr Perrin relied upon the report of Saleh Alobeidli, who is the managing partner of International Consultant Law Office, a law firm with offices in the UAE.[8]Dr Perrin was represented before me by Richard Leiper KC and Daniel Isenberg of counsel. RBL was represented by Edward Kemp KC and Tom Gillie of counsel. I am grateful to all counsel and to the teams behind them for their careful preparation and concise and attractive submissions.
(B) The context for this jurisdictional dispute
[9]The context for this jurisdictional dispute falls into 3 sections:(1) The factual and contractual background to the Team Move;(2) RBL’s case against Dr Perrin concerning the Team Move; and(3) the aftermath of the Team Move. (B.1) The factual and contractual background[10]I begin with the factual and contractual background. As narrated in the Particulars of Claim and as amplified by the contents of the witness statements to which I have referred, the relevant background can be shortly summarised as follows.[11]According to Mr Häuser, the Roland Berger group provides global management consultancy services in 50 locations worldwide across all industries and management functions. The group has a significant level of operations in the Middle East and, at the material time, had four subsidiaries headquartered there:(1) Roland Berger Strategy Consultants LLC, based in the Kingdom of Saudi Arabia (“the KSA”);(2) Roland Berger LLC, based in Qatar;(3) Roland Berger Limited (ADGM), based in Abu Dhabi; and(4) Roland Berger Middle East WLL, based in Bahrain but with a branch located in Dubai. A fifth subsidiary, Roland Berger Dubai Ltd, has more recently also been set up.[12]Dr Perrin is British, a citizen of the United Kingdom. His home, both now and at all relevant times, is a house which he owns in Cheadle, a village which is part of the Metropolitan Borough of Stockport in Greater Manchester. Dr Perrin’s doctorate is in waste management and he is a technical specialist in that field.[13]Dr Perrin joined RBL on 1 January 2023 and was employed under a contract of employment dated 10 April 2022 (“the Director Agreement”). The Director Agreement described his role as that of “director”. In RBL, however, the position of “director” has nothing to do with the Companies Act 2006. It is simply a grade in the management hierarchy, one below the grade of “partner”. Dr Perrin was offered a promotion to the grade of “partner” in about July 2024, but declined to sign the new contract appropriate to that rank. He therefore remained employed at the relevant time under the terms of the Director Agreement. While working for RBL, Dr Perrin was remunerated (at an annual salary of £210,000) in sterling and was taxed in the UK.[14]Clause 2 of the Director Agreement described Dr Perrin’s intended work for RBL as follows: The tasks/field of activity of Dr. Perrin include but are not limited to• Participating in managing the Company• Achieving the quantitative and qualitative targets defined for the Company and the Global Regulated & Infrastructure platform• Achieving the objectives agreed during annual planning and evaluation meetings• Acquiring clients and managing key accounts• Managing and leading staff• Performing consulting work with full project responsibility• Representing the Company/Group and the assigned Platform internally and externally• Participating in managing the Company• Achieving the quantitative and qualitative targets defined for the Company and the Global Regulated & Infrastructure platform• Achieving the objectives agreed during annual planning and evaluation meetings• Acquiring clients and managing key accounts• Managing and leading staff• Performing consulting work with full project responsibility• Representing the Company/Group and the assigned Platform internally and externally[15]Clause 1.4 of the Director Agreement said this about Dr Perrin’s intended place of work for RBL: Dr. Perrin's principal place of work is London. The Company reserves the right to change Dr. Perrin’s principal place of work to any other location as determined by project requirements. Dr. Perrin will also be required to travel for business and work in/at such locations as are required for the business of the Company or any Group Company. The Company may also require Dr. Perrin to work outside of the United Kingdom. The Company does advise Dr. Perrin to record the time spent abroad in an appropriate manner (e.g. keeping a calendar including his travel days and activities in the relevant countries) due to tax reasons. Dr. Perrin also undertakes to proactively inform the Company about any relevant changes in his personal situation and/or heavy international traveling which might trigger social security or tax related consequences due to increased presence days in a specific country.[16]Clause 16 of the Director Agreement provided for choice of law and submission to the jurisdiction. It stated:16.1 This Director Agreement and any dispute or claim arising out of or in connection with it shall be governed by and construed in accordance with English Law.16.2 All disputes or claims arising out of or relating to the Director Agreement shall be subject to the exclusive jurisdiction of the English Courts to which the parties irrevocably submit.[17]According to Mr Knott, one of the reasons why RBL recruited Dr Perrin was his expertise in the waste management sector, which was and still remains a significant area of focus for many countries in the Middle East. Another reason was the strong relationships which Dr Perrin had with various clients in the Middle East, which RBL hoped that he would utilise and grow for the benefit of the group. According to paragraph 4(a) of the Particulars of Claim, Dr Perrin, while employed by RBL: .. was in a leadership role in [RBL’s] Middle East Sustainability Team, supporting the expansion of the Group’s sustainability capability primarily across the MENA region, but also globally ..[18]According to Mr Häuser, in RBL: .. consulting Directors such as the Defendant are allocated to projects within the Roland Berger Group due to their expertise in a specific subject. In the Defendant's case, I understand this was in waste management, which was not particularly common within the Roland Berger group at the time when he was first recruited. There was significant investment in sustainability in the Middle East region during this time, which explains the Defendant's involvement with projects in the region. Ultimately however, he was expected to consult for clients around the world, including in the UK .. .. consultancy projects are often served at a client's premises, so for senior subject matter experts working with clients located internationally, overseas travel would be an expected part of their role. This was true of the Defendant and the Claimant paid for his business travel which was a requirement of his position. Travel is an essential component of working for a global consultancy business such as Roland Berger ..[19]It was common ground that, during the time when he was employed by RBL, Dr Perrin spent most of his time working with clients or potential clients based in the Middle East. Dr Perrin’s own estimate, as narrated by Ms Mahoney, was that approximately 95% of his client mandates were located either in the KSA or the UAE. It was also common ground that Dr Perrin spent a significant amount of his working time travelling in the Middle East on behalf of RBL.[20]There was some dispute between the factual witnesses as to the precise amount of time which Dr Perrin spent working physically in the Middle East, rather than simply working in England on Middle East-related matters. i) Mr Häuser’s evidence, based upon the “SAP” timesheets completed on behalf of Dr Perrin, was that in 2023 Dr Perrin spent about 53% of his working time in the Middle East, of which about 22% was spent in the UAE, about 29% in the KSA and about 2% in Oman and Qatar. According to Mr Häuser, the equivalent figures for 2024 were that Dr Perrin spent about 11% of his working time in the UAE, and about 36% in the KSA, making a total of about 47% in the Middle East. ii) Ms Mahoney, in her evidence on behalf of Dr Perrin, challenged the reliability of the “SAP” timesheets, on the basis that they were not completed by Dr Perrin personally but by his PA, and were “never intended to reflect reality, rather, it was part of internal budgeting requirements”. Dr Perrin’s own estimate, as conveyed by Ms Mahoney, was that, while he was employed by RBL, he spent over 60% of his working days in the Middle East, mainly in the UAE and the KSA, travelling for 7 – 10 day periods followed by short returns to the UK. In particular, the Roland Berger group’s Middle East Sustainability practice was based in Dubai, and Dr Perrin would travel there as and when required.[21]This aspect of the dispute is essentially about details and, in my judgment, I do not need to resolve it for the purposes of determining this application. The evidence on both sides confirms that Dr Perrin spent roughly half of his working time actually in the Middle East, and most of the rest of his working time dealing with projects related to the Middle East. It also confirms that projects involving the UAE were a significant feature of his work for RBL, though clients in the KSA were at least as (and possibly more) significant a part of his work.