#e4mExclusive:  ITW-Publicis face-off: Former employee dispute spills into media agency pitches

A commercial dispute between sports and entertainment marketing company ITW Catalyst and two of its former senior executives has widened into a broader legal battle. Publicis is now challenging its inclusion in proceedings that began over allegations of confidential information misuse following the employees' exit.

The dispute, which also involves media solutions company GRP Media Solutions India Pvt Ltd (3XM), has moved to the Bengaluru Commercial Court, where ITW secured interim protection over its confidential and commercially sensitive information. Publicis, however, strongly contested the order's applicability to itself, arguing that the court did not restrain third parties from participating in competitive client pitches.

The dispute widened during the 2026 media agency pitch for Haier India. ITW's court filings contain correspondence relating to its participation in the pitch, while Publicis separately denied any commercial relationship with ITW's former executives or 3XM, arguing it remains free to compete for the mandate.

This development effectively moves the matter beyond a conventional employee-exit and confidentiality dispute into the territory of competition between agencies for live client mandates.

An ITW spokesperson confirmed the development, stating the company's business was built on client relationships, campaign and sponsorship intelligence, and institutional knowledge rather than any one individual.

"ITW’s business is built on client relationships, campaign and sponsorship intelligence, and the institutional knowledge that sits inside the firm — not with any one individual. That includes client and prospect information, CRM-grade contact and interaction history, live and recent pitch work, commercial constructs, pricing and fee logic, and strategy developed on ITW’s time," the spokesperson said.

According to documents filed, ITW approached the Bengaluru Commercial Court seeking urgent protection against the alleged use, copying, disclosure or dissemination of its confidential, proprietary, financial, commercial, operational and client-related information. The court granted an ad-interim ex-parte injunction on the confidentiality-related relief.

However, the court did not grant the broader relief sought by ITW relating to solicitation, approaching clients, negotiating with them or submitting bids and proposals. That part of ITW's application was kept for hearing after notice to the defendants.

According to the ITW spokesperson, the distinction between the relief granted and the relief that remains to be heard should not be interpreted as a finding against the company's wider concerns.

"The Court granted interim protection over ITW’s confidential and commercially sensitive information. That is the core of what we asked the Court to secure first. The wider relief relating to solicitation, client approaches and pitch participation was not granted at that first hearing. That is a sequencing point. It is not a finding that those concerns fall away," the spokesperson said.

That distinction has emerged as a central plank of Publicis' defence.

Publicis challenges ITW's interpretation of the court order

In a legal response dated August 26, Publicis Communications Pvt Ltd, through its lawyers, rejected what it described as the "wholly misconceived" inclusion of Publicis entities in the proceedings.

Publicis denied having any engagement, arrangement, partnership or commercial understanding with former ITW executives Paroksh Chawla and Rishabh Mahajan or with GRP Media Solutions. It also denied that the two individuals, through 3XM, were partnering with Publicis in connection with the Haier media agency pitch.

More importantly, Publicis argued that the August 7 interim order is confined to the protection of ITW's confidential and proprietary information.

According to its legal response, the order does not prohibit Publicis from participating in commercial pitches, approaching clients, negotiating with clients or submitting bids. Publicis has therefore challenged any attempt to interpret the confidentiality injunction as a broader restraint on competition.

ITW, however, said its position was not that a third-party agency could be prevented from competing in the ordinary course, but that competition could not involve the receipt or use of confidential information belonging to ITW.

"The order is about the information, not about a label on a visiting card. A third-party agency — including Publicis — is entitled to compete for mandates in the ordinary course. It is not entitled to receive or use ITW’s confidential material in doing so. Confidentiality travels with the information. It does not stop at the former employee," the ITW spokesperson said.

This distinction could prove important as the litigation develops. ITW's case centers on protecting information it says is confidential and proprietary, while Publicis' position is that an injunction obtained in a dispute involving former employees cannot automatically prevent an independent company from competing for a commercial mandate.

