Colorado
Colorado Trade Secret Laws: UTSA, Remedies & Deadlines
Colorado's Uniform Trade Secrets Act, Colo. Rev. Stat. §§ 7-74-101 to 7-74-110, enacted in 1986, provides civil remedies for misappropriation of trade secrets across the state. Claimants must bring suit within three years of discovering, or reasonably being able to discover, the alleged misappropriation.
This guide is part of our Trade Secret Laws by State series.
Information last verified on 2026-06-25. This article presents general legal information, not legal advice. For guidance specific to your situation, see our full Trade Secret Laws by State resource or consult an attorney licensed in Colorado.
Does Colorado have a trade secret law?
Yes. Colorado enacted its Uniform Trade Secrets Act in 1986, codified at Colo. Rev. Stat. §§ 7-74-101 to 7-74-110. The Act covers civil misappropriation claims and preempts conflicting tort, restitutionary, and other civil claims based on the same conduct (Colo. Rev. Stat. § 7-74-108). Federal criminal liability for intentional trade secret theft may arise under the Economic Espionage Act, 18 U.S.C. §§ 1831-1832. The federal Defend Trade Secrets Act (DTSA), 18 U.S.C. §§ 1836-1839, also provides a parallel civil claim that Colorado businesses may assert alongside a state claim. Colorado courts apply the standard UTSA framework to evaluate whether information qualifies as a trade secret and whether misappropriation occurred.
What counts as a trade secret and misappropriation in Colorado?
Colorado's definition of trade secret under Colo. Rev. Stat. § 7-74-102(4) is notably broad. It expressly covers scientific or technical information, designs, processes, procedures, formulas, and improvements, as well as business information or plans, financial information, and listings of names, addresses, or telephone numbers. The information must satisfy a two-part test: (1) it derives independent economic value, actual or potential, from not being generally known to or readily ascertainable by persons who could obtain economic value from its use or disclosure, and (2) it is subject to reasonable efforts to maintain its secrecy.
Misappropriation under Colo. Rev. Stat. § 7-74-102(2) means acquiring a trade secret by improper means, or disclosing or using it without consent when the person knows or has reason to know it was obtained under a duty of secrecy or by improper means. Reverse engineering and independent development are lawful and do not constitute misappropriation under Colorado law.
Remedies and the limitations period in Colorado
Colo. Rev. Stat. § 7-74-103 authorizes injunctive relief to prevent actual or threatened misappropriation. In exceptional circumstances, a court may condition continued use of a trade secret on payment of a reasonable royalty rather than issue a prohibitory injunction.
Damages recoverable under Colo. Rev. Stat. § 7-74-104 include actual loss caused by misappropriation plus unjust enrichment not already accounted for in the actual-loss figure. Where neither amount can be proved with reasonable certainty, a court may award a reasonable royalty for the period of unauthorized use.
Willful and malicious misappropriation allows the court to award exemplary damages up to twice the compensatory award. Attorney fees are available when a claim or defense is made in bad faith or when willful and malicious misappropriation is established (Colo. Rev. Stat. § 7-74-105).
The limitations period is three years, measured from the date misappropriation was discovered or reasonably should have been discovered through the exercise of reasonable diligence (Colo. Rev. Stat. § 7-74-107). Continuing misappropriation does not indefinitely extend the period for acts that were already discoverable.
How the federal DTSA applies in Colorado
The Defend Trade Secrets Act of 2016, 18 U.S.C. §§ 1836-1839, provides a federal civil remedy when the trade secret relates to a product or service used in, or intended for use in, interstate or foreign commerce. The DTSA does not preempt Colorado's UTSA (18 U.S.C. § 1838), and plaintiffs regularly plead both claims together in a single action in Colorado federal courts.
The DTSA's three-year limitations period runs from discovery (18 U.S.C. § 1836(d)), consistent with Colorado's state period. Federal remedies mirror those available under Colorado law: injunction, actual damages, unjust enrichment or a reasonable royalty, exemplary damages up to 2x for willful and malicious misappropriation, and attorney fees (18 U.S.C. § 1836(b)(3)).
Any confidentiality agreement signed or updated after May 11, 2016, must include a whistleblower-immunity notice under 18 U.S.C. § 1833(b)(3), informing the signatory that federal law protects disclosures made to government officials or attorneys in confidence to report suspected violations. Omitting the notice forfeits the right to seek exemplary damages and attorney fees in a DTSA action. Colorado employers who use NDAs with employees and contractors should audit their template agreements for this requirement.
As of 2026-06-25, this article reflects Colorado statutes and federal law as publicly available. Laws change; consult a lawyer licensed in Colorado before taking or forgoing any legal action.
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Last updated: 2026-06-25.
Frequently Asked Questions
Does Colorado's UTSA preempt civil claims for theft of confidential information?
Yes, to the extent a civil claim arises from the same conduct as the trade secret misappropriation. Colo. Rev. Stat. § 7-74-108 preempts conflicting tort, restitutionary, and other civil claims based on the same facts. Claims that rest on entirely distinct conduct, as well as contract claims and criminal charges, are not preempted by the Colorado UTSA.
Does Colorado restrict non-compete agreements alongside trade secret law?
Yes. Colorado has separate non-compete law, including significant restrictions under Colo. Rev. Stat. § 8-2-113. Trade secret protection and non-compete clauses are legally distinct tools that often overlap in employment contexts. Colorado employers should evaluate both when designing agreements for employees who have access to sensitive business information.
When does the three-year limitation period start in Colorado?
The period starts when the plaintiff discovered the misappropriation or, through the exercise of reasonable diligence, should have discovered it (Colo. Rev. Stat. § 7-74-107). Colorado courts apply a discovery rule; the clock does not automatically begin on the date the first act of misappropriation occurred.
Does Colorado law cover business plans and customer lists as trade secrets?
Yes. Colo. Rev. Stat. § 7-74-102(4) expressly includes business information and plans, financial information, and customer listings within the definition of potential trade secrets. The information must still meet both prongs of the definition: independent economic value from secrecy, and reasonable efforts to protect that secrecy.
What notice must a Colorado employer include in confidentiality agreements?
Under 18 U.S.C. § 1833(b)(3), any confidentiality agreement signed or updated after May 11, 2016, must include a notice informing the signatory that federal law permits confidential disclosure of trade secrets to government officials or attorneys to report or investigate suspected legal violations. Omitting this notice forfeits the employer's right to seek exemplary damages and attorney fees under the DTSA in any subsequent misappropriation claim.
Sources and References
- Colorado Uniform Trade Secrets Act, Colo. Rev. Stat. §§ 7-74-101 to 7-74-110(leg.colorado.gov).gov
- Defend Trade Secrets Act, 18 U.S.C. §§ 1836-1839(law.cornell.edu)
- Uniform Trade Secrets Act (Uniform Law Commission)(uniformlaws.org)
- Economic Espionage Act, 18 U.S.C. §§ 1831-1832(law.cornell.edu)