TS NNK

TRADE SECRET
Dr. Munshi
Acknowledgement:-
This presentation contains textual and graphical matter from a WIPO Presentation on Trade
Secrets. This is intended to be a fair academic use of the contents from the earlier
presentation.
FOR EDUCATIONAL PURPOSE ONLY IIPS 1

What are trade secrets?
By keeping valuable
information secret, you can
prevent competitors from
learning about and using it and
thereby enjoy a competitive
advantage in the marketplace.
IIPS 2
FOR EDUCATIONAL PURPOSE ONLY
General principles:
• Information that has commercial value

and that has been diligently kept
confidential will be considered a trade
secret (TS).
• Owner will be entitled to legal

remedies against those who use it
without authorization, steals it, or
divulges it.

Question 1
WHAT KIND OF INFORMATION

QUALIFIES AS A TRADE
SECRET ?

TRADE SECRET
• Provides
competitive Kept
advantage confidential
• Potential to
make money

Technical &
Financial
scientific
information
information
Commercial Negative
information information
– Hardware design
– Software
– Technical data about product performance
– Pending patent applications
– Business plans & strategies
– New product names
– Financial projections
– Marketing plans, unpublished promotional material
– Cost & pricing information
– Sales data
– Customer lists
– Info re: new business opportunities
– Personnel performance

Question 2
WHAT MAKES SOMETHING A

TRADE SECRET ?
When do you have

legal protection?

Three essential legal requirements:
1. The information must be secret
2. It must have commercial value because it’s

secret
3. Owner must have taken reasonable steps to

keep it secret

1. Secret
• “not generally known among or easily accessible to

persons within the circles that normally deal with this
kind of information”
• What is ‘generally known’ in the industry?

– matters of common knowledge
– information you find at library, online database, trade journals,
patent information, etc
– price list on website
– Hardware design, software application

1. Secret
• Not required that be known only by one person

– e.g. based on supplier relationship, joint development agreement.

2. Commercial value
• Must confer some economic benefit on the holder
• This benefit must derive specifically from the fact that

it is not generally known (not just from the value of the
information itself)
• How to demonstrate:
– benefits derived from use
– costs of developing the TS
– licensing offers; etc.
– actual or potential

3. Reasonable steps
• Under most TS regimes, you cannot have a TS unless

you have taken reasonable precautions to keep the
information confidential
• ‘Reasonable’ → case by case

– reasonable security procedures
– Non-disclosure agreements (NDA)
– such that the information could be obtained
– by others only through improper means
• Importance of proper TS management program

Caution: Who owns the TS?
 TS (e.g. new technology) developed by
employee …
 TS developed by external contractor
To avoid disputes:
WRITTEN AGREEMENT
+
ASSIGN
in advance all trade secrets developed
during employment or commission
 https://www.youtube.com/watch?v=XTWxGx
md1j8
FOR EDUCATIONAL PURPOSE

ONLY IIPS 15
 There was a time in the 1970s
when the Indian government
asked Coca-Cola to submit
their list of ingredients so that
they could open operations in
the country.
 Only two executives know the
formula and it is very fiercely
guarded by keeping it under
lock in the Sun Trust Bank in
Atlanta.
 How can a mouthwash so widely used, be a secret? It is,
or at least, Pfizer thought so when it acquired its formula
in 1880.
 For the next 70 years, it paid Dr. J.J. Lawrence, the
inventor, royalty payments.
 But in the middle, they go to know that the secret of this
famous mouthwash is actually out there in the open.
 So they sued the Lawerence family, but the court threw
out the case, saying that the other companies acquired
the formula by legal means.
 So, technically, the mouthwash is still a secret, even
though it isn’t.

 The Hapsburg napkin fold is a
national secret in Austria.
 Only two anonymous government
employees know how to fold a
piece of napkin in the shape
above.
 And there is no document where
it is written how to fold a napkin
into the shape we see.
 When the employees retire, they
pass on the information to the
new employees who will then fold
the napkins laid out during state
dinners.
 Also, no one in the world has
figured out a way to do it
perfectly yet.

 Stock market software are
extremely valuable.
 Most of the top financial
institutions have their
trademarked software, which
they use to invest smartly and
make huge gains in the
process.
 The access to such software is
highly regulated, and one
such computer programmer
lifted some lines of this code
and was sentenced to 8 years
in prison.

 No one knows what the first
symbol in the above album cover
means.
 This album contained their classic
song Stairway To Heaven.
 Not even the band members or the
producers know the meaning of
that symbol.
 Each of the four members agreed
to contribute for the album cover
with a symbol they chose.
 That’s why only Jimmy Page knows
what that symbol means, and by
the looks of it, he is not going to
tell us about it before he dies.

 Food is going to be one of the
most fought for resource in the
future.
 Companies are coming up with
novel designer food grains and
seeds that are resistant to harsh
weather, pests, and disease.
They also give higher yields per
square kilometer.
 This means that the genetic
formula of such seeds is
extremely precious.
 There have been cases where
farmers have used these seeds
without permission and
companies have sued them for
illegal use, burning whole farms
to purge their seed usage.

 Since the time the Academy
Awards have started, there has
been no leak about the information
of winners, even though it is not
computerized yet.
 The ballots that contain the votes
are handled by two executives of
PriceWaterHouseCooper auditors.
 They count each vote by hand and
note down the numbers on paper
by a pen.
 Then they each take half the
results in two separate suitcases
and are escorted to the venue by
LAPD police officers.

 Auto-tune was actually created
for analyzing seismic data.
 Then its creators realized that
the software can be used to
analyze and correct digital
voice files of recorded songs.
 And thus came along auto-
tune that changed the music
industry forever.
 Almost all singers use the tool
to make their songs sound
flawless.
 The software is also one of a
kind, with no competitor in
sight.
ONLY IIPS 23
 It is not exactly a secret but only
two people know how to speak
the language. It used to be
popular in Mexico before the
Spanish invasion.
 Like all the old endemic
languages, Ayapaneco also died
out slowly.
 The two people who speak it also
refuse to teach it to other people
so that the language somehow
survives.
 Looks like another language will
die soon, buried with both these
stubborn old men.
 WD-40 is almost used for everything
– from cleaning to greasing to
polishing machine parts.
 The formula to this popular
industrial solvent is kept in a bank
vault for the past 50 years and has
been taken out only twice.
 And just like the KFC spices, the
product is mixed at 3 different
locations in the country and then it
is passed on to the manufacturers,
just so that no one gets the
complete formula of the famous
product.