[22]Finally, it was common ground that, despite the statement in clause 1.4 of the Director Agreement that “Dr. Perrin's principal place of work is London”, Dr Perrin did not in fact spend much of his time in London. When he was not in the Middle East, Dr Perrin normally worked from his home in Stockport and (in the words of Mr Knott) was “not a frequent attendee of the London office”.[23]According to Ms Mahoney (whose evidence in this respect was not challenged): .. Dr Perrin's position was unique. To the best of Dr Perrin's knowledge and belief, no other consultant in the Roland Berger group had a comparable working arrangement. As Dr Perrin has explained, his position (UK-based for family reasons while operationally integrated into the Middle East team) was exceptional within the Claimant .. (B.2) RBL’s case against Dr Perrin concerning the Team Move[24]I now turn to RBL’s case against Dr Perrin, which is summarised in paragraph 14 of the Particulars of Claim. It is that: .. during the period from around May 2024 to January 2025, the Defendant participated in a team move of approximately 24 employees (19 of whom have already publicly announced that they have joined Kearney) of entities within the Group by communicating with other persons (including with other employees of entities within the Group) to set up a business in competition with the Group's ME Sustainability Practice, including by means of causing or permitting the Group's personnel, business, clients and confidential information to move to a competitor, Kearney[25]According to paragraph 15 of the Particulars of Claim “the Claimant’s claim in this connection is necessary inferential in part”. In summary, however, the specific matters pleaded against Dr Perrin are that he: i) Had “input” into a business plan first saved on 17 May 2024 (“the May Presentation”) for operating a new sustainability practice outside the Roland Berger group. The May Presentation, which RBL alleges contained trade secrets and confidential information, was initially produced by Mario Sanchez, a partner in Roland Berger Middle East (Dubai Branch) rather than by Dr Perrin. It also had “input” from at least three other employees of the Roland Berger group: Hani Tohme, Managing Director of Roland Berger Middle East (Dubai Branch), Filippo Ghizzoni, Partner of Roland Berger Middle East (Dubai Branch), and Elias Al Akiki, salaried principal of Roland Berger Middle East (Dubai Branch). RBL says that this document and its various subsequent iterations shows that the plan to establish a competitive business had already been conceived and was the subject of discussion in May and June 2024 involving Dr Perrin, and that Dr Perrin had for that purpose provided information confidential to the Roland Berger group concerning his client accounts (paragraphs 17 and 18 of the Particulars of Claim). ii) Was named(a) in a presentation saved by Mr Sanchez on 24 July 2024 entitled “People and Projects Plan”, which set out a plan for employees of the Roland Berger group to “transfer” and “interview” in various waves, as part of the Team Move, and(b) in a further presentation also saved by Mr Sanchez on 24 July 2024 entitled “Team and BP Roadmap”, listing the 18 people (including Dr Perrin) who were to move, with their expected start dates and starting positions. RBL says that these documents show that Dr Perrin was one of those participating in discussions about the proposed Team Move, and was aware that it would involve the communication of confidential information to a competitive business (paragraphs 19 to 22 of the Particulars of Claim). iii) Engaged in various exchanges of WhatsApp messages between July and September 2024 with others involved in the planning of the Team Move, which discussed, inter alia, what prospects and connections could be offered to a new employer. RBL say that these discussions show how critical the participation of Dr Perrin was to the success of the Team Move, not only because of his specialised technical expertise but also because of his extensive professional network and detailed knowledge of and relationships with many of the important and valuable clients of the Roland Berger group in the Middle East (paragraphs 23 and 24 of the Particulars of Claim). iv) Engaged in further exchanges of WhatsApp messages in September 2024 which, according to RBL, show that the Team Move had already been "negotiated as a bulk deal" with Kearney at some point prior to 21 September 2024 and that Dr Perrin was privy to that negotiation. According to RBL these messages also show that Dr Perrin was privy to a plan to contrive a fictional defence to any legal claim by RBL arising from the Team Move, by requiring each of those moving to be formally approached by pre-arrangement by a “head hunter”, so that each of them could say that they had simply been responding to being “head hunted” (paragraphs 25 to 31 of the Particulars of Claim). v) Was named in third place in the “Project Garros Tracker” created in September 2024 by the Talent Acquisition Director of Kearney in the UAE, which listed the people involved in the Team Move and contained confidential information about Dr Perrin’s current employment by RBL (paragraph 32 of the Particulars of Claim); vi) In September 2024, acted as the point of contact for one particular employee of the Roland Berger group, to facilitate that employee’s participation in the Team Move (paragraph 33 of the Particulars of Claim). vii) In the period from October to November 2024, participated (together with other Team Move participants) in discussions in respect of and in the preparation of a PowerPoint Presentation for the purpose of developing project proposals for one of the major Middle Eastern clients of the Roland Berger group for the benefit of Kearney rather than for the benefit of the Roland Berger group (paragraphs 35 to 41 of the Particulars of Claim. viii) Failed to report to RBL either his own wrongdoing or the wrongdoing of the other employees of the Roland Berger group engaged in planning the Team Move (paragraph 42 of the Particulars of Claim).[26]Dr Perrin resigned from RBL on 28 October 2024. His employment terminated on 31 January 2025, following the expiry of his notice period and, in February 2025, he joined Kearney Abu Dhabi.[27]RBL’s case is that Dr Perrin’s resignation was planned and carried out as part of the Team Move. According to Mr Häuser, Mr Sanchez resigned from the Roland Berger group on 26 October 2024, Mr Ghizzoni and Mr Al Akiki resigned on 28 October 2024, the same day as Dr Perrin, and Mr Tohme resigned 2 days later, on 30 October 2024. By the middle of 2025, a total of 24 employees had resigned from companies within the Roland Berger group.[28]According to Ms Mahoney, all of the 24 employees mentioned by Mr Häuser, with the exception of Dr Perrin, were employed by Roland Berger Middle East WLL (Dubai branch), RB FZ-LLC (Dubai), or Saudi affiliates. According to Mr Dafalla, 19 of the employment contracts of these people were governed by UAE Law under the jurisdiction of the Dubai Technology and Media Free Zone, 2 by the law of Bahrain, and 2 by the law of Saudi Arabia.[29]It is common ground that all of these 24 former employees of the Roland Berger group have subsequently joined Kearney Middle East entities. As I have already mentioned, the Kearney group is a major competitor of the Roland Berger group in the Middle East region. According to Mr Dafalla: Kearney is a global strategic management consulting firm advising major international organisations and public bodies across all major industries and geographic regions across the globe .. “Sustainability Middle East” is a business division of Kearney which is operated from the United Arab Emirates (UAE) with offices in Abu Dhabi and Dubai. It provides consultancy services to regional leaders, both in the private and public sector, across the Middle East and North Africa .. The Sustainability Middle East’s team are dedicated to the region which also includes North Africa. They do not typically carry out work outside of this region ..[30]As Mr Dafalla further explains: .. All 24 of the employees who have moved from Roland Berger’s Middle East Sustainability Practice to Kearney have now been employed by Middle East companies within the Kearney group and are located in the Middle East. This includes Dr Perrin who is employed by Kearney Abu Dhabi .. .. Of the 24 employees, 22 are now employed by Kearney Abu Dhabi and have employment contracts governed by the laws of the UAE. Those employees work from Kearney’s office in the UAE including Abu Dhabi. The remaining two are employed by Kearney Saudi Arabia and have employment contracts governed by the laws of Saudi Arabia .. (B.3) The aftermath[31]Three aspects of the aftermath of the Team Move are particularly relied on by Dr Perrin: the efforts by the Roland Berger group in the Middle East to recover laptops, phones and other property and information from its former employees; the letters of claim written by the Roland Berger group to parties other than Dr Perrin; and the way in which RBL has framed its claim in damages.