By Dennise Williams, Staff Reporter 
FSC
boss, Brian Wynter at a corporate disclosure seminar hosted at the Knutsford Court
Hotel on Wednesday. - Carlington Wilmot/Freelance Photographer
THE FINANCIAL Services Commission (FSC) held a symposium on 'Public Disclosure and Transparency in Financial Markets' at the Knutsford Court Hotel on November 17.
The symposium focused on the varying levels of disclosure that publicly listed and even privately held companies are subject to.
Special guest presenters included, Christopher Berry, Douglas Orane, Dennis Edmunds, Mark Golding, Linroy Marshall, Wain Iton, Dennis Brown, Dwight Richardson and Sydney Fernando.
Within the Jamaican context, the problems created by the financial sector meltdown of the mid-90s and even the United States' most recent corporate scandals, Enron and Worldcom, have heightened the need for the public, especially investors, to have a clear understanding of what corporation are up to.
According to the FSC, companies should adhere to the following principles of disclosure:
Companies should have an ongoing disclosure obligation requiring disclosure of all information that would be material to an investor's investment decision.
Companies should disclose ongoing information on a timely basis.
If the company is listed in more than one jurisdiction, the information released under the ongoing disclosure obligation of jurisdiction where it is listed should be released simultaneously in all other jurisdictions.
Under the ongoing disclosure obligation, companies should ensure that full information is promptly made available to the market by using efficient,
effective and timely means.
Ongoing disclosure of information should be fairly presented, not misleading or deceptive and contain no material omission of information.
Information should be disclosed to selected individuals before it is disseminated to the public, although certain narrow exceptions may be permitted to allow communication with advisers or in the ordinary course of business.
The FSC further outlined examples of events that require disclosure by companies.
Changes in control of a company.
A company's acquisition or
disposition of a significant amount of assets.
Bankruptcy or receivership.
Changes in a company's certifying accountant
Changes in earnings guidance.
Material modifications to rights of holders of the company's
securities.
. Change in a company's fiscal year and amendments to a
company's memorandum and
articles of association that were not previously disclosed.
Events triggering a direct or contingent financial obligation that is material to the company, including any default or acceleration of an obligation.
Conclusion or notice that security holders no longer should rely on the company's previously issued financial statements or a related audit report.
10. Any material impairment.
11. Resignations of a company's directors, circumstances for the departure of a director, the appointment or departure of a principal officer, and the election of new directors other than pursuant to a vote of security holders at an annual general meeting.
12. Entry into a material agreement not made in the ordinary course of business.
13. Termination or reduction of a business relationship with a customer that constitutes a specified amount of the company's revenues.
14. Termination of a material agreement not made in the ordinary course of business.
15. A change in a rating agency decision, issuance of a credit watches or changes in a company's outlook.
16. Unregistered sales of equity securities by the company.
The FSC takes the position that, "public disclosure should not only be adequate and complete, but also relevant and timely. A disclosure based system with a high standard of disclosure will help capital markets to attain maturity, sophistication, and transparency. The FSC will continue to consult with business and the community so that these efforts are effective and achieve quality outcomes for investors."
