Valescure Property Ltd & Ors v Czekalowski & Anor [2026] EWHC 1372 (Ch)

In Valescure Property Ltd & Ors v Czekalowski & Anor [2026] EWHC 1372 (Ch) the liquidators of Valescure Property Ltd sought c.£13.5 million compensation from the Company’s former directors based on claims they had breached their duties as directors and caused the company a substantial loss.

The claim arose from a construction project of 157 apartments in Birmingham. Valescure entered into a JCT Contract with the contractor Shaylor Group Ltd, when Shaylor became insolvent and entered administration before finishing the project, Valescure had a contractual choice of either completing the works using others (“Completion Clause” route), or to stop the project and carry out a final valuation (“Non-Completion Clause” route). The directors elected to proceed under the contractual completion provisions, allowing the project to be completed after Shaylor’s insolvency.

In subsequent adjudication and court proceedings, Shaylor argued that this decision to continue the construction project on this basis entitled it to claim more than £11 million from Valescure under the contract. The liquidators alleged that the directors should instead have chosen the non-completion route, under which Shaylor’s entitlement would allegedly have been only about £350,000.

The liquidators therefore sought compensation from the directors personally for the difference.

The directors applied for reverse summary judgment or for the claim against them to be struck out, and the liquidators in turn applied for summary judgment for the sum of £1.2 million. On the second working day after the hearing of the parties’ applications, the liquidators filed and served a notice of discontinuance. The directors invited the court nevertheless to hand down judgment and deal with certain consequential matters, which the liquidators opposed (in part because they conceded a number of those consequential matters).

Taking into account all the circumstances of the present case, Judge Greenwood decided not to deliver a judgment on the merits of the parties’ applications stating that there was no sufficient public interest in doing so and that a post-discontinuance judgment could create unnecessary appeal complications.

The decision confirms that a court retains a discretion to deliver judgment even after proceedings have been discontinued, but that it will weigh all relevant circumstances, including any public interest in doing so. In ordinary commercial disputes where the substantive claim has been abandoned and only costs issues remain, the court is likely to be reluctant to devote resources to producing a full merits judgment.

To read the full judgment, please click here.

Ryan Hocking acted for the Respondents in this matter. He was instructed by Mills & Reeve LLP for the First Respondent, and by Neil Davies and Partners, for the Second Respondent.