Shadows and Light: Addressing Information Asymmetries through Enhanced Social Disclosure in Canadian Securities Law
Canadian Business Law Journal, Vol. 47, p. 435, 2009
34 Pages Posted: 7 Sep 2008 Last revised: 12 Apr 2011
Date Written: September 5, 2008
In this paper, I explore the mechanics of social disclosure in Canada. In section II, I review the extent to which Canadian companies have been reporting social information. In section III, I canvass the degree to which such disclosure is actually required under securities law vis-a`-vis the continuous disclosure obligation that requires public companies to provide periodic and timely disclosure to investors. I focus on three of the key components of periodic disclosure - quarterly/annual financial statements, the management discussion and analysis and, most importantly, the annual information form. Although many firms are underreporting, it is clear that a sufficient legal basis exists to compel the disclosure of material social information. However, various weaknesses limit the potential of existing provisions and arguably facilitate corporate opacity. As such, in section IV I provide a set of recommendations that I hope will serve to enhance the social disclosure landscape.
Keywords: corporate law, securities law, social disclosure, human rights
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