How do I check how a co-packer handles client recipes and confidentiality?
Ask to see the co-packer’s written confidentiality terms with its clients, then look at how recipes are physically handled. Find out who can see formulas, how they are stored, and whether clients’ products are kept apart on the floor and in the files.
Start with the paperwork. Ask for a sample of the confidentiality agreements the co-packer signs with its clients, and note whether they are mutual, who holds the originals, and whether any client has complained about a leak. If a client owns its formula outright, find out how the co-packer proves that in writing.
Then walk the plant. Recipes tend to leak through people and paper, not hackers. Ask who prepares batch sheets, whether operators see full formulas or only their own steps, and where printed copies end up at the end of a shift. Check whether ingredient blends for different clients are staged in separate areas, and whether former employees lose access promptly.
Also ask how the co-packer would treat your own questions. A seller who refuses to share anything about client formulas may be protecting them properly, so offer to sign your own confidentiality agreement first and review the records in a controlled setting. Your lawyer can tell you what the agreements actually say and whether they would carry over to a new owner. Ask too whether the co-packer keeps a log of visitors, since tours by outsiders are another way formulas can be seen without anyone meaning harm.
Key takeaways
- Read the confidentiality agreements before you read the sales figures.
- Look at who handles formulas on the floor, not just who signed papers.
- Sign your own confidentiality agreement first, then ask for access.
Related reading
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Due diligence
Selling
Sources
This answer is checked against primary sources. Links were last confirmed on the dates shown.
- 01Business Development Bank of CanadaGovernmentLetter of intent and confidentiality agreement for a business acquisition: What clauses should be included?
- 02Business Development Bank of CanadaGovernmentWhat are the steps to buying a business?
- 03Business Development Bank of CanadaGovernmentHow to conduct due diligence when buying a business
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