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You protect trade secrets with a combination of measures: use need-to-know access control, consider protection through intellectual property rights, make binding contractual agreements (confidentiality, non-compete, and non-solicitation clauses with employees, an NDA with third parties), and intervene quickly in the event of a leak. There is no single magic bullet.
A criminal case proves that protection is needed: a chief engineer from Almelo sold secret information about steam turbines to contacts in China for years and earned over 100,000 euros from it. The District Court of Overijssel sentenced him to a suspended prison sentence of six months, 240 hours of community service, and 10,000 euros in compensation; he had to repay the earned amount, for which his house was seized.
1. Work on a need-to-know basis
Give employees access only to the information they strictly need for their work — and no more. This also means physical boundaries: do not give a cleaner or visitor uncontrolled access to all areas. An access control system is highly recommended.
2. Consider protection through intellectual property rights
Some trade secrets can be effectively protected through intellectual property law. The work is then made public — strictly speaking, it is no longer a secret — but it does enjoy protection: others may not simply use it, and if they do, you can seek an injunction. For what truly needs to remain secret or does not qualify for protection, this is less suitable, and it comes with a hefty price tag.
3. Make good contractual agreements
Contractual agreements are a must:
- With employees: a non-compete clause, possibly combined with a confidentiality and/or non-solicitation clause, prevents former employees from competing with you using acquired knowledge.
- With third parties: a non-disclosure agreement (NDA) in which the third party declares not to misuse the secrets — useful for a freelance consultant, for example. In the event of a breach, a fine or damages will follow, which acts as a deterrent and limits the damage.
4. Act quickly in the event of a leak
If secrets do leak, act quickly: the sooner you intervene, the more damage you limit. In the case of employees, the leaking of trade secrets can even summary dismissal . With regard to third parties, you can claim compensation or collect contractual penalties, and sometimes a criminal complaint is possible — as in the case from Almelo.
Frequently Asked Questions
How do I best protect trade secrets?
With a combination: limit access (need-to-know), secure physically and digitally, make contractual agreements (confidentiality, non-competition, NDA), and intervene quickly in the event of a breach. A single solution rarely suffices.
Does a confidentiality clause really help?
Yes. It acts as a deterrent and entitles you to a fine or compensation in the event of a violation, allowing you to limit the damage. It works best in combination with other measures.
Can leaking secrets lead to dismissal?
In the case of employees, the leaking of trade secrets can justify dismissal, sometimes even immediate dismissal. In the case of third parties, damages and fines may be claimed.
Protect your trade secrets legally
The legal experts at MKB Juristen tailor confidentiality, non-competition, and NDA agreements to your business. View our expertise in intellectual property law or contact us.
