Culina Group Limited & Ors v Thomas Van Mourik & Ors [2026] EWHC 1661 (Comm)

[2026] EWHC 1661 (Comm)Case No CL-2025-000195
IN THE HIGH COURT OF JUSTICE
BUSINESS AND PROPERTY COURTS OF ENGLAND AND WALES
KING’S BENCH DIVISION
COMMERCIAL COURT
Venue Royal Courts of Justice, Rolls Building Fetter Lane London EC4A 1NLDate Wednesday, 1 st July 2026
Before
MR. JUSTICE ANDREW BAKER
Between
(1) CULINA GROUP LIMITEDClaimants(2) CULINA ASSET MANAGEMENT LIMITEDClaimant(3) EDDIE STOBART LIMITEDClaimant(4) GREENWHITESTAR ACQUISITIONS LIMITEDClaimant(5) GREAT BEAR DISTRIBUTION LIMITEDClaimant(6) THE PALLET NETWORK LIMITEDClaimant(7) IFORCE LIMITEDClaimant(8) THE LOGISTICS PEOPLE LIMITEDClaimant(9) THE LOGISTIC PEOPLE LIMITEDClaimant
MR. DANIEL SAOUL KC, MR. TIM MONTAGU-SMITH KC, MR. NICHOLAS GOODFELLOW, MS. MARIE-CLAIRE O’KANE and MR. WILLIAM BIRCH (instructed by Addleshaw Goddard LLP) for ClaimantsMR. THOMAS GRANT KC and MR. THEO DIXON (instructed by Tyr Law) for First and Seventeenth DefendantsMR. LANCE ASHWORTH KC, MR. GARETH TILLEY and MR. TIM BENHAM-MIRANDO (instructed by Brabners (Leeds) LLP) appeared for Second, Sixth Defendants and Eighteenth DefendantsMR. PAUL CHAISTY KC and MR. ANDREW LATIMER (instructed by Hill Dickinson LLP) appeared for Third and Twentieth DefendantsMR. BOBBY FRIEDMAN KC (instructed by TLT LLP) appeared for Fourth DefendantMR. ANDREW SHAW (instructed by Mishcon de Reya LLP) appeared for Fifth, Seventh and Fourteenth DefendantsMR. PETER DE VERMEUIL SMITH KC and MR. TOM RAINSBURY (instructed by DLA Piper (UK) LLP) appeared for Eighth DefendantMS. CHARLOTTE BEYNON (instructed by Brabners (Liverpool) LLP) for Ninth, Tenth and Nineteenth DefendantsMR. NOEL DILWORTH (instructed by Collins Benson Goldhill LLP) for Eleventh DefendantMR. ALFRED WEISS (instructed by Beswicks LLP) for Twelfth and Twenty-first DefendantsMR. JOHN CARL TOWNSEND and MS. JESSICA LAVELLE (instructed by Kangs Solicitors) for Thirteenth DefendantTHE FIFTEENTH DEFENDANT appeared In Person for in personTHE SIXTEENTH DEFENDANT appeared In Person for in person
CMC RulingsApproved TranscriptTranscript of the Stenograph Notes of Marten Walsh Cherer Ltd.,2 nd Floor, Quality House, 6-9 Quality Court, Chancery Lane, London WC2A 1HP.Telephone No: 020 7067 2900. DX 410 LDEEmail: info@martenwalshcherer.comWeb: www.martenwalshcherer.com
[1]On this important and multi-facetted application for a range of amendments, my conclusions are that (referring to the rows of the very helpful table that the claimants put together for the purposes of the argument), all of the proposed amendments should be allowed, subject to the following:[2]Firstly, in relation to Row 13 (paragraph 330), in principle the way to plead that is (as just discussed with counsel) to cross-refer to a capitalized term Schedule of Loss which can then be defined as being the current Schedule of Loss or as it may be amended hereafter, or similar. At this stage, that is a ruling in principle only. It is subject to seeing where we go with the criticisms that are made of the Schedule of Loss. If where I reach by way of landing on the Schedule of Loss as currently served has an impact on whether it is satisfactory today to allow an amendment in that form, well I can revisit that.[3]Secondly, in relation to Row 3 (paragraph 89), I do take the view, as indicated to counsel, that it is preferable and more appropriate to have the pleaded factual allegations distilled from the evidence that in the revised draft is now proposed to be mentioned by way of cross-reference. As a result, rather than merely cross-referencing that evidence – but not now because it needs to be done on paper – there does need to be an exercise of the claimants finalising what will be the draft for which they then seek permission under the order that will be drawn up, so that rather than cross-referencing sub-paragraphs 27(a) and 27(c) of Mr. Koehler’s second witness statement, they have distilled from that concise additional particulars within paragraph 89; and then Mr. Shaw needs to have an opportunity to either agree that or raise with me, away from the hearing, any objection to that formulation that I can then deal with as part of drawing up the order and by way effectively of a ruling on paper.[4]Thirdly, and acknowledging that it may have the knock-on consequence for the claimants and again for Mr. Shaw, so that it can be (I hope) agreed, of reviewing the later parts of the pleading, just to identify whether there are other specific pleas that would have depended on the existence of paragraph 59B and therefore need to be also removed, I am against the application for permission to amend to add paragraph 59B. That is Row 2. I do not consider it arguable that the provision of a professional to perform a role, which role, as alleged, will bring with it fiduciary duties owed by the professional, by a service company, causes the service company to owe fiduciary duties. The case proposed to be pleaded does not rely on anything other than the allegation at paragraph 45A that it may be the engagement of Mr. Stairs to a role which the claimant says was by nature a fiduciary role, for the reasons they pleaded, may have been by “SPL acting as a service company”. In my judgment that is not arguably a foundation for fiduciary duties owed by SPL, the company.[5]The only additional thing I will say at the hearing, because there is a lot to get through and we should move on, is that I accept the submissions of the claimants as regards Rows 10-12 of the helpful table. The issue there, as now also helpfully, if I may say so, crystallised in the revised draft amended particulars of claim, concerns the particular turn of phrase, “and/or the increased value of any such shareholding itself” at the end of a series of paragraphs, each of which pleads a claim to a liability to account.[6]As it seems to me that is a classic example of an arguable proposition in relation to an aspect ultimately involving, it may be, a question of principle but a question of principle for which there is no authority against the claimants’ case. There is some arguable support for the possible existence of that liability in the Gwembe Valley case, [2003] EWCA Civ 1048, at [137]-[138]; and, as Mr. Saoul KC put it in particular in reply, at its highest on behalf of defendants it might be said that it is an area of, as yet, unsettled law. In my judgment, it is an area of unsettled law the correct answer to which in the particular case, in this instance, this case, will be heavily dependent on the full factual analysis that can only come at a trial. It is not a point on which it is appropriate to seek to make a definitive ruling on the principle applicable on some summary process.[7]It is also the case that, not necessarily in all of the five instances but in at least several of them, it is almost impossible to identify, it seems to me, the marginal addition to the burden of the case for trial that will really be added by including that allegation. There may be a question that we come on to, when looking at expert evidence, as to whether that would require some additional element or scope for expert evidence at some stage. I am far from persuaded that that would be for the purposes of a main trial in these proceedings rather than if and when it arises in the context of the taking of an account, the claimants, if this is the result having established a liability in principle and having obtained an order for an account to be taken.[8]I am conscious of the time. I am not encouraging the thought that any party might ask for this, but if there were any desire for me to supplement, either on the Rows I have mentioned individually or otherwise, the reasons I have therefore just articulated for allowing in with only very limited exceptions all of the amendments for which permission was sought, I would need to take time to formulate that and provide it in writing. Were I to take up time giving a fuller judgment now we would just lose valuable time to get with other case management business.

