A non-exclusive jurisdiction clause has left Conex Oil & Gas Holdings Ltd facing a US$23 million guarantee claim in England despite related proceedings in Liberia. In a judgment delivered on 10 September 2026, the Commercial Court rejected Conex’s attempt to pause the English case, preserving PSTV Energy FZCO’s ability to pursue its claim in the contractually designated forum.
Can proceedings abroad stop a claim in the agreed English court? Not merely because they concern related issues or are further advanced: the court required strong reasons for a jurisdiction-based stay and separately considered whether exceptional circumstances justified a case-management stay.
The judgment decides where the claim can proceed, not whether Conex owes the money. Its commercial significance is that parallel litigation does not necessarily protect a guarantor from having to defend English proceedings simultaneously.
Conex, incorporated in the British Virgin Islands, guaranteed obligations of its Liberian subsidiary, Conex Petroleum Services Inc, under a marine-fuel supply agreement with PSTV. The supply agreement is governed by English law and provides for London arbitration; the separate guarantee selects English law and gives the English courts non-exclusive jurisdiction.
PSTV demanded US$24,357,111 under the guarantee in March 2025. Following a payment by the subsidiary, the English claim stood at US$23,007,171 when issued. The amount remains disputed: the subsidiary now says nothing is due and that PSTV owes it money.
Risk at Contract Formation
A non-exclusive English jurisdiction clause can expose a guarantor to English litigation even where the underlying business and assets are elsewhere. In the Conex dispute, foreseeable inconvenience did not provide a basis for escaping the agreed forum.
Conex began a Petition for Proper Accounting in Liberia on 17 July 2025, the deadline for responding to PSTV’s letter before action. PSTV issued its English claim one week later and commenced arbitration against the subsidiary under the supply agreement.
The Liberian court rejected PSTV’s jurisdiction challenge in September 2025, and PSTV did not participate further. PwC Liberia was appointed as independent accountant in May 2026. The English judgment records expectations about when the Liberian proceedings might conclude, but does not confirm their outcome.
Conex sought a stay under CPR 11, arguing that Liberia was clearly the more appropriate forum. It relied on connections to Liberia and Sierra Leone, duplicated costs, possible inconsistent judgments and difficulties enforcing an English judgment overseas.
The court applied established authorities, including Antec International Ltd v Biosafety USA Inc and Deutsche Bank AG v Highland Crusader Offshore Partners LP. These require strong reasons to stay proceedings brought in England pursuant to a non-exclusive jurisdiction clause.
Louise Hutton KC held that Conex could not rely on circumstances that should have been foreseeable when it agreed the clause. Those included the location of witnesses, documents and assets, and enforcement difficulties in Liberia. Parallel proceedings were also foreseeable under non-exclusive wording and did not provide a strong reason for a stay here.
The reasoning protects the contractual bargain: starting proceedings elsewhere does not ordinarily allow a party to deprive its counterparty of the agreed ability to sue in England.
Conex argued that PSTV had submitted by appearing and addressing the merits alongside its jurisdictional objections. The English court distinguished the position under Liberian law from the English rules governing recognition and enforcement of foreign judgments.
PSTV had expressly preserved its jurisdiction objections when addressing the merits and stopped participating after its challenge failed. The judge found that this conduct did not constitute submission for English recognition purposes. On the grounds advanced, a Liberian judgment would therefore not be entitled to recognition or enforcement in England.
Cross-Border Exposure
A foreign court’s finding that a party submitted to its jurisdiction does not settle that question for English recognition purposes. In Conex, that distinction undermined the argument that the English claim should await the Liberian proceedings.
The first practical decision arises during contract negotiation: legal and commercial teams need to understand whether the agreed dispute provisions allow separate proceedings against the debtor and guarantor. Here, arbitration under the supply agreement did not displace the guarantee’s English court provision.
A second decision arises when litigation is threatened or commenced. Starting a related foreign case cannot safely be treated as a substitute for responding to the English claim. For management, the practical consequence of the rejected stay is the need to plan for the English proceedings to continue alongside the other dispute processes.
The judgment does not impose a new statutory board-reporting duty. Board-level escalation is a risk-management implication where the disputed exposure and simultaneous proceedings are material to the organisation.
Action After Stay Refusal
Dismissal of Conex’s stay application means the guarantor cannot require PSTV to await the Liberian proceedings before pursuing the English claim. The immediate management task is to address the continuing litigation, while keeping the disputed claim separate from any established payment liability.
PSTV retains the ability to advance its guarantee claim, but has not obtained a determination of liability through this judgment. The court recorded its stated intention to seek summary judgment; it did not decide such an application.
Conex also sought a temporary case-management stay. Drawing on Unwired Planet International Ltd v Huawei Technologies (UK) Ltd and Sony Music Entertainment UK Ltd v Noel Redding Estate Ltd, the court identified a separate requirement for rare and compelling circumstances and a powerful reason to pause proceedings in the interests of justice.
That threshold was not met. The possible imminence of a Liberian judgment did not justify requiring PSTV to wait.
The practical lesson is to review governing law, court jurisdiction and arbitration provisions across the complete transaction, including related guarantees. Different clauses may deliberately allocate different disputes to different forums, but the resulting litigation exposure needs to be understood.
For existing disputes, coordination also matters when challenging foreign jurisdiction. The judgment demonstrates why the foreign procedural position and the English recognition consequences require separate analysis; it does not establish that any particular participation strategy will work in every jurisdiction.
Conex failed under two distinct tests: strong reasons for a CPR 11 stay, and exceptional circumstances supporting a case-management stay. Foreseeable inconvenience and the existence of the Liberian proceedings did not satisfy either test on these facts.
Established Legal Pattern
The Conex judgment applies established authorities rather than announcing a new jurisdiction test. Its wider significance is the weight given to the agreed English forum, even where related foreign proceedings are more advanced.
The distinction is between permission to litigate elsewhere and a right to stop proceedings in England. A non-exclusive clause can permit the former without delivering the latter.
For cross-border guarantees, that distinction affects litigation planning and the assessment of contractual exposure. The decision concerns procedural rights, not a new regulatory obligation or a finding that the underlying debt is payable.
The stay application was dismissed, allowing the English claim to proceed. The judgment does not determine the guarantee’s enforceability, the amount owed, or the outcomes of the arbitration and Liberian proceedings.
Those limits matter: PSTV has preserved its chosen litigation route, but the substantive dispute remains unresolved by this ruling.