Publicis has also said it was not bound by the contractual or fiduciary obligations that ITW alleges applied to Chawla, Mahajan and 3XM. It maintains that its commercial projects are undertaken independently through its own personnel, proprietary tools, network resources and professional capabilities.

Haier pitch turns an employee dispute into a competitive battle

The Haier India media agency pitch has become the key commercial flashpoint in the dispute.

Court documents contain correspondence between Haier and ITW relating to the 2026 pitch. Haier invited ITW to participate and indicated that detailed pitch information, evaluation parameters, timelines and confidential material would be shared following execution of an NDA.

ITW subsequently submitted presentation material covering its credentials, strategic capabilities, media expertise, experience and case studies, along with elements relating to media planning, audience insights and channel strategy.

The pitch subsequently became the point of contention between ITW and Publicis.

Publicis' argument is that its participation in such a process cannot be curtailed merely because ITW is simultaneously pursuing claims against former employees and another company. Its legal response contends that ITW is attempting to use a limited ex-parte injunction as a mechanism to restrict a competitor from participating in a live commercial bidding process.

ITW's position, according to its spokesperson, is that the proceedings should not be viewed as an attempt to monopolise or prevent ordinary competition for client mandates.

The company maintains that agencies are free to compete, but says commercially sensitive information, client intelligence, pitch material and strategy developed within ITW cannot be used by another party as part of that competitive process.

Publicis further argued that it has no contractual relationship, supervisory authority or control over Chawla, Mahajan or 3XM and therefore cannot be expected to ensure compliance by those parties with obligations arising from their relationship with ITW.

The company also put ITW on notice that it could seek damages for losses allegedly arising from the litigation and related notices, including lost bidding opportunities, revenue and margins, damage to reputation and goodwill, disruption to client relationships and the new-business pipeline, besides legal and professional costs.

Publicis questions why it has been made a party

Publicis' challenge also extends to the identity of the entities named in the proceedings.

The legal response questions the inclusion of Publicis (India) Communications Pvt Ltd, pointing to corporate records in the court documents that show the entity as having "Amalgamated" status in an MCA record dated August 2, 2026.

Publicis argues that the entity had ceased to exist before the litigation was instituted, making its impleadment misconceived. The currently operating Publicis Communications entity, it says, responded to ITW's notice as a matter of caution while reserving its right to challenge the impleadment.

It also challenged the naming of "Publicis Groupe" as a defendant, arguing that the expression is a brand name used by separately incorporated operating companies and the ultimate holding company rather than a standalone juristic person.

The Publicis response stresses the separate legal personalities of the French parent and its Indian operating entities, arguing that common ultimate ownership does not, by itself, establish an agency, alter-ego or representative relationship.

Publicis consequently sought removal of the relevant Publicis entities from the proceedings and withdrawal of ITW's August 20 legal notice. It also sought vacation of the August 7 interim order insofar as ITW seeks to apply it against the Publicis entities.

Notices to clients

Sources indicated that ITW also issued notices to Coca-Cola and Marriott Bonvoy, informing them about the dispute and raising concerns around pitches involving former ITW employees and the circulation of potentially confidential information.

ITW said the purpose of the notices was not to prevent marketers from conducting agency reviews or to interfere with their ability to choose agencies.

"The notices were sent to protect the process, not to target the clients. Coca-Cola, Marriott Bonvoy and other marketers are entitled to run clean reviews. They are also entitled to know if confidential material belonging to a former agency may be in circulation around those reviews," the ITW spokesperson said.

"We wrote so that clients are not left unaware, and so that no one can later say the issue was never flagged."

The issue brings another dimension to the dispute: the extent to which an agency seeking to protect confidential information can alert clients and prospective clients about an ongoing legal dispute without those communications being interpreted as an attempt to influence or restrict a competitive review process.

The former-employee dispute

The Publicis confrontation stems from ITW's original dispute with two former senior executives — Chawla and Mahajan.

