Winch Design Ltd v Le Souef [2025] EWHC 120 (Comm) (23 January 2025)

Executive Summary

This case concerns a contractual dispute between Winch Design Ltd (Winch), a UK-based luxury yacht design firm, and Carl Le Souef, an Australian entrepreneur, alongside Somnio Superyachts Pty Ltd (Somnio), an Australian SPV co-founded by Le Souef for an ultra-luxury residential yacht project (the Yacht).
Winch claims unpaid invoices totaling £733,750 for design services under a contract dated November 2020, amended April 2021.
Defendants contest payment based on issues including contract party identity, payment terms, alleged forbearance, performance breaches, and counterclaims.
The Yacht project is valued at approximately $500 million, involving multiple investors contributing non-refundable deposits.
The contract defines Le Souef as the Client, with Somnio as the intellectual property owner and project vehicle.

Sanctions implications are flagged due to the involvement of UK entities and cross-border commercial dealings.
The contract and payment disputes may be complicated by UK sanctions compliance, particularly regarding payments and investor contributions.
No direct sanctions violations are alleged, but the case underscores risks in international luxury asset projects involving multiple jurisdictions.
UK law governs the contract, emphasizing the need for compliance with UK sanctions regimes (matched: bis).

Ambiguity over the contracting party’s identity raises risks of enforceability and payment liability.
Potential for investor funds to be frozen or delayed due to geopolitical or regulatory changes affecting international luxury asset investments.
Risk of reputational damage to Winch and Somnio if project delays or disputes become public.
The complex multi-party structure and staged payments increase exposure to contractual and financial risks.

The case highlights UK-Australia commercial relations in high-value luxury goods sectors.
UK courts’ involvement reinforces London’s role as a key venue for resolving international commercial disputes.
The project’s Norwegian shipyard location adds a Nordic dimension, though no direct geopolitical tensions are noted.
Potential indirect impact on UK’s luxury design export reputation if disputes escalate.

The Yacht project represents a significant $500 million luxury market investment, with initial funding of $760,000 raised by Somnio.
Winch’s unpaid invoices total £733,750, reflecting a material financial dispute impacting cash flow.
The case illustrates challenges in securing payments in large-scale luxury projects with complex investor consortia.
Delays or non-payment could affect supply chains, design firms, and related luxury service providers.

Winch should clarify and document the exact contracting party to strengthen payment claims and reduce counterparty risk.
Conduct thorough sanctions and compliance due diligence on all parties and investor sources to mitigate regulatory risks.
Consider alternative dispute resolution to preserve commercial relationships and limit reputational harm.
Monitor geopolitical developments affecting luxury asset investments, especially UK-Australia-Norway nexus.
Strengthen contract terms in future projects to address payment schedules, forbearance, and performance obligations explicitly.

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**Source Notes:**

Sanctions Intelligence Digest, England and Wales High Court [2025] EWHC 120 (Comm)

https://empyreanprotocol.com/litigation/view/www.bailii.org/ew/cases/EWHC/Comm/2025/120.html