Opinion
HHDCV196109300S
10-22-2019
GR VENDING CT, LLC v. DEPARTMENT OF CONSUMER PROTECTION
UNPUBLISHED OPINION
OPINION
Cobb, J.
In this action, the plaintiff, GR Vending CT, LLC, seeks declaratory and injunctive relief, to prevent the defendant, the Department of Consumer Protection (DCP or the defendant), from publically disclosing documents that the plaintiff contends constitute trade secrets under the Freedom of Information Act (FOIA) and the Connecticut Uniform Trade Secrets Act (CUTSA). The defendant has moved to strike the verified complaint because: (1) its decision to release records pursuant to a FOIA request, is within its discretion, even if the documents are subject to an exemption, and the court lacks authority to enjoin an agency from disclosing such documents; and (2) CUTSA does not provide an independent statutory basis for withholding documents from public disclosure under FOIA, and does not authorize a suit against a state agency to prevent the defendant from disclosing the documents. The plaintiff objects to the motion to strike, arguing that CUTSA expressly prohibits a public agency from disclosing trade secrets pursuant to a FOIA request because it would constitute misappropriation and the court has the authority under CUTSA to enjoin the defendant from doing so. The plaintiff also claims that the defendant has a duty under FOIA not to disclose the records. Having reviewed the parties’ briefs and heard argument, the court finds the issues for the defendant, and in particular, concludes that CUTSA was not intended to authorize actions against state agencies to prevent them from disclosing public records under FOIA. The motion to strike is, therefore, granted.
The defendant also argues that FOIA does not provide for a private cause of action. However, in the plaintiff’s opposition to the defendant’s motion to strike, it explicitly says that it "has not asserted a cause of action under FOIA" and only mentions FOIA in the complaint because it is necessary to understand the statutory framework for its claims pursuant to CUTSA. Thus, in view of this concession, the court does not need to, and does not, address the defendant’s arguments as to a claim based on FOIA.
Although the plaintiff was given the opportunity to file another brief, after the argument, it choose not to do so.
The verified complaint, which was accompanied by certain attachments, alleges the following facts pertinent to this motion to strike. See Geysen v. Securitas Security Services USA, Inc., 322 Conn. 385, 398, 142 A.3d 227 (2016) ("It is fundamental that in determining the sufficiency of a complaint challenged by a defendant’s motion to strike, all well-pleaded facts and those facts necessarily implied from the allegations are taken as admitted ... Indeed, pleadings must be construed broadly and realistically, rather than narrowly and technically").
The plaintiff is a Connecticut limited liability company and was formed to operate a medical marijuana dispensary in Connecticut. The defendant is a public agency charged with, among other things, providing licenses to facilities to dispense medical marijuana to qualified patients and primary caregivers under Chapter 420f of the General Statutes.
On April 6, 2018, the plaintiff submitted an application for a medical marijuana dispensary facility license to the defendant. In its cover letter, submitted with its application, the plaintiff stated that its "entire application" constituted confidential trade secrets exempt from disclosure under FOIA and requested that the defendant maintain the application in a confidential manner.
There is no claim by the plaintiff in this case that the submission of its application for a marijuana dispensary license was required or mandated by law.
On December 11, 2018, the defendant notified the plaintiff that it had been selected as one of the defendant’s licensees.
Between December 21, 2018, and approximately March 15, 2019, the parties engaged in discussions concerning the portions of the plaintiff’s application that contained trade secrets and other confidential and proprietary information that should be redacted, before the plaintiff’s application was released to the public. Although the parties agreed to certain redactions, they did not come to a complete resolution as to all of the documents and information that the plaintiff asserted constituted trade secrets. On or about March 12 or 13, 2019, the defendant informed the plaintiff that it would make certain final redactions, but that it would not make all of the redactions requested by the plaintiff. The defendant also notified the plaintiff that it would release the redacted application to the public unless the plaintiff sought relief from the Freedom of Information Commission (FOIC), or filed a complaint in Superior Court.
