Disclosable Events
2.1 Issuers are required to make public disclosure of all material information.
2.2 Listed Issuers are not required to interpret the impact of external political,
economic and social developments on their affairs, but if the external
development will have or has had a direct effect on their business and affairs that
is both material and uncharacteristic of the effect generally experienced as a
result of such development by other companies engaged in the same business or
industry, Listed Issuers are urged, where practical, to explain the particular
impact on them. For example, a change in government policy that affects most
companies in a particular industry does not require an announcement, but if it
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affects only one or a few companies in a material way, an announcement should
be made. A reasonable investor’s investment decision may be affected by factors
relating directly to the securities themselves as well as by information concerning
the Listed Issuer’s business and affairs. For example, changes in a Listed
Issuer’s issued capital, stock splits, redemptions and dividend decisions may all
have an impact upon the reasonable investor’s investment decision.
2.3 Actual or proposed developments that require immediate disclosure include, but
are not limited to, the following:
(a) changes in share ownership that may affect control of the Issuer;
(b) changes in corporate structure, such as reorganizations, amalgamations,
etc.;
(c) take-over bids or issuer bids;
(d) major corporate acquisitions or dispositions;
(e) changes in capital structure;
(f) borrowing of a significant amount of funds;
(g) public or private sale of additional securities;
(h) development of new products and developments affecting the Issuer’s
resources, technology, products or market;
(i) significant discoveries or exploration results, both positive and negative,
by resource companies;
(j) entering into or loss of significant contracts;
(k) firm evidence of significant increases or decreases in near-term earnings
prospects;
(l) changes in capital investment plans or corporate objectives;
(m) significant changes in management;
(n) significant litigation;
(o) major labour disputes or disputes with major contractors or suppliers;
(p) events of default under financing or other agreements; or
(q) any other developments relating to the business and affairs of the Issuer
that might reasonably be expected to influence or change an investment
decision of a reasonable investor.
2.4 Disclosure is only required where a development is material. Announcements of
an intention to proceed with a transaction or activity should be made when a
decision has been made to proceed with it by the Listed Issuer’s board of
directors, or by senior management with the expectation of concurrence from the
board of directors. However, a corporate development in respect of which no firm
decision has yet been made but that is reflected in the market price may require
prompt disclosure.
