The Highland Consulting Group, Inc. v. Jesus Felix Minjares Soule

[PUBLISH]
In the
United States Court of Appeals
For the Eleventh Circuit
____________________
No. 22-11516
____________________
THE HIGHLAND CONSULTING GROUP, INC.,
Plaintiff-Counter Defendant
Appellee,
versus
JESUS FELIX MINJARES SOULE,
Defendant-Claimant
Counter Claimant-Appellant,
TOYOTA MOTOR CREDIT CORPORATION, et al.,
Defendants-Third Party Defendants.
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____________________
Appeals from the United States District Court
for the Southern District of Florida
D.C. Docket No. 9:19-cv-81636-RLR
____________________
Before WILLIAM PRYOR , Chief Judge, and LUCK and H ULL , Circuit
Judges.
H ULL , Circuit Judge:
Plaintiff The Highland Consulting Group, Inc. (“Highland”),
a consulting firm, sued defendant Jesus Felix Minjares Soule
(“Minjares”) for misappropriating its trade secrets under the
Defend Trade Secrets Act (“DTSA”), 18 U.S.C. § 1836(b)(1). At
trial, the jury returned a verdict for $1.2 million in favor of plaintiff
Highland. The district court carefully used a special verdict form
on which the jury answered questions and made specific findings
on each element of plaintiff Highland’s claims.
On appeal, defendant Minjares does not challenge the jury’s
findings that the documents he took contained trade secrets and
that he misappropriated those trade secrets. Instead, Minjares
contends that (1) plaintiff Highland failed to prove it was an
“owner” of those trade secrets, as required by the DTSA, and
(2) the district court erred in denying his motions for judgment as
a matter of law, or alternatively for a new trial on this ground.
After careful review of the record, and with the benefit of
oral argument, we conclude that plaintiff Highland presented
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22-11516 Opinion of the Court 3
sufficient evidence to support the jury’s finding on the verdict form
that plaintiff Highland proved the required ownership by a
preponderance of the evidence. We thus affirm the judgment in
favor of plaintiff Highland.
I. TRIAL EVIDENCE
A. Corporate Structure
At trial, plaintiff’s principal witness was James Kerridge, who
is the founder and 100% owner of “The Highland Consulting
Group, Inc.,” the named plaintiff. For ease of reference, we call the
named plaintiff “Highland.”
Plaintiff Highland is a national consulting firm composed of
senior consultants. Plaintiff Highland also has established various
“local affiliates” in different countries to make sure that it stays in
tune with local regulations. Kerridge is also the 100% owner of
The Plaza Group, Inc., which owns 100% of each of these local
affiliates. Kerridge testified that the diagram below “accurately
reflect[s]” the corporate structure:
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4 Opinion of the Court 22-11516
The Highland Group Corporate Structure chart shows Kerridge as
the 100% owner of both (1) the named plaintiff and (2) The Plaza
Group, Inc. which owns the affiliates.
Defendant Minjares worked as an economic analyst from
2012 to 2019 and signed a “Non-Disclosure, Non-Solicitation[,] and
Compliance Agreement” as to the confidential information
obtained during his employment.
B. Plaintiff’s Marketing Name
During trial, Kerridge testified that plaintiff Highland uses
and markets its services under the marketing name of “The
Highland Group Consultants.” Specifically, Kerridge testified:
Q: Okay. Mr. Kerridge, the Plaintiff in this case is
the Highland Consulting Group, Inc., is that
right? The one who is bringing suit against Mr.
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Minjares, my client, is an entity called the
Highland Consulting Group, Inc., correct?
A: Yes.
Q: And in opening, your attorney was showing
the jury the different participants in this
process, and we don’t see the name of the Plaintiff,
the Highland Consulting Group, Inc., in this list.
Can you explain to me why?
A: This is the -- the Highland Group Consultants is
the name that we present to the marketplace. The
name that you are referring to is the legal entity that
is bringing suit.
(Emphases added). In short, plaintiff “The Highland Consulting
Group, Inc.,” the legal entity bringing this lawsuit, uses the
marketing name “The Highland Group Consultants” to market its
services.
