Think back to third grade. Remember that crush you had on that cute girl or boy in your class? And you told your best friend and swore them to secrecy? And then they told EVERYONE in the class? And you wanted to die? But apparently you didn’t because here you are, reading this, presumably not in third grade because most third graders don’t read blogs about accounting! Anyway, that secret was “confidential” information. And your friend spilling the beans was a breach of confidentiality. If you two were adults, you could sue your friend for damages.
Who said kids have all the fun?
What is confidential information
In a nutshell, the definition hasn’t changed that much since you were eight. It’s information that (1) belongs to the holder (e.g. a person or a business) and (2) is not public knowledge. In other words: secret stuff. Examples of confidential information:
- Inventions, computer software and code
- Trade secrets
- Marketing and business plans
- Customer lists
- Forecasts and financial information
- Drawings and specifications
- …and so on
If I were to write out a full list of everything that could fall under the category of “confidential information”, it would be a very long list. That is because information that is considered confidential will vary greatly from company to company, based on what they do. A software company is probably going to protect their code or details on their next big release . A fashion designer is probably going to do their best to keep information on their spring line top secret. And my hairdresser, who is based in Tel Aviv, refused to tell me the color mix he uses on my hair, so that I could get my hair done in Jerusalem, where I live. He told me that his color mixes were trade secrets, and, you guessed it, confidential. Even though it was my freaking hair! And then I went to someone in Jerusalem and now my hair looks odd and kinda stripey. 🙁
So, what isn’t confidential
If confidential information is “secret stuff that belongs to you”, non-confidential information is non secret stuff, or stuff that does not belong only to you. For example, suppose you share information with a recipient, George. Your confidential information will not be or will stop being confidential if:
- It is already public knowledge at the time you tell George
- It is already known or someone else learns about it, without you telling them, and they then tell George
- George already had the information at the time you told him
- Another member of George’s organization figures out the information on their own, without receiving any of your information from George.
Or, to go back to your third grade trauma:
- if everyone already knew you had a crush because you were, like, sooooo obvious about it; or
- if your mom figured it out (even though you didn’t actually tell her) and she told George; or
- if George already knew about the crush because he saw you slip a love note in your crush’s cubby; or
- George’s brother saw you slip the note and he told George,
and then George told everyone … you would have no basis to sue.
I gotta say, that was pretty low of your mom.
How to protect confidential information
From a legal standpoint, by signing non-disclosure agreements before you share any of your confidential information.
My thanks to Sharon Herman Hezroni of SHH Law Office for her help with this article.