In Canada, the issue of whether an NDA may be an unenforceable restraint of trade has been explored in the employment law context, however, there has been very little discussion as to whether an NDA could be considered a restraint of trade in transactions between two or more businesses. There has also been little discussion in Canada as to the distinction between trade secrets and ordinary confidential information. As such, US case law may provide some guidance.
The role of the Board of Directors has necessarily adapted to include an increased focus on risk management. In our digital world, cyber-attacks are now a pervasive risk and the perceived lack of board oversight has garnered scrutiny by consumers, regulators, legislators, litigants and the media.