 No one knows how The NYT
comes up with their bestseller list.
 The simplest explanation would
be that they count the number of
copies the book has sold from the
various bookstores. But this is not
true.
 There have been cases where the
book hasn’t sold a lot of copies
but has still made it to the list.
 How they make the list is a well-
kept trade secret, because if the
publishers come to know how
they make the list, they could use
this data to make the book more
adept at making into the list.

 The card trick goes thus –
 The magician hands over a perfect deck
of cards to person A
 Then he asks person B to name any
card and the position he wasn’t the card
in the deck (for example Ace of hearts,
8th card from the top)
 Then the magician asks person A to
reach out for the 8th card.
 And voila! It is the Ace of hearts 8th in
the deck.
 This card trick is known by only two
people – Mr. Berglas and his
apprentice Marc Paul. Every other
magician has tried to crack this
trick, but, until now, no one has
been able to do it successfully yet.

 Just like with Coca-Cola, only two KFC
executives know the secret recipe of the
spices used in the famous fried chicken
everyone around the world eat.
 The recipe is guarded in a facility that
sounds like it is made to guard a
treasure. The facility has 2 feet thick
concrete walls, round the clock
surveillance, armed guards and unique
PIN codes for the two executives who
can open it only when both of them are
present there.
 To go even further to keep it a secret,
not all the spices are mixed in one place.
Half the spices are mixed in one location
and then this mixture is taken to
another location to be mixed fully so
that no one knows all the spices that are
present.

ONLY IIPS 29
 Not a lot of us know this, but the
plasma screen television tech was
researched and developed exclusively
by Samsung.
 They would have had the monopoly in
the television business had it not
been for the person who stole all the
secret files on his last day of
employment and walked away with it.
 Then, he gave the stolen secrets to a
Chinese company and hence every
manufacturer can build a plasma TV
today.
 The pen-drive the man stole
is estimated to be worth
over a billion dollars.

 When chocolate was manufactured in
the past, it was always dark chocolate,
and hence, it was not as popular as
the chocolate we eat nowadays. It was
bitter and sweet and had the
popularity akin to coffee’s.
 It was in 1900 that the first Hershey’s
milk chocolate was formulated, where
the dominant taste was sweet and not
bitter.
 This made the whole population love
chocolate as we love it today.
 The formula to this sweet chocolate
bar is still a secret, although many
other companies have come up with
their versions of sweet chocolate.
Hershey’s still remains to have a
unique taste among competitors.
 Google developed a search
algorithm and continues to
refine it.
 Some changes are announced
but many are not.
 Google continues to modify
its top secret algorithm to
keep businesses and people
from gaming the system.
 It is the top search engine
today and shows no signs of
giving up its place.
 Back in 1938, a Philadelphia
Athletics coach named Lena
Blackburne began mixing various
batches of mud and water to create a
substance that would dull the
surface of glossy new baseballs,
making them easier to grip.
 And, of course, it had to work
without breaking the rules of
baseball.
 Umpires had previously tried shoe
polish, tobacco juice and the dirt
beneath their feet to fix the balls,
but while these substances did,
indeed, dull the balls' surfaces, they
also damaged the baseballs in the
process

 So many people love gooey,
chewy
 Mrs. Fields Chocolate Chip
Cookies, it's only natural
they'd want the recipe. But it's
a secret, says the company.
Bakers have long tried to
figure out the recipe
themselves through a process
called reverse engineering,
but most want the real thing.

 About 80 percent of
Americans use WD-40
 The spray, which comes in a
familiar blue-and-yellow can
with a narrow, red straw stuck
into its nozzle for dispensing,
was originally developed in
1953 to prevent corrosion.
 The chemist who invented it
sold the formula -- which
he'd kept secret -- and his
company for $10,000 just a
few years later

 Ah, Twinkies, that delightfully spongy,
creamy snack of childhood. Old
television ads tout their health
benefits: "Hostess Twinkies give your
child energy to go on, plus protein to
grow on."
 "The inside has a super-delicious
cream filling." "Hostess Twinkies
supply whole egg protein for rich, red
blood".
 Yet despite the snack's popularity, the
manufacturer, Continental Baking
Company (now Interstate Bakeries
Corporation), never wanted to reveal
what made the snack, invented in
1930, so tasty.

ONLY IIPS 36
 This Southern delight's origins reach back to
1933, when a man named Ishmael
Armstrong bought the Krispy Kreme
Doughnut shop in Paducah, Ky., from Joe
LeBeau, a Frenchman from New Orleans.
 The purchase included the shop's secret
doughnut recipe, which Armstrong -- and
later his nephew, Vernon Rudolph, who grew
the business into the one we know today --
kept to themselves.
 More than 70 years later, that recipe is still
under wraps, locked in a safe at company
headquarters in Winston-Salem, N.C., where
only a handful of employees have access to
it

 Rumors persist it's simply Thousand Island dressing,
perhaps with some pickle relish thrown in.
 Others cry foul -- surely it's more than that!
 This secret recipe is so secret, it somehow got
misplaced (as in lost) sometime in the 1980s.
 It was the restaurant chain's own fault.
 McDonald's wanted to cut costs, and created a
cheaper special sauce. (Did customers even notice?)
During the switch, the original recipe was lost, but
no one knew because they weren't using it anymore.
 Years later, a former executive returned to the
company, and wanted to bring back the original
sauce.
 That's when employees realized the recipe was
missing.
 Fortuitously, the executive knew who had produced
the sauce 36 years prior, and contacted the
company, which still had the recipe in its records.
 The original secret special sauce was back

 The exact flavour of Dr. Pepper is
difficult to pinpoint, perhaps
because the soft-drink is made from
a secret recipe of 23 different
flavors.
 The drink was first served in 1885 in
Waco, Texas, but its exact
provenance is just as mysterious as
its current recipe.
 It was thought to have been
originally developed as a digestive,
though the exact ingredients remain
disputed.
 A widespread urban legend that Dr.
Pepper is made out of prune juice,
but according to the company,
prune is not one of the 23 flavors in
the soft drink.

 Wally Amos was a talent agent at William
Morris, who became known for baking
cookies for his clients.
 The cookies became so popular that he
started selling them, using a variation of his
aunt’s secret recipe, which allegedly
included ingredients not generally found in
chocolate chip cookies.
 Today, Famous Amos is a product of the
Kellogg’s brand, and while many bakers
have tried to closely replicate the cookies,
the recipe itself remains a company secret.