On March 13, 2019, counsel for the plaintiff spoke to a staff attorney at the FOIC to inquire whether the FOIC would accept an appeal of the defendant’s decision to release the redacted application, which it believed still contained trade secrets. The FOIC staff attorney informed plaintiff’s counsel that it would not act on an appeal to the planned release of records because the FOIC only reviewed agency decisions to withhold public records, not to release them. It appears that in view of this representation, the plaintiff did not seek relief under the FOIA through the FOIC.
On March 27, 2019, the plaintiff filed this action, under CUTSA, seeking declaratory and injunctive relief, in an effort to prevent the defendant from releasing the redacted application. The plaintiff asserts that the application, even as redacted, contains "highly sensitive trade secret information." The parties have agreed that for the purpose of the motion to strike only, the court may assume that the disputed records at issue constitute trade secrets.
In March 2019, the defendant received a FOIA request for the plaintiff’s application.
By agreement of the parties, the plaintiff’s motion, in this action, to limit disclosure of records that it claims are trade secrets, was marked off until the court could decide the motion to strike. Because, for the purposes of the motion to strike, the court must accept the allegations of the complaint as true, it was unnecessary for the court to determine if the documents constitute trade secrets.
The plaintiff asserts in its verified complaint that because the disputed information constitutes trade secrets, it is exempt from disclosure under the FOIA § 1-210(b)(5)(A), trade secrets, § 1-210(b)(5)(B), commercial or financial information given in confidence, not required by statute, and § 1-210(b)(19), safety risk. Because the documents are exempt under FOIA, the defendant is "prohibited" from releasing it. The plaintiff further alleges that the defendant is prohibited from releasing the information under CUTSA, which among other things, prohibits the disclosure of trade secrets without express or implied consent.
Although the verified complaint includes claims that the disputed records are covered by these other FOIA exemptions, the plaintiff’s brief only discusses the claim that they contain trade secrets. Thus, the court address only the claims raised as to trade secrets.
By way of relief, the plaintiff seeks a declaratory judgment that the defendant incorrectly determined that the disputed records are subject to disclosure under the FOIA and that the disputed records are or contain trade secrets and confidential information that is exempt from disclosure and should not be disclosed to the public. The plaintiff also seeks an injunction enjoining the defendant from releasing any of the information it claims are trade secrets.
The parties’ arguments make no distinction between the claims for injunctive and declaratory relief.
DISCUSSION
"The purpose of a motion to strike is to contest ... the legal sufficiency of the allegations of any complaint ... to state a claim upon which relief can be granted." (Internal quotation marks omitted.) Fort Trumbull Conservancy, LLC v. Alves, 262 Conn. 480, 498, 815 A.2d 1188 (2003). "It is fundamental that in determining the sufficiency of a [pleading] challenged by a [party’s] motion to strike, all well-pleaded facts and those facts necessarily implied from the allegations are taken as admitted." Gazo v. Stamford, 255 Conn. 245, 260, 765 A.2d 505 (2001). "If facts provable in the complaint would support a cause of action, the motion to strike must be denied." Faulkner v. United Tech. Corp. 240 Conn. 576, 580, 693 A.2d 293 (1997). "In ruling on a motion to strike the trial court is limited to considering the grounds specified in the motion." Meredith v. Police Commission, 182 Conn. 138, 140, 438 A.2d 27 (1980).
The defendant claims that the verified complaint must be stricken because CUTSA does not authorize actions against public agencies to prevent the release of public records under FOIA. The plaintiff disagrees and claims that CUTSA "expressly applies to public agencies when faced with a FOIA request," and the court has the authority to rule on whether an agency’s decision to withhold or release trade secrets under FOIA is proper.