[32]With regard to the first of these, Mr Häuser’s witness statement describes a handover meeting at Roland Berger's Dubai office on 29 November 2024, which was attended by Mr Tohme, Mr Sanchez, and 3 other former employees, at which the former employees complied with a request to hand back their computers and phones. Later that same day, a firm of lawyers wrote on behalf of each of the former employees asserting that Roland Berger did not have authority to take those devices and had therefore committed a crime under the laws of the UAE. According to Mr Dafalla, these letters were sent to give notice of the former employees’ concerns that “this act was a violation of their rights by virtue of an unauthorised access to personal data”. Further letters making allegations of breaches of UAE law were sent on behalf of the former employees on 2 and 5 December 2025.[33]Dr Perrin himself returned both his company mobile phone and laptop by post to RBL’s London office, but (according to Mr Häuser) not before he had deleted 3,489 files from his company laptop and had wiped his mobile telephone.[34]All of the other former employees also returned their devices, with the exception of Mr Tohme, who refused to do so and who, on 16 January 2025, submitted a request to the Dubai Reconciliation Centre (“the DRC”) to register a case requesting the appointment of an IT expert to forensically examine his company mobile phone to assess whether any personal data had been accessed by the Roland Berger group. On the same day, Mr Tohme, Mr Ghizzoni and Mr Sanchez made Data Subject Access Requests requesting information in accordance with Articles (13) and (14) of the UAE Federal Decree by Law No. (45) of 2021 Concerning the Protection of Personal Data.[35]In response, Roland Berger Middle East initiated a criminal complaint against Mr Tohme, which result in him being placed under a temporary travel ban.Mr Tohme surrendered the mobile phone to Al Barsha Police Station in Dubai on 26 February 2025, and the criminal complaint against him was dismissed on 28 April 2025.[36]On 27 February 2025, the DRC appointed an expert to examine Mr Tohme’s phone. After various hearings, a judge eventually cancelled the DRC’s order and deemed the case initiated by Mr Tohme to be closed. Mr Tohme’s phone, which had been surrendered to the police, subsequently came into the hands of Roland Berger Middle East. According to Mr Häuser, on forensic examination, it was found that Mr Tohme had deleted over 80,000 files from his phone before delivering it to the Dubai police, including data relating to clients of the Roland Berger Group and messages that he had exchanged with other individuals involved in the Team Move.[37]On 6 March 2025, a further criminal complaint was filed against Mr Tohme by Roland Berger Dubai in relation to allegations of breach of trust and disclosure of confidential information belonging to the Roland Berger group. There is a dispute in the evidence (which I do not need to resolve) about whether this complaint has eventually been dismissed or simply “administratively shelved”.[38]According to Mr Dafalla, Mr Tohme intends to continue to pursue the allegation of data breach by Roland Berger Middle East, and he and the other former employees whom I have mentioned intend to pursue in Dubai their claim that the Roland Berger group has failed to respond properly and completely to their Data Subject Access Requests. Consequently (according to Mr Dafalla) “there has been and will continue to be proceedings in Dubai relevant to the allegations against Dr Perrin and the capture of data used in evidence in these proceedings in Dubai”. There may also (according to Mr Dafalla) be claims by the former employees that they have not received from Roland Berger Middle East their full end-of-employment entitlements under Dubai law.[39]Turning to the second aspect relied on by Dr Perrin of what I have called the aftermath of the Team Move, lawyers instructed by various entities in the Roland Berger group have written letters of claim to companies in the Kearney group and to, the Chairman of Kearney. They have also sent letters of claim to Mr Tohme, Mr Sanchez, Mr Al Akiki, and Mr Ghizzoni. The letters sent to the former employees threatened proceedings including a civil claim for breach of contract and breach of statutory obligations; a civil complaint for breach of confidentiality under UAE Federal Law No.5 of 1985; a criminal complaint for breach of confidentiality under UAE Federal Law No.31 of 2021, Article 432 of the Penal Code, Article 354 of the Commercial Companies Law, and Federal Law No. 32 of 2021; and a criminal complaint for breach of trust under Article 453 of the Penal Code and breach of cybercrime law under UAE Federal Law 34 of 2021. In none of these letters was any specific allegation made against Dr Perrin.[40]As to the third aspect, the Particulars of Claim annex a “Preliminary and Provisional Schedule of Loss” which seeks: i) Approximately GBP 42m for “Loss of the Claimants ME Sustainability Practice”. ii) Alternatively, approximately GBP 18.6m as “the proportion of the loss of the Claimant’s business in the MENA Region attributable to the Defendant” iii) Approximately GBP 1.3-2.2m “in respect of the MWAN bid”; and iv) Approximately GBP 1.627m in respect of “Wasted management time”.[41]According to Ms Mahoney, on behalf of Dr Perrin: .. To the extent the alleged losses were suffered by Roland Berger (which is denied), these were wholly (or at least very substantially) suffered by Roland Berger’s Middle Eastern entities, not the Claimant in England .. Any loss arising from the resignation of Middle East employees and the alleged diversion of Middle East clients would have been suffered by Roland Berger Middle East entities – the true employing companies .. .. The losses alleged in the Particulars of Claim amount to around £45 million. The Claimant cannot possibly believe that it could successfully recover such an amount or anything but the smallest fraction of that sum from Dr Perrin. Dr Perrin is not a man of significant means. I can only speculate that the Roland Berger group suspects that Dr Perrin has the benefit of an indemnity from his new employer, which means that the true target of the Claim is in fact Kearney Middle East ..[42]Mr Häuser’s response is that Ms Mahoney’s objection concerning whether RBL is the party which suffered the loss would be the same wherever RBL sued Dr Perrin. In any event (according to Mr Häuser), the nature of the Roland Berger group’s business is global and, in the modern world, it is unrealistic to suggest that profits and losses should be attributed from an accounting perspective to any one local entity. According to Mr Häuser, the Defendant was one of the main protagonists of the Team Move and therefore an effective cause of RBL’s losses, and that is all that is required to make such losses, in principle, recoverable from him.[43]Mr Häuser also responds that: .. as Ms Mahoney herself concedes, the Defendant was permanent resident in the UK, employed by an English company, subject to a contract of employment that was governed by the law of England and Wales and subject to the exclusive jurisdiction of the English Courts. There is no obvious basis for the Claimant to sue the Defendant elsewhere, especially when, as Ms Mahoney admits, there are no civil proceedings against the other participants involved in the Team Move at this time. Whilst civil proceedings have been intimated against those individuals, there is no obligation for the Claimant to sue them, and if it was to do so at some future time, it would need to consider the points made by Ms Mahoney at that time. It is premature for Ms Mahoney to be making those arguments ..[44]In relation to all of the matters which I have just set out, I bear in mind the Court of Appeal’s warning in Kaefer Aislamientos SA de CV v AMS Drilling Mexico SA de CV [2019] 1 WLR 3514 at [76], per Green LJ. that: .. In expressing a view on jurisdiction, the court must be astute not to express any view on the ultimate merits of the case, even if there is a close overlap between the issues going to jurisdiction and the ultimate substantive merits .. This judgment is concerned solely with jurisdiction, and nothing which I say is intended, or should be taken, to express any final view on the ultimate merits of any of the issues in the case, should this dispute eventually come to be tried either here or elsewhere.
(C) The law
