1. General provisions

 

1.1. These Regulations are developed in accordance with the Law of the Republic of Belarus "On Commercial Secrets" from 05.01.2013 N 16-З, the Law of the Republic of Belarus "On Information, Informatization and Information Protection" from 10.11.2008 N 455-З, the Charter of PROMERY Ltd..

 

 

1.2. This Regulation is a local regulatory legal act of PROMERY Ltd.. (hereinafter referred to as the Organization) and regulates relations arising in connection with the establishment, modification and cancellation of the commercial secret regime, as well as in connection with the legal protection of commercial secrets.

 

 

1.3. The requirements of this Regulation are mandatory for the employees of the Organization who have access to information that constitutes a commercial secret.

 

 

1.4. The following basic terms and their definitions are used in this Regulation:

 

 

• holder of a commercial secret is a legal entity or an individual, including an individual entrepreneur, as well as a state body, a foreign organization that is not a legal entity, lawfully possessing information in respect of which such persons have established a commercial secret regime, except for cases when this information constitutes a commercial secret of other persons;

 

 

• privacy stamp is a detail indicating the confidentiality of information, affixed to the carrier of such information and in the accompanying documentation to such carrier. The privacy stamp is: "Commercial secret" and/or similar inscriptions in a foreign language with their translation into Russian (hereinafter referred to as the "СS" stamp);

 

 

• access to a commercial secret - the opportunity to get acquainted with the information constituting a commercial secret with the consent of the holder of a commercial secret or on another legal basis of a certain circle of persons;

 

 

• encrypted archive - a file composed of one or more compressed files;

 

 

• information - information about persons, objects, facts, events, phenomena and processes, regardless of the form of their presentation;

 

 

• commercial secret - information of any nature (technical, industrial, organizational, commercial, financial and other), including production secrets (know-how) that meet the requirements of legislation, in respect of which a commercial secret regime is established;

 

 

• commercial value - that is, their possession allows their holder under existing or possible circumstances to increase income, reduce costs, maintain a position in the market of goods, works or services, or obtain other commercial benefits;

 

 

• counterparty - a party to a civil legal contract (except for persons who are in an employment relationship with the holder of a commercial secret), to whom the holder of a commercial secret, for objective reasons, provides access to information that constitutes a commercial secret;

 

 

• confidentiality of information – the secrecy of information, the limited scope of its use, the requirement to prevent dissemination and (or) provision of information without the consent of the Organization or other grounds stipulated by the legislation of the Republic of Belarus;

 

 

• confidential information - information of any nature (technical, industrial, organizational, commercial, financial and other), including production secrets (know-how) that meet the requirements of the legislation, in respect of which a commercial secret regime is established;

 

 

• confidential document - a document containing information that constitutes a secret;

 

 

• commercial secret carrier is a document or other material object on which the information constituting a commercial secret is contained in any objective form, including in the form of symbols, images, signals that allow this information to be recognized and identified;

 

 

• obligation of non-disclosure of commercial secrets - an agreement to respect the confidentiality of information that constitutes a commercial secret, entered into by the holder of a commercial secret or a person who has access to it, with a person who has an employment relationship with the holder of a commercial secret or a person who has access to it, and by their job functions receives information that is a commercial secret of the Organization;

 

 

• list of information constituting a commercial secret (further - List) is a list of information owned by an Organization, and in respect of which the Organization has established a commercial secret regime;

 

 

• provision of information (data) constituting a commercial secret - actions aimed at familiarizing certain persons with such information (data);

 

 

• disclosure of a commercial secret - actions (inaction), as a result of which the information constituting a commercial secret, in any possible form (oral, written, or other forms, including using technical means) becomes known to third parties without the consent of the holder of the commercial secret or other legal basis;

 

 

• commercial secret regime - legal, organizational, technical and other measures taken to ensure the confidentiality of information constituting a commercial secret;

 

 

• confidentiality agreement - a civil contract concluded by the holder of a commercial secret with a counterparty, the subject of which is the obligations of the parties to ensure the confidentiality of information constituting a commercial secret;

 

 

• structural subdivisions - the structures that make up the Organization;

 

 

third parties - persons who do not have the right to access or obtain commercial secrets.

