Trade secret misappropriation: unauthorised forwarding of company emails during resignation
Typical case released by the Shanghai Songjiang District People’s Court: criteria for determining trade secret misappropriation and legal consequences arising from an employee’s unauthorised forwarding of company emails during the resignation process.
Under the Anti-Unfair Competition Law of the People’s Republic of China, an employee may not acquire an employer’s trade secrets by theft or other improper means. In this case, Yin forwarded a large number of company documents containing sales data, financial data and customer information to personal email accounts without authorisation during the offboarding process. The court held that the conduct constituted acquisition of trade secrets by theft. The fact that Yin had previously had lawful access to the information and had not subsequently used or disclosed it did not affect the finding of trade secret misappropriation.
Yin worked as an import and export specialist for a Shanghai electromechanical technology company (the “Company”). The Company and Yin had entered into a confidentiality agreement and an employment contract containing confidentiality obligations, and the Company’s employee handbook expressly prohibited employees from sending company documents or data to personal email accounts without authorisation.
During the period leading up to Yin’s departure, Yin forwarded more than 30 emails containing the Company’s sales data, financial data, customer information and other business information from the Company’s email system to personal email accounts without the Company’s authorisation. Yin contended that, during his employment with the Plaintiff, he had routinely sent the Company’s business documents to his personal computer or mobile phone for work-related purposes, and that his supervisors and superiors were aware of this practice and had never raised any objections. Yin further contended that his forwarding of the more than 30 emails at issue, which the Plaintiff alleges contained its trade secrets, was also for the purpose of performing his job duties.
The court held that the Company’s sales data, financial data and customer information were not publicly available, had commercial value and were subject to reasonable confidentiality measures, and therefore constituted trade secrets. By transferring a large amount of such information to personal email accounts without authorisation, Yin caused the trade secrets to leave the Company’s original control and created a risk of disclosure or use. The court held that such conduct constituted acquisition of trade secrets by theft.
The court further held that whether Yin had previously obtained lawful access to the trade secrets, or had subsequently used or disclosed them, did not affect the finding of misappropriation. Yin was ordered to delete the relevant emails and documents, continue to comply with the confidentiality obligations until the relevant trade secrets became publicly known, and pay RMB 60,000 in damages and reasonable expenses. Yin subsequently withdrew the appeal.
Key Action Points
This case concerns the protection of trade secrets during the employee offboarding process. It confirms that an employee’s unauthorised transfer of company trade secrets to a personal email account during the offboarding process may constitute obtaining trade secrets by theft. The employee’s prior lawful access to the information or lack of subsequent use does not affect the finding of misappropriation.
The ruling confirms that employees remain bound by confidentiality obligations during and after the offboarding process. Employers should maintain clear confidentiality rules, control access to sensitive information, and strengthen offboarding procedures to prevent unauthorised transfers of company information.
