Learning Curve (NE) Group Limited v Richard Huw Lewis & Anor

A Part 36 offer is construed in its contractual and procedural context. A payment previously made on account of an alternative claim may be treated as included within a later single-sum offer where the parties’ pleadings and correspondence support that construction. The usual Part 36 consequences follow unless injustice is established; the burden is formidable.

Interest under section 35A of the Senior Courts Act 1981 compensates for being deprived of money and may include a non-compensatory element where Part 36 consequences apply. Interest under section 17 of the Judgments Act 1838 ordinarily runs from judgment, not from the later order embodying it. A stay pending appeal requires solid evidence of irremediable harm and a balance of the parties’ enforcement risks.

The judgment determined consequential matters following the court’s earlier liability judgment, [2025] EWHC 1889 (Comm), in which the claimant succeeded on warranty claims arising from a share purchase agreement.

The claimant had made a Part 36 offer of £5,211,625. The defendants disputed its effect, particularly whether it included £783,325 previously paid under an indemnity. The court also had to determine interest, costs, permission to appeal and a stay pending appeal.

1. Part 36 offer. The £783,325 previously paid was treated as part of the claimant’s single-sum offer. The pleaded position, prior correspondence and the inclusion of the counterclaim in the offer meant that the defendants could not reasonably construe the offer as requiring payment of £5,994,950. The judgment was at least as advantageous to the claimant as the offer. The court therefore applied CPR 36.17(4), including the additional £75,000 amount.
2. Interest. Interest was awarded at 2% above base rate from 29 October 2021 to 28 February 2024, at 8% above base rate from 28 February 2024 to 4 August 2025 under CPR 36.17(4)(a), and thereafter at 8% under section 17 of the Judgments Act 1838. Interest under section 17 runs from the judgment date unless the court orders otherwise. The later payment date did not extend the enhanced Part 36 rate.
3. Costs. The claimant was entitled to its costs, assessed on the standard basis up to 28 February 2024 and on the indemnity basis thereafter. Its exaggerated pleaded claim did not justify a percentage reduction because the defendants had rejected the earlier offer and the claimant succeeded on all material issues. A payment on account of £1,257,382, representing 100% of the approved budget, was appropriate given the indemnity-costs order.
4. Permission to appeal. Permission was refused on all four grounds. The proposed challenges lacked a real prospect of success. One ground sought to reargue factual and expert conclusions rather than show that the conclusion was rationally insupportable. A further ground was academic and raised no error in the applicable test.
5. Stay. A stay was refused. CPR 52.16 establishes that an appeal does not automatically stay the order. The defendants had not shown solid grounds of irremediable harm or that the appeal would be stifled. The claimant’s ability to recover the money and the defendants’ available assets were relevant to the balance of injustice.

The parties were directed to agree a further order reflecting the judgment.

This was a consequential judgment following the court’s earlier first-instance liability judgment, [2025] EWHC 1889 (Comm). Permission to appeal was refused, leaving any renewed application to the Court of Appeal.