 Bush’s Baked Beans, the number
top selling baked bean brand in
the United States, attributes
their success to a secret family
recipe, which has been passed
down from generation to
generation.
 The company’s commercials
frequently feature the family
dog, Duke, trying to sell the
recipe, but for now it remains a
safely guarded secret.

Question 3
When can you seek Legal

Remedy?

Enforcing TS in India
No legislation governing Trade Secrets
Protection by way of Contracts
Recognition of legal rights in Trade

Secrets by courts of law invoking the
equitable jurisdiction – unclear as yet.
Past cases show attempts to combine

causes of action with violation of
statutory IPRs
Other statutes such as the IT Act is

relied on

Trade Secrets Contracts
The Specific Relief Act and the

Code of Civil Procedure are
relevant in enforcing contractual
obligations under a trade
secrecy agreement.
Contract Act governs the validity

and enforceability of
agreements in general.
Arbitration is the preferred route

to resolve disputes.

The Swyamvar Case
Mr. Anil Gupta and Anr. v. Mr. Kunal Dasgupta and Ors
[97(2002) DLT 257]
The plaintiff conceived the idea of ‘Swayamvar’, a reality television show

concerning match making. The plaintiff shared a concept note on this with the
defendants. Later on the plaintiff came across a newspaper report informing that
the defendants were planning to come out with a big budget reality matchmaking
show using the plaintiff’s concept. The plaintiff sought injunction.
Issues Considered
1) Can there be a copyright in an idea, subject matter, themes, and plots which
existed in the public domain?
2) Could there be a violation of copyright if the theme is the same as that which
existed in the public domain but is presented and treated differently?
Court held that the concept developed and evolved by the plaintiff was a the
result of the work done by the plaintiff upon the material which may be
available in the public domain. However, what made the concept
confidential was the fact that the plaintiff had used his brain and thus
produced a unique result applying the concept. The Court granted an
injunction.

Not many cases on trade secrets – from a
property right perspective
Research revealed 21 reported cases relating to trade secrets
Of the 21 cases, 20 related to breach of confidentiality by employees
At least 1 case each attracted the Information Technology Act, the Indian
Penal Code, the Arbitration & Conciliation Act and the Designs Act
No reported case offers a definition of trade secrets

What is lawful and Not?
1. Reverse engineering is lawful.
2. Discovery of the secret by fair and
honest means is lawful
3. Breach of obligations; breach of trust are

unlawful
4. Breach of Confidentiality agreement or
NDA is unlawful
5. Industrial espionage, theft, bribery, hacking
are illegal
TS protection
provides
no exclusivity
!

Question 4
HOW ARE TRADE SECRETS

LOST OR STOLEN ?

A Growing Problem.
Why Does It Occur?
– Way we do business today (increased use of
contractors, temporary workers, out-
sourcing)
– Declining employee loyalty: more job changes
– Organized crime : discovered the money to
be made in stealing high tech IP
– Storage facilities (DVD, external memories,
keys)
– Expanding use of wireless technology

Examples
– Reverse engineering, independent discovery

– Improper licensing
– Burglaries by professional criminals targeting
specific technology
– Network attacks (hacking)
– Laptop computer theft
– Inducing employees to reveal TS

• 80% of trade secret loss
< employees, contractors, trusted
insiders!
– departing or disgruntled employees

– intentional (malicious)
– inevitable (knowledge acquired)
– by ignorance

Question 5
HOW TO PROTECT
YOUR TRADE
SECRETS?

1. Identify trade secrets
• Accurate record keeping is

important.
• Document retention system

• Factors to determine if information is a TS
– Is it known outside the company?
– Is it widely known by employees and others
involved within the company?
– Have measures been taken to guard its
secrecy?
– What is the value of the information for your
company?
– What is the potential value for your
competitors?
– How much effort/money spent in developing it?
– How difficult would it be for others to acquire,
collect of duplicate it?
2. Develop a protection policy
Advantages of a written policy:

– Clarity (how to identify and protect)
– How to reveal (in-house or to outsiders)
– Demonstrates commitment to protection →

important in litigation

– Educate and train:
• Clear communication and repetition
• Copy of policy, periodic training & audit, etc.
• Make known that disclosure of a TS may result

in termination and/or legal action
– Monitor compliance, prosecute violators

3. Restrict access
to only those persons having a

need to know
the information
→ computer system should limit each

employee’s access to data actually
utilized or needed for a transaction

4. Mark documents
– Help employees recognize TS

→ prevents inadvertent disclosure
– Uniform system of marking

documents
• paper based
• electronic (e.g. ‘confidential’ button
on standard email screen)

5. Physically isolate and protect
– Separate locked depository

– Authorization
– Access control
• log of access: person, document reviewed
• biometric palm readers
– Surveillance of depository/company premises

• guards, surveillance cameras
– Shredding
– Oversight; audit trail
6. Restrict public access
to facilities
– Log and visitor’s pass
– Accompany visitor
– Sometimes NDA/CA
– Visible to anyone walking through a
company’s premises
• type of machinery, layout, physical handling of work in
progress, etc
– Overheard conversations
– Documents left in plain view
– Unattended waste baskets
7. Maintain computer secrecy
– Secure online transactions, intranet, website

– Password; access control
– Mark confidential or secret (legend pop, or
before and after sensitive information)
– Physically isolate and lock: computer tapes,
discs, other storage media
– No external drives and USB ports
– Monitor remote access to servers
– Firewalls; anti-virus software; encryption

8. Measures for employees
1. New employees
• Brief on protection expectations early
• Obligations towards former employer!
• Assign all rights to inventions developed in
the course of employment
• NDA/CA
IIPS 63
2. Current employees
• Prevent inadvertent disclosure (ignorance)
• Train and educate
• NDA for particular task
3. Departing employees
• further limit access to data
• exit interview
• letter to new employer
• treat fairly & compensate reasonably
for patent work
9. Measures for third parties
– Sharing for exploitation
– Consultants, financial advisors,

computer programmers, website host,
designers, subcontractors, joint
ventures, etc.
– Confidentiality agreement, NDA

– Limit access on need-to-know
basis
Question 6
MAY TRADE SECRETS BE

SOLD OR LICENSED?

