Huws Gray v Gentleman: a non-compete clause that prevented nothing was worth nothing

A non-compete clause so badly drafted that it would have prevented an area sales manager from working at Amazon, B&Q or even in HR at a rival's Hull headquarters, whilst doing nothing to stop him targeting his former employer's customers from a branch outside the restricted zone, has been struck down by the High Court. The judgement in Huws Gray Limited v Daniel Gentleman is a comprehensive anatomy of restrictive covenant failure, and the lessons are not comfortable reading for employment lawyers.

Daniel Gentleman left Huws Gray, one of the UK's largest builders merchants, in December 2025 after just over two years as an area sales manager. He joined MKM Building Supplies, a direct competitor, and began working from MKM's new Swindon branch when it opened in March 2026. Huws Gray obtained an interim injunction and an expedited trial, seeking to hold him to a six-month non-compete covenant covering a twenty-mile radius around each of his three branches, as well as a claim for misuse of confidential information.

By the time judgment was handed down, the non-compete period had already lapsed, but the issues were fully argued and the judgement matters because they arise in almost every senior employee departure in a competitive industry.

The first problem was the covenant itself. Even with Huws Gray's own suggested blue-pencilling applied, the restriction was expressed to catch any engagement with a "competing business" located within the protected area. HHJ Russen KC found that on its natural meaning, that phrase referred to a competing entity rather than a competing activity. MKM, as a company that competes nationally, was itself the competing business. The practical consequence was extraordinary: Gentleman could not have taken any role at MKM whatsoever, including working in finance, procurement or HR at its head office in Hull, hundreds of miles away. That is not protection of legitimate business interests; it is a crude bar on competition per se, which the courts will not enforce.

The second problem was the carve-out, a provision supposedly limiting the scope of the restriction by permitting Gentleman to work exclusively in areas where Huws Gray had not developed confidential information and in which he had not been personally involved. The difficulty was twofold. Huws Gray's own witnesses confirmed there was no part of their business in which the company had not developed confidential information, so the first limb of the carve-out was universally satisfied and admitted of no exception. The second limb, given Gentleman's wide-ranging duties including work in the yard, counter sales, and referrals to the hire and kitchen departments, was equally self-defeating. The carve-out carved nothing out.

There was also the Quilter point. Because Gentleman was on only one week's notice during his probationary period, a six-month non-compete applied to him from day one of employment. Following the reasoning in Quilter Private Client Advisers v Falconer, a restriction of such duration is disproportionate where an employee could realistically have been gone before building any meaningful customer relationships.

The confidential information claim fared no better. The pricing mechanism at the heart of Huws Gray's case, the "AD Cut-Off", was an internal authorisation threshold that Gentleman had no direct access to and could not accurately recall. Customers routinely shared competitors' prices and negotiated openly. The information Gentleman carried in his head was, on any fair analysis, part of his general skill and knowledge as an experienced salesman, not a proprietary trade secret.

What makes this case particularly pointed is what Huws Gray could have done but did not. The contract contained a non-solicitation and non-dealing covenant that would, if competently drafted, have provided targeted and proportionate protection against Gentleman approaching his former customers. The relevant defined terms were simply left blank, rendering it meaningless. The court noted, with some force, that a claimant in possession of an adequate alternative form of protection is poorly placed to argue that a blunt non-compete covering every conceivable role at a rival business is reasonably necessary.

Huws Gray Limited v Daniel Gentleman [2026] EWHC 1309 (Comm), HHJ Russen KC, 17 June 2026.