The resolution of this issue requires the court to construe CUTSA. The rules of statutory construction are well established. "When construing a statute, [o]ur fundamental objective is to ascertain and give effect to the apparent intent of the legislature ... In other words, we seek to determine, in a reasoned manner, the meaning of the statutory language as applied to the facts of [the] case, including the question of whether the language actually does apply ... In seeking to determine that meaning, General Statutes § 1-2z directs us first to consider the text of the statute itself and its relationship to other statutes. If, after examining such text and considering such relationship, the meaning of such text is plain and unambiguous and does not yield absurd or unworkable results, extratextual evidence of the meaning of the statute shall not be considered ... The test to determine ambiguity is whether the statute, when read in context, is susceptible to more than one reasonable interpretation ... When a statute is not plain and unambiguous, we also look for interpretive guidance to the legislative history and circumstances surrounding its enactment, to the legislative policy it was designed to implement, and to its relationship to existing legislation and common law principles governing the same general subject matter ..." (Internal quotation marks omitted.) Joseph General Contracting, Inc. v. Couto, 317 Conn. 565, 586-87, 119 A.3d 570 (2015).
The plaintiff relies on § § 35-52(a) and 35-51(b) and (c) to support its claim that CUTSA prohibits state agencies from disclosing trade secrets pursuant to a FOIA request, because it amounts to "misappropriation," and the court has the authority to enjoin agencies from doing so. Section 35-52(a) allows a party to seek injunctive relief and provides, in relevant part: "[a]ctual or threatened misappropriation [of trade secrets] may be enjoined upon application to any court of competent jurisdiction." (Emphasis added.) Section 35-51(b) defines "misappropriation," in relevant part, as: "(2) disclosure or use of a trade secret of another without express or implied consent by a person who ... (B) at the time of disclosure or use, knew or had reason to know that his knowledge of the trade secret was ... (ii) acquired under circumstances giving rise to a duty to maintain its secrecy or limit its use, including but not limited to disclosures made under section 1-210 [FOIA] ..." (Emphasis added.) Section 35-51(c) defines "person" to include a governmental agency. Because the definition of misappropriation includes disclosures under the FOIA by persons, which include governmental agencies, the plaintiff claims that the legislature contemplated a suit against a state agency for misappropriation of trade secrets.
Notwithstanding these provisions, the defendant argues that the controlling CUTSA provision is § 35-57(b), which provides, in relevant part: "[t]his chapter does not affect ... the duty of any person or state or municipal agency to disclose information pursuant to section 1-210 [FOIA] ... or wherever expressly provided by law." The defendant argues that § 35-57(b) makes it clear that the legislature did not intend for CUTSA to expose agencies to liability for disclosing trade secrets under the FOIA. More specifically, the defendant points to the "does not affect" language in § 35-57(b), and argues that if CUTSA imposed liability upon public agencies for disclosure of trade secrets, it is difficult to imagine how an agency would not be "affected" by the potential of being sued for misappropriation every time it released information. The plaintiff refutes this argument, claiming that § 35-57(b) does not shield the defendant from liability because it does not have a "duty" to disclose exempt trade secrets under FOIA.
The parties’ arguments demonstrate that CUTSA is ambiguous. On the one hand, CUTSA defines "person" to include state agencies, indicating that at least some aspect of the statutory scheme applies to state agencies, but then includes a separate section stating that nothing in the law is intended to impact public agencies’ duties under FOIA. Having found that the language of CUTSA is ambiguous, the court turns to extratextual evidence to determine the legislature’s intent.
Because CUTSA includes a construction section entitled "Rules of construction," the court begins its analysis with that provision, which provides: "[t]his chapter shall be applied and construed to effectuate its general purpose to make uniform the law with respect to the subject of this chapter among states enacting it." General Statutes § 35-58. "Definitions and rules of construction contained in an interpretation clause are part of the law and binding." 2A Sutherland, Statutes and Statutory Construction (7th Ed.) § 48A:8, citing Smith v. State, 28 Ind. 321, 325 (1867) ("Where in an act it is declared that it shall receive a certain construction, the courts are bound by that construction ...").
