Mark Hynes - thoughts on corporate disclosure

Opinions on changing rules, changing best practices, and their effect on investor relations officers.

Saturday, April 23, 2005

Mechanics of disclosure

Its all very well to decide what information is to be disclosed, however it is crucial to understand how it should be disclosed. In the UK this is strictly mandated.

As we have seen, the underlying principles are that all price sensitive information should be sent to all investors at the same time. Until 2002, this could only be achieved in one specific way. That was to send it to the stock exchange, through its DIPS service.

However, when the LSE announced its demutualisation, it triggered a series of changes, including the introduction of competition in the area of how price sensitive news should be disseminated.

Today there are 6 commercial firms who are ‘approved’ to handle the dissemination of announcements. Criteria including security, speed, simultaneous distribution, reach and fair commercial terms are mandated by the FSA, and the commercial firms are required to prove to the FSA with an independent audit how they have achieved them. The FSA then ‘names’ the commercial firms as Regulatory Information Services, and requires that price sensitive information be ‘sent to an RIS’.

Typically an RIS will have an online, internet based submission system. The user will log on using some form of secure password. This system will allow the user to upload a document (it is normally a Word document). Now the tricky bit. Because the media to whom it will be sent – Reuters, Bloomberg and others – are still reliant on systems that need a special plain text version of the news, the Word document has to be converted from Word to ascii. If there are tables of figures – as in a set of results for example – they can ‘wrap’ on to the next line.

Once converted properly, and reviewed by the RIS, it is pushed to ‘the market’, which means through organisations like Reuters, Bloomberg, Thomson, AFX and internet trading sites like Hemscott. Distribution to the FSA is also required.

Since the FSA requirements are that the news is distributed within 5 minutes of being received by the RIS, realistically this must be done automatically. So within 5 minutes of the announcement being sent to the RIS, it hits the market.

Other requirements. Under emerging rules, companies will also have the post the announcements to their own website.


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