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Gold/Mining/Energy : Gold and Silver Juniors, Mid-tiers and Producers

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From: dara	11/16/2005 9:22:18 AM
	of 78419

I decided to check out the reading material for the "Securities Regulation" course at the local law university. I've only just started reading but ran across something that I thought the board might be interested in. Under "material change" one of the books states that it must be filed within 10 days of the company being made aware. Another book quoted the Ontario Securities Act defining material changes, material facts and material information. Then it stated the following: "Pezim v. British Columbia (Superintendean of Brokers) is the leading case on material fact and change. The Commission decided that the defendants failed to disclose material changes in a timely way. There were also insider trading issues stemming from trading on the same undisclosed information. The British Columbia Court of Appeal overturned these findings, ruling that the information was fact, not change. The majority said that information in drilling reports could be a material fact, but not a material change. They concluded that whether there was ore in the ground was a factual issue. Discovering the ore did not change the fact that it was already there. The Supreme Court of Canada, however, agreed with Locke J.A.'s strong dissent that the information was a material change. It held that the drilling report was a change - exactly the kind of information at which the legislation was aimed. Security holders need to know such information to make effective pricing and investment decisions." "The SCC ruled that the BCCA did not have the authority to overturn the Commission's decision on this point. Moreover, the SCC called the BCCA's conclusion "clearly wrong" and "inconsistent with the economic and regulatory realities the [BCSA] sets out to address." New information about the value of an asset (the mining property) is essential to investors' valuation of that asset and, therefore, of the securities which represent ownership of that asset. It is a material change. Likewise, a multi-million dollar contractual dispute was also a material change." Johnson and Rockwell, Canadian Securities Regulation, 2nd ed. (1998)

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