Later

[9]It is not possible to gaze into the crystal ball and have certainty as to how matters will play out. The need about which all parties are agreed to leave this main first CMC with a clear and identified trial date, I also agree, is a paramount priority.[10]It seems to me that whilst I cannot be certain as to the future or know therefore now exactly how matters will play out, it is unlikely that there will be room in this case for such a large number of, or wide-ranging nature of, experts and expert evidence that I should contemplate the listing of a trial that assumes a protracted and lengthy expert evidence process before the matter can be ready for trial.[11]On that basis, and although at this stage I will still err on the side of generosity as regards the maximum possible length of trial, because that ensures for the parties that enough time is reserved in the court’s calendar that can always be reduced later, it seems to me that I should, and I will, direct that the trial be listed, to echo Mr. Grant KC’s phrase, with optimism, but realistic optimism as to when, with appropriate effort on all sides, it really ought to be capable of being ready. That does seem to me to be a trial that will be listed to start on 28th February 2028. That, in turn, will require that, one way or the other, and wherever other individual building blocks along the way then fall, the parties do achieve an exchange of their factual witness evidence either, if possible, before the summer vacation in a year’s time, although I dare say if it slipped into early September or so because somebody was not quite ready for July, that would not risk the trial date; followed by such expert evidence pre-trial process as is ultimately directed to be required confined within the Michaelmas term (that is the autumn term October to December 2027) enabling the parties to have the early weeks of calendar year 2028 for their final trial preparations, albeit no doubt in some degree trial preparations on and off can commence earlier than that even if in parallel with the latter stages of any expert evidence process that is occurring in that Michaelmas term 2027.[12]So that will be the order as to trial listing. The wording of the sort I indicated to Mr. De Verneuil Smith KC as to the trial length, trial estimate to be revisited at the next CMC, I shall direct specifically, although parties should always be keeping it under review. I will, I think, inevitably now be directing a further CMC, and I think rightly so, which will be a CMC at which to consider, amongst others, further directions as to expert evidence over and above any directions that I make today in the time remaining.[13]We found ourselves not diverted exactly, but logically extending our dialogue and the receipt of submissions, into that question of trial estimate and trial listing, from a launch pad of when disclosure should be directed. I remain of the view that it ought to be achieved by, and the direction should be that extended disclosure is given by, 30 April 2027, simultaneously. That would allow me to direct (which, as I understand it, had not been contentious) statements from witnesses of fact by 30 July 2027. But I find myself wondering whether we should not better say one week earlier than that, which is 23 July, if only because I am conscious that if you say 30 July, somebody misses the date, and either on agreed terms or as a contested application the parties want to come back and get a new date, it would be better that you were not already in the long vacation 2027 when you realise that you need that further assistance from the court. It will be better that your date is a week before the long vacation, so that if any party is not in a position to exchange by that Friday then the claimants, who are likely to be the party taking initiative but it could equally be any of the defendants, at least have the ability to be in touch with the court to sort out how any revised deadline for factual witnesses is going to be set before the court becomes much less available during August.