C. Trade Secret Documents
Plaintiff Highland’s marketing name—“The Highland
Group Consultants”—appeared on hundreds of pages of trade
secret documents that plaintiff Highland introduced and the jury
reviewed at trial. The use of plaintiff Highland’s marketing name
on these documents evinces that plaintiff Highland owned the
trade secrets in the documents.
The trade secret documents in evidence included (1) part of
the book called “One Highland,” (2) a 285-page document entitled
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6 Opinion of the Court 22-11516
“Mining Vertical,” and (3) the Prospectus. Minjares does not
dispute that these particular documents contain trade secrets or
that he misappropriated them.
Every single page of the One Highland book in evidence
displays the named plaintiff Highland’s marketing name and logo:
In fact, Kerridge and Brian Saville, plaintiff’s chief financial
officer (“CFO”), both described “The Highland Group
Consultants” logo as “the Highland logo.”
Kerridge also testified about the development and content
of the trade secret documents. Kerridge testified he developed the
One Highland book because he was concerned that the firm
“would do business . . . differently” in the different parts of the
world where it operated. So, Kerridge brought senior people in the
firm together in a room to develop guidelines, and this book
contained plaintiff Highland’s guiding principles at a high level of
generality. Kerridge explained that the One Highland book is “the
framework for all of our projects.”
The Mining Vertical document also contains “The Highland
Group Consultants” marketing name and logo at the top of each
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22-11516 Opinion of the Court 7
page. This document outlines the firm’s best practices with respect
to mining consulting jobs. It was developed by “a specialized team
of [Highland’s] senior mining focused practitioners, leaders, and
consultants.” According to Kerridge, the Mining Vertical
document is the “referral document for our mining teams to give
them an underpinning of . . . how we do mining projects, [and] . . .
our experiences in mining projects.”
Most pages of the One Highland book and the Mining
Vertical document—watermarked with “The Highland Group
Consultants”—also contain “© 2013 The Highland Group” in the
bottom left corner. The contents of plaintiff Highland’s trade
secret documents thus were copyrighted under the name “The
Highland Group.” This indicates that named plaintiff Highland
used its marketing name—“The Highland Group Consultants”—
along with, and sometimes interchangeably with, the name “The
Highland Group.”
Another document Kerridge testified about was the
Prospectus, which also refers to both “Highland” and the
“Highland Group.” The Prospectus “is a set of instructions,
algorithms, and outputs” that is used to develop business proposals
for clients. Kerridge testified that this financial model was
developed so “that we could use [it] consistently across the country
and across the world” in preparation of the firm’s proposals.
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D. Plaintiff’s Saucito Project
Tellingly too, these trade secrets were used to complete
consulting projects of the named plaintiff—and not just its affiliates
across the world.
For example, the named plaintiff Highland was a party to a
three-week Discovery and Design contract with Fresnillo, PLC
(“Fresnillo”), a Mexican mining company, at its Saucito mine site.
Saville, plaintiff’s CFO, testified that the parties to this agreement
were (1) Fresnillo, and (2) “Highland Consulting Group,” which is
the named plaintiff here.
To obtain the contract, plaintiff Highland prepared a
proposal for a three-week Discovery and Design project at
Fresnillo’s Saucito mine site. The proposal displayed “The
Highland Group Consultants” logo at the top of each page.
Plaintiff Highland also entered into a mutual confidentiality
agreement with Fresnillo. That agreement was signed by Saville,
in his capacity as CFO of “The Highland Consulting Group, Inc.,”
again the named plaintiff here.
On March 5 or 6, 2019, plaintiff Highland began the three-
week Discovery and Design project. Kerridge described Discovery
and Design as “our analytical process where . . . [w]e define what
the [client’s] issues are . . . and put together a program on how to
overcome those barriers.” Discovery and Design precedes the
implementation phase. Since plaintiff Highland was the
contracting party, the jury could reasonably infer the One Highland
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22-11516 Opinion of the Court 9
book, the Mining Vertical document, and the Prospectus were
used, at least in part, for the Discovery and Design project.