The purpose of CUTSA, as stated by the legislature upon passage, is to "[replace] our common law to some extent by establishing a statutory remedy for misappropriation of a trade secret. It clarifies and expands the legal protections of commercial parties and commercial secrets. This is designed to combat industrial espionage and conflicting claims over valuable intellectual property." 26 H.R. Proc., Pt. 6, 1983 Sess., p. 2083, remarks of Representative Richard Tulisano. Protecting trade secrets from misappropriation by competitors, not state actors, was the purpose of the statutory scheme. See McKesson Health Solutions, LLC v. Starkowski, judicial district of Hartford, Docket No. CV-07-4029449 (July 31, 2007, Bentivegna, J.) (43 Conn.L.Rptr. 785) ("In this case, rather than CUTSA combating industrial espionage and conflicting claims, the plaintiff claims that CUTSA should prevent an administrative agency from disclosing information pursuant to a FOIA request. According to the legislative history, this is not the purpose of CUTSA").
Uniformity of application of CUTSA with other states that have adopted a version of the Uniform Trade Secrets Act, should be considered in construing CUTSA. See General Statutes § 35-58. Georgia and Illinois have adopted the uniform act and have determined that their respective statutes do not permit an action against the state for the misappropriation of trade secrets. See Board of Regents of the University System of Georgia v. One Sixty Over Ninety, LLC, 830 S.E.2d 503, 507 (Ga.Ct.App. 2019); Management Assn. of Illinois, Inc. v. Board of Regents of Northern Illinois University, 618 N.E.2d 694, 707 (Ill.App.Ct. 1993). In doing so, these state courts explicitly rejected the same argument that the plaintiff is making here, namely that the state can be sued for misappropriation under the Trade Secret Act because the act’s definition of "person" includes a government or governmental agency. "[When an] act is a uniform law, decisions from other states are valuable for the interpretation of its provisions." (Internal quotation marks omitted.) Evans v. General Motors Corp., 277 Conn. 496, 514, 893 A.2d 371 (2006) (finding support for its conclusion that CUTSA, although silent on the issue, provides for a right to a jury trial because other jurisdictions that have enacted civil statutes based on the uniform [trade secrets] act permit juries to make factual determinations and decide the nature and amount of damages).
The court finds that the rules of construction under § 35-38, including its purpose and other states’ interpretations, favor the defendant’s interpretation of CUTSA.
The court now turns to the legislative history of CUTSA which includes specific discussions by members of the General Assembly that the legislature did not intend for CUTSA to affect the duties of state agencies acting under FOIA. The floor debates reveal that the legislature did not intend for CUTSA to affect FOIA, or allow state agencies to be sued for disclosing public records under FOIA. Instead, based on the floor comments, the legislature designed CUTSA to allow suits against competitors who misappropriate trade secrets, if such documents were released by a state agency under FOIA. The following excerpts demonstrate these points:
The defendant attached the relevant legislative history to its memorandum in support of the motion to strike (#105).
Rep. Schmidle: What impact does it [CUTSA] have on our current FOI Act? Rep. Tulisano: None ... That’s an exception to this act, so that one can still get the information under trade secrets. Certain documents are filed for private parties with agencies now, that still will be available to be obtained. However, if it is misappropriated, there might be a lawsuit against the individual who misappropriated it, selling and using it in their own business. They do it for their own health and care, then it’s okay. 26 H.R. Proc., supra, p. 2084.
* * * *
Rep. Schmidle: Is it possible to have conflict now that we’re going to have two definitions [of trade secret, one in FOIA and one in CUTSA]? Rep. Tulisano: I don’t think there will be a conflict. What will happen is that individuals will get their information. If they misappropriate it ... they [will] still be subject to the damage provisions of this law. 26 H.R. Proc., supra, p. 2085-86.
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Speaker Stolberg: Will you remark [regarding the amendment to § 35-57(b)(3) ]?
