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Alex J.
Alex J., Solicitor
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Satisfied Customers: 3557
Experience:  Solicitors 2 years plus PQE
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This concerns Data usage. My wife and I jointly owned two travel

Resolved Question:

This concerns Data usage. My wife and I jointly owned two travel companies, one in UK, one in India. Both companies had the same set of clients - UK company did marketing, India company did operations, ie operated the holidays. We are now divorced, UK company is now with her, India company with me. The businesses are separated too. I have set up a new marketing company in UK. I have the data base that we shared, so has she. Can I use this data base to contact clients i) from the India company ii) from the new UK company - for marketing my new business?
The reason I ask is that I did and she has objected and sent me a lawyer's notice.
The two companies did not have any written agreement. I was also the CEO of both.
Submitted: 1 year ago.
Category: Law
Expert:  ukfamilysolicitor replied 1 year ago.
Hello
Welcome to Just Answer
I am a Solicitor and will assist you.
Please may ask?
- was a court order approved in respect of the matrimonial finances - when you divorced?
- what is the value of both companies?
- are there any other assets?
Kind Regards
Caroline
Customer: replied 1 year ago.

Yes there was a court division of financial assets.

The UK company was valued at about £500,000, the India company was valued at NIL as it derived its business from the UK company which had been stopped.

The total assets were about £2m, so we got about £1m each.

The Court did not rule on how the two companies should conduct themselves in future other than my giving an undertaking that I will not claim to be the CEO of the UK company anymore.

Since I had set up both the companies I know lot of the clients personally and have their contact details with me in a personal capacity too, in addition to the data I have on them in the India company.

Hope this helps.

Regards

Expert:  ukfamilysolicitor replied 1 year ago.
Good Morning
Thank you for your response.
I think that in the early hours of this morning - I somewhat misconstrued your question.
I will opt out so that one of my colleagues can assist you.
Kind Regards
Caroline
Expert:  Alex J. replied 1 year ago.
Hi,
Thank you for your question and welcome.
My name is ***** ***** I will assist you.
Where was the data base compiled? Was it in the UK or in India? Was it stored on both company servers?
Kind regards
AJ
Customer: replied 1 year ago.

Hi AJ,

As the UK company did the marketing originally they collected and entered the data in their server. A lot of the work for the UK company was done by the India company, so the latter shared the data. Again the operations were in India and in getting feedback from clients contact details were sometimes collected independently by the India company, as part of the feedback.

The two companies did not have any formal agreement regarding data sharing etc. as the owners were common.

Regards

Harji (we've met on this forum before)

Expert:  Alex J. replied 1 year ago.
Hi,
Thank you.
Are you saying that the Indian Company took the data base and subsequently modified it itself?
Kind regards
AJ
Customer: replied 1 year ago.

No.

The data could not be "modified" being client details.

It will be clearer if I tell you the data was on the UK company server but the Indian company was allowed to access it, with no formal conditions put on its usage. Common sense would imply the UK company would not expect the data to be used against its own interests, but had not imposed any such covenants as it was an informal family set up - which is no more the case since my divorce.

The Indian company was in a position to collect some of that data directly from the clients as part of feedback whilst the clients were travelling.

Regards

Expert:  Alex J. replied 1 year ago.
Hi Thank you. The position is fairly clear in the sense that the UK company compiled the data and therefore owns the data under copyright. Baring this in mind is the data being used now by the new UK company or by your Indian company. Kind regards AJ
Customer: replied 1 year ago.

It is up to me to use the data as my new UK company or as my existing India company, whatever works, if it does. I appreciate technically the data belongs to the UK company, as common sense would dictate. What about the clients who personally know me and whose contact details I have anyway. Will I be hanged if I say hello to them?

Allow me to bring in some fresh material. In our settlement the UK company was valued solely on its assets with the goodwill value being shown as zero - this is because my wife cleverly showed huge losses for 3 years leading up to the settlement, and the court valuer felt the financials were too weak to ascribe any value other than based on asset vaue - essentially a freehold building. Now if my wife claims the data bank has any value, then that gives me the right to reopen the case and claim a portion of that value. In my estimation I would pay for the UK company at least £2.5m which was valued at a measly £500K by the court valuer, so I have been shortchanged by a half share worth £1m. Can I take this stand?

Best

Expert:  Alex J. replied 1 year ago.
Hi Thank you. In relation to your existing clients, there is nothing stopping you compiling your own data base including their details. If they are happy to go with you there is nothing the old company can do to stop that unless you agreed any non compete restrictions. So no you wont be hanged you communicating with clients that want to speak with you. Is your aim to attempt to re open the divorce proceedings? Kind regards AJ
Customer: replied 1 year ago.

Thank you for clarifying that I can use the data I have personally of clients known to me.

What about data with my India company, which is a duplication of some of the data with the UK company, can I use that to contact those clients, even if some of them do not personally know me or of me?

There was no non compete restriction.

I do not wish to reopen the divorce proceedings, but wish to know if I can use that as a threat if my ex continues to bother me with legal notices.

Expert:  Alex J. replied 1 year ago.
Hi
Thank you.
The issue with the Indian Company is more one of jurisdiction, does India even recognise a data base as having proprietary. Also enforcing an injunction in India maybe very expensive for your wife - would she actually pursue this? Also as you have the data base on your India Company server, she may find it very difficult to you do not have some proprietary ownership of it.
You can use reopening the proceedings as a sway -I would phrase more as "if she continues to insist that the data base has a value then you will have to assume that she misled the court in the proceedings when she told the court that the company had no good will, and you will have no choice but to seek a re evaluation of the company". Do not make threats or blackmail just state your position.
Kind regards
AJ
Alex J., Solicitor
Category: Law
Satisfied Customers: 3557
Experience: Solicitors 2 years plus PQE
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