top of page
  • dstrawn

Board of Director Responsibility to Protect Trade Secrets

Updated: Feb 10, 2020

In 2017 the firm Baker McKenzie published a well-researched brochure entitled “The Board Ultimatum: Protect and Preserve –the Rising Importance of Safe Guarding Trade Secrets (the “Baker McKenzie Report”In 2017 the firm Baker McKenzie published a well-researched brochure entitled “The Board Ultimatum: Protect and Preserve –the Rising Importance of Safe Guarding Trade Secrets (the “Baker McKenzie Report”

This Baker McKenzie Report revealed, what was noted by its authors, as disturbing news, regarding the protection of an organizations “Trade Secrets”, noting that although nearly half of the 400 senior executives in the survey conducted by Baker McKenzie in preparing the Baker McKenzie Report said their trade secrets are more important than their patents and trademarks - less than one-third of companies have taken basic measures to protect their trade secrets despite the growing awareness of their importance.

Unlike patents and other forms of intellectual property, it’s much more difficult, if not impossible, to put the genie back in the bottle once a trade secret has become public. That makes it even more crucial for board-level executives to better understand the threats and manage those risks by taking action.



Realizing the limits of currently available Advanced Security Systems, including surveillance, The BAR Group team developed a unique cutting edge course designed to inoculate an organization against potential insider threat by addressing the source of all trade secret loss - the Human Factor. As suggested by the Baker McKenzie Report and emphasized in the SCHOTT study, our Insider Threat Awareness Training course provides each potential member and each existing member of the workforce a thorough understanding of: (i) the nature of trade secrets (including tangible and intangible); (ii) the laws protecting trade secrets (covering all forms of misappropriation, including memorization); and (iii) the consequences resulting from violation of these laws, including both the civil and criminal consequences (emphasizing the potential severe consequences for violation of these laws).

To verify this understanding, our Insider Threat Awareness Training program includes computer generated, recorded and archived, testing, designed: to verify the understanding of these concepts by an organization’s pre-hire candidates, before hiring, and work force members; providing an organization evidence of such understanding - evidence that can later be used in defense of a third party liability law suit and if enforcement is required.

We suggest that, it is important to provide this Insider Threat Awareness Training during the entire employment cycle including: pre-hire, recurring at scheduled intervals, incident reporting and investigation and upon termination/exit.

With this proven and archived understanding, not only are members your organization’s workforce empowered:

To avoid engaging in unintended misappropriation of the organization’s or a third-party’s trade secrets or inadvertent participation in an “Association” determined to be engaged in misappropriation of trade secrets.

To act as an advocate for an organization, confronting others who may be inadvertently or advertently considering or actually engaged in acts constituting misappropriation of trade secrets.

To assist in identifying and reporting possible plots or schemes they observe undertaken by co-workers or third-parties to misappropriate an organization’s trade secrets;

But members of the organization’s Board of Directors are capable of establishing that they have taken reasonable measures to avoid personal liability by assuring that both pre-hires along with existing work force members are fully aware of the nature of the information he or she possesses, as a possible trade secret, and the consequences resulting from a loss of the organization’s trade secrets.

13 views0 comments
bottom of page