Hello ...

I hope your day is coming on fine?

Alright.

Today, let us look into something very important. And it has to do with protecting your trade secret and other confidential information in your business.

Have you wondered how Coka Cola has managed over the years to keep it's recipe secret?

It is very a interesting stuff.

I once read a former CEO of the company saying that he didn't even get the opportunity to know the recipe that makes the product.

That is how closely held together the secret is.

Yours might not need to be as dramatic.

But at the end of this, you should be able to take some strategies away that will help you to keep your business secret safe.

first, you need to understand what a Trade secret is.

A confidential or trade secret is commercially sensitive information that is not known to the public and also confers a competitive advantage to the owner.

But it is not everything and anything in your business that qualifies as a Trade secret...

Three things must exist before information or process etc can qualify as a trade secret...

first, the information must not be public knowledge or something anyone can easily figure out.

When you put out your information to the public through any means, it loses the right to be classified as confidential or a secret.

Secondly, The Information must be important enough to confer some commercial benefit to the owner.

And Thirdly, Active steps must have been taken to ensure its protection.

Please note that, as far as trade secret protection is concerned, there is no formal registration requirement, unlike trademark or patent.

Confidential and trade secret information are internally protected.

As a company, you would have to put in specific internal protective measures to prevent or reduce the possibility of disclosure of the trade secret or confidential information.

Here are some of the ways that you can protect your company's confidential information or trade secret.

1. Have Non-Disclosure Agreements in place.

A Non-Disclosure Agreement ( NDA) is perharps the first protective tool to ensure the preservation of your company's trade secrets and confidential information.

You will need to ensure that the NDA is well-drafted and reviewed by a competent legal team to avoid terms and clauses that will render it unenforceable.

This is why copy and paste is a bad idea.

When we work with clients on this, it goes through different qualified hands to make sure that every important detail is captured appropriately.

2. Employment Agreement

if you have people working for you whether on a full-time or part-time basis, ensure that you have a comprehensive employment contract or independent contractor's agreement.

This will clearly define terms and clear job descriptions.

This is important because employees regularly have access to certain privileged information about the business by virtue of their positions.

it is important to always include a nondisclosure clause in the main contract of employment.

It is also very important that you don't hire your enemies or spies into your business.

Some people are not really looking for a job, they just want to come spy on what you are doing and run off with it.

In addition to an Employment contract, you can also have the staff, vendors or independent contractors sign an independent confidentiality agreement altogether.

Non-compete and non-circumvention Agreements documented internal Policies and procedures, and Agreements with third parties are other effective ways to protect the trade secret or the confidential information of your company.

3. Reduce Access to the information.

As much as possible only employees or other persons who have direct business with the information should have access to the information.

If you are a food processing company only a few people who are directly involved with the production or manufacturing process should have access to the company's unique recipe, formula processes etc.

This makes strict and hierarchical internal regulation very necessary.

Part of what we do with our high-end clients is to advise on hierarchical mapping to ensure that not everyone has access to confidential recipes, documents, and the likes.

The information should not be readily available to all and sundry simply because they work with the company.

And those whose job description demands that they have such access should be made to sign an NDA, a None circumvention, non-compete Agreement (NCNC), and even in some cases, take an oath of secrecy.

4. Security Control.

Set up physical and electronic security control in strategic aspects of the company and access to those places should be highly restrictive.

1. Keep a Secret Secret

Finally, the best way to actually maintain a company's trade secret is to actually keep it secret.

Don't be too quick to tell anyone you meet privileged information about your business.

Not on social media and not even in books or interviews.

I see many business people do this online and one day these same people will come and insist that their staff or consultants sign an NDA.

I hope this was valuable?

If so, share the newsletter with a fellow entrepreneur.

And by the way, you can reply to this email and let us know how we can help the legal aspect of your business.

To your #LegalSense.

-Barinaada.