What a trade secret is
A trade secret is valuable business information that stays valuable because it is kept secret: a formula, a process, a customer list, a pricing model, source code.
India has no dedicated trade secret statute and no statutory definition. The draft Protection of Trade Secrets Bill, 2024 appended to the Law Commission’s 289th Report, drawing on TRIPS Article 39, would treat information as a trade secret if it is not generally known or easily accessible, has commercial value because it is secret, and is subject to reasonable steps to keep it secret. One summary of the draft adds a fourth condition, that disclosure would cause damage.[1] [2]
There is no registration. The protection lasts exactly as long as the secret does.
Not generally known
Information everyone in the trade already knows is not a secret.
Valuable because secret
The advantage comes from competitors not having it.
Reasonable steps
The holder must actually protect it, for example with NDAs, access controls and exit procedures.[2]
How the law protects secrets today
Without a statute, protection comes from several places at once. The sources I read name these:[2]
| Source | How it helps |
|---|---|
| Contract | Non-disclosure agreements and confidentiality clauses in employment, vendor, consultancy and licensing contracts. This is the strongest tool, because you define what is secret. |
| Breach of confidence (equity) | Courts restrain use or disclosure of information that was received in confidence, even without a contract. Interim injunctions are available if misuse is shown or credibly threatened. |
| Copyright | May protect the form of documents, drafts or code, though not the underlying information. Ownership questions can arise, as in the Diljeet Titus case below. |
| Criminal and cyber law | Depending on the facts, criminal breach of trust under the Bharatiya Nyaya Sanhita, 2023 (s.316) and ss.43 and 66 of the Information Technology Act, 2000 may apply. They supplement civil claims and should not be assumed. |
| Special orders | Anton Piller-type orders to preserve evidence are granted only in exceptional cases, with full and frank disclosure. |
Employees, non-competes and section 27
Section 27 of the Indian Contract Act, 1872 makes an agreement that restrains a person from a lawful profession, trade or business void to that extent, except on the sale of goodwill. Courts have generally not saved such restraints by applying a reasonableness test, so a confidentiality clause works best when it protects genuinely confidential information and does not act as a disguised post-employment non-compete.[2]
| Case | Court and year | Point |
|---|---|---|
| Niranjan Shankar Golikari v. Century Spinning | Supreme Court, (1967) 2 SCR 378 | A negative covenant operating during employment may be enforceable, depending on its terms and circumstances. |
| Superintendence Company of India v. Krishan Murgai | Supreme Court, (1981) 2 SCC 246 | A service covenant extending beyond the employment was void under section 27. |
| Percept D’Mark (India) v. Zaheer Khan | Supreme Court, (2006) 4 SCC 227 | Reaffirmed the restrictive approach to post-contract restraints. |
| American Express Bank v. Priya Puri | Delhi High Court, (2006) III LLJ 540 | Distinguished an employee’s general skill and experience from the employer’s confidential information such as customer data. |
| Diljeet Titus v. Alfred A. Adebare | Delhi High Court, 2006 (32) PTC 609 | Restrained use of improperly taken drafts and client-related material; copyright and ownership questions also arose. |
Case details are from a law-firm article; I did not open the judgments.[2]
The proposed law
In March 2024 the 22nd Law Commission of India submitted its 289th Report, "Trade Secrets and Economic Espionage", with a draft Protection of Trade Secrets Bill, 2024.[1] [2]
Civil remedies only
Interim, ex parte and permanent injunctions, and damages. A criminal provision in an earlier draft was dropped after consultation. Suits would go to the commercial courts.[1]
Lawful acquisition
Independent discovery and reverse engineering are not wrongs (draft s.4).[1]
Whistleblowers
Disclosure that exposes an unlawful act or professional misconduct, or is made in good faith in the public interest, is protected (draft s.5).[1]
Employee skills
The experience and skills an employee gains in normal practice are not trade secrets (draft s.2(f)).[1]
Emergencies
The government could license trade secrets to third parties or itself during a public emergency, with confidentiality duties and termination when the emergency ends.[1]
No registry
The report rejected a mandatory registry of trade secrets.[1]
One law-firm article dated 23 October 2025 still described the Bill as a draft and did not say whether it had been introduced in Parliament. I found nothing newer, so read the proposals as proposals and check Parliament’s records for the current position.[2]
Secret or patent?
If you have an invention, the choice between keeping it secret and patenting it is a real one.
| Trade secret | Patent | |
|---|---|---|
| Cost to obtain | No filing; you pay for the protective measures. | Filing, examination and renewal fees. |
| Disclosure | None. Disclosing it publicly ends the secret. | The specification is published. |
| Duration | As long as it stays secret. | Twenty years from filing. |
| Against independent discovery | No protection. The draft Bill treats independent discovery and reverse engineering as lawful. | Protects against others even if they invented it independently. |
| Registration | None. | Required. |
The patent column rests on the Patents Act pages in this series. The patent column’s point about independent invention is general patent law, which I did not check against a source for this page.
Protecting a secret in practice
The law firm article I read lists these steps. They apply whether or not a statute is passed, and the draft Bill itself expects a holder to show reasonable measures.[2] [1]
- Define itName the information that is secret: source code, know-how, pricing, customer databases. Do not call all employee knowledge proprietary.Be specific
- Contract itUse tailored NDAs and confidentiality clauses with employees, vendors and consultants.Written terms
- Limit accessNeed-to-know access with authentication and permissions, and documented policies, markings and employee acknowledgements.Keep a record
- Control exitsRevoke access promptly, recover devices and documents, remind departing staff of their duties.Exit checklist
- Preserve evidenceKeep emails, access and download logs and repository history, with chain of custody, and act quickly once a leak is suspected.Delay weakens urgent relief
What this page does not cover
- The text of the draft Bill. I read summaries of it, not the Bill itself.
- The text of any judgment. The case notes come from a law-firm article.
- Foreign trade secret laws, and how the draft Bill compares with them beyond the TRIPS and EU references in the article.
- Whether the Bill has moved since October 2025.
References
Links are pages I opened while building this page. Where a source is a law-firm or explainer article rather than the Act itself, it is labelled secondary.
- Law Commission’s 289th Report: Trade Secret and Economic Espionage. SpicyIP, 13 May 2024. secondary The report PDFs are dated March 2024.
- Protecting Trade Secrets in India Without a Statute. Khurana & Khurana. secondary Case law, section 27, remedies and practical steps. Also: India’s Push for a Trade Secret Law, 23 October 2025, for the status of the Bill.