 SALE
◦ Most TS sales occur as part of the sale of the
business
 LICENSE
◦ e.g. in combination with patent license
◦ e.g. software license for highly specialized program
◦ Advantage: additional revenues
◦ Disadvantage: risk of disclosure (potential loss)
◦ In some countries, restrictions

 Definition of the secret subject matter
◦ what is to be kept confidential?
◦ marked as such or broad clause?
 Permitted use
◦ disclosure to employees, professional advisors?
◦ modification of technology?
 Precautions to be taken
 Exclusions

 Duration of secrecy obligations
 Royalties
 Sanctions

Question 7
HOW IS TRADE SECRET

PROTECTION
ENFORCED?
What can you do if

someone steals or
improperly discloses
your TS?
TS protection may be based on...
1. Contract law
• When there is an agreement to protect the TS
– NDA/CA
– anti-reverse engineering clause
• Where a confidential relationship exists
– attorney, employee, independent contractors
• Misappropriation by competitors who have no
contractual relationship
– theft, espionage, subversion of employees

3. Criminal laws
• e.g. for an employee to steal trade secrets from a
company
• e.g. unauthorized access to computers
• theft, electronic espionage, invasion of privacy, etc.
• circumvention of technical protection systems
4. Specific trade secret laws

• US: Uniform Trade Secrets Act; Economic
Espionage Act
3. Information Technology Laws

Remedies
1. Injunction –
Temporary or Perpetual
2. Damages
3. Search & Seizure order

Question 8
PROTECTING INVENTIONS:
TRADE SECRETS OR PATENTS?

Trade Secrets Patents
no registration registration
- less costs (but: costs to keep secret) - fees (registration + maintenance)
- immediately available - takes time to get patent
can last longer limited in time

- but: limited to economic life - generally: max 20y
- uncertain lifespan: leak out is irremediable - but: can be invalided
no public disclosure public disclosure

- but: practical need to disclose - publication 18m after filing
- if leak out: TS lost - if P not allowed: no TS
Trade Secrets Patents
Large subject matter Subject matter limited:

Protection of virtually anything - Requirements: new, non obvious, useful
maintained in secret by a business - Scope: patent claim
that gives competitive advantage
Only protection against Exclusive rights

improper acquirement/use monopoly to exploit
the invention
More difficult to enforce "Power tool"

- some countries: no laws
- ability to safeguard TS during litigation

Things to bear in mind
1. ANY innovative idea should be kept as a

secret in the beginning
◦ to preserve option of patenting (or industrial
design) at later stage

Initially Later stage
Not patentable patentable
Secret !
Strategic
TS business
decision
patent
TS
TS
•Part f the idea
IIPS 78
2. Choice between patent or TS

must be made both from legal
and business perspectives
(if patentable)

3. If you apply for a patent, only give
up what is necessary
◦ The decision to apply for a patent does not
necessarily require giving up all of one’s TS!
◦ However, patent application must contain :

 enough to enable skilled person to practice the
invention
 the best mode known to the applicant for
practicing the invention

 4. If you apply for a patent, your TS
may still be protected for a while
◦ In most countries: only publication after 18m.
You may withdraw application any time
publication
◦ In USA: possible to request non-publication of

the patent application until the patent is issued

5. Once patent published → TS lost
in ALL COUNTRIES
◦ patent documents “easily accessible” to public
◦ if patent application published and later
rejected → you lose both patent and TS rights

Question 9
WHAT TO BEAR IN MIND IF

YOU SIGN A CONFIDENTIALITY
AGREEMENT FOR A CLIENT ?

Bringing it All Together
Example No. 1
• Decades ago, Coca-Cola decided to keep its
soft drink formula a secret
• The formula is only know to a few people
within the company
• Kept in the vault of a bank in Atlanta

• Those who know the secret formula have
signed non-disclosure agreements
• It is rumored that they are not allowed to
travel together
• If it had patented its formula, the whole
world would be making Coca-Cola
ONLY IIPS 84
 In 1996, Brazil revamped its intellectual property laws. Trade
secrets are protected under the rubric of "unfair competition."
Borrowing from U.S. law, a variant of the Section 757 (6-factor) test
is used to determine whether a particular piece of information
qualifies as a trade secret, Common knowledge, knowledge in the
public domain, or knowledge that is apparent to an expert in the
field cannot qualify for protection as trade secrets.
 The trade secret owner must take positive steps to safeguard the
secrecy of the information.
 The full panoply of relief is available--compensatory damages,
punitive damages and injunctions.
 There are also criminal sanctions available against anyone who
releases, exploits, or uses without authorization a trade secret to
which he or she had access by virtue of a contractual or
employment relationship.

ONLY IIPS 85
 Effective June 15, 1991, Japan enacted a national trade secrets law.
 Trade secrets include any "technical or business" information that
has commercial value, is not in the public domain, and which has
been "administered" as a trade secret. Infringement occurs when a
person procures a trade secret, by theft, fraud, or extortion or when
there is an unauthorized use or disclosure of a lawfully acquired
trade secret for unfair competition.
 An injured party may obtain injunctive relief and damages.
 The trade secret holder may also request destruction of any articles
that have been manufactured as a result of the illegally obtained
trade secret.
 The statute has similarities to the Uniform Trade Secrets Act.
 For sample, there is a 3-year statute of limitations after discovery of
the trade secret violation. There are no criminal penalties in the
statute.

ONLY IIPS 86
 The Law of the People's Republic of China (PRC) against
Unfair Competition (Unfair Competition Law) was
promulgated by the State Council in September 1993
and became effective on December 1, 1993.
 This is China's first trade secret law.
 The term "trade secrets" is defined as technical and
management information that is unknown to the public,
can bring economic benefits, is of practical value, and
for which the rightful party has adopted measures to
maintain its confidentiality.
 Article 10 of The Unfair Competition Law prohibits
business operations from engaging in certain acts and
the law also provides for the remedies in case of
infringement of trade secrets.
ONLY IIPS 87
 In 1991, Korea also amended its laws to
provide statutory protection for trade
secrets.
 This law, effective December 15, 1992, was
enacted during US litigation between GE and
a Korean firm that had acquired GE trade
secrets from a former GE employee.
 The revised Unfair Competition Prevention
Act (UCPA) defines trade secrets and
Misappropriation ("infringing" acts).

ONLY IIPS 88
 Israel has a criminal statute (Penal Law 1977 Section
496) prohibiting the disclosure of trade secrets by an
employee.
 Employee contracts enjoin employees from using trade
secrets and industrial know-how. There is an implied
obligation of confidentiality between employers and
employees.
 Besides the abovementioned countries many more
countries like United Kingdom, Canada, Mexico, France,
Germany, Czech Republic, Hong Kong etc. provide
protection for trade secrets, or confidential or
undisclosed information through their various old and
new laws.

