In all cases where the disclosure of confidential information is contemplated, members are advised to carefully document their deliberations in case the appropriateness of the decision is challenged at a later stage. Comments should include a record of the consent obtained from the client, employer or other competent authority, details of legal or other advice obtained, a timeline of what has been disclosed and to whom, and copies of the information disclosed, examples may include protecting the accountant`s professional interests in legal proceedings or compliance with technical and professional standards. including ethical requirements. This may therefore include disclosures related to non-compliance or alleged non-compliance with the laws and regulations covered by Section 260 of the ICAEW Code of Ethics. If a customer nevertheless insists on a non-disclosure agreement, you should consult your company`s policies and procedures and, if necessary, contact the ethics partner/function. It is the policy of some companies not to sign non-disclosure agreements. others have a formal internal review process. There are often legitimate reasons why your customer wants to enter into confidentiality (or confidentiality) agreements. They are often used to prevent the inappropriate disclosure of commercially sensitive information. The company then became a subsidiary of a competitor of the developer. The proponent sought and received an injunction « without notice » that prevented the company from disclosing the proponent`s confidential information to third parties in violation of the agreement.
In order to make any of the above disclosures, an organization should have a legal basis to process the personal data contained in the disclosure. If there is a legal obligation to disclose, the legal basis for the processing is usually a legal obligation. In the absence of such an obligation, the legal basis for the processing would normally be consent (if the data subject gives consent to disclosure) or legitimate interests. Further information can be found in the GDPR – Legal basis for processing helpsheet. Members should carefully document the legal basis for processing and ensure that detailed records are kept of what exactly is disclosed, to whom and why. In a recent case, the Court of Appeal considered whether the obligations arising from a confidentiality agreement continued to apply after the parties had signed a second agreement that did not contain such express obligations. Given these limitations (and the other more detailed provisions of section 114 of the Code), the signing of a non-disclosure agreement may not be necessary. Rentokil then turned to UK Hygiene`s customers to provide them with services using confidential information under the original agreement. Members should refer to the pamphlet Disclosure of Confidential Information to Police and Other Law Enforcement Authorities and the CAB Anti-Money Laundering Guidelines for the Accounting Sector for disclosure requirements for money laundering or terrorism. Caution should be exercised in the above situations, as disclosure without the client`s consent may not be permitted if the work relates to the provision of legal advice in privileged circumstances. Members wishing to invoke this exception should seek legal advice, as this is a complex area. Confidentiality – Is there a basis on which you could or should make disclosures? Companies considering seeking an injunction to prevent another party from violating an agreement should consider whether such a breach would be intentional.
If an offence was only incidental or unintentional, or if there was only an economic benefit if it was violated, the injunction cannot be issued at all. There is no general prohibition for members to sign non-disclosure agreements, but you should be very careful before doing so, and it may not even be necessary. Members may be faced with situations where they are legally or professionally required to disclose their information to competent authorities or regulatory authorities proactively (i.e. without having received a request to provide such information). In other situations, members may have the right, but not the obligation, to disclose information. The following subsections highlight a number of these situations. Even if the promoter had been able to prove a high probability of an accidental or unintentional breach, or that there would have been a commercial inducement for the company to breach the agreement, this would not be sufficient to justify maintaining the injunction. When reviewing a non-disclosure agreement, you should ensure that it does not prevent you from complying with your legal and professional obligations. For example, it would be inappropriate to sign a non-disclosure agreement that could prevent you from fulfilling your obligation to report misconduct or your obligation to provide information requested by ICAEW committees (as required by the Discipline Act). Similarly, it would not be acceptable to sign a non-disclosure agreement that could prevent you from complying with your legal and ethical disclosure obligations regarding real or suspected money laundering or other illegal acts.
This content is not available for free. To access « auditor secrecy, you must be one of the following: Rentokil had confidential customer and service information and appealed an injunction that prevented it from contacting customers of another company that provided them with the information. This company, UK Hygiene, had terminated the second signed agreement in order to be able to negotiate directly with customers. If a disclosure is made regarding non-compliance or suspected non-compliance with the laws and regulations covered by Article 260 of the ICAEW Code of Ethics, the auditor is invited to document the following: For more details, members are requested to call the Technical Advisory Service T +44 (0) 1908 248250. The technical advisory service includes technical investigations, ethics advice, anti-money laundering and fraud helplines. For more information, see icaew.com/tas. Technical assistance sheet that assists ICAEW members in addressing the confidentiality requirements associated with the disclosure of confidential information to insolvency administrators or the insolvency department. The High Court had to consider whether the injunction should be upheld. Since the injunction was intended to prevent an injustice that had not yet occurred, the proponent had to prove that there was a real risk that the company would violate the non-disclosure agreement.
Shareholders of companies and members of an association or association are not automatically entitled to information. A request for information from such a person should be addressed to the client or to the authority it has received from the client for disclosure. Business members may receive requests for access to their employer`s confidential information from various third parties and organizations, such as auditors, shareholders, suppliers, regulators and others. These can be difficult to manage, especially if such parties visit a building in person. A member must first declare that he is obliged to maintain confidentiality vis-à-vis his employer (referring to the ICAEW Code of Ethics if applicable) and be prepared to take a firm position if necessary. .