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England and Wales High Court (Chancery Division) Decisions


You are here: BAILII >> Databases >> England and Wales High Court (Chancery Division) Decisions >> Illiquidx Ltd v Altana Wealth Ltd & Ors [2025] EWHC 1483 (Ch) (06 June 2025)
URL: http://www.bailii.org/ew/cases/EWHC/Ch/2025/1483.html
Cite as: [2025] EWHC 1483 (Ch)

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Neutral Citation Number: [2025] EWHC 1483 (Ch)
Case No: IL-2020-000079

IN THE HIGH COURT OF JUSTICE
KING'S BENCH DIVISION
COMMERCIAL COURT

Royal Courts of Justice, Rolls Building
Fetter Lane, London, EC4A 1NL
6 June 2025

B e f o r e :

The Honourable Mr Justice Rajah
____________________

Between:
Illiquidx Limited
Claimant
- and -

(1) Altana Wealth Limited
(2) Lee Robinson
(3) Steffen Kastner
(4) Brevent Advisory Limited
Defendant

____________________

Mr Andrew Green KC and Mr Mark Vinall (instructed by Reynolds Porter Chamberlain (RPC)) for the Claimant
Tom Moody-Stuart KC and Ben Longstaff (instructed by Fieldfisher LLP) for the Defendant

Hearing dates: 6th June 2025

____________________

Ruling
____________________

Crown Copyright ©

    Honourable Mr Justice Rajah:

  1. I have been referred to Vercoe at [339] to [344] and I keep those in mind. I have also considered CF Partners, pages 1168 to 1173, as I was asked to do by Mr Moody-Stuart in his skeleton argument.
  2. The key principles I keep in mind are these. Whether to offer the claimant the choice between damages for their loss and an account of profits is a matter which is in the discretion of the court, and what the court is seeking to do when it exercises that discretion is to identify the appropriate remedy for the circumstances of this particular wrongdoing.That said, the remedy that is usually appropriate is the compensation of the claimant for its loss, rather than the stripping of the defendant of its profit. In some circumstances, it may be offensive for the defendant to be permitted to retain any benefit. The usual order may fail to recognise the true extent of the claimant's interest in performance of the obligation in question, whilst rewarding the defendant for indifference or, worse, a calculated breach. So, in exceptional circumstances, an account of profits may be warranted. The factors which may justify departure from the usual order include that the rights are of a particularly powerful or proprietary kind, where the interest in full performance is particularly strong; or that the rights are asserted in the context of a relationship of special trust, such as a fiduciary relationship, as contrasted, say, with an ordinary commercial relationship.
  3. This case is a claim for misuse of confidential information in breach of contract. It is not a proprietary right, like a patent, which is being vindicated. The right springs from the contract, which, as I observed in the judgment, may well go further than the equitable obligations of confidentiality. The starting point is that the appropriate remedy is one which is similar to those available for breach of contract.
  4. It is said there was no intention on the part of IX to sell these rights when it first approached the defendant, but the right which we are discussing, the idea or business opportunity, is one which was intended to be commercially exploited. It is a right which had a money value to the claimant. At the time the claimant approached the defendant, it could not monetise that right without the defendant, and the claimant always expected the defendant to share in the profits of the exploitation of that right.
  5. There is no question of any fiduciary relationship or relationship of special trust. This was an arm's length commercial relationship in which the claimant clearly did not trust the defendants. There is nothing particularly special about this claim.
  6. Mr Green says the business opportunity was a special insight which no one knew. There are points he can make about that in relation to the calculation of damages, but that is not unusual in the context of a claim for breach of the use of confidential information. As Mr Moody-Stuart says, by its very nature, the fact that it is confidential will generally mean that the defendant did not know it until it was communicated.
  7. Nor has there been any conduct by the defendant which makes the retention of some benefit by the defendants offensive. This is not, for example, a deliberate breach by the defendant. They, as I found in the judgment, did not realise that the information they were using was protected by the NDA.
  8. So, for those reasons, it seems to me that this is a case in which the usual order is the appropriate remedy, and so there will be an inquiry into the damages which are payable. There will be no option for an election by the claimant for an account of profits.

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