[45]Much of the relevant law that I must apply in deciding this application was common ground between the parties. There is no dispute that Dr Perrin has been validly and properly served with these proceedings in England & Wales. That fact of itself (quite apart from the matters referred to in paragraph 53 below) would mean that the Commercial Court has jurisdiction over Dr Perrin for the purposes of this action. Dr Perrin’s argument is that, in the particular circumstances of this case, the Commercial Court should decide under its inherent power Acknowledged by the terms of the Senior Courts Act 1981 s 49(3) and the Civil Jurisdiction and Judgements Act 1982 s 49. not to exercise that jurisdiction, but should instead stay the proceedings so that the issues between the parties can in due course (and if RBL chooses to bring a claim there) be litigated instead in the State Court of Dubai.[46]The law applicable to applications such as this was helpfully and shortly summarised by Cockerill J in her judgment in the recent case of Al-Aggad v Al Aggad [2024] EWHC 673 (Comm), [2024] 4 WLR 35 at [11]. : The legal test applicable in a forum non conveniens application remains that outlined in Lord Goff of Chieveley’s judgment in Spiliada Maritime Corpn v Cansulex Ltd (The Spiliada) [1987] AC 460 (“Spiliada”). The test has two limbs whereby:(1) First, the burden is on the defendant to establish that there is another forum which is “clearly or distinctly more appropriate than the English forum”: Spiliada, p 477E (“Stage 1”). This has also been put thus: the “only sensibly available forum” to try the action: see Gulfvin Investment Ltd v Tahrir Petrochemicals Corpn SAE [2022] EWHC 1040 (Comm), [2022] 4 WLR 66, paras 18–23. If the defendant does not discharge this burden, the application fails.(2) Secondly, if the defendant discharges its burden under Stage 1, then the burden of proof shifts to the claimant to show, using cogent evidence, that “there are special circumstances by reason of which justice requires that the trial should nevertheless take place in this country”: Spiliada, p 476E (“Stage 2”).[47]Mr Kemp and Mr Leiper were agreed that, in this case, I need concern myself only with the first of these two stages, and that the issues which I have to decide are simply whether the State Court of Dubai is(1) an “available forum, having competent jurisdiction”,(2) which is “clearly or distinctly more appropriate” (to use the phraseology from Spiliada) than the Commercial Court in London as a forum for the resolution of the dispute between the parties.[48]This two-part formulation of the issues which I have to decide reflects the fact, as Edwin Johnson J pointed out in Harrington & Charles Trading Company Ltd v Mehta [2023] EWHC 307 (Ch) , that: So far as the first stage is concerned it is .. important to keep in mind that there are two distinct questions to be answered. The first question is whether the relevant alternative forum is actually shown to be an available forum. If the defendant, on whom the burden rests, fails to demonstrate that the alternative forum is an available forum, the jurisdiction challenge falls at the first hurdle, and must fail .. If the alternative forum is shown to be an available forum, the second question within the first stage of the test is whether the defendant has succeeded in demonstrating that the other available forum is clearly or distinctly more appropriate than the English forum. This is a question for the discretion of the court, or perhaps more accurately a question for the evaluation of the court ..[49]It is necessary to take these two questions separately and in order, since a challenge to jurisdiction on forum conveniens grounds requires the challenger, as a preliminary condition, first to identify some other specific foreign court which also has jurisdiction to determine the dispute Unwired Planet International Ltd and another v Huawei Technologies (UK) Co Ltd [2020] UKSC 37, [2021] 1 All ER 1141 at [96]. . For these purposes, as is stated in Dicey Lord Collins of Mapesbury, Professor Jonathan Harris KC, Dicey, Morris & Collins on the Conflict of Laws (16th edn, Sweet & Maxwell 2022) at [12-031] citing Lubbe v Cape Plc[2000] 1 WLR 1545. : A foreign court will be considered to be ‘‘available’’ to a claimant if by the time of the application for a stay, it would be open to the claimant to institute proceedings against the defendant before that court. This requirement means that the foreign court must have jurisdiction (personal and subject matter) to determine the claimant’s claim. An undertaking by the defendant to submit to the jurisdiction of a foreign court can make the foreign court available even though it would not have been so without the undertaking ..[50]Turning to the second of the questions to be determined at the first stage of the Spiliada test, it is necessary to consider all the relevant circumstances of the case, to see what factors there are which point in the direction of that other available forum as being the “natural forum”, i.e. “that with which the action has the most real and substantial connection” Spiliadaat 477-478, citing The Abidin Daver [1984] AC 398 atp 415, per Lord Keith of Kinkel.. , or, as it is sometimes put, “the forum in which the case can be suitably tried for the interests of all the parties and for the ends of justice” Sim v Robinow (1892) 19 R 665 at 668, per Lord Kinnear, quoted in Spiliada at p 474 and, eg, inAltimo Holdings and Investment Ltd and others vKyrgyz Mobil Tel Ltd [2011] UKPC 7, [2012] 1 WLR 1804 at [88], per Lord Collins JSC. .[51]As stated in Dicey Dicey, Morris & Collins on the Conflict of Laws (fn 6 above) at [12-029]. , the speech of Lord Goff of Chieveley in Spiliada indicates that these factors may include (though are not confined to): .. factors affecting convenience or expense (such as availability of witnesses) and such other factors as the law governing the transaction and the places where the parties reside or carry on business, and also whether the claim is part of a larger overall dispute which would be damaged by being fragmented; or where the court has specialist expertise which ought to be made available in related cases ..[52]More recently, in Lungowe v Vedanta Resources [2019] UKSC 20, [2020] AC 1045 at [66], per Lord Briggs JSC. “(Vedanta”), the Supreme Court (again referring back to Spiliada) indicated that this enquiry: .. generally requires a summary examination of connecting factors between the case and one or more jurisdictions in which it could be litigated. Those include matters of practical convenience such as accessibility to courts for parties and witnesses and the availability of a common language so as to minimise the expense and potential for distortion involved in translation of evidence. Although they are important, they are not necessarily conclusive. Connecting factors also include matters such as the system of law which will be applied to decide the issues, the place where the wrongful act or omission occurred and the place where the harm occurred ..[53]RBL relies upon two factors in addition to valid service as giving the courts of England & Wales jurisdiction over Dr Perrin, and therefore as relevant to this second question. First, RBL relies on the exclusive jurisdiction clause in Clause 16 of the Director Agreement See paragraph 16 above. . Secondly, RBL relies on the “the jurisdictional entitlement and immunity” Gagliardi v Evolution Capital Management LLC [2023] EWHC 1608 (Comm) at [44(1)], per Foxton J. conferred on Dr Perrin by the provisions of the Civil Jurisdiction and Judgments Act 1982 s 15(C)(3) Inserted by The Civil Jurisdiction and Judgments (Amendment) (EU Exit) Regulations 2019 (SI 2019 No 479), to replace the similar provisions of Article 22(2) of Regulation (EU) No 1215/2012 of the European Parliament and of the Council of 12 December 2012 on jurisdiction and the recognition and enforcement of judgments in civil and commercial matters (recast) (“The Recast Brussels Regulation”). . This provides that: .. If the employee is domiciled in the United Kingdom, the employer may only sue the employee in the part of the United Kingdom in which the employee is domiciled (regardless of the domicile of the employer) ..[54]As to the first of these, it is open to the Court to grant a stay of the proceedings against Dr Perrin, despite the existence of the exclusive jurisdiction provisions of the Director Agreement. That is because the Hague Convention 2005 Which is given the force of law in the United Kingdom by the Civil Jurisdiction and Judgments Act 1982 s 3C (inserted by the Private International Law Act 2020 s 1(2)), and which (by Article 5(2))would otherwise have prohibited the English court from “declin[ing] to exercise jurisdiction on the ground that the dispute should be decided in a court of another State”. does not apply to contracts of employment such as the Director Agreement Hague Convention 2005 Article 2(1)(b). . Nevertheless, as is stated in Dicey Dicey, Morris & Collins on the Conflict of Laws (fn 6 above) at [12-106]. : .. In practice .. a contractual submission to the jurisdiction of the English court will almost invariably be upheld and enforced. If the English court is the chosen forum, the jurisdiction clause will be effective to confer jurisdiction on the English court, and it is ‘‘most unusual for an English court to stay proceedings brought in England pursuant to an English jurisdiction clause”. That is no doubt why several decisions require ‘‘overwhelming’’ reasons for a stay of English proceedings where there is a jurisdiction clause (even a non-exclusive jurisdiction clause) conferring jurisdiction on the English court.[55]As to the second of these, it was not in dispute that Dr Perrin is and was at all relevant times domiciled in England Section 41(2) of the Civil Jurisdiction and Judgments Act 1982 provides that "An individual is domiciled in the United Kingdom if and only if(a) he is resident in the United Kingdom; and(b) the nature and circumstances of this residence indicate that he has a substantial connection with the United Kingdom”. Section 41(6) creates a rebuttable presumption of such domicile in the case of an individual "who (a) is resident in the United Kingdom, or in a particular part of the United Kingdom; and (b) has been so resident for the last 3 months or more”. : and it has been held by the Court of Appeal that this statutory entitlement of an employee only to be sued in the part of the United Kingdom where he or she is domiciled should ordinarily be protected by the grant of an anti-suit injunction if the employer brings an action in another jurisdiction Samengo-Turner and others v J & H Marsh & McLennan (Services) Ltd [2007] EWCA Civ 723, [2007] 2 All ER (Comm) 813 at [43], per Tuckey L.J .