ONLY IIPS 89
The Art of Handling It!
‘Well-drafted’ contracts are the principal (if not the only)
way to protect trade secrets in India.
Be mindful provisions such as Sec. 27 of the Contract Act
Ensure maximum back-to-back obligations with

Independent Contractors and Employees;
Avoid Litigating: Choose for arbitration to resolve

disputes – ensure the contract qualifies for International
Commercial Arbitration – Choose carefully the venue, the
Rules of Arbitration, the Law governing the enforcement
of the arbitral award
In the event of a litigation – focus on getting a favorable

injunctive relief at the interim stage itself.

CASES

ONLY IIPS 91
 The High Court of Bombay on January 30,
2009 passed an order in favour of
 Bombay Dyeing & Mfg. Co. Ltd (“Plaintiff”) in
the matter concerning the alleged breach by
 Mr. Mehar Karan Singh (“Defendant”) of the
conditions of service and the Wadia Group
Companies’ code of conduct.

 The facts as captured in the order reveal that
the Defendant had entered into an employment
agreement with the Plaintiff, wherein the
Defendant had unequivocally agreed not to
divulge or disclose to any person the
confidential information and knowledge
obtained by him during his employment,
including information pertaining to the business
and affairs of the Plaintiff, trade secrets, list of
the Plaintiff’s customers, suppliers etc., even
after he ceases to be in the service of the
Plaintiff.
ONLY IIPS 93
 The Defendant was no more in the service of the
Plaintiff.
 The Hon’ble Judge, A.V. Nirgude, J. declined to
accept the Defendant’s contention that
 the Defendant was not aware of the Plaintiff’s
confidential information etc., as there was
strong reason to believe that the Defendant had,
being the senior officer of the Plaintiff having
had opportunities to attend the board meetings
etc. and to have access to the records of the
Plaintiff, acquired information, knowledge etc.
of the confidential nature of the Plaintiff.
ONLY IIPS 94
 Further, there was no reason why the
Defendant should not abide by the above
mentioned restriction after his service
with the Plaintiff came to an end.

ONLY IIPS 95
 The Hon’ble Court directed the Defendant to
abide by the covenants of the employment
agreement as entered into by the Defendant
for a period of eighteen months from January
30, 2009 or till the disposal of the motion,
whichever occurred earlier.
 The limitation of the period of eighteen
months was given with regard to the fact
that the information, knowledge etc.
acquired by the Defendant during the course
of his employment had limited relevance.

 (i)The Defendant shall not, in any manner, divulge or hand over the
confidential information contained in the manual of the software
attached to the E-mail of the Defendant dated 15.12.2007 as also
the Memorandum of Understanding attached to the Defendant s E-
mail dated 21.2.2008 relating to the Goa property of the Plaintiff 47
nm-4248 to any person or Company or any of the Plaintiff s
competitors or utilise the same for the Defendant s own use in any
manner whatsoever.
 (ii) There shall be no order in respect of the particulars of the
information contained in paragraph 17 of the Plaint.
 (iii) Prayer (b) is refused. However, the Plaintiff shall be entitled to
separately sue in respect of the said prayer and apply for relief in
that Suit.
 (iv)The Notice of Motion is disposed of.
 (v)No order as to costs.

 In Emergent Genetics v. Shailendra Shivam and Ors; Suit
No. 50 of 2004 before the High Court of Delhi at New
Delhi the defendants were a group of ex-employees who
allegedly stole germ plasm from the Plaintiff and came
out with a new cotton hybrid variety with the same
genotypic features as the one developed by the Plaintiff.
 Relying upon the principle of breach of confidentiality
the court restrained the defendant from marketing and
selling the said cotton hybrid seeds.

ONLY IIPS 98
 Plaintiff 1: Emergent Genetics India Pvt. Ltd. (formed as
a result of a Joint Venture between Hindustan Lever
Limited (HLL) and Emergent Genetics LLC) is a company
engaged in research and development, processing and
sale of seeds in India
 Defendant 2: Pradham Biotech Pvt. Ltd. is an Indian
incorporated company
 Defendants 1, 3, 4: Shailendra Shivam and Ors. are
Plaintiff’s former employees
 Defendant 5: CEO of Seeds India (a partnership firm
which processes and packages seeds and used to
process seeds for Plaintiff.

ONLY IIPS 99
 Facts
 Plaintiff alleged that D1, D3 and D4 were involved in
passing information of Plaintiff’s seed varieties to D2.
 It found that D2’s seed varieties were genotypically
similar to its own seed varieties having subjected the
latter’s seeds to a DNA Fingerprinting Test (a test
whereby the genetic makeup of two seeds is compared).
 It therefore sought a permanent injunction from the
court restraining the defendants from manufacturing,
selling or offering to sell their seeds.
FOR EDUCATIONAL PURPOSE 10

ONLY IIPS 0
 Main Issue
 Though this case involves a number of issues
including genotypical similarity of seeds,
violation of trade secrets etc, in this post I
will be specifically dealing with the issue
pertaining to copyrightability of gene
sequences.

ONLY IIPS 1
 Plaintiff’s Contentions
 Plaintiff contended that since the products were genotypically similar, D2 had reproduced its
unique sequencing formula and this amounted to copyright infringement of the plaintiff’s literary
work. In order to bring DNA sequences under the ambit of a literary work, it was contended that
they were similar to computer programmes carrying a set of instructions.
 S.13. of the Copyright Act, 1957 (“Act”) states that copyright subsists is any (a) original literary, ..
works;
 Under S.14, literary work is one of the items wherein exclusive rights can be claimed so as to
amount to copyright.
 S.2 (o) of the Act states “literary work” includes computer programmes, tables and compilations
including computer “literary data bases;
 S.2(ffc) states, “computer programme” means a set of instructions expressed in words, codes,
schemes or in any other form, including a machine readable medium, capable of causing a
computer to perform a particular task or achieve a particular result;
 The Plaintiff contended that a DNA sequence would amount to a literary work because
 It was capable of being expressed in writing or by analogous means
 It was analogous to a computer programme as it was a set of instructions not intended for direct
application by the human mind.
10
 Further it was contended that a DNA sequence could be an original
work since it would not have existed but for the toil and effort of its
creators who had put in their skill and labour into the process of
decoding and recoding the sequence. In this case the sequence
came into existence as a result of the hybridization process by the
Plaintiff.
 In support of this contention Plaintiffs relied on, “Modern Law of
Copyrights and Designs” Laddie, Prescott and Vitoria, Chapter 21,
2nd Ed. which states, that though a sequence is copied from nature
it can still satisfy the criteria of originality because further
independent skill, useful labour, knowledge or judgment may have
been applied to it and sometimes modifications and variations are
also introduced by scientists.