Chawla joined ITW Consulting in October 2018 as Business Head and subsequently became CEO of ITW Catalyst. He resigned from the CEO position in September 2024, with subsequent correspondence covering his notice period, transition and exit formalities.

Mahajan was an AVP at ITW Catalyst and also resigned in September 2024. His employment and relieving documentation forms part of the material submitted to the court.

ITW's case places considerable emphasis on the confidentiality and post-employment obligations contained in the relevant employment and relieving documents.

Mahajan's relieving agreement, for instance, defines confidential information broadly to include business operations, financial information, business plans, methodologies, technology, intellectual property, customer and client information, business models, trade secrets and other proprietary material.

It also contains a 12-month non-compete and non-solicitation covenant covering existing and prospective clients, business partners and other parties with whom the employee had interacted on ITW's behalf. The agreement also restricts solicitation of employees and requires the return of company property and confidential information.

The agreement provides for liquidated damages of ₹5 crore for breach of specified provisions and permits ITW to seek injunctive or other equitable relief, subject to applicable law.

3XM becomes the bridge between the two sides

The dispute subsequently expanded with the emergence of GRP Media Solutions India Pvt Ltd, or 3XM.

Corporate records cited in the court documents show that the company was incorporated on September 18, 2024. The records identify Chawla and Mahajan as directors from November 14, 2025, along with Gaurav Vazirani and Sunil Mathew.

The association between the former ITW executives and 3XM forms a significant part of ITW's allegations.

The company has also sought to establish whether information may have moved from ITW systems following the executives' departures. Its correspondence with Power Forensics & Digital Intelligence refers to forensic examination of two laptops, including investigation of possible data transfers to other devices, suspicious activity and recovery of deleted information.

According to the court documents, the alleged deletion of a substantial volume of official emails containing confidential and commercially sensitive information was considered a material circumstance when the court assessed the balance of convenience at the interim stage.

ITW's forensic investigation was intended to examine whether information had been transferred from company devices and whether deleted data could be recovered.

These allegations remain part of ITW's case and are contested in the broader litigation.

A wider legal question for the agency business

The dispute now raises a question that goes beyond the relationship between ITW and its former executives: how far can protection of confidential information extend when third-party companies become involved in a competitive client pitch?

ITW's position centres on its right to protect confidential and proprietary information that it says was accessible to former employees and potentially exposed after their departure. The company's spokesperson has sought to draw a distinction between restricting competition itself and protecting the information that one company believes gives competitors access to commercially developed intelligence.

Publicis, on the other hand, is challenging any attempt to translate those employee-specific obligations into restrictions on an independent company's ability to compete.

Publicis has invoked Section 27 of the Indian Contract Act, arguing that an attempt to impose indirectly, through an injunction against a third party, a restraint equivalent to a non-compete obligation would be void or unenforceable. It has also cited Article 19(1)(g) of the Constitution in asserting the right to carry on a lawful business.

The Bengaluru Commercial Court has so far maintained a distinction between the two issues: protection of confidential information has received interim protection, while the wider restrictions concerning solicitation and participation in pitches have not been granted at the initial stage.

ITW maintains that this sequencing should not be read as a conclusion on its wider allegations, while Publicis argues that the scope of the existing order cannot be expanded to restrict its participation in competitive business processes.

That distinction could become increasingly significant as the parties argue their respective positions.

For ITW, the central question is whether information belonging to the company and its group entities was accessed, retained, used or disclosed in a manner that warrants court protection.

For Publicis, the issue is whether a confidentiality order arising from an employee-exit dispute can be extended to an independent competitor that denies any relationship with those former employees — particularly when the restriction could affect participation in an open commercial pitch.

The case therefore represents a corporate and competitive dispute layered on top of an employee-exit battle. Its eventual outcome could have implications for how companies protect commercially sensitive information after senior employees leave, and for how far such protections can extend to third-party companies participating in competitive new-business processes.

Despite multiple attempts to seek responses from Publicis, Paroksh Chawla and Rishabh Mahajan, no response had been received at the time of publication.