Legislative Memo

Ken Pokalsky
T 518.465.7517 x205


A.2296 (Schimminger)/S.162 (Alesi)



Uniform Trade Secrets Act


A.2296 (Schimminger) /S.162 (Alesi)


March 17, 2008


The Business Council supports adoption of the Uniform Trade Secrets Act in New York, and therefore supports passage of this legislation.  In adopting this Act, New York will join 45 other states in providing business with clear and appropriate statutory protection for their intellectual capital, and help make New York's governance of business practice more consistent with that used by a majority of states.

In our increasingly knowledge-based economy, information and new technologies are critical to business success.  In order to foster this growth, New York needs to protect and promote intellectual capital.

This legislation supports protection of intellectual capital by updating and codifying common law protections of trade secrets.  It also clarifies the rights and remedies available to owners of trade secrets, and clarifies common law by providing precise definitions of fundamental concepts.

Among its key features, the bill provides a clear definition of “trade secret” (i.e., information that derives independent economic value from not being generally known to, and not being readily ascertainable by proper means by, and is the subject of efforts that are reasonable under the circumstances to maintain its secrecy); defines “misappropriation” as the acquisition of a trade secret by improper means; and allows for injunctive relief, damages and attorney costs for persons affected by the misappropriation of their trade secrets.

The UTSA was developed by the National Conference of Commissioners on Uniform State Laws to codify and replace common law provisions governing the protection of trade secrets that had developed in most states.

At present, New York is one of only five states that have not adopted the uniform statute.

Without clear, comprehensive and uniform rules regarding the protection of trade secrets, businesses and entrepreneurs in New York whose economic success rests on their development of technology and information will find themselves at risk.

For these reasons, The Business Council supports A.2296 and urges its approval by the Assembly Economic Development Community