Some factors of entrepreneurial activity can increase profitability, remain competitive and avoid losses. In this regard, part of the information of the company, which relates to trade secrets, may be subject to concealment.
At the level of legislation, a clear list of information is prescribed that the company has the right to hide and which should be open.
Categories and types
There is information related to trade secrets, which, if it suddenly becomes public, can lead to disastrous consequences, and there is one that only slightly affects the condition of the enterprise. In light of this, several categories of secrecy are distinguished.
- Highest degree: information, the opening of which may lead to bankruptcy of the organization.
- Strictly confidential: strategic and long-term development plans, that is, the discovery of such information will lead to significant economic losses.
- Confidential information: its disclosure will lead in an extreme case to expenses that can be regarded as current.
- Information with limited access: information about wages, job responsibilities and management structure. The disclosure of such information is usually not followed by financial expenses.
- Open information: information that is accessible to anyone and does not pose any danger to the business.
What information is protected?
What information is classified as a commercial secret and is not subject to disclosure? First of all, this is information that falls under the category of scientific and technical documentation. This may be a unique recipe, special methods of processing materials, drawings and diagrams, software, access to this information.
The second category of information is business and financial documents. This is the cost of production and procurement, financial and accounting reports, information on profit and long-term plans. It is also recommended to include information on sales volumes, on customers and suppliers, information obtained as a result of business correspondence and data on the competitive advantages of the enterprise.
It should also be remembered that, according to the Federal Law No. 152, it is impossible to divulge information that contains information about the employee’s income level, if he himself does not give his consent.
How is information not subject to concealment?
Documents with signs that are not related to commercial secrets are fully spelled out at the level of legislation in the Federal Law “On Commercial Secrets”. First of all, these are financial and accounting reports that are submitted to state bodies to determine the tax base or as evidence of the solvency of the enterprise. Information about the number of employees, their working conditions, safety precautions and the level of wages must not be hidden.
By the way, constituent documents do not relate to trade secrets, including information on the availability of certificates and patents, licenses.
Information on violation of antitrust laws and on products sold or manufactured by an organization that could harm the health of consumers is not subject to concealment.
Positive and negative sides
Documents related to trade secrets are not subject to state registration; accordingly, this information does not need to be disclosed. That is, there is no need to worry that any official will sell this information to a competitor.
On the other hand, hidden information can be obtained by third parties in a criminal way. A situation may even arise when a competing company will patent a specific recipe that is very similar to yours and thereby become the legal owner of this information. In this case, even if the entrepreneur knows that the information was stolen, he is unlikely to be able to prove it.
Nor does the law protect against reverse engineering. That is, situations where a competitor specifically studies a businessman’s products to further reproduce a similar product at their facilities.
Protection Measures
In order for an enterprise’s information to fall into the category of one that relates to trade secrets, a businessman will need to conduct a series of activities within his structure.
You should start by compiling a trade secret document . This may be the “Regulation”, which will clearly spell out all the information that falls and does not fall under the secrecy regime. To do this, you will have to hire a special person or impose one of the employees these duties. All documents that fall into this list must be marked “Secret” or “Commercial Secret”.
Employees who will directly work with documents containing secrets must sign a contract or agreement on their non-disclosure. The contract of employment must also include a corresponding note that the employee is notified of responsibility.
Agreement
At the level of legislation, there is no document that an employee must sign before working with documents that are classified as trade secrets. But in business practice, certain requirements have already developed.
At the beginning of the document, after its name, there should be an introductory part, where the place and date of the document, the details of the parties (employer and employee) should be displayed. The following should describe the subject of the agreement, that is, how the employee should interact with information containing commercial secrets.
After that, the obligations of both parties to the agreement and responsibility are prescribed. At the end of the document, the general provisions, details and signatures of the parties are indicated.
How to store
In addition to the fact that the entrepreneur must implement a workflow scheme within his company, a separate safe box with a limited number of keys should be allocated for storing documents that fall under the secrecy regime. Also, a fixation of each case of a request for documents should be made. You can provide a special place where employees will work with this documentation.
The constituent documents do not belong to commercial secrets, therefore they should not be kept together with secret papers, since at any time they can be requested by third parties or representatives of state bodies.
Disclosure Responsibility
In addition to the direct transfer of secret information from the employee to third parties, the employee's inaction resulting in disclosure is liable.
Before deciding what to do with a delinquent employee, you should find out how the information leak occurred. Perhaps it was unintentional, but there was simply a hacking of a computer system.
But most often, nevertheless, the leak occurs for selfish reasons, in particular:
- if competitors came to the employee and promised a reward for certain information;
- the employee himself decided to use the information to open his personal business;
- it happens that the employee is an ordinary boaster and does not know how to keep his mouth shut.
Resigned employees should remember that they do not have the right to disclose information even after their dismissal.
For information leakage, which relates to trade secrets, the following types of liability are provided.
- Disciplinary. Perhaps this is the measure that least of all scares people, as it can be in the form of a reprimand, remark, or dismissal.
- Material. If it is proved that the actions of the employee caused material damage to the enterprise, then most likely it will have to be compensated.
- Administrative This type of liability is prescribed by law, and the size of the fine depends on the position. For an ordinary employee, the amount of the penalty cannot exceed 1 thousand rubles, and for the head - 5 thousand rubles.
The law also provides for criminal liability for the infliction of especially grave consequences for the enterprise by its actions. It can be a fine, but up to 200 thousand rubles, or forced labor and even a “ticket” to a prison for up to 7 years.
The most important thing, taking the first steps to preserve trade secrets in your company, to notify all employees about it. And of course, it’s more thorough to choose frames so as not to regret your choice in the future.