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Confidential Information: Survey of Permissible Constraints and Disclosure Requirements

John C. Lacy, Mineral Development in Latin America (1997)

A review of the papers presented before institutes of the Rocky Mountain Mineral Law Foundation reveals that no less than 21 papers have been presented related to protection or disclosure of confidential information. A list of these papers is provided as Appendix A to this paper. These investigations can be divided into the areas of (1) protection against disclosure of confidential information to unauthorized persons by employees, former employees and third parties (2) requirements that may be imposed to disclose proprietary and confidential information during the course of negotiations, and (3) laws and regulations regarding disclosure to ensure that investors or potential investors are not misled regarding the value of mineral properties. The investigations have been principally based upon common law concepts, and the purpose of the first part of this paper is to provide background for Latin American lawyers to understand what procedures and requirements are imposed on mining companies that may have their practices examined in a common law country. The second part of this paper focuses on an analysis of these subjects in Latin America.