[56]Under the Recast Brussels Regulation (and its predecessors), it was settled law that a stay on the grounds of forum non-conveniens was prohibited See eg Case C-281/02, Owusu v Jackson [2025] ECR 1-1383, [2005] QB 801. “The [Recast Brussels Regulation] and its predecessors introduced jurisdiction rules differing markedly from those hitherto prevailing at common law. In place of flexibility and judicial discretion (including the doctrine of forum non conveniens), fixedrules were introduced, prioritising certainty and predictability, in accordancewith the philosophy underpinning [the Recast Brussels Regulation]”: Yukos International UK BV v Merinson[2019]EWCACiv830,[2020] QB 336 at [1], per Gross LJ. : and s 15E(2) provides that, in determining any question as to the meaning or effect (inter alia) of s 15C, regard should be had (inter alia) to any relevant principles laid down before completion day by the European Court in connection with Chapter 2 of the Recast Brussels Regulation. Nevertheless, s 49 of The Civil Jurisdiction and Judgments Act 1982 specifically provides that “Nothing in this Act shall prevent any court in the United Kingdom from staying, sisting, striking out or dismissing any proceedings before it, on the ground of forum non conveniens or otherwise, where to do so is not inconsistent with the 2005 Hague Convention”. Mr Kemp has not sought to argue that, despite the apparently clear words of s 49, the combined effect of s15C and s 15E(2) is to create a statutory prohibition on the grant to Dr Perrin of a stay.
(D) Defining “the case” or “the dispute”
[57]An issue that is relevant to both of these questions is how “the case” or “the dispute” should be defined. This was an issue about which the parties strongly disagreed.[58]In order to decide a jurisdictional challenge, it is necessary for the court to identify what the true dispute between the parties is. In carrying out this exercise the Court must look at the substance of the dispute, and not (for example) be misled by the particular nature of the claims made in this jurisdiction Harrington & Charles Trading Company Ltd v Mehta (fn 4 above) at [69], per Edwin Johnson J. . As the Supreme Court observed in the Unwired Unwired Planet International Ltd and another v Huawei Technologies (UK) Co Ltd(fn 5 above) at [94]. case: .. The requirement in complex litigation to define, at the outset, what is ‘the case’ to be tried runs the risk that the court will by choosing a particular definition prejudge the outcome of the forum conveniens analysis, as the Court of Appeal decided had occurred at first instance in Re Harrods (Buenos Aires) Ltd [1991] 4 All ER 334, [1992] Ch 72; rvsg [1991] BCLC 69, [1992] Ch 72. Harman J had characterised ‘the case’ as a petition under the English Companies Act for relief for unfair prejudice in the conduct of the affairs of an English registered company, which made it ‘blindingly obvious’ to him that England was the appropriate forum. But the company carried on business entirely in Argentina. The matters complained of all occurred there, where there was a parallel jurisdiction to provide relief under Argentinian legislation. So the Court of Appeal preferred Argentina as the appropriate forum. Like the Court of Appeal in the present case, we therefore prefer for present purposes to identify the dispute between the parties as the matter to be tried, lest reference to ‘the case’ should introduce undue formalism into the analysis of a question of substance ..[59]Mr Leiper, for Dr Perrin, submitted that the real dispute, for the purposes of this application, is not simply the matters pleaded in the present action against Dr Perrin, but is the dispute arising from the Team Move as a whole, a dispute about matters which are almost entirely centred in the Middle East. Mr Leiper urged me to find that it was probable that, in due course, RBL (or one or more of the other companies in the Roland Berger group) would eventually seek to sue one or more of the entities in the Kearney group and/or one or more of the other employees who are alleged to have participated in the Team Move. The evidence relied on by RBL in this action, in Mr Leiper’s submission, suggests that those other employees, rather than Dr Perrin, were the prime movers in relation to the Team Move. Lawyers on behalf of entities in the Roland Berger group have written letters of claim to those other former employees and to Kearney. It is unrealistic to suppose that RBL believes that Dr Perrin is good for the amount of damages claimed. It is therefore, in Mr Leiper’s submission, almost inevitable that will be other proceedings and that those proceedings will be in the Middle East rather than in London, and probably in Dubai.[60]Mr Leiper relied on the fact that one of the factors mentioned in Spiliada is “whether the claim is part of a larger overall dispute which would be damaged by being fragmented”, and submitted that this was just such a case, even though no one other Dr Perrin has yet been sued. Mr Leiper also relied on Donohue v Armco Inc [2001] UKHL 64, [2002] 1 All ER (Comm) 97 at [34] , where Lord Bingham (speaking in that case of the resolution of issues concerning the honesty and motives for alleged conspirators, in circumstances where it was probable that either all of them were guilty or none were) observed that: .. in a situation of this kind the interests of justice are best served by the submission of the whole dispute to a single tribunal which is best fitted to make a reliable, comprehensive judgment on all the matters in issue. A procedure which permitted the possibility of different conclusions by different tribunals, perhaps made on different evidence, would in my view run directly counter to the interests of justice ..[61]In support of his submission that I could and should take into account the probability of potential proceedings against other parties, Mr Leiper referred me to the decision of Admiralty Registrar Davison in Zurich Insurance Co Ltd v Halcyon Yacht Charter LLP [2024] EWHC 937 (Admlty). . In that case, the wooden ketch “Halcyon” had sunk as a result of a fire which had spread from the motor cruiser “Big Kahuna” while both were in a marina in Corfu. The owners and insurers of “Big Kahuna” began a limitation action in the Admiralty Court in London, naming the owner of the “Halcyon” and ‘all other persons claiming to have suffered loss and damage by reason of the fire on board the yacht “Big Kahuna”’. Just over a year later, the owner of the “Halcyon” began proceedings against the owners of “Big Kahuna” in the court of Piraeus in Greece (where the limitation amount was significantly higher), and in due course applied for an order staying the English limitation action on the grounds of forum non-conveniens .[62]The Admiralty Registrar dismissed that application. In doing so, he took into account the probability that there would be other claims against the fund and that none of the other potential claimants (apart from the Marina itself) was Greek.[63]Mr Leiper also relied upon the following passage from Professor Adrian Briggs’ book, Civil Jurisdiction and Judgements Adrian Briggs, Civil Jurisdiction and Judgements (8th edn, Informa Law, 2025) at 6.23 (emphasis added). : .. If at first sight it seems wrong that factors beyond the actual dispute between the parties may bear on where it is most appropriate for it to be tried, it is clear that the fact or prospect of related litigation may well influence the identification of a forum as more (or less) appropriate ..[64]By contrast, Mr Kemp’s submission was that I should, for these purposes, look only (or at least primarily) at the pleaded claim against Dr Perrin. It was, Mr Kemp submitted, open to RBL to sue in relation to the Team Move whichever of the potential defendants it chose, and (in the event that RBL decides to sue more than one) in whatever order it chooses.[65]In that connection, Mr Kemp referred me to the passage in the Unwired case Unwired Planet International Ltd and another v Huawei Technologies (UK) Co Ltd (fn 5 above) at [94]. , where the Supreme Court said: .. At the heart of the analysis which has thus far prevailed is the recognition that the owner of a portfolio of patents granted by different countries is in principle entitled to decide which patents (and therefore in which country or countries) to seek to enforce, and cannot be compelled to enforce patents in the portfolio granted by other countries merely because a common FRAND defence to the enforcement of any of them raises issues which might more conveniently be determined in another jurisdiction than that which exclusively regulated the enforcement of the chosen patents ..[66]Mr Kemp submitted that, in similar fashion, RBL was at liberty, if it chose, to enforce its claims in relation to the Team Move solely against Dr Perrin: and, if it chose to do that, it could not in any way be criticised for suing Dr Perrin in the Commercial Court, given the fact that he lives in England, has the benefit of the jurisdictional entitlement and immunity conferred by the provisions of the Civil Jurisdiction and Judgments Act 1982, and is bound by the exclusive jurisdiction clause in the Director Agreement. Indeed, in Mr Kemp’s submission, if RBL was going to sue Dr Perrin at all, it had no alternative given those factors but to bring its action against him in this jurisdiction.