Rep. Tulisano: Yes, Mr. Speaker. The amendment before us now makes it clear that if there’s an obligation of ... Freedom of Information ... by either an individual, state or municipal agency ... to disclose information, that they may do so, and this act will not affect their obligation to do so, so they might be subject to lawsuit, as example for misappropriation. 26 H.R. Proc., Pt. 14, 1983 Sess., p. 5011, remarks of Representative Richard Tulisano.
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Rep. Schmidle: Rep. Tulisano, I guess maybe just in some other words I’d like to hear you reaffirm again that this does not affect 1-19 [now 1-210] of the FOIA ... Do you so affirm?
Rep. Tulisano: I do so affirm, and this is an attempt to clarify that once more for the file copy ... [T]his makes it very clear that the State or an individual has the duty to disclose, and this act would not restrict them from doing so.
This statement "that they may do so, and this act will not affect their obligation to do so, so they might be subject to lawsuit" is ambiguous, in that it states both that an agency disclosure under FOIA does not affect the agency’s FOIA obligations but that they might be subject to a lawsuit. In view of the numerous other legislative statements that make it clear that CUTSA is not intended to impact FOIA, the court believes that phrase is meant to include the word "not" in the phrase "so they might be subject to lawsuit." Mr. Tulisano’s subsequent clarification of the statement, lends further support to this notion because if CUTSA could be used to enjoin the state from releasing information pursuant to a FOIA request, that would, by definition, "restrict them from doing so." See infra.
26 H.R. Proc., supra, p. 5012.
The following excerpt from the Joint Standing Committee Hearing supports the same understanding:
Don Kiley: ... HB 5448 [CUTSA] will not prevent the pirates from stealing our scientists secrets. It will force them to break the law and give us a basis for recompense.
Rep. Tulisano: Thank you. Any questions? Thank you, Mr. Kiley.
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Ms. Lo Albo: ... It is important to understand that competitor companies still may properly discover or acquire trade secrets in a variety of ways.
Rep. Tulisano: Thank you. Any questions? Thank you.
Conn. Joint Standing Committee Hearings, Judiciary, Pt. 1, 1983 Sess., pp. 98-99, 135.
Accordingly, court finds that the legislative history supports the defendant’s view, that CUTSA was not intended to affect FOIA, or to authorize private actions against state agencies acting pursuant to FOIA.
Next, the court addresses CUTSA’s relationship to other statutes. When interpreting statutes, the court presumes that the legislature was aware of other statutes and case law interpreting them and intended to create a consistent body of law. See LaFrance v. Lodmell, 322 Conn. 828, 837, 144 A.3d 373 (2016). "[T]his tenet of statutory construction ... requires us to read statutes together when they relate to the same subject matter." (Internal quotation marks omitted.) Id., 837-38.
In this case, based on the legislative history, supra, it is clear that in passing CUTSA the legislature was cognizant of FOIA, and did not intend to affect disclosures pursuant to it. "The overarching legislative policy of [FOIA] is one that favors the open conduct of government and free public access to government records." Pane v. Danbury, 267 Conn. 669, 679, 841 A.2d 684 (2004), overruled on other grounds by Grady v. Somers, 294 Conn. 324, 984 A.2d 684 (2009); see also Stamford v. Freedom of Information Commission, 241 Conn. 310, 696 A.2d 321 (1997). Because the rule under FOIA is disclosure and disclosure of public records is the norm, "any exception to that rule will be narrowly construed in light of the general policy of openness expressed in the FOIA legislation." (Internal quotation marks omitted.) Dept. of Public Utilities v. Freedom of Information Commission, 55 Conn.App. 527, 532, 739 A.2d 328 (1999). "The class for whose ... benefit [FOIA] was enacted ... consists of members of the general public who desire information about the conduct of their government. Although the FOIA recognizes certain privacy interests that are in tension with the intended benefit to the public, it cannot be said that the act as a whole was intended to protect those interests." Pane v. Danbury, supra, 267 Conn. 679.
