FOR THOSE WHO QUESTION THE "QUIET PERIOD"
posted on
Sep 27, 2009 02:43PM
The company is exploring for nickel deposits on its Langmuir property near Timmins, Ontario; for nickel-gold-copper on its Cleaver and Douglas properties; and for molybdenum and rare earth elements at recently acquired Desrosiers property.
http://www.tmx.com/en/pdf/PolicyStatementOnTimelyDisclosure.pdf
Page 6 on this document lists the exceptions in which a company may withhold material corporate information from the public WITHOUT violating current TMX rules and regulations.
This is a VERY interesting piece of information. I suggest you read it VERY carefully.
Your Welcome
VI Confidentiality When Information May Be Kept Confidential In restricted circumstances, disclosure of material information concerning the business and affairs of a listed company may be delayed and kept confidential temporarily where immediate release of the information would be unduly detrimental to the interests of the company. Examples of instances in which disclosure might be unduly detrimental to the company’s interests are as follows: a) Release of the information would prejudice the ability of the company to pursue specific and limited objectives or to complete a transaction or series of transactions that are under way. For example, premature disclosure of the fact that a company intends to purchase a significant asset may increase the cost of making the acquisition. b) Disclosure of the information would provide competitors with confidential corporate information that would be of significant benefit to them. Such information may be kept confidential if the company is of the opinion that the detriment to it resulting from disclosure would outweigh the detriment to the market in not having access to the information. A decision to release a new product, or details on the features of a new product, may be withheld for competitive reasons. Such information should not be withheld if it is available to competitors from other sources. c) Disclosure of information concerning the status of ongoing negotiations would prejudice the successful completion of those negotiations. It is unnecessary to make a series of announcements concerning the status of negotiations with another party concerning a particular transaction. If it seems that the situation is going to stabilize within a short period, public disclosure may be delayed until a definitive Policy Statement on Timely Disclosure
7
announcement can be made. Disclosure should be made
once “concrete information” is available, such as a final
decision to proceed with the transaction or, at a later point
in time, finalization of the terms of the transaction.
It is the policy of the Exchange that the withholding of material
information on the basis that disclosure would be unduly
detrimental to the company’s interests must be infrequent and
can only be justified where the potential harm to the company
or to investors caused by immediate disclosure may reasonably
be considered to outweigh the undesirable consequences of
delaying disclosure, keeping in mind at all times the considerations
that have given rise to the Exchange’s immediate
disclosure policy. While recognizing that there must be a tradeoff
between the legitimate interests of a company in maintaining
secrecy and the right of the investing public to disclosure
of corporate information, the Exchange discourages delaying
disclosure for a lengthy period of time, since it is unlikely
that confidentiality can be maintained beyond the short term.
Maintaining Confidentiality
If disclosure of material information is delayed, complete
confidentiality must be maintained. In the event that such
confidential information, or rumours respecting the same, is
divulged in any manner (other than in the necessary course
of business), the company is required to make an immediate
announcement on the matter. Market Surveillance must be
notified of the announcement in advance in the usual manner.
During the period before material information is disclosed,
market activity in the company’s securities should be closely
monitored. Any unusual market activity probably means that
news of the matter is being disclosed and that certain persons
are taking advantage of it. In such case, Market Surveillance
should be advised immediately, and a halt in trading will be
imposed until the company has made disclosure on the matter.
At any time when material information is being withheld from
the public, the company is under a duty to take precautions to
keep such information completely confidential. Such information
should not be disclosed to any officers or employees of the
company, or to the company’s advisors, except in the necessary
course of business. The directors, officers and employees of a
listed company should be reminded on a regular basis that
confidential information obtained in the course of their duties
must not be disclosed.