Guide · Building a bid

Trade secrets in a bid – protecting a bidder's intangible assets in public procurement

A core principle of public procurement is openness, aimed at ensuring transparency in the procedure and allowing decisions to be assessed afterwards. Openness does not, however, mean that a bidding company has to hand its competitors the core know-how or strategic secrets of its business.

Updated 7 July 2026 · Tendera

Besides the Procurement Act, the publicity of bid documents is governed by the Act on the Openness of Government Activities (621/1999). It is vital for a bidding company to understand which parts of a bid can be protected as trade secrets and how that protection is done properly.

1. What information cannot, as a rule, be kept secret?

There are clear limits to secrecy in a bid, because competitors have the right to know the grounds on which the procurement decision was made. Case law has established the principle that information affecting the comparison cannot be kept secret.

The following information is almost impossible to protect as a trade secret:

The total price: The bottom line of a bid cannot be kept secret.
Unit prices used in the comparison: If the winner is decided on unit prices (the hourly rates of experts, for example), those prices are public.
Quality award criteria: If the contracting authority scores quality on the basis of the project plan offered, the references or technical features, the parts of the bid for which points were awarded are as a rule public to the parties (that is, to the other bidders).

2. What can be treated as a trade secret?

Under section 24 of the Act on the Openness of Government Activities, information regarded as a business or professional secret must be kept confidential. Such information typically covers matters whose disclosure would cause the company financial harm or a competitive disadvantage.

Trade secrets that can be protected in a bid include, for example:

Cost structure and margins: Although the final price is public, the calculation model behind it, discount percentages or individual subcontractors' pricing can often be kept secret.
Technical innovations and source code: Unique technical solutions, unpatented inventions, or software source code and database structures.
Internal processes and methods: The company's internal ways of working, staff training methods, or detailed descriptions of quality and information security systems, provided they are not used directly in scoring the bids.

3. The bidder's duty to mark trade secrets

Protecting trade secrets requires the bidder to act. The contracting authority does not automatically know which information the company considers confidential, and it cannot guess on the bidder's behalf.

The following practices should be followed when submitting a bid:

Itemisation is essential: A general note saying "the entire bid is a trade secret", or a stamp on the cover page, is not legally valid and does not bind the contracting authority. The confidential passages must be itemised precisely.
Separate annexes: The clearest approach is to gather the information containing trade secrets (detailed technical architecture descriptions or breakdowns of the price structure, for example) into separate documents clearly named "Confidential / Trade secret". Electronic tendering systems (Tarjouspalvelu, for example) often have a dedicated function for marking individual attachments as confidential.
Justification: On request, the bidder must be able to justify objectively why the information in question meets the criteria for a trade secret and what harm its disclosure would cause the company.

4. The contracting authority makes the final decision

It is important to understand that a "trade secret" marking made by the bidder is not the final word. The power to decide on the publicity or confidentiality of documents always rests with the authority — here, the contracting authority.

Once the tender has been decided and a competing bidder asks to see the winning bid (a party's right of access), the contracting authority assesses the confidentiality markings in the bid. If the buyer considers that information the bidder marked as secret must by law be given to the competitor (a qualitative description that affected the comparison, for example), the buyer releases it regardless of the markings. Professionally run contracting authorities do, however, often contact the bidder at this point and hear it before releasing the documents.

Frequently asked questions

What cannot be kept secret in a bid?

The total price of the bid, the unit prices used in the comparison, and as a rule the parts for which quality points were awarded. Information affecting the comparison is in principle public to the parties, that is, to the other bidders.

What can be protected as a trade secret in a bid?

Among other things the cost structure and margins, calculation models and discount percentages, technical innovations, software source code and database structures, and the company's internal processes (Act on the Openness of Government Activities, section 24).

Whose responsibility is it to mark trade secrets?

The bidder's. Section 138 of the Procurement Act secures the protection, but the bidder must itself mark the confidential parts of its bid clearly when submitting it.