At the end of the Discovery and Design phase, Fresnillo
awarded a $2,992,000 contract for the 36-week project phase to
HCG Advisors Mexico (“HCG Advisors”), the foreign affiliate in
Mexico. Saville, plaintiff Highland’s CFO, explained that he used
HCG Advisors as the contracting party because he wanted to avoid
the “headache[]” of “double taxation” that can arise when the term
of a contract is longer than six months. Defendant Minjares was
the consultant in charge of the “project phase.”
On September 25, 2019, Fresnillo abruptly cancelled the
Saucito mine project with no explanation. At this time,
approximately $1,200,000 was left on the contract.
The next day, Minjares resigned and accepted a new job at
Surge Performance Group (“Surge”), another consulting firm.
Then, on September 30, 2019, Minjares used a corporation
owned by his family in Mexico to partner with Surge and complete
the Saucito mine project. Minjares had a 20-to-30% ownership
interest in his family-owned corporation.
E. Minjares Returns Confidential Information
After he resigned, Minjares was asked in October 2019 “to
return all company property,” but Minjares did not respond.
Yet, after this litigation commenced, Minjares’s counsel (in
January 2020) returned five USB drives containing 15.4 gigabytes of
data, which included the three “principal” trade secret
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10 Opinion of the Court 22-11516
documents—One Highland, the Mining Vertical document, and
the Prospectus.
The USB drives also contained an “Executive Presentation
— Nov 2019” slideshow that displayed Surge’s logo but had
“Highland data” from a presentation “prepared to obtain a sale
from the Fresnillo group.”
As part of this litigation, plaintiff Highland located another
trade secret document that Minjares never returned. This
document was a sales presentation entitled “Design” that
(1) contained “Highland material” developed for the Saucito mine
project, (2) included “references to Highland,” and (3) displayed
“The Highland Group Consultants” logo on three slides.
II. PROCEDURAL HISTORY
A. Pre-Trial Proceedings
In 2019, plaintiff Highland filed a civil complaint against
defendant Minjares. Highland’s complaint began with this
sentence: “Plaintiff, The Highland Consulting Group, Inc. (‘Highland’),
files this Verified Complaint . . . against Defendant Jesus Felix
Minjares Soule (‘Minjares’).” (Emphasis added). The complaint
alleged three counts against defendant Minjares, including a DTSA
trade secret misappropriation claim (“Count 1”).1
1 We do not address plaintiff’s breach-of-contract claims in Counts 2 and 3
because on appeal neither party raises any issues related to these claims. We
also note that Minjares filed a counterclaim and the jury found for Minjares on
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After discovery, the parties filed cross-motions for summary
judgment, which the district court denied.
B. Trial, Verdict, and Renewed Motions
In 2022, the case proceeded to trial.
After both sides rested, Minjares moved for judgment as a
matter of law, arguing that plaintiff Highland had not presented
any evidence that it owned the trade secrets and, therefore, plaintiff
Highland lacked standing to assert its DTSA claim. The district
court denied that motion.
The district court, however, charged the jury that plaintiff
Highland was required to prove ownership, as follows:
To prove that The Highland Consulting Group, Inc.
owns Mining Practices processes and methodologies
of One Highland, Discovery & Design TM methods,
sales presentations with compilations of prior results,
pricing formulas, or proprietary Prospectus
algorithms, it must prove that [these trade secrets] are
The Highland Consulting Group, Inc.’s property.
As to Count 1, the district court’s thorough verdict form
contained 14 interrogatories for the jury to answer. Relevant here,
the first interrogatory expressly asked the jury to answer this
question:
that counterclaim but did not award him any damages. On appeal, Minjares
does not challenge that verdict on his counterclaim.
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12 Opinion of the Court 22-11516
[D]o you find by a preponderance of the evidence
that . . . The Highland Consulting Group, Inc.
own[ed] any of the Mining Practices processes and
methodologies of One Highland, Discovery &
Design TM methods, sales presentations with
compilations of prior results, pricing formulas, or
proprietary Prospectus algorithms . . . ?
(Emphasis added).
Notably, the jury was asked if the plaintiff proved it owned
“any” of the trade secrets. The jury answered “Yes” to this first
interrogatory. Minjares made no objection to this interrogatory.
On Count 1, the jury returned a verdict for plaintiff Highland in the
amount of $1,200,000.