[67]In Mr Kemp’s submission, when Lord Goff in Spiliada referred to “a larger overall dispute which would be damaged by being fragmented”, he was referring to the sort of multi-party case discussed in Vedanta Lungowe v Vedanta Resources (fn 10 above) at [68] – 70], per Lord Briggs JSC , where Lord Briggs JSC said that: .. There can be no doubt that, when Lord Goff originally formulated the concept quoted above, he would have regarded the phrase “in which the case can be suitably tried for the interests of all the parties” as referring to the case as a whole, and therefore as including the anchor defendant among the parties .. .. The concept behind the phrases “the forum” and “the proper place” is that the court is looking for a single jurisdiction in which the claims against all the defendants may most suitably be tried .. .. a jurisdiction in which the claim simply could not be tried against some of the multiple defendants could not qualify as the proper place, because the consequence of trial there against only some of the defendants would risk multiplicity of proceedings about the same issues, and inconsistent judgments. But the cases in which this risk has been expressly addressed tend to show that it is only one factor, albeit a very important factor indeed, in the evaluative task of identifying the proper place .. .. In cases where the court has found that, in practice, the claimants will in any event continue against the anchor defendant in England, the avoidance of irreconcilable judgments has frequently been found to be decisive in favour of England as the proper place, even in cases where all the other connecting factors appeared to favour a foreign jurisdiction ..[68]This, in Mr Kemp’s submission, is not a multi-party case of that kind. Although, on behalf of RBL, he conspicuously did not say that the Roland Berger group would not sue other parties in this or in other jurisdictions, he did indicate that it was RBL’s present intention that it would (unless the action were to be stayed) continue the existing litigation here against Dr Perrin.[69]In considering these rival submissions, I do not think that I can derive much assistance from the Zurich Insurance case. Limitation actions in the Admiralty courts necessarily involve considering the whole range of potential claimants against the fund. They are a special case.[70]Even so, it is clear that, when considering an application for a stay on forum non conveniens grounds, the Court not merely can, but must, always consider the overall practical realities, using its experience of commercial litigation See eg Spiliada at p 465F, per Lord Templeman, referring to the fact that “Commercial court judges are very experienced in these matters”. . The Court must look at the matter in the round and must try to get a sense of the likely overall shape of the litigation Civil Jurisdiction and Judgments (fn 24 above) at [6.24]. . As Arnold LJ said in Celgard LLC v Shenzhen Senior Technology Material Co Ltd [2020] EWCA Civ 1293, [2021] FSR 1 at [71]. : .. The “dispute” for this purpose is not restricted to an analysis of the claim and the relief sought by the claimant: one must have regard to the totality of the dispute ..[71]One aspect of this is that, when considering a multi-party case, the Court must look at the case as a whole against all defendants and must not blinker itself by looking only at the case against the particular defendant who is seeking a stay.[72]Contrary to Mr Kemp’s submission, that seems to me to mean that, in an appropriate case, the Court may sometimes need to consider who else, apart from the present defendant(s), is likely to be sued, and the probable shape of the litigation as a whole if that were to come about. As Professor Briggs suggests, the prospect of related litigation may well, in an appropriate case, be one of the factors that the Court should bear in mind.[73]Nevertheless, the prediction of future events is an inherently uncertain activity, and the Court must of course be very careful not to be drawn into speculation. The weight (if any) to be given to factors such as these will inevitably depend upon the degree of certainty with which the Court is able to make any relevant prediction and upon all the other circumstances of the particular case. (D). Is the State Court of Dubai an available forum for this dispute?[74]Ms Mahoney’s evidence indicates that Dr Perrin would be prepared to submit to the jurisdiction of the Dubai courts, were he and other former employees of the Roland Berger group to be sued there: For the avoidance of doubt, if the Claimant were to bring proceedings in Dubai against the team as a whole, and Dr Perrin were named as one of the defendants, he would not object to the jurisdiction of the Dubai courts. His present challenge is to the Claimant’s decision to pursue him alone in England, divorced from the wider context and from the other individuals and entities who are central to the dispute.[75]It was, however, common ground between the expert witnesses on the law of Dubai that the parties cannot confer jurisdiction on the Courts of Dubai simply by agreement. For example, Mr Alobeidli says in paragraphs 31 to 33 of his report: UAE law does not permit parties to create international jurisdiction over foreign defendants by agreement where no statutory nexus exists. UAE courts consistently hold that a defendant's unilateral consent or submission cannot establish jurisdiction unless the claim already falls within a statutory head UAE courts cannot assume jurisdiction purely because the defendant agrees. Consent is legally ineffective in the absence of a substantive UAE nexus under .. statutory grounds. Mr Tapp’s evidence (in paragraph 76 of his Report) is to the same effect. .. [P]arties cannot confer jurisdiction on UAE courts by agreement where the statutory conditions for jurisdiction set out within Article 20 are not met. Consent alone (even if both parties consent or indicate that they consent to the jurisdiction of the UAE being agreed) is insufficient to override the jurisdictional limitations imposed by law .. As is the evidence of Dr Hussain: .. [A] defendant cannot unilaterally confer jurisdiction on the UAE courts, in the absent of a proper UAE nexus ..[76]Many of the disagreements in the Expert Reports relate to factual matters, outside the remit of the experts, rather than to matters of the law of the UAE. As to that, fortunately, there was a large measure of agreement. It was, for example, common ground that: i) The relevant provision of the law of Dubai relating to jurisdiction are to be found in Federal Decree-Law 42/2022 (replicating former Article 20(3) of Federal Law 11/1992), promulgating the Civil Procedure Code (“the CPC”), which came into effect on 2 January 2023. ii) Article 19 of the CPC gives jurisdiction where a defendant is a national of or is domiciled or resident in the UAE. With the exception of lawsuits involving real property located abroad, the courts shall be competent to hear lawsuits filed against the nationals as well as actions brought against a foreigner having a domicile or place of residence in the State. iii) Where Article 19 does not apply, Article 20(3) of the CPC gives jurisdiction where a claim relates to an obligation that arose, was performed, or was required to be performed in the State, or to an incident that arose therein.. The courts shall be competent to hear civil and commercial actions brought against a foreigner having no domicile or place of residence in the State in the following cases: (…) 3. If the action relates to an obligation that arose, was performed or was required to be performed in the State, or to a contract required to be authenticated therein, or to an incident that arose therein, or to a bankruptcy declared at one of its courts. iv) Article 33(2) also gives jurisdiction where the prejudice resulting from the act complained of has taken place in the UAE: It is permissible to institute proceedings at the court in whose circuit the prejudice has taken place, and that is to be in case of the actions of indemnity for the occurrence of damage on a person or a property. v) The exclusive jurisdiction provisions of the Director Agreement would not prevent the courts of the UAE from accepting jurisdiction where the provisions of the CPC confer statutory jurisdiction over such claims.[77]The two apparent areas of disagreement between the experts were: i) In relation to the issue of whether the exclusive jurisdiction clause would deter the courts of the UAE from accepting jurisdiction in relation to claims not falling within Article 20(3) of the CPC; and ii) In relation to the issue of whether Dr Perrin’s lack of a UAE-registered contract of employment or valid work visa would similarly deter the courts of the UAE from accepting jurisdiction even in relation to those claims which would otherwise come within Article 20(3).