Lapas attēli
[blocks in formation]

Question 1.

What is meant by the term "corporate secrecy"?

Question 2. secrecy?

What are the principal aspects and types of corporate

Question 3. What are the economic and social purposes, benefits, costs and implications of corporate secrecy, from the viewpoints of giant corporations, small businesses, consumers, farmers, inventors, investors, economists, scholars, labor, regulatory agencies concerned with such matters as fair pricing and the protection of the environment, and other groups in the society?


Regular and routine corporate information disclosure today.

Question 4. What kinds and quantities of information are the giant corporations furnishing to the public, to government, or to both today-

(a) through their published annual reports and voluntary disclosures to private directories and various business and investor publications?

(b) through required filings with various agencies of Federal, State and local government?

Question 5. How accessible or inaccessible to the public is the information previously filed and currently being filed by giant corporations with the various agencies of government?


Page 2

Question 6. What problems of comparability and comprehensibility exist in using corporate information filed with government?


Irregular and occasional corporate information disclosure.

Question 7. What kinds of information about giant corporations have come into the public domain through other than routine sources, such as-

(a) public records of litigation in federal and State courts?


Congressional hearings records?


revelations of corporate insiders and former insiders?

[ocr errors]

Question 8. How can the small businessman and small farmer (and their lawyers), the small investor (and his market analyst or mutual fund), the working man (and his trade union), the consumer (and his public advocates), and all the other interested persons find--and use-the information that is technically "available"--but deeply buried-in these obscure, immense and labyrinthine sources?

[ocr errors]

Question 9. How can the groups mentioned in Question 8 themselves employ these special and occasional agencies--the courts, the Congress, corporate "whistle blowers"--to cause corporate giants to disclose further information?


Routine corporate NON-disclosure today: proper and improper areas of secrecy.

Question 10. What kinds of information from and about giant corporations should be but are not today routinely available to the public, in a systematic, accessible form?

Question 11. What kinds of information are giant corporations today furnishing to government agencies (and to what government agencies) "in confidence"--that is, with a promise from the government that the public will have no access to it?

Question 12. What are the proper purposes, scope and limitations of confidential treatment for corporate disclosures to government agencies?


Page 3

Question 13. What are the legitimate, defensible purposes and areas of corporate secrecy? How much and what kinds of corporate information quite properly should be withheld-


from the public at large but not from government?

(b) from everyone outside the company, including government?

[blocks in formation]

Question 14. Which government agencies, under existing statutory authority, could do a better job of collecting and publishing information from and about giant corporations? How?

[blocks in formation]

Question 15. What existing legislation impairs or impedes disclosure of information about giant corporations that should be in the public domain but is not?

Question 16. What existing legislation should be amended or repealed, and what new legislation should be considered and eracted, to cause information about giant corporations to come into the public domain in more adequate quantity and quality and in more accessible forms and places?


August 1971

Working Paper A


The Subcommittee's Major Questions 1 through 3:

Discussion, Theories,

and Some Further questions_*

Question 1.

What is meant by the term "corporate secrecy"?

As used here, "corporate secrecy" means the conscious,

deliberate withholding from the public, for whatever reasons, of

valuable information possessed by corporate management.

Unless you

say more than that, you cannot say that corporate secrecy is "good"

or "bad."

Some types of corporate secrecy serve useful economic and

social ends.

Other types do not.

Also, the same type of corporate

secrecy may be "good" in one context and "bad" in another.


example, it may be proper and even desirable for small, simple

corporations to keep to themselves certain kinds of information,

while it would be undesirable for giant, complex corporations to

[ocr errors][merged small][merged small]

will explore is that, as things often work out today, the actual

situation is just the reverse:

small business must live in a goldfish

[ocr errors]

This working paper was prepared by Senator Gaylord Nels n, chairman, Subcommittee on Monopoly of the Senate Small Business Committee, with the assistance of the subcommittee staff. It is intended to serve as an aid to discussion at hearings on Corporate Secrecy. This paper has not been approved or disapproved by other members of the subcommittee or full committee and should not, therefore, be read as necessarily reflecting the views of either. (Footnotes are at the end of the paper.)

Page 2

bowl, while big business successfully hides from the public

information that should be freely available to help competitive

capitalism work better for all the people.

Question 2.

What are the principal aspects_and_types of

corporate secrecy?

As these hearings begin, the Subcommittee will be thinking

about the policies and practices of giant corporations in concealing

or disclosing seven types of valuable information.

They are :


Financial information about the separate organizational,

industrial and geographical segments of the business, and the inter

[blocks in formation]


Information on new discoveries, and on how and why

decisions are made to put on the market or withhold from the market

[blocks in formation]
« iepriekšējāTurpināt »