UKRAINE Law and Practice Contributed by: Yaroslav Ognevyuk, AMBASSADORS
5.2 Reasonable Measures and Confidentiality Protection of trade secrets in Ukraine depends on the implementation of “reasonable measures” to main- tain confidentiality. This requirement is not assessed abstractly but as a concrete and verifiable system of organisational, contractual, and technical controls. Courts assess whether the owner has taken active steps to restrict access to the information and to signal its confidential nature. This includes internal policies defining trade secrets, access limitation mechanisms, employee training, and the use of confidentiality mark- ings or classification systems. Such measures must be consistently applied rather than merely declared. Contractual safeguards play a central role. Non-dis- closure agreements, employment contracts, and con- tractor arrangements should clearly define the scope of confidential information, obligations of non-use and non-disclosure, and post-termination restrictions. Generic or overly broad clauses are often insufficient, particularly in disputes involving highly technical or evolving information. Technical measures are increasingly relevant, espe- cially in technology-driven sectors. Access logs, data segmentation, encryption, and monitoring of informa- tion flows may serve as key evidence in demonstrating that confidentiality was actively maintained. Disclosure to employees or third parties does not, in itself, destroy trade secret protection, provided it occurs under conditions of confidentiality and within a controlled framework. Uncontrolled or undocumented disclosure may be treated as a loss of secrecy, par- ticularly where access is not limited or contractual protections are absent. A recurring risk arises in the context of employee mobility and collaboration with external partners. Disputes often turn on whether the information was genuinely protected at the time of access rather than on the fact of subsequent use. “Reasonable measures” in Ukraine operate not as a formal requirement but as an evidentiary threshold. Trade secret protection exists only to the extent that
confidentiality is demonstrable, documented, and enforceable in practice. 5.3 Misappropriation of Trade Secrets Misappropriation of trade secrets in Ukraine encom- passes both unlawful acquisition and unauthorised use or disclosure of confidential information. This includes direct theft or copying, as well as access obtained through breach of contractual obligations, abuse of trust, or circumvention of confidentiality safeguards. Disputes rarely involve overt misappropriation. They more often arise in the context of employee mobility, where individuals move between competing compa- nies and carry with them knowledge, data, or techni- cal solutions developed in prior roles. Courts focus on whether the information qualifies as a protected trade secret and whether it was subject to effective confidentiality measures at the time of access. A key challenge lies in distinguishing protected infor- mation from general professional knowledge or expe- rience. Courts draw a line between transferable skills and confidential business assets, but the distinction is highly fact-specific and frequently contested. Disputes involving joint ventures or collaborative pro- jects present additional complexity. Where informa- tion is shared between parties, the absence of clearly defined ownership, permitted use, and confidentiality boundaries may give rise to claims of misappropria- tion. Courts examine contractual provisions, the par- ties’ conduct, and the structure of their co-operation. Competitor-related disputes frequently involve indi- rect forms of misappropriation, including the use of similar technical solutions, customer data, or business models. Proving unlawful acquisition in such cases requires a combination of documentary evidence, expert analysis, and, increasingly, digital forensics. The evidentiary burden is substantial. Claimants must demonstrate the existence of a trade secret, the imple- mentation of reasonable protection measures, and a causal link between the alleged misappropriation and the defendant’s conduct. Failure to establish any of these elements may result in dismissal of the claim.
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