The Securities Commission granted an issuer’s request to keep a previously filed management information circular confidential indefinitely, as permitted by law. The circular in question, filed on SEDAR on October 13, 2020, contained inaccuracies and outdated information that could mislead shareholders and potentially prejudice certain individuals named incorrectly as dissident shareholder director nominees. A corrected circular was filed the following day, and the British Columbia Securities Commission temporarily marked the incorrect version as private pending a decision.
The Commission determined that the incorrect circular’s availability could cause market confusion and that its confidentiality would not adversely affect investors or their decisions. The decision was made under section 140(2) of the Securities Act (Ontario), balancing the need for public access to information against the potential harm of disseminating misleading details. The issuer acknowledged that despite the decision, the incorrect circular might still be available in the public domain.