“A security-focused exit interview will certainly inquire about the sources of any dissatisfaction, but not just to gather suggestions for improving the workplace. Instead, reasons for leaving can provide clues as to what the employee intends to do.
“There must be 50 ways to leave your lover. — Paul Simon
It was February 2017 when Waymo, Google’s self-driving car division, sued Uber in what would become the biggest trade secret lawsuit of the century. Waymo alleges that its former manager, Anthony Lewandowski, organized a rival company while still at Waymo and downloaded 14,000 confidential documents before he left. As it turns out, Uber knew this when it agreed to pay $680 million for Levandowski’s new startup; and we’ve already looked at how the hubris of this rushed deal provides lessons for hiring in new markets driven by emerging technologies.
But what about Waymo, the laggard company? Is there anything to learn from how you handled the issue? Of course, he scored points for presenting a convincing case in court. After just a few days of litigation, to the dismay of hundreds of journalists, the dispute was settled, with Uber paying $245 million in stock. Lewandowski was forced into bankruptcy and found criminally liable, saved from a prison sentence only by President Trump’s pardon. It definitely looked like Waymo had “won.” But would he have been even more successful if he had avoided the controversy altogether?
Waymo’s complaint, which can be found here , suggests that it was in the dark about what Lewandowski was doing when he left, despite the fact that while on the job, he downloaded all of these documents describing the proprietary sensor technology. More than a month later (at the end of January 2016), after closing his deal with Uber, Lewandowski resigned. In May, his new company, Otto Trucking, came out of “stealth mode” and by August was acquired by Uber. Meanwhile, several other Waymo employees had left to join him, and on their way out of Waymo had also withdrawn several patent documents.
Misappropriation detected in error
It wasn’t until December, nearly a year after Lewandowski’s massive collection, that Waymo claimed it had evidence that Otto/Uber was using their secret technology. It came in the form of an email from an Otto supplier attaching a circuit diagram mistakenly sent to Waymo instead of Otto. That drawing, according to the complaint, bears a “striking resemblance” to Waymo’s patented technology. This was the “smoking gun” Waymo was waiting to file the lawsuit.
But let’s stop for a moment and consider that if Waymo had known more of the facts at an earlier point in time, it might have been able to intervene to prevent Uber’s acquisition of Otto, or at least limit the damage from the information Levandowski might have. has passed on to Uber’s design team. What if, at the time he resigned, Waymo knew he had taken 14,000 files and was planning to start a self-driving truck company? It doesn’t take much imagination to conclude that the entire unfortunate drama could have been prevented.
Why didn’t Waymo realize that its trade secrets were compromised immediately after the recall? At the very least, given Lewandowski’s extensive access and knowledge, you’d expect the company to insist on debriefing him before he leaves. This process, which is widespread among companies of all types and sizes, is called the “exit interview,” and as we’ll see, it can be a critical step for any business losing top talent.
HR views the exit interview too narrowly
But here’s the problem. Exit interviews are traditionally designed and executed by the Human Resources function. And HR professionals see them in a very limited way. Just look at any literature and you will see that the purpose of the exit process is to find out what made the employee decide to leave. Even if they are let go, interview feedback can improve the management of people in the company through insights from those who, because they are about to leave, will be brutally honest about perceived problems.
According to an article in Harvard Business Review, the objectives of the exit interview are directed inward to the leaving company, for example “gaining insight into managers’ leadership styles” and “eliciting ideas for organizational improvement.” A leading HR association promotes exit interviews as “giving a company a unique perspective on its performance and employee satisfaction.” And there’s even a Wikipedia article on the subject that suggests they can be useful for “reducing turnover . . . and increase productivity and engagement.” No one ever talks about the interview as a tool to reduce losses and maintain control of information assets.
It’s really about risk assessment
In fact, the exit interview process is a vital part of any trade secret management program. This represents the company’s last clear chance to both assess the risk posed by the employee’s departure and clarify expectations about how he should behave to protect the sensitive information he has been exposed to. Indeed, only by directly confronting the departing employee with his plans can the company reach a useful conclusion about the risks and make informed decisions to reduce them. So don’t limit it to ticking some boxes on a form, insist on a thorough discussion. There’s a reason it’s called an “interview.”
Gathering relevant information does not necessarily depend on obtaining clear, comprehensive answers. Sometimes body language speaks volumes, and a direct “I don’t need to tell you that” can lead to increased concern and prompt more intense inquiry. If a high-level engineering manager claims he’s leaving to start an ice cream shop with his cousin, you could be forgiven for thinking something isn’t quite right and digging deeper. One way to do this is to forensically examine the employee’s computer and recent history of system usage, including – ahem – unusual or excessive file downloads.
A safety-focused exit interview is sure to inquire about the sources of any dissatisfaction, but not just to gather suggestions for workplace improvement. Instead, reasons for leaving can provide clues as to what the employee intends to do. For example, if they were disappointed that the company did not immediately embrace their idea for a new product or process, they may think they are free to use it themselves. This kind of misconception needs to be corrected, and this may be your last chance to do so.
Indeed, another critical part of the process is confirming and reinforcing the employee’s obligations to return all company devices and information. Typically, this discussion revolves around some kind of written termination statement from the employee that acknowledges these obligations and confirms that all security policies have been followed. They must specifically ensure that they do not possess any company information, including in personal email accounts or on private cloud storage platforms such as Dropbox. Any refusal to sign such a document should lead to escalation to the appropriate supervisors.
Last chance to reinforce your trade secrets
After receiving both verbal and written assurances that the employee will leave all company devices and data behind, the interviewer should examine the risk posed by what the employee will be carrying on their head when they leave. This assessment requires serious consideration of the new work and how doing that work may pose a threat, even from the inadvertent disclosure or misuse of classified information. Often this type of concern can be addressed with the direct question, “Please help me understand how you will be able to do what you described in the new job while respecting the confidentiality of the information you were exposed to in this one.”
The final area of emphasis is not gathering information, but instead conveying a message about the integrity of your property. As we have already noted, this is the last practical chance to put an end to the employee’s continuing obligations after leaving. If the company has provided a robust training program that emphasizes the workforce’s role in protecting trade secrets, this will be a simple reminder. Conversely, if the company has not invested in regular communication on these issues, then you will need to increase the intensity of the messages at the time of departure, perhaps extending to formal letters to the employee and their new employer.
The best time to address risks is before they have matured into reality. It is not very efficient to detect and mitigate misappropriation later when it could have been prevented in the first place.
Image Source: Deposit Photos
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Author: Vadim Vasenin