 

 

1.5. To form and approve the List of information constituting the commercial secret of the Organization, to develop coordinated decisions on the organization and improvement of the commercial secret regime, a permanent commission is created in the Organization.

 

 

2. Information that constitutes a commercial secret of the Organization

 

 

2.1 The information constituting a commercial secret, the holder of which is an Organization, must simultaneously meet the following requirements:

 

 

• - have commercial value;

 

 

• - not be generally known or available to third parties in the circles that usually deal with this kind of information;

 

 

• - not be the objects of exclusive rights to the results of intellectual activity;

 

 

• - not classified as state secrets in accordance with the established procedure.

 

 

2.2 The Organization is the holder of information resources created by employees of structural units of the Organization within the framework of labor relations, as well as counterparties within the framework of contracts concluded with the Organization.

 

 

2.3 Information that constitutes a commercial secret, received from its holder on the basis of an appropriate agreement or other legal basis, is considered to be obtained legally.

 

 

The right to classify scientific, technical, technological, financial, economic and other information, which the Organization possesses on legal grounds, as information that constitutes a commercial secret belongs to the Organization.

 

 

Information classified as a commercial secret is reflected in the List. The list is approved by order of the Head of the Organization.

 

 

2.4 Heads of structural subdivisions of the Organization or persons replacing them shall be responsible for the timely submission of proposals to the standing committee on amendments or additions to the List in respect of information under the jurisdiction of the relevant structural subdivision.

 

 

2.5 In exceptional cases, the director or his deputy has the right to assign the "commercial secret" label to information not included in the List.

 

 

This information acquires the status of a commercial secret, and the commercial secret regime must be respected in relation to it, from the moment of assignment of the "CS" stamp and until the consideration of the issue of canceling or extending the "CS" regime in respect of them at the next meeting of the permanent commission. The Contractor is obliged to notify the structural subdivision of the Organization in charge of the issues of commercial secrets of the Organization about the assignment of the stamp "CS" to the document and send a memorandum to him with a proposal to consider the issue of entering information into the List.

 

 

 

3. Commercial secret regime

 

 

3.1. The Organization, as the holder of the information constituting a commercial secret, establishes a commercial secret regime with respect to this information, providing for legal, organizational and technical measures to protect them.

 

 

3.2. Measures in the Organization for the protection of information constituting a commercial secret include:

 

 

• - determination of the list of information constituting a commercial secret;

 

 

• - restriction of access to commercial secrets by establishing the procedure for dealing with carriers of commercial secrets, as well as monitoring compliance with such an order;

 

 

• - regulation of relations related to employees' access to the Organization's commercial secrets on the basis of an employment contract or contract, as well as on the basis of an Obligation not to disclose commercial secrets (further - the Obligation), additionally concluded at the request of the employer with an employee who receives access to commercial secrets (Appendix 1 to this Regulation);

 

 

• - regulation of relations related to the access of counterparties to the commercial secrets of the Organization, on the basis of agreements that include clauses on the confidentiality of information or a signed Confidentiality Agreement (further - the Agreement). Approximate form of the Agreement (Annex 2 to this Regulation);

 

 

• - registration of persons who have received access to commercial secrets;

 

 

• - drawing on paper media (letters, documents, etc.) containing a commercial secret, the stamp "CS", indicating the holder of the commercial secret (the full name of the legal entity and its location) of the List item, the number of the copy of the document and assigning additional details "CS" to the document number;

 

 

• - compliance with the rules (regulations) of working with electronic documents containing information constituting a commercial secret in the electronic document management system (hereinafter-EDMS);

 

 

• - transfer of electronic (optical) information carriers (CD, DVD, flash, HDD, etc.) containing a commercial secret on which the "CS" stamp and other details are affixed similarly to the application on paper, with the registration of an accompanying document (act) registered in the "CS" document accounting journal of a particular structural subdivision of the Organization.

 

 

3.3. The procedure for handling information that constitutes a commercial secret of the Organization is established by:

 

 

• - determining the conditions for access of employees of the Organization, contractors to the commercial secret;

 

 

• - assignment and removal of the "CS"stamp;

 

 

• - definitions of the rules for working with commercial secret carriers.

 

 

The commercial secret regime is considered established after determining the composition of the information subject to protection in the commercial secret regime and the adoption by the Organization of a set of measures necessary to ensure their confidentiality.