Following the verdict, defendant Minjares renewed his
motion for judgment as a matter of law and, alternatively, moved
for a new trial on Count 1. Minjares’s motion reiterated his
arguments as to standing and ownership. After plaintiff Highland’s
response, the district court denied the motion.
Minjares timely appealed.
III. DISCUSSION
On appeal, Minjares argues that plaintiff Highland did not
prove that it—as opposed to one of its affiliates—was the “owner”
of the trade secrets. And so, he also argues, plaintiff Highland even
lacked standing to bring this action because it could not show
injury-in-fact.
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First, we provide an overview of the ownership requirement
in the DTSA. Second, we explain why Minjares’s arguments fail.
A. The DTSA
The DTSA provides a federal civil cause of action for “[a]n
owner of a trade secret that is misappropriated . . . if the trade secret
is related to a product or service used in, or intended for use in,
interstate or foreign commerce.” 18 U.S.C. § 1836(b)(1) (emphasis
added).
The statute defines “owner” as “the person or entity in
whom or in which rightful legal or equitable title to, or license in,
the trade secret is reposed.” Id. § 1839(4).
B. Minjares’s Motion for a Judgment as a Matter of Law
Drawing all reasonable inferences in favor of plaintiff
Highland, we conclude that the record contains sufficient evidence
to support the jury’s finding that plaintiff owned “any”—in other
words, at least one—of the trade secrets involved here.2 Actually,
the evidence, in the light most favorable to plaintiff Highland,
2 We review de novo the denial of a motion for judgment as a matter of law.
MidlevelU, Inc. v. ACI Info. Grp., 989 F.3d 1205, 1214 (11th Cir. 2021). “In
considering the sufficiency of the evidence that supports the jury’s verdict, we
review the evidence in the light most favorable to, and with all reasonable
inferences drawn in favor of, the nonmoving party.” Id. (quotation marks
omitted). “[W]e will reverse only if the facts and inferences point
overwhelmingly in favor of the moving party, such that reasonable people
could not arrive at a contrary verdict.” Lamonica v. Safe Hurricane Shutters, Inc.,
711 F.3d 1299, 1312 (11th Cir. 2013) (second alteration adopted).
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demonstrated the plaintiff owned multiple trade secrets
misappropriated by Minjares.
We start with the trade secret documents themselves. Every
page in evidence from the One Highland book and the Mining
Vertical document is stamped with “The Highland Group
Consultants” logo.
To be sure, the named plaintiff in this case is “The Highland
Consulting Group, Inc.,” not “The Highland Group Consultants.”
Owner Kerridge, however, explained that (1) “[T]he Highland
Consulting Group, Inc.”—the plaintiff in this case—is “the legal
entity that is bringing suit,” but (2) “[T]he Highland Group
Consultants is the name that we present to the marketplace.”
(Emphases added). In other words, “The Highland Group
Consultants” is a marketing name for “The Highland Consulting
Group, Inc.” just like “Publix” is the marketing name for “Publix
Super Markets, Inc.”
Together, this testimony and these documents form an
evidentiary basis from which the jury could reasonably have found
that the trade secret documents marked with “The Highland
Group Consultants” logo were owned by plaintiff The Highland
Consulting Group, Inc.
In addition, plaintiff’s 100% owner Kerridge testified that he
and senior members periodically met in person to develop One
Highland and that the One Highland book was designed to serve
as a set of guiding principles in order for Highland consultants to
do business in a consistent manner around the world. A jury could
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22-11516 Opinion of the Court 15
reasonably infer and conclude (1) that Kerridge developed the
content of One Highland in his role as owner of plaintiff Highland,
and (2) that a document created by and meant to be used by
Highland consultants around the world would be owned by the
plaintiff—“The Highland Consulting Group, Inc.”—rather than
any single international affiliate.
The record contains similar evidence about the Mining
Vertical document. Kerridge testified the document was developed
by senior consultants and meant to serve as best practices and a
“referral document for [the] mining teams” around the world.
Each page of the 285-page Mining Vertical document bears the
logo for “The Highland Group Consultants,” not any international
affiliate. A reasonable jury could conclude it too was owned by
plaintiff Highland, not one of the international affiliates.
