Upcoming NDA Restrictions: What Employers Need to Know for October 2025
From 1st October 2025, new provisions under the Victims and Prisoners Act 2024 will take effect, introducing significant limitations on how non-disclosure agreements (NDAs) can be used in England and Wales, particularly where criminal conduct is alleged.
While these changes do not affect NDAs signed before the implementation date, they will apply to all agreements entered on or after 1st October 2025.
Current Legal Framework for NDAs
In the employment context, NDAs are frequently used to manage disputes, facilitate exits and maintain confidentiality regarding sensitive workplace issues. For both employers and employees, these agreements can provide mutual assurances safeguarding confidential information, reputational interests and ensuring closure.
At present there are some statutory limitations on NDS, particularly in relation to whistleblowing and criminal disclosures. For example, clauses cannot legally prevent individuals from reporting suspected criminal offences to the police or relevant regulatory bodies, or from making protected disclosures under whistleblowing laws.
However outside of these restrictions, the current legal landscape gives parties broad discretion over the use of confidentiality clauses, including in settlement agreements.
What Will Change on 1st October 2025?
The Victims and Prisoners Act 2024 introduces a statutory right for individuals to make a ‘permitted disclosure’ in connection with criminal conduct, even where an NDA would otherwise restrict such a disclosure. Any clause that attempts to limit this right will be legally unenforceable.
These provisions will apply to NDAs and confidentiality clauses signed on or after 1st October 2025. Agreements made before that date will not be subject to the new rules.
Key Differences from Current Legal Protections
While existing laws already invalidate confidentiality clauses that seek to block whistleblowing or criminal reporting, the new rules go further:
- No public interest requirement: The legislation removes the need for a disclosure to serve the wider public interest, which is a requirement under whistleblowing law. This broadens the scope of what individuals may lawfully share, especially in a personal or support-seeking context.
- Subjective belief is sufficient: Individuals do not need to establish that criminal conduct occurred, a reasonable belief is enough.
- Wider range of recipients: Permitted disclosures may be made to family members or support services which is not typically the case under current whistleblowing protections.
- Applies to witnesses as well as direct victims: Anyone who witnesses criminal conduct and suffers harm as a result may also make a permitted disclosure.
Practical Considerations for Employers
Employers should prepare now for the upcoming changes by reviewing the wording of confidentiality provisions across all relevant documentation, including:
- Settlement agreements.
- Employment contracts.
- Standalone NDAs and confidentiality agreements.
From 1 October 2025, any attempt to prevent a permitted disclosure will be void, which means contractual terms that do not clearly account for the new rights may be legally ineffective and expose the employer to risk.
Points for employers to note:
- Many workplace disputes can give rise to claims of criminal conduct, including harassment, assault, theft and fraud. Disclosures related to such matters may fall within the scope of the new law.
- Witnesses to such conduct may also benefit from protection even if they were not directly involved in the events.
- Standard “catch-all” confidentiality language may need to be refined to ensure clarity around exceptions for permitted disclosures.
How we can help
Employers should proactively:
- Audit their current template documentation for NDAs and settlement agreements.
- Update confidentiality clauses to reflect the carve-out for permitted disclosures under the Victims and Prisoners Act 2024.
- Train HR teams and legal advisers on the implications of the changes to ensure compliance after 1 October 2025.
If you would like assistance reviewing or updating your agreements in light of these changes, please get in touch with our employment law team.
For further advice and assistance in Employment Law matters please do not hesitate to contact Natalie Peacock at natalie.peacock@rogers-norton.co.uk
For more information on our legal services or to arrange an appointment with a member of our team, contact us at 01603 666001, email enquiries@rogers-norton.co.uk or complete the ‘Request a Consultation’ enquiry form on our website.
*This article is provided for general information purposes only and does not constitute legal or any other professional advice.