Re: TSX-V rules-- source files and misc.
in response to
by
posted on
Feb 28, 2009 04:04AM
NI 43-101 Update (September 2012): 11.1 Mt @ 1.68% Ni, 0.87% Cu, 0.89 gpt Pt and 3.09 gpt Pd and 0.18 gpt Au (Proven & Probable Reserves) / 8.9 Mt @ 1.10% Ni, 1.14% Cu, 1.16 gpt Pt and 3.49 gpt Pd and 0.30 gpt Au (Inferred Resource)
Yes, I'd like to hear from Crazydik or some other Canadian attorney and get some assessment of the vagaries of these regulations. I'll give an example of the main problem I see.
2.2 It is the responsibility of each Issuer to determine what information is material in the context of its own affairs. The materiality of information may vary from one Issuer to another according to the size of its profits, assets and capitalization, the nature of its operations and many other factors. An event that is significant or major in the context of a smaller Issuer’s business and affairs may not be material to a larger Issuer. The Issuer itself is in the best position to apply the concept of Material Information to its own unique circumstances. The Exchange recognizes that decisions on disclosure require careful subjective judgments and encourages Issuers to consult with the Regulation Services Provider when in doubt as to whether disclosure should be made.
As I see it, the TSX-V has made the determination of whether an event is "material" (e.g., an assay result) to be something left within the discretion of the company. The amount of leeway provided, in making such a determination, looks pretty broad. "Decisions on disclosure [are] subjective", not something objective that can be agreed upon by everybody.
It does go on to say that if the company has "doubt" about "whether disclosure should be made" that it is "encouraged" (not 'required') to consult with the Regulation Services Provider. If the directors of the company "feel" (remember, we are talking about something "subjective" - i.e., their impressions and opinions) that an assay result is not "material", and feel that they are not "in doubt as to whether disclosure should be made," then they apparently need not disclose it.
I see lots of ambiguity and vagueness in the wording of this regulation, and when a court determines that a law or regulation is vague and ambiguous, it also will rule that it is unenforceable, and that individuals and companies cannot be prosecuted for violation thereof.
Like I said, I'd love to hear the opinion of a Canadian lawyer on this, and especially one involved in mineral and mining law and litigation related thereto.