Two new CF transparency guidelines issues have been released by Corp Fin.
Topic No. 7, Confidential Treatment Applications Submitted Pursuant to Rules 406 and 24b-2, supersedes SLBs 1 and 1A and applies to the procedure for sending confidential treatment requests, not under the current simplified system introduced earlier this year, but under the old alternative approach, which still survives but is now seldom used.
The latest issues make it clear that they are just that – the recommendations of the staff-and have no legal force or influence nor do they change or adjust applicable law or create new or different responsibilities.
The new guidance, in particular, Topic No. 8 on the disclosure of IP risk, provides useful checklists of issues to consider and is definitely worth looking at.
Happy holidays to all of you! Confidential treatment You might note that, as a consequence of the SEC’s simplified approach to confidential treatment pursuant to the 2019 changes to Item 601(b) of Reg S-K, which came into force in April, businesses are now free to draft sensitive contract details without the need to make specific demands for confidential treatment in advance, as long as the updated information is not relevant and when it is essential
The new advice subject is not about the new process-it is about the old process, which as an alternative remains to be in operation.
Many files, such as Schedules 13D or filings with show criteria in Reg M-A Item 1016, are not prepared for the new approach and are still required to submit CTRs as the only method available for confidential care.
The advice discusses the new extension process.
Consequently, after filing a CTR, it should be much harder for parties to claim “Confidentiality” under FOIA. Ironically, The new confidentiality rules that simplified the process and no longer require a CTR to be submitted do not advertise FOIA Exemption 4 directly.Therefore, while the case clearly relates to the old CTR strategy, whether the ruling will have any significant impact on the current streamlined process for looking for secrecy by the SEC will really depend on whether the SEC wants to address the issue at some point.
The guideline states that filing the revised report on EDGAR under the simplified new procedures will not work to provide the previously submitted material with sensitive care. The guidance states that the short-form application can only be used if the confidential material is the subject of an unexpired order that confidential treatment is granted.