Trade Secrets And The Public Domain: Key Lessons From The UK Court Of Appeal In Illiquidx v Altana

The Court of Appeal has upheld a High Court finding of breach of confidence and misuse of trade secrets in Illiquidx Ltd v Altana Wealth & Ors [2026] EWCA Civ 874. In doing so it rejected the arguments that information loses protection because some of its constituent elements were already publicly available. The key question is not whether every underlying fact can be found somewhere in the public domain, but whether the claimant’s selection, combination and application of those facts amounts to protectable confidential information.

Practical lessons

The judgment highlights several practical points for businesses seeking to protect confidential information:

• Confidentiality protection can extend to compilations, analyses and strategic frameworks derived from public materials. As this case shows, it may even be characterised at a relatively high level of generality, such as a "Business Opportunity".
• The more clearly a business can demonstrate the expertise, judgment and effort involved in creating the information, the stronger its position is likely to be.
• Well-drafted confidentiality agreements remain an important contractual and evidential safeguard when sharing sensitive information during negotiations.
• Clear records identifying what information is confidential and the commercial advantage it provides can be critical in any subsequent dispute.

Background

The Claimant ("IX") had developed a strategy for investing in distressed Venezuelan sovereign debt following the tightening of US sanctions in 2017-8. It subsequently entered into a joint venture with the Defendants to pursue that opportunity. As part of discussions concerning a proposed investment fund, IX shared a substantial body of information with the Defendants under an NDA.

The relationship later broke down. In July 2020, Altana launched its own fund focussed on distressed Venezuelan debt. IX commenced proceedings alleging misuse of confidential information and breach of trade secrets. 

The Defendants argued at trial and the costs hearing that the Claimant's case had shifted as to the confidential information allegedly misused. The Claimant ultimately reformulated its pleaded claim as a "Big Idea" supported by the "Detail" (following an approach taken in CF Partners v Barclays Bank). At trial the Claimants successfully relied on the Big Idea alone (i.e. the "Business Opportunity" of establishing a sanctions-compliant fund to exploit undervalued Venezuelan debt, which was evidenced by a few documents in the Detail). The Honourable Mr Justice Rajah at first instance found in IX's favour on breach of confidence and trade secret infringement.

The Defendants appealed, arguing that the "Business Opportunity" was already in the public domain (which would offer a complete defence).

The key issue on appeal

The NDA protected broad categories of information but was subject to usual carve outs for information in the "public domain". The key issue before the Court of Appeal was whether the information identified by the trial judge was truly confidential at the relevant time. 

The first instance judge found that, while some underlying information was publicly available, the assembled "Business Opportunity" was not generally known in the market and not in the public domain.

The appellants argued that:

1. the judge should have interpreted the phrase "public domain" broadly, namely meaning any information which was available or had been disclosed without being subject to a duty of confidentiality; 
2. the confidential information was already in the public domain.

The Court of Appeal’s decision

The Court of Appeal, in a judgment given by Lord Justice Arnold, upheld the High Court’s decision. 

The Court reaffirmed that information is only in the public domain where it is "so generally accessible that, in all the circumstances, it cannot be regarded as confidential" (quoting Lord Goff of Chieveley in Attorney-General v Observer Ltd [1990] 1 AC 109 at 282). 

It held that:

• Absent contrary wording, the parties should be taken to have used "public domain" in that established legal sense; and
• that the breadth of the NDA's definition of "Confidential Information" did not require an equally broad interpretation of the "public domain" carve-out.

The second ground of appeal challenged the first instance judge's factual finding that certain confidential information (referred to in the judgment as Business Opportunity and other specified categories of information) was not in the public domain. The Court also emphasised the limited circumstanced in which an appellate court will interfere with findings of facts. 

The Appellants relied on the following to show that relevant information was already in the public domain: 

• marketing materials distributed by IX prior to the JV;
• press publications mentioning Venezuela's bonds in default;
• the fact that that 38 bonds could be traded (which indisputably was in the public domain);
• a transcript of a phone call expressing surprise that specialised hedge funds are not being set up.

The Court of Appeal rejected the above arguments. The marketing materials were distributed to individual investors and were marked as "Private & Confidential" which shows they were intended to remain confidential. Sending them to a limited number of individuals did not make them generally accessible. 

The Court also endorsed the trial judge’s assessment that IX had contributed far more than a collection of publicly known facts. The materials supplied to the Defendants represented a valuable commercial package and there was no evidence that the business opportunity to set up a sanctions-compliant fund to exploit undervalued Venezuelan debt was widely known in the market. The Court rejected the argument that the Business Opportunity was "basic". The fact that it was not well known was supported by the fact that besides the Defendant's fund and IX's fund only one other fund existed with a similar business objective.

Crucially, the Court recognised that the value lay not merely in the underlying facts but in the expert judgment involved in selecting, combining and applying them. The decision therefore reinforces the established principle that confidential information may exist in a compilation, methodology or strategy even where its constituent elements are publicly obtainable.

Significance for trade secrets claims

The implications of this case, both on appeal and at first instance, extend well beyond the financial services sector. Businesses often create value not by generating entirely new information, but by transforming collections of publicly available material or facts into commercially valuable insight.

Investment strategies, AI training methodologies, customer analytics and market-entry plans, frequently combine public and non-public inputs. The Court's decision confirms that defendants cannot defeat a confidentiality claim simply by identifying public-domain components within a broader body of confidential information.

More broadly, the judgment demonstrates that courts will focus on commercial reality. Where a business has invested time, expertise and resources in developing a valuable framework or business strategy, that framework is capable of attracting protection even if parts of it could theoretically be reconstructed from public sources or are known at a conceptual level in the market.

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.