Plaintiff Highland’s evidence about the Saucito mine project
also indicated that the plaintiff owned the trade secrets. The
contract for the three-week Discovery and Design project at the
Saucito mine site was with “The Highland Consulting Group,
Inc.,” the named plaintiff. During the Discovery and Design phase,
plaintiff Highland developed a proposal to address issues at
Fresnillo’s Saucito mine site. The jury, for example, could have
inferred that the “guiding principles” in One Highland and the
“best practices” in the Mining Vertical document were used by
plaintiff Highland, as the contracting party, because plaintiff
Highland developed and owned those trade secrets.
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Minjares points out that the trade secrets in the One
Highland book and the Mining Vertical document were also used
by the foreign affiliates that handled Highland’s consulting projects
outside the United States. Minjares contends this shows equally
that any one of the affiliates could have owned them. However, a
reasonable jury readily could have found that plaintiff Highland
owned these trade secrets and that its foreign affiliates used them,
as Kerridge testified, to achieve conformity so that the firm would
do business in the same way across the world. Indeed, the evidence
showed that Kerridge as owner of plaintiff Highland developed the
trade secrets in order to maintain a cohesive and consistent process
in all of its markets, no matter which entity or affiliate conducted
the project. The existence of these foreign affiliates, and their use
of the trade secret documents to conduct consulting projects, does
not undermine plaintiff Highland’s claim that it owns the trade
secrets.
Minjares also contends that because Highland failed to show
it was the owner of the trade secrets, it lacked Article III standing
to assert a DTSA claim. The essence of Minjares’s contention,
however, is whether the statutory text of the DTSA “grants
[Highland] the cause of action that [it] asserts.” See Kroma Makeup
EU, LLC v. Boldface Licensing + Branding, Inc., 920 F.3d 704, 708 (11th
Cir. 2019) (quotation marks and emphasis omitted). This question
is “not of standing at all.” Id. (cleaned up).
The Supreme Court previously referred to this inquiry as
“statutory standing” or “prudential standing.” Lexmark Int’l, Inc. v.
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Static Control Components, Inc., 572 U.S. 118, 128 n.4, 134 S. Ct. 1377,
1387 n.4 (2014). In Lexmark, the Supreme Court clarified that these
labels are “misleading, since the absence of a valid . . . cause of
action does not implicate subject-matter jurisdiction, i.e., the
court’s statutory or constitutional power to adjudicate the case.”
Id., 134 S. Ct. at 1387 n.4 (quotation marks omitted). Under
Lexmark, the question is whether the plaintiff “has a cause of action
under the statute.” Id. at 128, 134 S. Ct. at 1387.
As the Supreme Court has observed, “a statutory cause of
action extends only to plaintiffs whose interests fall within the zone
of interests protected by the law invoked.” Id. at 129, 134 S. Ct. at
1388 (quotation marks omitted). Because the evidence was
sufficient to show that Highland owned the trade secrets, we
conclude that (1) Highland’s interests fell within the zone of
interest protected by the DTSA, and (2) Highland has a cause of
action under the DTSA.
C. Minjares’s Motion for a New Trial
In the alternative, Minjares contends that the district court
erred in denying his motion for a new trial because plaintiff
Highland failed to establish that it, as opposed to any other entity,
“owned any of the Alleged Trade Secrets.”3 For the reasons
3 We review the denial of a motion for new trial under the abuse of discretion
standard. MidlevelU, Inc., 989 F.3d at 1215. “A district court should grant a
motion for new trial on evidentiary grounds only when the verdict is against
the great, and not merely the greater, weight of the evidence.” Id. (quotation
marks omitted).
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discussed above, we conclude that Minjares has failed to show that
the jury’s verdict as to ownership is against the weight of the
evidence.4
IV. CONCLUSION
We conclude that the trial evidence sufficiently supported
the jury’s finding that plaintiff Highland owned the trade secrets in
issue. Accordingly, we affirm the denials of Minjares’s motions for
judgment as a matter of law and for a new trial.
AFFIRMED.
4 While in the district court, Minjares’s motion for a new trial challenged the
amount of the jury’s verdict as excessive, Minjares’s brief on appeal does not
raise this issue.
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