 

 

The protection of the commercial secret of the Organization is achieved by the implementation of existing regulatory legal acts, including local ones that determine the procedure for document circulation, both on paper and in electronic form.

 

 

4. Assigning and removing the privacy stamp

 

 

4.1. A document containing a commercial secret must have the appropriate distinguishing details.

 

 

4.2. The details of the document that contains the commercial secret of the Organization are: the registration number with additional details - "CS", the stamp "Commercial secret" indicating the holder of the commercial secret (full name of the legal entity and its location), a link to the List item, a note about the copy number (if there is more than one copy of the document), in the lower left corner of the document-the full name of the contractor, phone number. On the second and subsequent sheets of the document, the details of the "CS" document are located in the header. On the back of the last sheet of the document copy (letter, etc.) remaining in the structural subdivision of the Organization, the addressees and the number of copies/copies of such a document are indicated and a mark is made in the register of documents "CS" of such a structural subdivision.

 

 

4.3. A document developed in the Organization (including in electronic form), including a draft document containing information constituting a commercial secret, is assigned the "CS" stamp by the contractor of the document.

 

 

4.4. The basis for assigning the drafting of a document (the draft) of the marked "CS", is the inclusion of the information specified in the List or a document (draft document) application marked "CS".

 

 

4.5. The executor of the document and its head (his substitute), which approved (signed), is responsible for the non-assignment or unjustified assignment of the document stamp "CS".

 

 

4.6. The removal of marked "CS" from the document:

 

 

• after that is specified in the List, the validity of commercial confidentiality in respect of information contained in the document;

 

 

• in connection with the exclusion of information from the List in accordance with the established procedure.

 

 

The executor of the document and its head (the person who replaces him), who signed it (signed it), is responsible for the non-appropriation or unjustified assignment of the "CS" stamp to the document..

 

 

After the stamp is removed from the document, the commercial secret regime ceases to apply to such a document and it enters the general document flow.

 

 

 

 

 

5. Regulation of relations on the use of information constituting a commercial secret of an Organization with employees of the Organization

 

 

5.1. The decision on the access of an employee of the Organization to the information constituting a commercial secret is made by the head of his structural division (or a person replacing him) in the Organization.

 

 

The employee's access to the information constituting a commercial secret is carried out after carrying out the measures set out in paragraph 6.2. of this Regulation. Employees of the Organization are obliged to comply with the procedure for handling information that constitutes a commercial secret of the Organization and assume the corresponding Obligation. This Obligation is concluded in writing when applying for a job (appointment to a position) or during the period of validity of an employment contract or contract.

 

 

5.2. Familiarization of an employee of the Organization with this Regulation and the List is carried out by the head of his structural division or a person replacing him.

 

 

The head of the structural unit or the person replacing him, brings to the employee of his structural unit this Regulation and the List under the signature in the Familiarization Sheet, as well as conducts a general briefing on compliance with the commercial secret regime at a particular workplace. After the briefing, the employee signs the Commitment.

 

 

5.3. The signed Obligation is transferred to the appropriate structural unit engaged in the reception and dismissal of employees of the Organization or to a separately appointed responsible person for storage in a separate nomenclature file. A copy of this Regulation with the Familiarization Sheet and the List remain in the division.

 

 

5.4. If an employee refuses to sign an Obligation, the head of his structural unit (person who replaces him) immediately reports this to the relevant information security specialist and a higher-level manager to decide on possible changes to the essential terms of the employment contract or contract and the job description of such an employee.

 

 

5.5. The head of a structural subdivision or a person replacing him is personally responsible for compliance with the commercial secret regime in his structural subdivision and compliance by his employees with the requirements of regulatory legal acts, including local ones regulating the protection of information constituting a commercial secret of the Organization.

 

 

5.6. Employment contracts or contracts with all employees of the Organization, regardless of whether they have actual access to information constituting a commercial secret, include a clause on the obligation not to disclose confidential information that has become known to them in the course of their work, as well as responsibility for its disclosure.

 

 

5.7. The obligation of the employee of the Organization on non-disclosure of commercial secrets remains after the termination of the employment relationship with the Organization. A former employee of the Organization is not entitled, without the consent of the Organization, to disclose and use information known to him that constitutes a commercial secret of the Organization, and to assist in obtaining it to other persons to whom this information is unknown.