FOIA provides a general exception to its disclosure provisions, stating in relevant part: "[e]xcept as otherwise provided by any federal law or state statute, all records maintained or kept on file by a public agency, whether or not such records are required by any law or by any rule or regulation, shall be public records" and every person shall have the right to inspect or copy them. General Statutes § 1-210(a). Thus, where other laws prohibit disclosure, FOIA does not apply to require disclosure. For example, certain provisions of the General Statutes, such as § 17a-28(b) pertaining to records of the department of children and families, explicitly prohibit disclosure of records from disclosure notwithstanding FOIA. CUTSA does not contain any specific language to prohibit state agencies (or anyone) from disclosing trade secrets. Rather, CUTSA provides a cause of action for damages and injunctive relief when private parties misappropriate trade secrets and actual losses are incurred, and includes language that CUTSA shall not affect FOIA. If the legislature intended that state agencies be "prohibited" from releasing records containing trade secrets, it would have included such a prohibition in CUTSA. It did not do so. Thus, trade secrets do not fall within FOIA’s overall exemption: "Except as provided by any ... state statute."
Section 17a-28(b) provides, in relevant part: "notwithstanding the provisions of section 1-210 [FOIA] ... records maintained by the department shall be confidential and shall not be disclosed, unless the department receives written consent ..."
In addition, there is no support in the text of FOIA, or in case law, to support the plaintiff’s view that exemptions are mandatory and the agencies have a "duty" to withhold records where exemptions apply. Although § 1-210(b) provides an exemption to disclosure for trade secrets, it does not contain any mandatory language prohibiting disclosure of trade secrets where the exemption applies.
In interpreting FOIA, courts may rely on federal case law interpreting federal FOIA. See Connecticut Humane Society v. Freedom of Information Commission, 218 Conn. 757, n.3, 591 A.2d 395 (1991) (stating that federal case law interpreting the federal FOIA is interpretively helpful in understanding Connecticut’s FOIA), citing Wilson v. Freedom of Information Commission, 181 Conn. 324, 333, 435 A.2d 353 (1980) ("Although our Freedom of Information Act does not derive from any model act or the federal Freedom of Information Act, other similar acts, because they are in pari material, are interpretively helpful, especially in understanding the necessary accommodation of the competing interests involved"). The United States’ Supreme Court has held that federal FOIA exemptions are not mandatory bars to disclosure. See Chrysler Corp. v. Brown, 441 U.S. 281, 293-94, 99 S.Ct. 1705, 60 L.Ed.2d 208 (1979) ("We simply hold here that Congress did not design the FOIA exemptions to be mandatory bars to disclosure ... Congress did not limit an agency’s discretion to disclose information when it enacted the FOIA.").
Likewise, at least two Connecticut superior court cases have recognized that the exemptions listed at General Statutes § 1-210, provide an agency with discretion to disclose information that qualifies under an exemption. See Massachusetts Mutual Life Ins. Co. v. State, Superior Court, judicial district of Hartford, Docket No. CV-05-4014549 (August 25, 2005, Booth, J.) , appeal dismissed, 281 Conn. 805, 917 A.2d 951 (2007) ("The exemptions listed at General Statutes § 1-210(b), however, are permissive ... The Attorney General is not obligated to comport with these exemptions ..."); State Office of the Attorney General v. Freedom of Information Commission, Superior Court, judicial district of New Britain, CV-09-4021768-S (January 20, 2011, Owens, J.T.R.) ("This mandatory language [of § 4-61dd(a) ] strengthens the exemption for records of such persons by removing any permissive discretion that existed under § 1-210[b][13]").