[78]As to the first of these. Mr Tapp and Dr Hussain take the view that the exclusive jurisdiction clause would deter the courts of the UAE from accepting jurisdiction in relation to anything not falling squarely within Article 20(3). By contrast, Mr Alobeidli takes the view that: .. in the presence of multiple UAE-connected obligations and incidents, a UAE court may assume jurisdiction even though the contract selects English law and English courts .. .. In the present case, several alleged incidents described in the Particulars of Claim are said to have occurred in Dubai, including the organisation of a team move, alleged transmission of confidential materials from UAE systems, interactions with UAE-based clients, and coordination of GCC bids from Dubai. In my assessment, if the UAE court determines that these factual elements occurred substantively in the UAE, Articles 20(3) and 33(2) would be engaged, thereby creating UAE jurisdiction ..[79]As to the second, Mr Tapp and Dr Hussain take the view that the courts of the UAE would regard these matters as significant. In Mr Alobeidli’s view: The absence of a UAE labour permit does not negate jurisdiction .. .. UAE courts may assume jurisdiction over employment-related disputes even without a registered UAE contract, provided that the work was actually performed in the UAE. Therefore, while the temporary nature of DP’s visits does not create domicile, the substantive work carried out during such visits is likely to establish a jurisdictional nexus under Article 20(3).[80]In my judgment, for the reasons explained below it is not necessary for me finally to resolve these disputes for the purposes of deciding this application.[81]It is common ground that Dr Perrin was not domiciled or resident in the UAE. Article 19 of the CPC can therefore have no application. As to Article 20(3) of the CPC, it is not clear from the evidence presently before me the extent to which the matters complained of relate to an obligation that arose, was performed, or was required to be performed in the UAE, or to an incident that arose therein, within the meaning of Article 20(3).[82]Mr Häuser’s evidence was that, comparing the allegations in the Particulars of Claim with the SAP data: .. the overwhelming majority of this wrongdoing was carried out by the Defendant outside of the UAE, with a significant proportion of this activity within the UK ..[83]The accuracy of the SAP data is disputed by Dr Perrin. Since, however, it is common ground that Dr Perrin spent about half of his working time working from home in Stockport, and a significant portion of the time which he spent working in the Middle East in the KSA rather than in the UAE, it must be probable that at least a significant proportion of the acts and communications which are alleged to have been carried out by him of the purposes of the Team Move will have happened outside the UAE.[84]It therefore seems probable that some of the matters of which RBL complains in the present proceedings would fall within the scope of Article 20(3) or Article 33(2) of the CPC, but that a significant number would not. In those circumstances, it seems to be common ground between the experts that the Courts of the UAE “may” accept jurisdiction, but will not necessarily do so According to Dr Hussain, “If the UAE courts upon their discretion and understanding of the facts, find that some of the breaches did occur in the UAE, the UAE courts may exercise non-exclusive jurisdiction” (Report paragraph J, emphasis added). According to Mr Alobeidli, “in the presence of multiple UAE-connected obligations and incidents, a UAE court may assume jurisdiction even though the contract selects English law and English courts” (Report paragraph 20, emphasis added). See also paragraphs 24 and 28 of his Report, which likewise use the word “may”. .[85]The burden of proof of showing that the State Court of Dubai is an “available forum, having competent jurisdiction” in relation to the dispute is on Dr Perrin, and he has not provided evidence sufficient to establish that all of the claims against him fall within the scope of Article 20(3) or Article 33(2) of the CPC. He has therefore not established that the State Court of Dubai would definitely accept jurisdiction in relation to all of the claims made against him in the present action.[86]In my judgment, Dr Perrin has therefore failed to establish the liminal condition for the exercise of the court’s power to stay proceedings founded on valid service within the jurisdiction: that is that the State Court of Dubai is an “available forum, having competent jurisdiction” in relation to the claims made against him by RBL. Mr Kemp accordingly invited me to dismiss the application simply on that basis.[87]Mr Leiper, however, put forward two further submission. First, he repeated his overall submission that the real dispute relates to the Team Move as a whole, and submitted that the State Court of Dubai would be bound to accept jurisdiction over Dr Perrin (particularly if Dr Perrin did not raise any objection) as part of a wider claim brought by the Middle East entities in the Roland Berger group against the Middle East entities in the Kearney group and against the other participants in the Team Move, who were and are now resident and/or employed in the Middle East, principally in Dubai.[88]Secondly, Mr Leiper invited me, if I remain unpersuaded that it was certain that the State Court of Dubai would accept jurisdiction in relation to these claims against Dr Perrin, to follow the suggestion made in Civil Jurisdiction and Judgments Fn 24 above at [6.15]. that: .. If it is uncertain whether the foreign court will accept that it has jurisdiction, it may be appropriate to stay, and to lift the stay should it be discovered that the foreign court does not have jurisdiction after all ..[89]Mr Leiper was unable to support the first of these submissions by reference to any particular passage in any of the reports of the experts. In the absence of any relevant expert evidence, I am not prepared to speculate on how matters might in practice be dealt with in the UAE courts in the circumstances envisaged by Mr Leiper.[90]Mr Leiper’s second submission, however, feeds naturally into my overall evaluation of the case. I will therefore deal with it in the course of my overall analysis, to which I now come. Analysis and conclusions[91]I accept the submission made by Mr Leiper on behalf of Dr Perrin that it is to some extent artificial to consider the case against Dr Perrin in isolation from the circumstances of the Team Move as a whole. I also accept that the centre of gravity, both of the allegedly wrongful acts and of the loss consequentially alleged to have been suffered by the Roland Berger group as a result of the Team Move, lies more in the Middle East than in England and Wales. With the exception of Dr Perrin, the team which was moving was based in and focused on the Middle East. It was the heart of the Roland Berger group’s Middle East Sustainability Practice. What is said is that it moved as a team to bolster the Middle East Sustainability Practice of the Kearney group. The resulting loss will have been felt directly by the Middle Eastern companies in the Roland Berger group, and only indirectly by RBL or by the holding companies of the group.[92]I also accept that, to the extent that Dr Perrin may wish to call witnesses in support of his defence, those witnesses (particularly the other former employees alleged to have been involved in the Team Move and the clients and contacts that RBL asserts that Dr Perrin has persuaded or tried to persuade to move to Kearney) are likely to be based in the Middle East, rather than in England & Wales.[93]Since evidence is frequently taken by video-link in the Commercial Court, that is now a less significant factor than it used to be. In any event, much of the evidence (at least on RBL’s side) is likely to consist of recovered email, WhatsApp, and other electronic communications. This does not seem likely to be a case where the location and/or accessibility of large numbers of paper records is likely to be significant.[94]Nevertheless, the fact that many of the potential witnesses for Dr Perrin are outside the jurisdiction may make it more difficult for Dr Perrin to persuade them to give evidence and perhaps impossible for him to compel them to do so if they are reluctant. It might well be easier for him to do all that in relation to proceedings in Dubai, where many of the potential witnesses on his side are located and which is in any event likely to be geographically more accessible for almost all of them.[95]I also accept that it is possible that entities in the Roland Berger group may at some point seek to sue one or more of the entities in the Kearney group and/or one or more of the other former employees who are alleged to have participated in the Team Move. Those other former employees (particularly Mr Tohme) seem (at least on the evidence which I have seen) to be regarded by the Roland Berger group as the instigators and leaders of the Team Move. The letters of claim which have been sent indicate that the Roland Berger group has contemplated making a claim against one or more of these entities and people, and the Roland Berger group’s representatives have conspicuously declined to say that is not their intention to do so.