Caxton International Limited & Ors v Essity Aktiebolag (Publ) & Anor

Joinder is desirable where additional claimants seek the same relief, their claims raise substantially identical issues, and joining them avoids duplicative proceedings at proportionate cost.

A claim may remain under Part 8 where the material facts are undisputed, even if the parties dispute the legal significance or application of those facts. A substantial dispute of fact requires a factual dispute that is likely to be contested, legally relevant, and sufficient to prevent summary determination. Part 7 is justified only where there is a clear need to resolve disputed material facts.

This was a consequential case-management judgment following the court’s judgment and order of 16 June 2025. The claimants sought declarations concerning whether the disposal of Essity’s interest in Vinda constituted an event of default under the notes and whether ultimate beneficial owners could validly accelerate the notes.

The court determined three matters: whether two additional beneficial owners should be joined; whether the claim should continue under Part 8 or be directed to proceed as if started under Part 7; and what directions should apply pending the defendants’ proposed appeal.

1. Joinder. The threshold requirements under Civil Procedure Rules 1998, Part 19 were satisfied because the proposed claims were connected with the matters in dispute. It was desirable to join the additional claimants because they sought determinations in their own favour, raised the same issues concerning the notes and event of default, and would introduce only a similar individual issue concerning proof of beneficial interest. Joinder at an early stage would avoid duplicated proceedings and impose only relatively small additional costs. Permission was therefore granted.
2. Part 8 and Part 7. Under CPR rule 8.1(2), a substantial dispute of fact requires facts advanced by way of defence that are likely to be disputed and whose resolution is legally relevant and sufficient to prevent summary judgment. The same approach applies to mixed questions of fact and law. A dispute about the significance, relevance or contractual application of undisputed facts remains suitable for Part 8.
3. The defendants’ proposed issues concerning the nature of the Vinda transaction, Vinda’s business and the claimants’ beneficial interests did not presently disclose disputed material facts. The possible need for expert evidence was speculative. The lack of clarity concerning the claimants’ case could be addressed through correspondence or later case management. The claim should therefore remain under Part 8. A Part 7 direction was refused because it would add delay and expense without a clear need.
4. Directions. The parties’ agreed timetable meant that evidence was not due until after final determination of the proposed appeal. The court declined to order an earlier timetable or a general stay. The claim would remain effectively dormant until the appeal process was disposed of, while allowing clarification through correspondence or Part 18 requests.
5. Costs of the Part 7 issue and case-management matters were costs in the case. The defendants were ordered to pay the claimants’ reasonable and proportionate costs of the joinder application from 16 June 2025.

The judgment followed the court’s earlier judgment and order dated 16 June 2025. The defendants had applied to the Court of Appeal for permission to appeal that order, and further procedural steps were deferred pending determination of that application.