Former MP Allan Marshall has slammed the lack of financial disclosure given to investors after Bermuda public companies ? in a run of acquisitions in recent weeks ? failed to divulge how much had been paid out in the transactions.

Mr. Marshall raised the alarm bell on the lack of information being given by the firms ? all of which are public companies quoted on the Bermuda Stock Exchange ? in a Letter to the Editor printed yesterday.

The recent run of deals included: Bermuda Aviation Services Ltd.'s purchase of courier company International Bonded Couriers along with its affiliates ZipX Freight Limited and Island Remail Services Ltd; The Royal Gazette parent company Bermuda Press Holdings'purchase of printing company Engravers Ltd.; Argus Insurance Company's purchase of the Gibraltar P&C business from UK group Aviva Plc and a week later Argus' purchase of Aviva's Bermuda book of business.

None of the companies in question put a price on their purchases, and questions from the media on the matter were met by a claim from at least one company that to do so would put it at a competitive disadvantage.

Mr. Marshall criticised the BSX and the media for not digging out and making public details of the deals.

He told The Royal Gazette he felt disclosure should be made particularly because none of the deals in question appear to be small acquisitions but material purchases that investors had a right to know about.

"You're not talking about buying a truck here. You're talking about a major purchase to increase earnings potential. This information should be disclosed, and companies should want to reveal this."

However, the BSX vigorously defended its regulations and the level of disclosure given to investors. It also said it had discretion to allow companies not to divulge financial details for competitive reasons.

Under the BSX listing regulations, public companies are required to make periodic announcements of their financial results. In addition to that, listed companies are bound to "without delay" announce certain other matters including the details of any material transaction, whether an acquisition, investment or incurring significant debt.

Material is defined under the regulations as a transaction that has an "effect equal to or greater than 20 percent of the higher of the book value of the consolidated net tangible assets or trading profits of the group".

BSX president and CEO Greg Wojciechowski said that the disclosure triggers had not been reached in any of the recently announced transactions.

And he said announcements of purchase agreements did not always mean that the deal had been completed, which meant that they would not automatically require disclosure.

Mr. Marshall said: "Just because something doesn't reach over the 20 percent (clause) should not mean a company can abdicate its responsibility to share details (of material transactions)."

Many Bermudians are investors in these publicly quoted entities, either directly or as owners through their pension plans, and therefore there is not only a need for such information to be made public, but also a moral obligation to publish full details of these transactions".

Mr. Marshall, formerly the boss of Pure Water (Bermuda) Ltd., saw his company bought up by BSX-listed company Watlington Waterworks in 1995. At the time the $3.1 million sales price ? which included the settlement of some $1.3 million in obligations ? was made public in media reports.

When asked if companies divulge the full financial details of transactions to the BSX so it can be determined if the material clause has been invoked, Mr. Wojciechowski, said they did.

"We encourage companies to seek advice from us. I can't comment absolutely; they (companies) speak to us," he said.

Mr. Wojciechowski added: "Companies have competitive disadvantage concerns and we have some sympathy with that."

He added that there was "no great mystery" as companies have to put out financials semi-annually and annually, giving shareholders the ability to see the details of the transactions.

And he said that investors should be relying on an investment professional to help guide them through a company's balance sheet to ensure the investment was in line with their long-term financial goals.

But Mr. Marshall said: "If the rules of the exchange do not require full disclosure of such transactions then the rules ought to be changed."

Mr. Wojciechowski agreed that regulations had been put in place for investor protection, and that, indeed, that was the primary driver in the BSX being established in the first place.

However, he said companies could petition the BSX for permission to not disclose details of material events if doing so would place them at a disadvantage with privately held competitors.

"We have broad discretion but typically we would want disclosure. We encourage it; that is what we want to see," Mr. Wojciechowski said.

He disagreed with Mr. Marshall's assertion that tighter listing regulations might be needed despite BSX regulations appearing to be less stringent than those binding on say, US-listed corporations.

He said the BSX regulations were designed to take into account the needs, size and maturity of the Bermuda market and were closer to investment markets that cater to "small cap emerging companies", as opposed to large international stock exchanges like the New York Stock Exchange.

"These are regulations used throughout the investment community. We think they are fair for this market," he concluded.

A spokesman for the US Securities and Exchange Commission ? the body that regulates US listed companies ? told The Royal Gazette that a Supreme Court ruling, often used as the litmus test, stated materiality as "information a reasonable investor needs to have to make an informed decision".