 

 

5.8. Employees of the Organization who have received access to information that constitutes a commercial secret of the Organization are obliged to:

 

 

• - to know and comply with the requirements of regulatory legal acts, including local ones regulating the protection of information constituting a commercial secret;

 

 

• - to comply with the commercial secret regime established by the Organization, not to disclose the information constituting the employer's commercial secret and (or) the information constituting the commercial secret of third parties to which the Organization has gained access, and not to use the information constituting the commercial secret for purposes not related to the performance of labor (official) duties;

 

 

• - observe the rules for handling confidential documents, the procedure for their accounting and storage;

 

 

• - sign an obligation of non-disclosure of commercial secrets at the request of the Organization;

 

 

• - when developing confidential documents, be limited to the minimum necessary amount of information constituting a commercial secret included in the documents, assign a confidentiality stamp to such documents;

 

 

• - while working with confidential documents, exclude the possibility of other persons who do not have the right to access such documents from getting acquainted with them;

 

 

• - immediately report the loss or shortage of confidential documents to the head of the structural unit that oversees issues in the Organization, oversees the protection of information that constitutes a commercial secret;

 

 

• - immediately inform your direct supervisor and the structural unit responsible for the protection of information constituting a commercial secret about the facts of illegal familiarization with information constituting a commercial secret of the Organization, and (or) information constituting a commercial secret of third parties to which the Organization has gained access, the facts of illegal use of this information, the facts of disclosure or threat of disclosure of information constituting a commercial secret of the Organization, and (or) information, third parties that the Organization has obtained access to, as well as about the requirements for access to commercial secrets from state bodies and other persons;

 

 

• - upon dismissal, going on vacation or going on a business trip, hand over documents containing confidential information and other information carriers containing information constituting a commercial secret to their direct supervisor (person who replaces him), and the head of the structural unit, upon dismissal, going on vacation or going on a business trip - to his deputy;

 

 

submit, at the request of the head of his structural division (his deputy), oral or written explanations about violations of the established commercial secret regime.

 

 

5.9. Employees of the Organization who are admitted to the information constituting a commercial secret are prohibited:

 

 

• - use the information that constitutes a commercial secret of the Organization or its counterparties: for personal purposes, when engaged in other activities, including when working in other organizations, as well as in scientific and pedagogical activities;

 

 

• - make copies of documents and other media containing information constituting a commercial secret, without the permission of his direct supervisor or a person replacing him;

 

 

• - to take out documents and other information carriers containing information constituting a commercial secret outside the territory of the complex of buildings and structures of the Organization without the permission of its direct head or a person replacing him;

 

 

• - destroy information that constitutes a commercial secret of the Organization without the permission of its immediate supervisor or a person replacing him;

 

 

• - to acquaint employees of other structural subdivisions of the Organization with documents containing information constituting a commercial secret, without the permission of the head of the structural division or the person replacing him, who is responsible for these documents, and representatives of contractors and other organizations - without the appropriate decisions of the head of the Organization or the person replacing him;

 

 

• - to use information constituting a commercial secret in public speeches, or to refer to them in the mass media without the written permission of the head of the Organization or the person replacing him;

 

 

• - to transmit information constituting a commercial secret through fax, telephone and telegraph communication channels, as well as using the Internet in open form.

 

 

5.10. An employee of the Organization has the right to appeal in court against the adoption or modification by the Organization of certain measures to ensure the confidentiality of information constituting a commercial secret that restricts his rights.

 

 

5.11. The access of an employee of the Organization to information constituting a commercial secret of the Organization is terminated in the following cases:

 

 

• - violations of the established commercial secret regime by an employee;

 

 

• - bringing an employee to criminal responsibility;

 

 

• - after approval by the head of the Organization or the person replacing him, the employee's application for dismissal.

 

 

• Termination of access to information that constitutes a commercial secret does not release an employee from his obligations to keep the commercial secret of the Organization confidential.

 

 

6. Regulation of relations on the use of information constituting a commercial secret of an Organization with the Organization's counterparties

 

 

6.1. In the case of involving third-party organizations to perform various kinds of actions in the interests of the Organization, during which representatives of such organizations will have access to information that constitutes a commercial secret of the Organization, a confidentiality Agreement is concluded with them or in the text of the contract concluded with the counterparty for the performance of certain actions in favor of the Organization, obligations to ensure the confidentiality of information that constitutes a commercial secret of the Organization should be provided.

