Illiquidx Limited v Altana Wealth Limited

Permission to appeal may be refused where the proposed grounds challenge contractual construction or fact-sensitive findings without identifying an error of principle or law. Appellate courts should not interfere merely because they might have reached a different conclusion, including where the evidence was heard entirely on paper. Confidentiality and public-domain issues may depend closely on the evidence concerning industry practice, circulation and the circumstances in which information was shared. An appeal lies against an order, not against reasons considered in isolation.

The defendants sought permission to appeal from the court’s earlier judgment in the proceedings. The proposed grounds challenged the construction of the contract, findings about whether information was confidential and in the public domain, the relationship between those findings, and the reasons given for the decision.

Mr Justice Rajah considered each proposed ground and applied the principles governing appellate interference with findings of fact and contractual construction. He also addressed the submission that the findings concerning different information were inconsistent.

1. Permission refused. Permission to appeal was refused on all four grounds.
2. The first ground challenged the construction of the contract. Although contractual construction involves a question of mixed fact and law, the ultimate issue was what the contract meant in its factual matrix. No error in the application of legal principles was alleged. The challenge merely disputed which of two competing constructions was correct.
3. Even where the evidence is entirely documentary, the Court of Appeal should not interfere with a first-instance conclusion unless there has been an error of principle or law, or the decision was one which no reasonable judge could have reached. The judge referred to Volpi v Volpi and to Purkiss v Kennedy as illustrating that approach.
4. The second ground concerned whether information accepted to be confidential had entered the public domain. That was a fact-sensitive question dependent on evidence about industry practice, informal confidentiality arrangements, the practical difficulty of using non-disclosure agreements, the restricted circulation of the information and the selection of recipients. It disclosed no real prospect of success.
5. There was no inconsistency between finding that information about which bonds were tradable was in the public domain and finding that the opportunity to create a sanctions-compliant fund was not. The two matters were materially different.
6. The third ground depended on the first and second and required no separate consideration. The fourth ground failed because appeals are brought against orders, not reasons.

The ruling concerned the defendants’ application for permission to appeal from the court’s earlier judgment in the same proceedings. The citation of that earlier judgment was not stated.