Safeguard Your Secrets to
Protect Your Company’s
Future
By: Kathleen Hart, RBE Attorney
W
hat is the secret to
the success of your
company? What have you
worked hard to create,
improve,
perfect,
and
maintain?
What would
cause you grave concern if a
competitor got ahold of your
hard-earned
information?
Do your employees know
what information to protect
– and do they know they can
use it only for your company and not for themselves or
anyone else?
There are several ways to protect your company’s
confidential information. While there is no “one
size fits all” solution, the measures undertaken must
be reasonable for the size and sophistication of your
company in order to be enforceable by law. An
evaluation of the type of information you need to
protect will help answer at least the minimal security
measures your company should employ. While patents
and trademarks are well-known intellectual property
items, this article focuses on the lesser-known but
powerful protections available for trade secrets so long
as companies have policies and practices that protect
those secrets. If you prevail in an action to enforce
protection of your trade secrets, among other remedies
your company can obtain injunctive relief to stop
the use, disclosure, and theft of your secrets, as well
as a monetary judgment for losses suffered, punitive
damages, and reimbursement of your attorney’s fees.
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Riley Bennett Egloff LLP - June2017
Under Indiana law, as well as most other states and a
recently-enacted federal law, a “trade secret” is any
information of any kind that: (1) derives independent
economic value because it is not generally known or
readily ascertainable through proper means by those
who would benefit from its use or disclosure and (2) is
subject to reasonable measures to maintain its secrecy.
Put simply: information that your competitors would
find valuable (but cannot replicate without stealing it)
enjoys protection by law as a trade secret so long as
your company has used “reasonable measures” to keep
it secret.
So, what are your secrets – and does each one meet both
parts of the trade secret definition? If not, the good
news is that competent counsel can help you refine your
practices in order to obtain that protection. Examples
of information that may qualify as trade secrets include
customer lists and related customer information, pricing
and discount levels, research and development projects
and results, marketing plans, product formulas, supply
sources, and manufacturing methods or processes. Most
business owners know what it is they deem proprietary;
the harder part is meeting the “reasonable measures to
keep secret” test.
The most basic level of protection is a written policy
or agreement that identifies the company’s confidential
information and requires that all employees keep that
information confidential and within the company. Such
policy should be in writing and signed by all employees.
While that sounds simple enough, the policy should