The Attorney General, in a 2005 opinion, similarly found that FOIA exemptions are permissive, stating: "[t]here is no legal bar to disclosure. You have the legal authority to make this information public even if it qualifies for an exemption under FOIA, and you should do so. ... Under the FOIA, exemptions are permissive, not mandatory. Public agencies, therefore, retain the right to determine whether and when to assert an exemption, depending on policy determinations of the need for confidentiality." (Emphasis in original.) Opinions, Conn. Atty. Gen. No. 2005-026 (October 14, 2005) pp. 1, 3; see also Wiseman v. Armstrong, 269 Conn. 802, 825, 850 A.2d 114 (2004) ("Although an opinion of the attorney general is not binding on a court, it is entitled to careful consideration and is generally regarded as highly persuasive" [internal quotation marks omitted]).
That FOIA exemptions, including the exemption for trade secrets, are permissive rather than mandatory, further supports the defendant’s interpretation of CUTSA because allowing actions against state agencies for exercising their discretion to disclose records under FOIA, would be both inconsistent with FOIA’s purposes of open government and disclosure, and contrary to the permissive nature of exemptions.
The court notes that the defendant has not asserted that this action is barred by sovereign immunity, presumably because it believed that the plaintiff’s verified complaint was sufficient to assert the exemption to sovereign immunity for actions against state actors for acting in excess of their statutory authority. See DaimlerChrysler Corp. v. Law, 284 Conn. 701, 937 A.2d 675 (2007).
The court disagrees with the plaintiff’s claim that a finding that CUTSA does not authorize suit against a state agency acting under FOIA is untenable and defies common sense because it leaves parties with no remedy for violations of CUTSA involving state actors. Because the plaintiff’s claim is based solely on CUTSA, the court’s decision here is limited to actions under CUTSA. The court does not decide, and does not need to decide, whether there may be other remedies available to the plaintiff under the circumstances presented here.
Because the plaintiff’s claim is brought under CUTSA only, it is not a "reverse-FOIA" action. See Canadian Commercial Corp. v. Department of Air Force, 514 F.3d 37, 39 (D.C.Cir. 2008) (a reverse-FOIA action involves a situation when a person whose information is about to be disclosed, pursuant to a FOIA request, seeks to enjoin the government from disclosing it); McDonnell Douglas Corp. v. U.S. Department of the Air Force, 375 F.3d 1182 (D.C.Cir. 2004). In Chrysler Corp. v. Brown, supra, 441 U.S. 281, the Court indicated that a person’s right to judicial review of an agency’s decision to disclose information, in a reverse-FOIA action, arises under the Administrative Procedure Act (5 U.S.C. § 702). This court takes no position as to whether a reverse-FOIA action would be viable under the Connecticut UAPA. Citing General Statutes § 4-183, the plaintiff asserts that a finding that CUTSA does not permit an action to enjoin a state agency from disclosing trade secrets could lead to arbitrary and capricious agency decisions. Although this argument is akin to a UAPA claim, the plaintiff has not brought a claim under the Connecticut’s Uniform Administrative Procedure Act (UAPA). See § 4-166 et seq. In fact, the plaintiff has explicitly said that its claim is based solely on CUTSA. Accordingly, the court does not, and need not, consider the plaintiff’s potential remedies pursuant to the UAPA.
In addition, as the legislative history of CUTSA demonstrates, the plaintiff is not left without any remedy, should the disclosure of the plaintiff’s trade secrets lead to misappropriation and harm to the plaintiff by a competitor. Under such circumstances, if trade secrets are disclosed under CUTSA by a state agency and a competitor misappropriates, or threatens to misappropriate them, the plaintiff may sue its competitor under CUTSA for injunctive relief and damages. General Statutes § 35-52; see also 26 H.R. Proc., supra, p. 2084-86.
Having considered the statutory language, the legislative history, the purposes of the CUTSA, and CUTSA’s relationship to common-law principles, the court concludes that the legislature did not intend CUTSA to authorize actions against state agencies for disclosing records pursuant to FOIA. In fact, the legislature intended that nothing in CUTSA affect state agency’s obligations under FOIA.
CONCLUSION
For all of the forgoing reasons, the defendant’s motion to strike is granted.