[96]Furthermore, I accept that it is unrealistic (on the limited evidence which I have seen as to Dr Perrin’s means) to suppose that RBL expects to recover the full amount of the very substantial amount of damages which it is claiming in this action from Dr Perrin’s personal assets. Ms Mahoney may, however, be correct in her speculation that RBL thinks it likely that Dr Perrin has the benefit of an indemnity from his current employer. If that is the case (and there is no evidence either way) then there might be no need for RBL to join others to the action in order to have a sufficiently “deep pocket” defendant.[97]Finally, there are the ongoing disputes in Dubai referred to by Mr Dafalla about the way in which the Roland Berger group collected data for use in evidence, and in relation to the former employees end-of-employment entitlements under Dubai law. These might in some way form part of, or be ancillary to any settlement of, any overall litigation in Dubai relating to the Team Move.[98]All of these are undoubtedly factors suggesting that the natural home for any litigation of the wider dispute concerning the Team Move might be a court in the Middle East. In my judgment, however, these factors, even taken together, are not sufficient to establish that the State Court of Dubai is “clearly or distinctly more appropriate” than the Commercial Court in London for resolving this dispute, to the extent that it involves Dr Perrin. I have reached that conclusion for three principal reasons.[99]First of all, there is the fact that Dr Perrin is British and owns a house which is his home in Stockport. As the Civil Jurisdiction and Judgments Act 1982 s 15C recognises, that is the natural place for any proceedings against him. From RBL’s point of view, it is also likely to be the place where it is most easy to enforce any judgment which RBL might obtain against him.[100]Secondly, although what Dr Perrin was employed to do may have been focussed on the Middle East, the employment relationship between him and RBL was an essentially English one. The Director Agreement under which Dr Perrin was employed, and which he is alleged to have broken, was governed by English Law. It is also likely, having regard to the significant amount of time that Dr Perrin spent working from home in Stockport, that many of the acts which RBL alleges were wrongful were caried out in England and Wales. Any court deciding this case between RBL and Dr Perrin would therefore need to apply English law to decide the principal issues which presently seem likely to arise. The advantages which a court in England and Wales would have in those circumstances are plain.[101]Thirdly, the exclusive jurisdiction clause in the Director Agreement contains a binding agreement by Dr Perrin to accept the jurisdiction of the courts of England and Wales. Such a contractual submission to the jurisdiction is “almost invariably” upheld and enforced. A person such as Dr Perrin seeking to avoid the consequences of such a submission needs to show a very strong reason indeed why he should not be held to his bargain.[102]These factors connecting the dispute against Dr Perrin to this jurisdiction do not give RBL an absolute right to continue proceedings here, for example if to do so would be to give rise to a real risk of duplication of proceedings and possibly irreconcilable judgments: see Vedanta at [79] Fn 10 above. . As Professor Briggs says “It must .. be open to a defendant to draw to the attention of the court the real problems of fractured litigation if the English proceedings are not stayed, even in a case in which the parties’ agreement said that such relief would not be sought” Civil Jurisdiction and Judgements(fn 24 above) at [3.28]. .[103]To overcome those factors, however, requires Dr Perrin to show a compelling reason why it would clearly be wrong “for the interests of all the parties and for the ends of justice” for the proceedings against him here to continue. In my judgment, the factors relating to the Team Move relied on by Dr Perrin do not provide such a compelling reason.[104]First, Dr Perrin is presently the only defendant to these proceedings. I accept that it may be a relevant consideration if a defendant has been sued only for the purpose of acting as an “anchor defendant” in order to bring in foreign parties who are the real object of the claim See Altimo Holdings and Investment Ltd and others v Kyrgyz Mobil Tel Ltd(fn8 above) at [76]-[79] . It is not, however, clear that that is the situation here, particularly if Ms Mahoney’s speculation about RBL’s belief that an indemnity exists is correct.[105]Secondly, although it is certainly possible that RBL will apply to join other parties to the present action and/or that RBL and/or other Roland Berger group entities may bring other proceedings against other parties either here or elsewhere in relation to the Team Move, it is by no means clear that any of those things is bound (or even likely) to happen. What, if anything, will come next by way of litigation in relation to the Team Move remains to be seen, and cannot confidently be predicted.[106]Thirdly, although I am (as I have said) satisfied that the “centre of gravity” of the overall dispute relating to the Team Move is the Middle East, I am not satisfied on the basis of the limited evidence presently available that it is located specifically in Dubai, rather than more generally in the region. Mere geographical proximity is not a basis for treating separate legal jurisdictions as mere extensions of each other See Hindocha v Gheewala[2003] UKPC 77, [2004] 1 CLC 502 at [17] per Lord Walker of Gestingthorpe; BAT Industries plc v Windward Prospects Ltd [2013] EWHC 4087 (Comm), [2014] 2 All ER (Comm) 757 at [76] per Field J. .[107]Dr Perrin undoubtedly spent time in Dubai. He also, however, spent a significant part of his time elsewhere in the Middle East, particularly in the KSA, where some of his most significant contacts were located. His employment contract was, of course, governed by the laws of England and Wales. With regard to the other 23 participants in the Team Move, there is no evidence that all (or even a majority of) these people worked exclusively or even mainly in Dubai, rather than elsewhere in the Middle East. The evidence on this application does not disclose with any degree of precision where the acts by those other parties of which the Roland Berger group would be likely to complain actually took place. The State Court of Dubai may therefore have jurisdiction over some of the other potential defendants on the basis of domicile or residence and over others under CPC Article 20(3): but it is by no means clear that it would have the sort of comprehensive jurisdiction over all parties involved in the Team Move for which Mr Leiper has argued on behalf of Dr Perrin.[108]In those circumstances, there are two levels of uncertainty that need to be taken into account. First it is not clear that the Roland Berger group is likely to sue the other possible parties involved in the Team Move together in Dubai. Second, it is not clear that the State Court of Dubai would accept jurisdiction were the Roland Berger group to seek to do so. The degree of speculation involved makes it impossible to view these possibilities as providing sufficiently compelling reasons for disregarding the powerful factors which I have mentioned in favour of allowing the present proceedings to continue.[109]For the reasons given earlier in this judgment, I have found that Dr Perrin has not discharged the burden on him of showing that the State Court of Dubai is an “available forum, having competent jurisdiction” in relation to this dispute, because it is not clear that the whole of the present claim by RBL against him could be litigated there. For the reasons just explained, I also reject Mr Leiper’s submission that I should deal with the jurisdictional uncertainties to which I have just referred by granting a provisional stay, to see what happens next and whether the State Court of Dubai will eventually accept jurisdiction, should the Roland Berger group choose to sue Dr Perrin and/or others there.[110]Given the strong connections which the case against Dr Perrin alone has with the jurisdiction of England and Wales, and the uncertainties about whether any other relevant parties can or will be sued in Dubai, I find that Dr Perrin has not discharged the burden on him of showing that the State Court of Dubai, even if it were an available forum with competent jurisdiction, would be “clearly or distinctly more appropriate than” the Commercial Court in London for resolving this dispute, to the extent that it involves RBL and Dr Perrin.[111]I therefore dismiss this application.[112]I invite the parties to attempt to agree the terms of a Minute of Order giving effect to this judgment and dealing with all consequential matters, including the directions that I am required to give under CPR Pt 11(7)(b) and (c). In the event that agreement cannot be reached by 4pm on Friday 3 July 2026, the parties should make arrangements through the usual channels for a short further hearing. Pursuant to CPR PD52A paragraph 4.1(a), I adjourn any application for permission to appeal together with all other consequential applications to be determined in that way and extend time under CPR Pt 52.12(2)(a) until 21 days after that determination.[113]This judgment will be handed down remotely by circulation to the parties’ representatives by email and release to the National Archives. No attendance by the parties is necessary.