Non-compete clauses are common but frequently unenforceable in their full form. The key is assessing whether yours passes the legal test before making a move.
Types of Restrictive Covenants
| Type | What it restricts |
|---|---|
| Non-compete | Working for a competitor (specified type/geography/duration) |
| Non-solicitation | Approaching former customers or clients |
| Non-dealing | Working with former customers even if they approach you |
| Non-poaching | Recruiting former colleagues |
Each must independently meet the reasonableness test — courts assess each clause separately.
The Reasonableness Test
Courts ask:
- Is there a legitimate interest? (Trade secrets, customer connections)
- Is the restriction no wider than necessary? (Duration, geography, scope)
- Was consideration provided? (Part of the employment package, not added later without new consideration)
Clauses that fail any of these tests are void — even if you signed them.
Red Flags That Suggest Unenforceability
- Duration over 12 months (rare exceptions for senior executives)
- Worldwide or national scope for roles with only local/regional client contact
- Covering activities you were not involved in
- Added after employment began without new consideration (pay rise, promotion)
- Covering anyone who works for any competitor, regardless of role
Practical Steps Before Joining a Competitor
- Read your contract carefully — identify all restrictive covenant clauses
- Assess duration, geographic scope, and activity scope
- Consider your seniority and whether you genuinely hold trade secrets or have key client relationships
- Get a legal opinion — many solicitors offer a fixed-fee covenant review
- Consider whether garden leave runs during notice (this reduces post-termination period)
Challenging a Restrictive Covenant
Restrictive covenants (non-compete, non-solicitation, non-dealing clauses) are only enforceable if they protect a legitimate business interest and are no wider than reasonably necessary to protect that interest. Courts will not enforce a clause that is simply designed to prevent competition rather than protect genuine business interests.
Factors courts consider:
- Duration: 3–6 months is often reasonable; 12+ months is harder to enforce for most employees
- Geographic scope: UK-wide restriction is rarely enforceable for employees without truly national roles
- Activity scope: A non-compete for a specific competitor is narrower and more enforceable than a blanket restriction on the sector
If you have signed a non-compete clause, get specific legal advice before starting at a competitor. The employment solicitor can assess enforceability quickly — many offer a fixed-fee initial review (typically £150–£300). The worst outcome is an injunction preventing you from starting; this is the main risk to manage.