 

 

6.2. The confidentiality agreement is developed by the structural unit of the Organization, which will be the direct executor of the agreement for the performance of certain actions of the counterparty in the interests of the Organization.

 

 

6.3. The confidentiality agreement, as well as any other contract with the counterparty that establishes obligations to ensure the confidentiality of information constituting a commercial secret of the Organization, must contain: a list of information constituting a commercial secret, or the procedure for determining them; the limits of the use of this information; an indication of the period during which the counterparty is obliged to ensure their confidentiality, including in the event of termination of the contract or refusal to perform it.

 

 

The validity period of the Confidentiality Agreement should be established taking into account the validity period of the regime defined by the List for the commercial secret of the Organization transferred under such an Agreement, but not less than the validity period of the regime defined by the List for the information to which access is provided under such an Agreement.

 

 

6.4. Contractors and their representatives engaged to work in the Organization under contracts that perform certain actions in the interests of the Organization are allowed to documents containing information classified as a commercial secret of the Organization, if there is a Confidentiality Agreement concluded between the Organization and the counterparty for the counterparty to perform actions to the minimum required extent.

 

 

6.5. Before starting to perform actions using information classified as a commercial secret of the Organization, an employee of the Organization informs the representatives of the counterparty about the existence of a Confidentiality Agreement between the Organization and the counterparty.

 

 

7. Rules for working with documents containing information that constitutes a commercial secret of the Organization

 

 

7.1. The procedure for registration, accounting, registration, replication, storage, use and destruction of documents and other data carriers that constitute a commercial secret is determined by regulatory legal acts, including local ones.

 

 

7.2. Information that constitutes a commercial secret of the Organization and is under the jurisdiction of one structural subdivision of the Organization is transferred to its other structural subdivisions with the written permission of the head of the relevant structural subdivision or the person replacing him to the extent necessary to perform the relevant tasks.

 

 

The authorizing resolution is drawn up by the head of the structural division of the Organization or the person replacing him on the document with an indication of the list of persons who are allowed to familiarize themselves with the document or recipients of copies of the document. On the back of the last sheet of the document (letter, report, etc.), the contractor indicates the number of copies and addressees. A copy (N) is sent to the addressee for signature in the register of documents "CS" of the division.

 

 

7.3. The access of the Organization's employees to the information constituting the commercial secret of the counterparties is carried out on the basis of the written permission of the head of the structural division of the Organization or the person replacing him, in whose custody (in storage) the documents (materials) of the counterparties with the confidentiality stamp are located. The authorizing resolution is drawn up by the head of such a structural unit or a person replacing him on the document with an indication of the list of persons who are allowed to familiarize themselves with the document or recipients of copies of the document. On the back of the last sheet of the document (letter, report, etc.), the contractor indicates the number of copies and addressees. A copy (N) is transmitted to the addressee under the signature and in the register of documents of the "CS" division.

 

 

At the same time, employees of the Organization must be admitted to the commercial secret of the Organization when a Non-disclosure Obligation has been signed with them and they are acquainted with the Confidentiality Agreement concluded with the counterparty under the signature.

 

 

7.4. Documents with the stamp "CS" are attached to the nomenclature cases of the structural division of the Organization, on which the stamp "CS" is affixed. After removing the "CS" stamp from the documents that are in the nomenclature file, the "CS" stamp is also removed from the case.

 

 

7.5. Access to information that constitutes a commercial secret of the Organization is prohibited for students and interns undergoing internship and training.

 

 

7.6. Explanations on the issues of the commercial secret regime operating in the Organization are assigned to the structural division of the Organization, which oversees the issues of protecting the commercial information of the Organization.

 

 

8. Providing information that constitutes a commercial secret of the Organization to state bodies and other persons

 

 

8.1. Access to commercial secrets is provided with the consent of the Organization, with the exception of state bodies and other persons directly defined by legislative acts.

 

 

8.2. The information constituting the commercial secret of the Organization is provided within the competence of these state bodies and in the cases provided for by the current legislation.