ONLY IIPS 3
 Defendants Contentions
 Defendants on the other hand countered the arguments of the Plaintiff stating:
 The Copyright Act is inapplicable in this case as S.2 (o) does not extend to cover
mere compilation of sequences.
 The process of DNA sequencing does not involve any literary work. In fact no
copyright exists with respect to DNA sequencing anywhere in the world.
 There is no similarity between a computer programme and DNA sequencing.
 Though ‘fixation’ is not a requirement under Indian copyright law, knowledge and
expression of an idea are essential.
 There is no originality in the mere copying or compiling of gene or similar hybrid
sequences which could be taken down in tangible form by anyone.
 Further, there exists no separate patent regime for plants and seeds in India. S.3(j) of
the Patents Act, 1970 specifically excludes rights to patents with respect to seeds.
The Indian Patents Act thus takes away the rights of any inventor in respect of seeds,
varieties and species. The lack of patent protection to seeds and agricultural
methods means that the lawmakers did not want to confer intellectual property
monoply in that sphere as a a matter of policy.

ONLY IIPS 4
 Judgment
 The court ruled after hearing both sides on the matter of copyright ability
of DNA sequences ruled:
 Originality: The standard of originality required under Indian copyright law
is more than mere sweat of the brow but less than a modicum of creativity.
(Eastern Book Company v. DB Modak 2008 (1) SCC 1. Our law mandates
that only those efforts which create work that are somewhat different in
character and involve some intellectual effort and minimum degree of
creativity result in copyrightable work. Therefore sequences obtained from
nature cannot be considered to be original. The scientist involved in gene
sequencing ‘discovers’ facts and does not independently create them.
These sequences are merely copied from nature that contains codes for
proteins. The minimum creativity threshold is not satisfied. However the
court does not address the contention of the Plaintiffs that the sequences
can be original since they came into existence as a result of the
hybridization process used by the Plaintiff. Therefore they amount to
something more than mere ‘sweat of the brow’ and by that measure they
may satisfy the minimum creativity threshold.

ONLY IIPS 5
 IP Protection: If the process by which gene sequences are created,
or isolated does not receive intellectual property protection and is
expressly denied patent protection by virtue of S.3(j) of the Patents
Act, 1970 then it is inconceivable that the observation and
compilation of the consequence of that process which is a natural
consequence can receive an extremely wide protection as a “literary
work”.

ONLY IIPS 6
 Idea- Expression Merger Doctrine: If the use of an idea or
procedure requires copying of a Plaintiff’s expression, there is no
copyright infringement (idea-expression merger doctrine). When
there is only one or very few ways of expressing a particular idea
then the expression merges with the idea. Since no copyright exists
in ideas, the merged expression/idea is incapable of copyright. The
idea-expression merger doctrine was first developed in the US
in Baker v. Seldon 101 U.S. 99 (1879). More on this doctrine can be
read here and here and also in Ang Steven, Idea- Expression
Dichotomy and Merger Doctrine in the Copyright laws of the US and
UK 2 Int’l J.L. & Info. Tech. 111 1994. The idea of combining various
gene components can be expressed in limited ways. Granting
copyright protection would mean that others are precluded from
expressing such ideas, therefore there is a merger and as a result a
lack of copyright protection.

ONLY IIPS 7
 Computer Programmes v. DNA Sequences: The only
similarity that exists between the two is that they are a
set of instructions for something to be done. However
unlike computer programmes which are flexible and can
have the same instruction expressed in numerous
different ways (through different programme
languages), DNA instructions for producing proteins can
only be expressed in the form of nucleotide sequences
i.e. the manner of stating the process or method of
protein production is confined to one expression or
programme.

ONLY IIPS 8
 With this case we finally have a ruling on the interesting debate on
copyright ability of DNA sequences which had been brewing for sometime.
For those interested in reading more viewpoints on this issue, IP Kat carried
two posts way back in 2005 laying out the differing view points of industry
experts
 There is also a more recent article by Christopher M. Holman, Copyright for
Engineered DNA: An Idea Whose Time Has Come? 113 W. Va. L. Rev. 699
where he argues in favour of copyright protection for engineered DNA,
essentially he discusses the benefits of copyright over patents, the analogy
between computer programmes and engineered DNA sequences and
debunks the idea-expression merger doctrine’s applicability to engineered
DNA sequences. For arguments against copyrighting DNA sequences one
can read James G. Silva’s article, Copyright Protection of Biotechnology
Works: Into the Dustbin of History? 2000 B.C. Intell. Prop. & Tech. F.
012801
10
 In the case of Krishan Murugai v. Superintendence Co. of India Pvt.
Ltd. case,[9] in which the plaintiff carried on the business of
inspecting merchandise to assess quality.
 The plaintiff developed its own techniques for quality testing and
control and claimed that such techniques, as well as its clientele,
were its trade secrets.
 The defendant was employed as a manager under a contract which
stipulated that he would not join or run a competitive business for
two years in the vicinity of his employment by the plaintiff. It was
further stipulated that he would not reveal the secrets of the
plaintiff to other parties.
 After termination of his service, the defendant started a business
identical to the plaintiffs under a similar name.
 He joined with the plaintiff’s competitors, solicited the plaintiff’s
clientele, and employed the same techniques learned during his
employment with the plaintiff.

ONLY IIPS 0
 The plaintiff brought a suit for an injunction entirely
based upon the employment contract. The defendant
alleged that the contract, being in restraint of trade, was
void by virtue of Section 27 of the Contract Act. The
court held:
1. Under the old Contract Act (i.e., prior to 1932), a

reasonable restraint of trade was valid but the amended
Section 27 of the Act provides for otherwise. It only
provides for one exception, namely, the seller of
goodwill of a business may agree to a reasonable
restriction of his trade. There is no exception in the case
of a master and servant relationship.

ONLY IIPS 1
 2. A restraint to operate a competitive
business during employment is valid but if
the restraint operates after the expiry of
employment, it is illegal and void.
 This case struck a distinction between a
contract of service and a contract for the
sale of business and clearly held that
English law, inasmuch as it is inconsistent
with the absolute terms of Section 27, is
irrelevant.

