Turkey is moving toward its first standalone legal framework dedicated to trade secret protection, following the publication of a draft law by the Ministry of Trade.

Released for stakeholder consultation together with an explanatory memorandum, the proposed legislation seeks to consolidate and modernize trade secret protections that are currently scattered across multiple legal sources. This includes the Turkish Commercial Code, the Turkish Code of Obligations, employment laws and the Turkish Penal Code.

Stakeholders have until May 15, 2026, to submit comments and recommendations to the ministry.

The Draft Law on Protection of Trade Secrets draws heavily from the European Union’s Trade Secrets Directive and the Agreement on Trade-Related Aspects of Intellectual Property Rights (TRIPS), reflecting Turkey’s efforts to align more closely with international standards.

According to the explanatory memorandum, the proposed framework is designed to address emerging challenges linked to digital customs processes, including the anticipated rollout of the Digital Product Passport regime and the growing use of artificial intelligence in commercial operations. Turkish authorities expect the legislation to strengthen investor confidence, encourage innovation and support increased foreign investment.

One of the key features of the proposal is the introduction of a statutory definition of “trade secret.” Under the draft law, information would qualify as a trade secret if it is not publicly accessible, carries commercial value because of its secrecy and is protected through reasonable confidentiality measures. The memorandum cites examples such as customer lists, business strategies, market share data, formulas, credit sources and employee salary information.

The draft law also defines “trade secret holder,” “infringer” and “infringing products,” creating a clearer legal framework for businesses and courts.

The proposed regime also introduces extensive civil remedies and interim measures. Courts would be empowered to order temporary bans on the use or disclosure of trade secrets, suspend the sale or production of infringing products, seize relevant materials and restrict access to sensitive information during proceedings. Final remedies could include the destruction or recall of infringing goods and the delivery of relevant materials or data to the trade-secret holder. Damages may cover lost profits, unjust enrichment and compensation equivalent to a reasonable royalty for the unauthorized use of a trade secret.

In a significant development, the draft law introduces criminal sanctions for trade secret violations. Individuals found to have unlawfully acquired, used or disclosed trade secrets could face prison terms ranging from one to four years, along with monetary fines. Those who knew, or “ought to have known,” that information was unlawfully obtained may face even harsher penalties of up to five years’ imprisonment.

Legal experts note that the “ought to have known” standard could significantly broaden criminal exposure by capturing cases involving willful blindness or inadequate commercial due diligence, even in the absence of actual knowledge.

The legislation also addresses procedural confidentiality by allowing courts to impose restrictions on access to hearings, case files and sensitive documents during litigation. Public officials and others who gain access to trade-secret information through judicial or administrative processes would be subject to strict confidentiality obligations, with unlawful disclosure potentially punishable under the Turkish Penal Code.

- Excel V. Dyquiangco