Illiquidx Limited v Altana Wealth Limited [2025] EWHC 1484 (Ch)
[1]I am going to refuse permission to appeal on all of those grounds.[2]In respect of ground 1, this is a challenge to a matter which was a question of construction, which is ultimately a finding of mixed fact and law as to the meaning of the contract, but I am ultimately determining what the contract means.[3]There is no suggestion that the law or the legal principles were wrongly applied, it is just that the defendant disagrees which of the rival constructions of the contract I concluded was correct, and I have explained the reasoning for that. It is a question of what this contract means in the factual matrix, and I think I am better placed to do that than the Court of Appeal because it requires an assessment of the evidence and a feel for what the background is.[4]I think it is also fair to say that it is no longer the touchstone that I am better placed than the Court of Appeal to do it. These are matters for the first instance judge, and even if an appeal court would have reached a different conclusion, as I understand the position they do not interfere with the first instance judge's conclusions unless there has been an error of principle or law or it is a decision which no reasonable judge could have reached. That is often said in relation to findings of primary fact; see Volpi v Volpi, but the Court of Appeal applies it in cases where the original determination is done in a hearing in which the evidence is entirely on paper, where the Court of Appeal is in fact in as good a position as the trial judge to form a view. I am thinking of an appeal against one of my decisions called Purkiss v Kennedy where they declined for that reason to allow the appeal.[5]I ought to say I also do not think that Mr Moody-Stuart's argument has a real prospect of success, because, as I perhaps rudely put it in the judgment, I did not see any force in it.[6]Ground 2: whether the information which the defendant accepts was confidential information was in the public domain was ultimately a fact-sensitive question turning on the evidence I heard as to the practice in the industry, evidence about gentlemen's agreements as to confidentiality, the impracticability of using NDAs, the nature of the restricted circulation, the evidence I heard about who was chosen for the circulation. It seems to me that ground 2 is a challenge to findings of fact, and, for the reasons I have already given, it does not seem to me that it is a matter for the Appeal Court.[7]I should say I do not see, as Mr Moody-Stuart suggested, an inconsistency between the finding that the information as to what bonds were tradable was in the public domain and the finding that the opportunity to create a sanctions compliant fund was not in the public domain. They are completely different things. So I do not see any force or any real prospect of success in relation to ground 2.[8]Ground 3, Mr Moody-Stuart helpfully makes clear, is dependent on grounds 1 and 2, so I shall say nothing more about it.[9]Ground 4: appeals are against orders, not reasons, and I will not say any more about that.