Roadget Business PTE Ltd & Anor v Whaleco UK Ltd

Factual and Procedural Background

This is an application for permission to appeal an order requiring disclosure of documents into an "outer" confidentiality ring rather than an "inner" ring. The Appellant commenced a claim against the Respondent for breach of copyright. The Respondent filed a counterclaim alleging breaches under Chapter I and/or Chapter II of the Competition Act 1998. One issue in the counterclaim concerned approximately 450 "supplier attestations" signed by the Appellant's suppliers. The Respondent applied to the Tribunal (before Judge Lykiardopoulos) for disclosure of the list of those suppliers. The Tribunal ordered disclosure of the list but directed it be disclosed into the outer confidentiality ring. The Appellant seeks permission to appeal that aspect of the order. Confidentiality arrangements had been set by earlier orders of Judge Bacon establishing first a single-tier regime and later a two-tier regime (inner and outer rings).

Legal Issues Presented

1. Whether the Tribunal erred in directing that the list of approximately 450 suppliers be disclosed into the outer confidentiality ring rather than be confined to the inner ring;
2. Whether the Tribunal's decision was unsupported by adequate reasons.

Arguments of the Parties

Appellant's Arguments

• The inner ring was established to protect the parties' most sensitive commercial information; disclosure to the outer ring undermines that protection and is therefore irrational.
• The supplier list is highly commercially sensitive ("crown jewels") and meets the exceptional threshold for disclosure to external eyes only.
• The Tribunal's decision lacked adequate reasons.

Respondent's Arguments

• The Respondent required the list in order to analyse the effects of the Appellant's conduct on the Respondent's platform; that analysis required interrogation of the Respondent's website that could not practicably be undertaken by external advisers alone.
• Evidence from an in-house lawyer (Attorney Ji) described the nature of the analysis proposed and explained why access to the supplier list was necessary.
• The Respondent consistently sought disclosure into the outer ring in correspondence and in its application materials (though a skeleton mistakenly suggested inner-ring disclosure, which was corrected at the hearing).

Table of Precedents Cited

Court's Reasoning and Analysis

The court began by noting the high threshold for appellate interference with case management discretions, citing the GLAS authority. It then applied the open justice principles summarized in Oneplus, which require balancing the receiving party's need for full access against the disclosing party's interest in confidentiality and recognise that restricting documents to external eyes is exceptional.

The existing confidentiality order limited outer-ring disclosure to legally qualified in-house lawyers (outside the PRC) subject to professional regulation and an undertaking, and reserved particularly sensitive categories for the inner ring. The Tribunal's practical reasoning—recorded in extempore oral ruling—was that the supplier names were necessary to make sense of the supplier attestations and that the sort of interrogation of the Respondent's website described in Attorney Ji's evidence could not practicably be carried out by external advisers alone. The Tribunal relied on the Respondent's prior communications and evidence (including correspondence and Attorney Ji's witness statement) consistently indicating a need for outer-ring disclosure.

The court addressed procedural fairness concerns raised by the Appellant (error in the Respondent's skeleton argument stating inner-ring disclosure) and concluded there was no unfairness: the Respondent's position had been clear in earlier correspondence and evidence, the Appellant bore the burden of establishing external-eyes-only protection, and the Appellant had not put forward evidence or submissions on the appropriate tier before receiving the Respondent's skeleton.

On the adequacy of reasons, the court held that an extempore case-management ruling need not be a reserved judgment and that the reasons given—centered on the practical difficulty of undertaking the required website analysis without in-house participation and rooted in Attorney Ji's evidence—were sufficient. The court rejected the Appellant's contention that the decision was irrational or lacked evidential foundation, noting that the Tribunal made an evaluative judgment based on the evidence and submissions presented; a different, unpleaded ground (that there was no evidential basis) was identified but not advanced in the existing grounds and would not have prospects of success.

Holding and Implications

PERMISSION TO APPEAL REFUSED

Direct effect: the Tribunal's order for disclosure of the list of approximately 450 suppliers into the outer confidentiality ring stands. No broader legal change or new precedent was established by this refusal; the decision resolved the dispute between the parties on the applicable tier for disclosure in these proceedings.