Interesting points from the decision include the following:
1) even in the absence of a written confidentiality agreement, directors and senior employees of a company have an equitable obligation of confidence to the company;
2) directors owe a fiduciary duty to their companies not to use, and to maintain the confidentiality of, the company's confidential information;
3) the law of conspiracy extends to situations where parties had combined efforts in unlawful means with the objective of injuring another in the market place;
4) the tort of conversion can extend to confidential information which should be regarded as property just as much as tangible property and such an extension was particularly important to Malaysia in view of its efforts to develop a Multi Media Super Corridor. Conversion was available as a cause of action where the defendants had taken possession of the plaintiffs' confidential information with the intent of asserting a right over it.
2) directors owe a fiduciary duty to their companies not to use, and to maintain the confidentiality of, the company's confidential information;
3) the law of conspiracy extends to situations where parties had combined efforts in unlawful means with the objective of injuring another in the market place;
4) the tort of conversion can extend to confidential information which should be regarded as property just as much as tangible property and such an extension was particularly important to Malaysia in view of its efforts to develop a Multi Media Super Corridor. Conversion was available as a cause of action where the defendants had taken possession of the plaintiffs' confidential information with the intent of asserting a right over it.
It is also worth noting that the judge rejected an argument by the defendants that no confidential information had been appropriated by them in their design because the plaintiffs had abandoned a patent application for their design which showed that it was not inventive and therefore could not rise to the level of a protectible trade secret. The judge stated:
To my mind it is necessary to note that a claim to confidential information does not mean that the information must pass the patent test. It is only necessary to show that the information is confidential and cannot be found in the public domain.
Apparently a patent search had revealed the various elements of the plaintiffs' design although not the particular combination used and this had discouraged the plaintiffs from pursuing their patent application.
August 1999 Index