Article 45 Confidentiality of Material Information Temporarily Withheld

Whenever material information is being temporarily withheld, the strictest confidentiality must be maintained and the company should be prepared to make an immediate public announcement if necessary. During this period, the market action of the issuer's securities should be closely watched, since unusual market activity frequently signifies that a "leak" may have occurred.

Confidentiality of material information temporarily withheld that is to be kept confidential should be confined where possible, to only the highest echelons of management, and should only be disclosed to officers, employees and others on a need to know basis. Distribution of paperwork and other data should be kept to a minimum. Where the information has to be disclosed more broadly to employees or others, their attention should be drawn to its confidential nature, and to the restrictions that apply to its use, including the prohibition of insider trading.

It may be appropriate to require each person who gains access to the information, to report any transaction that he/she effects in the issuer's securities to the issuer. If counsel, accountants, or financial or public relations' advisers, underwriters or other outsiders are consulted, steps should be taken to ensure that they are aware of the need for confidentiality. In general, it is recommended that a listed company remind its employees on a regular basis of its policies on confidentiality.