Summary
In the case of Indrex Private Limited vs Suresh Balasubramanian, the Bombay High Court declined to grant a temporary injunction against a former employee and an associated company. The Court held that the information shared post-employment was not confidential as per the terms of a cooperation agreement that had already been terminated. The Court found that the agreement required the plaintiff to share customer data with its business partner, who was free to use it following termination.
Background
Confidentiality Dispute Post Agreement Termination Indrex Private Limited, a solutions provider in the cement and process industries, filed a suit against its former employee (Defendant No.1) and Brokk India Private Limited (Defendant No.2), a subsidiary of Brokk AB, Sweden. The plaintiff alleged that Defendant No.1, after resigning and joining Defendant No.2, shared confidential customer data and business information in violation of post-employment obligations. The plaintiff had a Cooperation Agreement with Brokk AB that was terminated shortly after Defendant No.1’s resignation. Indrex sought interim relief in the form of a temporary injunction.
Questions Before the Court
1. Whether the plaintiff was entitled to a temporary injunction to prevent Defendant No.1 from divulging or using confidential information post-employment.
2. Whether the information allegedly shared with Defendant No.2 was confidential despite obligations under the Cooperation Agreement.
3. Whether post-termination transmission of information by Brokk AB to its subsidiary was unlawful.
Arguments Presented By the Parties
Plaintiff (Indrex Private Limited):
- Defendant No.1 was contractually bound not to disclose confidential business information during or after employment.
- The defendant had access to sensitive customer data and confidential terms of the Cooperation Agreement with Brokk AB.
- Upon resignation, the defendant unlawfully transferred this data to Defendant No.2.
- The plaintiff suffered reputational and business harm due to this breach.
Defendants (Suresh Balasubramanian and Brokk India Pvt. Ltd.):
- The Cooperation Agreement mandated Indrex to share all customer and sales data with Brokk AB.
- Upon termination, Brokk AB was entitled to receive and use this information, and had lawfully passed it on to its own subsidiary, Defendant No.2.
- There was no exclusivity or confidentiality clause favouring the plaintiff in the agreement.
- Defendant No.2 was not a competitor but a successor taking over business from Brokk AB after agreement termination.
Court’s Analysis of Confidentiality Post Termination
The Court examined the Cooperation Agreement and the plaintiff’s employment contract with Defendant No.1. According to the court, Clause 2 of the Cooperation Agreement required Indrex to share customer updates, sales leads, and future prospects regularly with Brokk AB. Clause 11 of the Agreement further mandated Indrex to hand over all customer and market-related information at the time of termination.
As per the court, these clauses showed that the information in question was not confidential with respect to Brokk AB. It became the property of Brokk AB upon disclosure. The court said that since Defendant No.2 was a wholly owned subsidiary of Brokk AB and had taken over its operations in India, use of this information was lawful. Therefore, Defendant No. 1’s use of the information was not prohibited under their post-termination obligations under the employment agreement.
The court observed that the alleged confidential information had already been shared with Defendant No.2, and no prima facie case was made out for interim relief. According to the court, there was no post-termination obligation in the agreement preventing Brokk AB from sharing such information with its subsidiary.
Further, the court stated that any claim regarding breach of the Cooperation Agreement should be taken up against Brokk AB through arbitration, as prescribed under the agreement, and could not be a ground for injunctive relief in this case.
Findings
- The Court rejected the plaintiff’s application for temporary injunction. It held that:
- The customer information was not confidential in relation to Brokk AB and its subsidiary.
- Defendant No.2 had lawfully received the information as a successor to Brokk AB.
- There was no contractual restriction preventing Defendant No.1 from joining Defendant No.2.
- The plaintiff failed to establish a prima facie case, irreparable harm, or balance of convenience.
Relevant Paras
Para 14: “Thus, the information related to business of Plaintiff with Brokk AB was not confidential in any manner qua Brokk AB.”
Para 15: “The information acquired by Defendant No.2 about Plaintiff’s sales of Brokk AB products in India is lawfully secured…”
Para 19: “The information acquired by him relating to sale of products of Brokk AB is not confidential in nature and also not exclusive property of the Plaintiff…”
Case Citation
Indrex Private Limited vs Suresh Balasubramanian & Anr., 2025:BHC-OS:15559, Decided on 16 September 2025, Bombay High Court (https://indiankanoon.org/doc/47478835/) (Visited on 25 October 2025)
Disclaimer
This case blog is based on the author’s understanding of the judgment. Understandings and opinions of others may differ. An AI application was used to generate parts of this case blog. Any views are personal.