 

 

Access to the Organization's commercial secrets is provided upon request:

 

 

• - courts - on criminal and civil cases under its jurisdiction, cases referred to the jurisdiction of the economic court, and cases of administrative offenses, as well as on executive documents that are in its execution;

 

 

• - the prosecutor or his deputy;

 

 

• - bodies of inquiry and preliminary investigation-on the materials and criminal cases that are in their production;

 

 

• - bodies carrying out operational and investigative activities;

 

 

• - bodies of the State Control Committee of the Republic of Belarus;

 

 

• - tax and customs authorities;

 

 

• - antimonopoly authorities;

 

 

• - other state bodies and other persons defined by legislative acts.

 

 

8.3. The request for access to a commercial secret must be made in writing, signed by an authorized person and must contain the purpose, the legal basis for familiarization with the information constituting a commercial secret, and the deadline for their provision, unless otherwise established by legislative acts.

 

 

The carriers of commercial secrets provided at the request of state bodies and other persons must be identified by the Organization by applying the stamp "Commercial secret" with an indication of its holder (full name and location of the Organization).

 

 

8.4. Officials of state bodies, as well as employees of other persons, do not have the right to disclose information that constitutes a commercial secret of the Organization, or provide access to third parties to information that has become known to them due to the performance of labor (official) duties that constitute a commercial secret, except for cases provided for by legislative acts, and also do not have the right to use this information for purposes not directly related to the performance of their labor (official) duties.

 

 

9. Liability for violation of the rights to information constituting a commercial secret

 

 

9.1 Violation of the established regime of commercial secrets and disclosure of information constituting a commercial secret of the Organization shall entail liability established by the legislation of the Republic of Belarus.

 

 

9.2 The liability of the counterparty for misuse of information constituting a commercial secret, illegal familiarization with such information, disclosure of commercial secrets of the Organization, shall be established in accordance with the terms of the confidentiality agreement and (or) agreement between the Organization and the counterparty that violated the obligations of nondisclosure, with compensation for losses (including lost profits), caused to the Organization as a result of illegal actions of the counterparty.

 

 

9.3 In the case of illegal familiarization with information constituting a commercial secret of the Organization, or illegal use of this information, as well as disclosure of commercial secrets, individuals, legal entities, individual entrepreneurs, government agencies and their officials are obliged

 

 

• To stop actions related to illegal acquaintance with information constituting commercial secrets of the Organization or illegal use of this information, as well as disclosure of commercial secrets of the Organization;

 

 

• To officially inform the holder of a commercial secret (the Organization) on the fact;

 

 

• To reimburse losses (including lost profits), caused to the Organization as a result of illegal access to the information being a commercial secret or illegal use of this information, as well as disclosure of a commercial secret of the Organization.

 

 

9.4 Governmental bodies and other persons who, in accordance with their request, obtained access to the Organization's commercial secret, shall be liable to the holder of the commercial secret (the Organization) for its disclosure, as well as for the illegal use of information that constitutes a commercial secret of the Organization by persons to whom it became known in connection with the performance of labor (job) duties.

 

 

9.5 Disputes about violation of rights to information constituting a commercial secret of the Organization shall be resolved in the manner prescribed by the legislation of the Republic of Belarus, the Agreement on nondisclosure or the Obligation.

 

 

10. Monitoring compliance with the commercial secret regime

 

 

10.1. The control of compliance with the commercial secret regime in the Organization is carried out in order to determine the compliance of the measures taken to protect the information constituting the commercial secret of the Organization with the established regime of its commercial secret, to identify possible channels of leakage and unauthorized access to this information and to take measures to prevent them.

 

 

10.2. Control is assigned to the heads of structural subdivisions of the Organization or persons replacing them.

 

 

10.3. The control must be carried out:

 

 

• in the working order, the heads of the structural subdivisions of the Organization or their substitutes;

 

 

• during planned (complex) inspections of the structural subdivisions of the Organization by employees of the structural division of the Organization that oversees the protection of confidential information of the Organization;

 

 

• during unscheduled inspections on the written instructions of the head of the Organization or the person replacing him.

 

 

10.4. When revealing the fact of disclosure of information constituting a commercial secret of the Organization, loss of documents or other information carriers containing the specified information, an internal investigation is conducted in the structural division of the Organization in which the confidential information was leaked.

 

 

By order of the head of the Organization or a person replacing him, a commission is appointed to conduct an internal investigation.