Outside Counsel Not of Record Denied Access to AEO Materials in Trade Secrets Case
Read the Court's Opinion (PDF)
Judge Marialyn Barnard
In Unimachts Global v. Ayr Energy, the Business Court of Texas denied India-based BTG Advaya attorneys—not counsel of record—access to Confidential Information and Attorney's Eyes Only discovery materials in a trade secrets dispute between rival transformer manufacturers. The court rejected plaintiffs' plain-language interpretation of the protective order and applied the traditional balancing test used in trade secret cases to deny access to the non-appearing foreign counsel.
Court Staff Summary
Read the full opinion A protective order designates some materials produced by the defendant as Confidential Information and Attorneys Eyes Only materials, The court concludes that allowing outside counsel to have access to those materials presents a significant risk of inadvertent disclosure or misuse that could harm the defendant. The court further concludes that the need for outside counsel to have access to the protected discovery materials is nominal. Accordingly, outside counsel are denied access to CI- and AEO-designated materials.
Background: Competing Trade Secrets Claims Between Transformer Manufacturers
Unimachts Global v. Ayr Energy involves dueling trade secrets misappropriation claims between rival companies in the transformer manufacturing and sales industry. The plaintiffs—Unimacts Global, LLC; Zetwerk Manufacturing USA, Inc.; and Zetwerk Manufacturing Business Private Limited—are represented by U.S. counsel of record but also work with BTG Advaya, an India-based law firm that represents them in other litigation matters. After the court entered a protective order on March 18, 2026, creating two tiers of protected discovery—Confidential Information (CI) and Attorney's Eyes Only (AEO)—a dispute arose over whether BTG Advaya's attorneys, who are not counsel of record in the Business Court proceeding, could access defendant Ayr Energy Inc.'s protected materials.
The Dispute: Plain Language Versus Balancing Test
Plaintiffs argued that the protective order's plain language permitted BTG Advaya attorneys to access the protected materials. Defendant countered that the court should apply the traditional balancing test used in trade secrets cases, weighing the risk of inadvertent disclosure against the need for access. The parties filed letter briefs and submitted affidavits in support of their respective positions before the court held a hearing on July 29, 2026.
The Court's Ruling and Legal Framework
The court ruled that plaintiffs' counsel of record are not permitted to share CI and AEO discovery materials with BTG Advaya's attorneys. In its memorandum opinion, the court emphasized that Texas trial courts are obligated to preserve the secrecy of alleged trade secrets by reasonable means. The court cited In re K & L Auto Crushers, LLC, 627 S.W.3d 239, 256 (Tex. 2021), and noted that Section 134A.006 of the Texas Uniform Trade Secrets Act authorizes trial courts to issue protective orders in trade secret litigation. The court applied the balancing test typically used when issuing or modifying protective orders in trade secret cases, ultimately concluding that BTG Advaya's attorneys should not have access to the defendant's protected discovery materials.