ASIC’s report on handling of confidential information

By Bob Austin and Ben Smith

Report 393, Handling of confidential information: Briefings and unannounced corporate transactions, reviews market practice concerning protection of confidential, market-sensitive information, specifically during briefings given by listed entities for analysts and institutional investors, and in the context of unannounced, market-sensitive corporate transactions. ASIC also considers the prevalence of leaks of this kind of information in Australia.

As well as attending a sample of investor briefings, ASIC also analysed media reporting in the lead-up to market-sensitive announcements and carried out a review of academic research that attempts to quantify the magnitude of leaks in Australia and in overseas jurisdictions. The objective was to assess whether the leakage of confidential, market sensitive information is a more significant issue in Australia than in other similar markets. In addition, ASIC interviewed a ‘limited number’ of listed entities and their advisers about their management of confidential, market-sensitive information in the context of a recent corporate transaction, and reviewed their written policies.

Based on its findings, ASIC says it remains concerned that briefings are a ‘significant risk area’ for selective disclosure of market-sensitive information. However, overall it considers that existing guidance issued by ASIC, ASX and industry bodies is largely sound and, in the main, recognised as best practice by the market. ASIC says the challenge for listed entities, advisers and analysts is to implement the guidance ‘in a consistent manner and approach issues with a view to following the spirit underlying the guidance’…

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