Key Facts
- •Ignite International Brands (UK) Ltd and Ignite International Brands (Luxembourg) S.A. (Claimants) sought to commit Mark Cooper (Second Defendant) for non-compliance with court orders.
- •Two contempt applications were made: Contempt 1 related to a delivery-up order and provision of information regarding Ignite products; Contempt 2 concerned a freezing order requiring disclosure of assets.
- •Mr. Cooper was the sole director and shareholder of Inpero Ltd (First Defendant), which had a sales and distribution agreement with Ignite.
- •Significant discrepancies existed between the physical stock of Ignite products held by Inpero and the inventory reports.
- •Mr. Cooper failed to deliver up the products and provide adequate information as ordered on October 25, 2022.
- •He also failed to comply with the freezing order made on April 26, 2023, requiring disclosure of assets.
- •Mr. Cooper argued that compliance with the orders was impossible due to inaccuracies in Schedule 3 and other issues.
Legal Principles
Committal for contempt requires a penal notice, personal service, a clear and unambiguous order capable of compliance, a deliberate breach (intentional conduct, not necessarily knowing breach), and proof to the criminal standard.
Absolute Living Developments Ltd v DS7 Limited [2018] EWHC 1717 (Ch)
Failure to perform an impossible undertaking is not a contempt; the contemnor must have had a choice in committing the act or omission.
Sectorguard PLC v Dienne PLC [2009] EWHC 2693 (Ch)
In cases where compliance is claimed to be impossible, the applicant must prove to the criminal standard that compliance was possible (that the respondent had a choice).
Perkier Foods Limited v Halo Foods Limited [2019] EWHC 3462 (QB)
Committal proceedings may be an abuse of process if the costs are disproportionate to the benefit ('game not worth the candle'), particularly for purely technical contempts.
Jameel v Dow Jones and Co [2005] EWCA Civ 75
Factors determining the seriousness of contempt include whether the breach was deliberate or unintentional, whether its seriousness was appreciated, and the existence of a reasonable excuse.
Crystal Mews Limited v Metterick [2006] EWHC 3087 (Ch)
Outcomes
Mr. Cooper was found in contempt of court for both Contempt 1 and Contempt 2.
The judge found that Mr. Cooper's explanations for non-compliance were unconvincing and that he had deliberately evaded providing the required information. Despite some discrepancies in Schedule 3, a significant unexplained shortfall of Ignite products remained. The failure to comply with the asset disclosure order was also deemed deliberate.
The matter was listed for the imposition of a sanction.
The breaches were ongoing, and Mr. Cooper was advised to take steps to purge his contempt.