Short Reads

Legislative proposal to protect trade secrets: update

Legislative proposal to protect trade secrets: update

Legislative proposal to protect trade secrets: update

07.08.2018 NL law

On 5 July 2016, the EU Trade Secrets Directive came into effect (Directive 2016/943/EU). The directive intends to harmonise rules regarding the protection of undisclosed know-how and business information (trade secrets) across all EU member states. As the directive is not directly applicable in the member states, each member state must enact national implementing legislation.

In the Netherlands, a legislative proposal for the purpose of implementing the directive has been submitted and is currently under review. It is not yet known when the legislation on trade secrets will come into effect.

At present, there is no legislation on the protection of trade secrets in the Netherlands. The legislative proposal that is under review introduces a definition of trade secrets. In order to enjoy legal protection, companies should ensure that their confidential business information is brought under the definition of trade secrets: (1) the information is secret and is not generally known among or readily accessible to persons within the circles that normally deal with such information, (2) the information has commercial value and (3) reasonable measures have been taken to keep the information secret (e.g. by including confidentiality clauses in contracts, by registering trade secrets or using digital measures such as encryption).

On the basis of the current legislative proposal, it will be possible to take action against unlawfully obtaining, using or disclosing trade secrets by third parties (e.g. employees or competitors). Entitled parties will have a number of options to protect their trade secrets. In addition, they will be provided with extra resources to fight trade secret infringements. They can, for example, demand a ban on the use or disclosure of trade secrets or bring an action for the recall or destruction of products. Under certain conditions, damages may also be claimed.

Once approved, the new legislation on trade secrets will give entitled parties the opportunity to protect their trade secrets and to deal firmly with trade secret infringers. In practice, it will probably also have an effect on the drafting of all sorts of confidentiality agreements (NDAs, confidentiality clauses in employment agreements, etc.) as the new legislation will introduce a new legal landscape.

Team

Related news

07.08.2018 NL law
General Data Protection Regulation comes into effect

Short Reads - On 25 May 2018, the European Union's General Data Protection Regulation (GDPR) came into effect. The GDPR replaces the EU's prior directive governing the processing and transfer of personal data, which was in place since 1995. As a regulation, the GDPR is directly applicable in all 28 EU member states and thus removes the need for national implementing legislation. However, the GDPR allows member states discretion in certain areas, as a result of which national legislation may still be implemented. In the Netherlands, the GDPR Implementation Act came into effect on 25 May 2018.

Read more

07.08.2018 NL law
Protection of listed companies against unsolicited takeovers, prevention of unwanted influences in the telecoms sector and protection of other vital sectors: latest developments

Short Reads - Following a recent series of (attempted) unsolicited takeovers by foreign bidders of Dutch listed companies, such as PostNL, Unilever and AkzoNobel, the protection of companies against unsolicited takeovers and the protection of vital sectors have received more attention in both the Netherlands and Europe.

Read more

31.07.2018 NL law
Can an SPV be misled before it exists?

Articles - Transactions are regularly structured through special purpose vehicles (SPVs). An SPV is often established at the end of the negotiations, just before signing the agreement. The other party to the agreement provides information and raises certain expectations during the negotiations. The individuals negotiating for the SPV do not necessarily become officers of the SPV once it is established.

Read more

07.08.2018 NL law
Boskalis v. Fugro: scope of a shareholder's right to put items on the agenda

Short Reads - Under Dutch law (section 114a of book 2 of the Dutch Civil Code), shareholders have the right to put items on the agenda of the general meeting. The question arises as to whether shareholders also have the right to force an (informal) vote in the general meeting on subjects which are not within their powers. A judgment of the Dutch Supreme Court of 20 April 2018 between Boskalis and Fugro focused on this question.

Read more

Our website uses cookies: third party analytics cookies to best adapt our website to your needs & cookies to enable social media functionalities. For more information on the use of cookies, please check our Privacy and Cookie Policy. Please note that you can change your cookie opt-ins at any time via your browser settings.

Privacy – en cookieverklaring