ONLY IIPS 2
 It went on, however, to analyze the
situation assuming the principles of
English law to be applicable. On the facts,
the court held that the defendant was not
doing any technical work, had no scientific
background nor any specialized training
and, in the circumstances, it could not be
said that this was a case relating to trade
secrets.

ONLY IIPS 3
 As regards the customers list, the court
held that this can only be protected if the
defendant was shown to exercise some
influence over the employer’s customers.
 Under the circumstances, the injunction
was denied.

ONLY IIPS 4
 This case relied upon the Niranjan
Shankar Golakari case.
 Commenting upon the above Supreme
Court decision, the court held:
 The injunction operating after the period
of service was confined to the divulgence
of trade secrets only.
 In the present case, no such trade secrets
have been shown to be imparted to the
defendant.
ONLY IIPS 5
 The court further held that “if any secrets
as having been passed on to the
defendant had been pleaded by the
plaintiff and the facts pleaded could have
shown that there were trade secrets, the
plaintiff would have been entitled to a
temporary injunction against the
defendants ordering them not to divulge
these trade secrets.”

ONLY IIPS 6
 This case went up on appeal to the Supreme Court.
 The majority of the Court, comprising Justice B.D.
Tulzapurkar and Justice N.L. Untwalia, stated that the
appeal raised two substantial questions, namely:
 (1) whether a post-service restrictive covenant in

restraint of trade as contained in clause (10) of the
service agreement between the parties, is void under
Section 27 of the Indian Contract Act; and
 (2) whether the said restrictive covenant, assuming it to

be valid, is on its term enforceable at the instance of the
appellant company against the respondent.

ONLY IIPS 7
 On the first question, they noticed the respective
arguments of counsels, but, in the end, decided the
appeal in favor of the defendant on the second question,
stating that they did not propose to discuss or decide
whether a post-service restrictive covenant in restraint
of trade can ever be reasonable or must necessarily be
void.
 However, Justice A.P. Sen in his separate opinion, held
that under Section 27 a restrictive covenant extending
beyond the termination of the service is void.

ONLY IIPS 8
 In Shree Gopal Paper Mills v. SKG Malhotra, A.N.
Ray, J., noticed a distinction between cases of
master and servant agreements on the one hand
and cases relating to the sale of business on the
other.
 Judge Ray stated that there is obviously more
freedom of contract between buyer and seller
than between master and servant, on account of
which restraints are imposed more readily in the
case of sale of goodwill than between master
and servant.

ONLY IIPS 9
 In this case, a suit for injunction was filed
by the plaintiff to restrain the defendant,
during the continuance of the agreement
of employment, from giving his services or
advice to any person other than the
plaintiff or from competing with the
plaintiff.
 The plaintiff was engaged in the
manufacture of paper and trained
graduates in this line on their agreeing to
serve the plaintiff for a period of 20 years.
ONLY IIPS 0
 American Express Bank Ltd. v. Ms. Priya Puri
Delhi High Court, in this case defined trade
secrets as “… formulae, technical know-how
or a peculiar mode or method of business
adopted by an employer which is unknown to
others.”

ONLY IIPS 1
 Michael Heath Nathan Johnson v. Subhash
Chandra And Ors and John Richard Brady
And Ors v. Chemical Process Equipments P.
Ltd. And Anr took note of the contentions of
the counsels who referred to English
decisions to define trade secrets

ONLY IIPS 2
 Mr. Anil Gupta and Anr. v. Mr. Kunal
Dasgupta and Ors[4] the Delhi High Court
held that the concept developed and evolved
by the plaintiff is the result of the work done
by the plaintiff upon material which may be
available for the use of any body, but what
makes it confidential is the fact that the
plaintiff has used his brain and thus
produced a result in the shape of a concept

ONLY IIPS 3
 A. Burlington Home Shopping Pvt. Ltd. Vs Rajnish
Chibber
The main issue in this case was whether a database
consisting of compilation of mailing addresses of
customers could be subject matter of a copyright and
whether the defendant can be said to have committed
infringement of the plaintiff's copyright?
 The court held “a database consisting of compilation of
mailing addresses of customers can be subject matter of
a copyright and if used by the defendant will amount to
an infringement”

ONLY IIPS 4
 B. Mr. Diljeet Titus Vs Mr. Alfred A. Adebare
and Ors.
In this case the issue was whether
compilation of list of clients and their
addresses amounts to a 'literary work'
wherein the author has a copyright?
 The Court came to the conclusion that list of
clients and their addresses amounts to a
literary work, which falls under the purview
of the copyright act.

ONLY IIPS 5
 Mr. Anil Gupta and Anr. Vs. Mr. Kunal Dasgupta and Ors
 There were two main issues before the court in this case.
 First was, Can there be a copyright in an idea, subject matter,
themes, and plots based on historical characters and the second
was, Where the theme is the same but is presented and treated
differently so that the subsequent work becomes a completely new
work, does a question of violation of copyright arises.
 The court held “concept developed and evolved by the plaintiff is the
result of the work done by the plaintiff upon material which may be
available for the use of anybody but what makes it confidential is the
fact that the plaintiff has used his brain and thus produced a result
in the shape of a concept”.
 And therefore the plaintiff can claim copyright over it.
12
 Puneet Industrial Controls Pvt. Ltd. Vs. Classic Electronics
 One of the issues in this case was whether the defendants are guilty
of infringement of the plaintiffs Copyright under Section 51 of the
Copyright Act, 1957.
 In this case the plaintiff who was engaged in the manufacturing and
selling broad range of electric goods, alleged that his relative,
misusing the trade secret and confidential information, had started
his own manufacturing unit and started imitating the products of
the plaintiff.
 The court held that plaintiff had copyright over the information and
restrained the defendants from imitating the products of the
plaintiff.

ONLY IIPS 7
 In the above cases attempt has been made to protect their trade
secrets under Copyright Act.
 The primary attempt of the Court in the above cases is to determine
whether the trade secret falls within the definition of designs and
copyrights in the respective Acts.
 But the courts have not shown consistency in their stand.
 In Burlington Home case, the Delhi High court held that customer
list could be protected as copyright.
 The same court took the opposite view in American Express case,
because, the court held, in the case of a customers list there is only
compilation and no adaptation.
 The courts have also held that copyright can be claimed over
industrial drawings.
12
 Tractors and Farm Equipment Ltd. Vs. Green
Field Farm Equipments Pvt. Ltd. and Ors.
 The picture that emerges from the above
case law is that the court shall entertain
injunction only if the same is protected either
through Copyright or Designs along with a
non-disclosure agreement.

