2009 (4) TMI 445 - HC - Companies Law

Whether the plaintiff can claim right to privacy, and seek injunction against the defendants from publishing articles or reports in their website? Whether the plaintiff proves that it can maintain the Suit on ground of entitlement to confidentiality of information? If the answer to Issue No. 2 is in the affirmative, does the plaintiff prove its entitlement to injunction sought for in this case? Held that - The present suit, sofar- as it is founded on a claim for breach of the plaintiff s right to privacy, as part of article 21 of the Constitution of India, is not maintainable. Neither is the plaintiff a person, entitled to the right to life and concomitant attributes of that right which includes the right to privacy nor is such right, assuming it to be applicable to companies and corporations, available against non-state individuals, or actors . This issue is, accordingly ans-wered against the plaintiff. the present suit, sofar- as it is founded on a claim for breach of the plaintiff s right to privacy, as part of article 21 of the Constitution of India, is not maintainable. Neither is the plaintiff a person, entitled to the right to life and concomitant attributes of that right which includes the right to privacy nor is such right, assuming it to be applicable to companies and corporations, available against non-state individuals, or actors . This issue is, accordingly ans-wered against the plaintiff. It is held that the defendants publications cannot be termed as unprotected speech, qualifying for restraint through injunction; the plaintiff is, therefore, not entitled to the injunctions sought for in the present suit. The suit cannot succeed; it is, accordingly, dismissed.

Summary

Issues Involved:
1. Whether the plaintiff can claim the right to privacy and seek an injunction against the defendants from publishing articles or reports on their website.
2. Whether the plaintiff proves that it can maintain the suit on the ground of entitlement to confidentiality of information.
3. If the answer to Issue No. 2 is in the affirmative, does the plaintiff prove its entitlement to the injunction sought in this case.
4. Relief.

Issue-Wise Detailed Analysis:

Issue No. 1: Whether the plaintiff can claim the right to privacy and seek an injunction against the defendants from publishing articles or reports on their website.
The plaintiff argued that under Article 21 of the Constitution, it possesses the fundamental right to privacy, which includes the "right to be left alone." The plaintiff contended that being a corporate entity with public sector shareholding, it has the right to control information related to its internal matters and affairs. The plaintiff relied on various Supreme Court judgments to support its claim.

The defendants countered that the plaintiff cannot assert a right to privacy to stifle their right to comment on public matters. They argued that the plaintiff's functioning and conduct are matters of public interest, especially given its significant public sector shareholding. The defendants also contended that the right to privacy is available to individuals, not corporate entities.

The court referred to several judgments, including Kharak Singh v. State of U.P., Gobind v. State of M.P., R. Rajagopal v. State of T.N., and District Registrar & Collector v. Canara Bank, to analyze the right to privacy. The court noted that the right to privacy has been primarily asserted in the context of individual rights against state intrusion and is not rooted in any specific statute. The court also highlighted that while certain fundamental rights are available to artificial entities like companies, Article 19 rights are not.

The court concluded that the right to privacy, as shaped through Supreme Court judgments, was in the context of individual rights and state intrusion. The court held that the plaintiff, being a corporate entity, cannot claim the right to privacy under Article 21 against non-state actors. Therefore, the suit, insofar as it is founded on a claim for breach of the plaintiff's right to privacy, is not maintainable.

Issue No. 2: Whether the plaintiff proves that it can maintain the suit on the ground of entitlement to confidentiality of information.
The plaintiff argued that the information published by the defendants was "Price Sensitive Information" under SEBI regulations and that confidentiality agreements with Exxon Mobil entities were breached. The plaintiff claimed that unauthorized publication of such information could lead to embarrassment and potential default in negotiations.

The defendants contended that the plaintiff cannot claim an absolute right to withhold information that requires public scrutiny. They argued that the SEBI regulations cited by the plaintiff do not prevent the press from publishing information obtained independently. The defendants emphasized the importance of press freedom and public interest in scrutinizing the plaintiff's activities.

The court examined the provisions of the SEBI regulations and found that they did not impose a general bar on the disclosure of information obtained by the press. The court also referred to the principle of confidentiality in various judgments, including Campbell v. MGN Limited, and noted that confidentiality obligations could arise independently of contractual relationships.

The court concluded that while the plaintiff cannot rely on privacy, it can assert confidentiality in its information. Therefore, the suit is maintainable on the ground of entitlement to confidentiality.

Issue No. 3: If the answer to Issue No. 2 is in the affirmative, does the plaintiff prove its entitlement to the injunction sought in this case.
The plaintiff sought an injunction against the publication of specific news items, arguing that they contained confidential and misleading information. The plaintiff contended that the publications could harm its negotiations, violate SEBI regulations, and depict it in an unfavorable light.

The defendants argued that the information published was not confidential or sensitive and that the plaintiff had not demonstrated any specific harm caused by the publications. They emphasized the importance of press freedom and the public's right to be informed about the plaintiff's activities.

The court analyzed the specific news items and found that the information published was either general, already in the public domain, or not of such sensitive nature as to warrant prior restraint. The court noted that the plaintiff had not substantiated its claims of confidentiality or demonstrated how the publications would cause irreparable harm.

The court emphasized the importance of press freedom and the public interest in being informed about the plaintiff's activities, given its significant public sector shareholding. The court concluded that granting the injunction would destroy the essence of press freedom and the public's right to information.

Issue No. 4: Relief.
The court held that the defendants' publications could not be termed as unprotected speech qualifying for restraint through an injunction. The plaintiff was not entitled to the injunctions sought. Consequently, the suit was dismissed, and the plaintiff was ordered to bear the costs quantified at Rs. 1,00,000, payable to the defendants within four weeks.