ONLY IIPS 9
 Control Print (India) Limited Vs. Sanjay
Sribastab and Ors
The Court held that in order to prove that the
confidential information will be or is being
used by the ex-employee, it has to be proved
to the satisfaction of the court that the ex-
employees or the defendant by virtue of the
their employment had access to the secret
information which was not available to any
outsider unless this is proved there is no
scope of granting injunction.

ONLY IIPS 0
 Niranjan Shankar Golikari Vs.The Century
Spinning and Mfg. Co. Ltd
This case is an appeal against grant of
temporary injunction and the court
dismissed the appeal on the ground that
Negative covenants operative during period
of contract do not fall under Section 27.
 Therefore the Contract does not amount to
restraint in trade.

ONLY IIPS 1
 Ambiance India Pvt. Ltd. Vs. Shri Naveen Jain.
The relief sought here was an order of ad interim
injunction till disposal of the suit and the same was not
granted.
 The Court was of prima facie view that the Agreement
between the parties prohibiting the defendant for two
years from taking employment with any present, past or
prospective customer of the plaintiff is void and hit by
Section 27 of the Indian Contract Act.
 This stipulation was prima facie against public policy of
India and an arm-twisting tactic adopted by an employer
hence relief sought for an order of ad interim injunction
till disposal of the suit and the same was not granted on
these grounds.
ONLY IIPS 2
 Pepsi Foods Ltd. and Others Vs. Bharat Coca-
Cola Holdings Pvt. Ltd. & others[19]
Relief sought here was an injunction
restraining the defendant during the
continuance of the agreement of
employment and the same was not granted.
 The court held that the agreement was in
restrain of trade.
 The Court also held that the freedom to seek
employment cannot be curtailed and no
injunction to such an effect can be granted
ONLY IIPS 3
 Sociedade De Fomento Industrial Ltd. & Ors V.
Ravindranath Subraya Kamat & Ors[20]
The relief sought was an order of permanent injunction
and it was not granted.
 The court held that the said clause restrained the
defendants only from doing any activity competing with
the business carried out by the plaintiff's company.
 The restraint clause didn’t prevent doing business to the
business carried out by the plaintiffs Companies.
 Merely because the defendants have started similar
business it cannot be said that the same amounts to
competition with the business of the plaintiffs
companies

ONLY IIPS 4
 Sandhya Organic Chemicals P. Ltd V. United
Phosphorous Ltd
Relief sought here was an order of permanent
injunction and the court dismissed the petition
on the ground that it was not open to the
plaintiffs to seek injunction against the
defendant, esp. when the plant manager was
not in the service of the plaintiff the plant
manager cannot be restrained for all times to
come from using his knowledge and experience
which he gained during the course of his
employment with the plaintiff.
13
 From the cases discussed we can clearly see that in India
trade secrets have been protected using common law
principles like equity and fraud.
 In most cases of these they have been refereed under
Section 27 of the Indian Contract Act. Relief claimed in
these cases, are enforcement of Non-Disclosure
Agreements between the employee and the employer.
 The courts have been very reluctant to enforce
covenants, which put post employment restrains on the
employee.
 The courts have seen these cases as a clash of two
interests, the right to livelihood of the employee and
right to make profit of the employer.
13
 So it is quite clear from these cases that the courts have
try to protect the interest of the employees rather than
the employer and in all these cases the court has taken a
different stand in the circumstance of the respective
case there is no uniform rule.
 This is where the problem starts when there is no
uniform rule you cannot be sure of in which direction
the court may lean on, this apprehension discourages
development of ideas and Investment by companies in
areas where they can protect their Intellectual Property
through investment but if we have policy like a
legislation this will give a uniformity for protection of
Trade Secrets then the courts will have to be bound by
the legislation.
13
 Although realizing the need of legislation
for the protection of trade secrets, the
Indian legislature came up with a bill
named as “The Personal Data Protection
Bill” which was introduced in Rajya Sabha
on 8th December, 2006, but unfortunately
the bill has not been passed till now and
is pending the approval of the Indian
Parliament before it can become an act.
13
 Employee Confidentiality and Non Competing
Agreement
 Define Confidential Information broadly [use
of words like “include”, “but not limiting to”,
“such as”, “third party information” etc.]
 Applicability of agreement [post
employment]
 Non-authorized disclosure/use illegal
 Extent of Inevitable disclosure
 Disclosure to be authorized by BOD of
company
13
 In case trade secret generated by employee
only
 Best interest of company
 Limiting access to confidential information
 Covenant not to compete
 Define competing activities
 Not to engage in conflicting and competing
employment
14
 Termination of Agreement
 Termination statement
 Mode of Adjudication [Arbitration, Litigation
subjected to territorial jurisdiction]
 Injunctive Relief
 Invention Assignment Agreement
 Applicability of agreement
 Definition of subject ideas or inventions
 Company ownership/Assignment of
invention
 Injunctive Relief and Arbitration
14
 Contracts, it will be necessary to execute
following agreements: -
 Consulting Agreement For Independent
 Consultant With Non-Competition Clause
 Consultant Non-Disclosure Agreement
 Non-Disclosure Agreement
 Strategy in case of dispute
 Invoke Private contract
 Arbitration
 Criminal liability
 Civil liability
ONLY IIPS 2
CAN YOU KEEP A SECRET
Thank you
14

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TRADE SECRET

FOR EDUCATIONAL PURPOSE ONLY IIPS 1

• Information that has commercial value

• Owner will be entitled to legal

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WHAT KIND OF INFORMATION

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WHAT MAKES SOMETHING A

When do you have

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1. The information must be secret

2. It must have commercial value because it’s

3. Owner must have taken reasonable steps to

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• “not generally known among or easily accessible to

• What is ‘generally known’ in the industry?

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• Not required that be known only by one person

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• This benefit must derive specifically from the fact that

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• Under most TS regimes, you cannot have a TS unless

• ‘Reasonable’ → case by case

• Importance of proper TS management program

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When can you seek Legal

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No legislation governing Trade Secrets

Protection by way of Contracts

Recognition of legal rights in Trade

Past cases show attempts to combine

Other statutes such as the IT Act is

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The Specific Relief Act and the

Contract Act governs the validity

Arbitration is the preferred route

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The plaintiff conceived the idea of ‘Swayamvar’, a reality television show

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Research revealed 21 reported cases relating to trade secrets

Of the 21 cases, 20 related to breach of confidentiality by employees