Key Takeaways
- A confidential treatment order (CTO) is issued by the Securities and Exchange Commission (SEC) and allows a company to...
- The SEC issues CTOs in response to a company's request to withhold info, known as a confidential treatment request (CTR).
- CTOs can only be in effect for a set period of time, where the company will set the expiration date in the CTR.
Full Answer
How do I get a confidential treatment order?
· An issuer filing a registration statement with the Securities and Exchange Commission (the “SEC”) that desires to keep certain information confidential and out of the public domain may do so under limited circumstances by filing an SEC request for confidential treatment. Generally, the SEC will not grant a confidential treatment request with respect to …
What is a confidential treatment application?
· To apply for confidential treatment under Rules 406 and 24b-2, an applicant must file the required exhibit with the associated filing. The applicant must omit all confidential …
What is a'confidential treatment order-CTO'?
What Is Therapist Client Confidentiality? Therapist client confidentiality means that your therapist cannot share any information about you with anyone else without first receiving authorization …
What is an example of confidentiality in therapy?
· What Information Qualifies for Confidential Treatment. Generally speaking, a company can seek confidential treatment for information which could adversely affect the …
What are confidential treatment requests?
Confidential treatment requests can be made pursuant to: 1 Rule 406 of the Securities Act of 1933, as amended (the “Securities Act”) or Rule 24b-2 of the Securities Exchange Act of 1934, (the “Exchange Act”), with respect to information required to be filed with the SEC such as a material agreement filed as an exhibit to a registration statement on Form S-1 or a periodic report; or 2 Rule 83 of the SEC’s Rules of Practice, with respect to information not required to be filed with the SEC such as supplemental information provided in the context of the comment and review process.
How long does a FOIA request last?
Any request granted under Rule 83 expires 10 years after the date it is granted unless it is renewed prior to its expiration.
Is it necessary to substantiate a SEC Rule 83 request for confidential treatment?
It is not necessary to substantiate an SEC Rule 83 request for confidential treatment until such time as a disclosure request is made under the FOIA.
How to protect confidentiality in therapy?
Some other ways of protecting confidentiality in therapy include: 1 Not leaving revealing information on the client’s voicemail 2 Not acknowledging that a client has an appointment, to anyone other than the client 3 Not discussing the contents of therapy with another person, without the permission of the client
Why can't a therapist acknowledge a client?
For example, a therapist may not acknowledge a client, if the therapist runs into the client outside of therapy, to protect client confidentiality.
Can a therapist testify against a client?
Therapists may be forced to testify against their clients, depending upon the laws of the country where the therapist and the client are. Usually it is much more difficult to force a therapist to testify than to force a non-licensed mental health professional.
Do mental health professionals need to break confidentiality?
Licensed mental health professionals may need to break confidentiality in some situations. The most common ones include situations when a client is a threat to himself/herself or others, in which case a therapist must notify the person in danger or notify someone who can keep the client safe.
Do minors have confidentiality rights?
Confidentiality in case of children is a widely debated issue. Since minors cannot consent to treatment, they may not have the strong confidentiality rights that adults have. However, this can interfere with the treatment process, so many therapists seek the permission of their minor clients’ parents to keep therapy confidential. Even when parents do not agree to confidentiality, therapists may only reveal information about broad treatment goals and progress, rather than revealing the discussions in therapy.
Can ICHARS be confidential?
Not acknowledging that a client has an appointment, to anyone other than the client. Not discussing the contents of therapy with another person, without the permission of the client. All therapists at ICHARS respect and maintain confidentiality in therapy. However, sometimes there can be exceptions to confidentiality in therapy.
Do therapists have to maintain confidentiality?
Every therapist must maintain confidentiality of the contents of therapy. Clients should feel safe and comfortable sharing what they would like to, without the fear of the information leaving the room. In fact, confidentiality in therapy includes not just the contents of therapy, but also the fact that a client is in therapy.
What is confidential treatment?
[3] Prior to March 2019, confidential treatment applications under these rules used to be the primary method for companies to protect confidential commercial or financial information filed in materials contracts. In March 2019, the Commission changed several of its exhibit filing requirements to allow companies to omit immaterial, competitively harmful information without having to provide the information to the Commission and request staff approval of the omissions. [4] While most companies now rely on those provisions, the process described in this guidance is still an available alternative to companies that wish to protect confidential information using the traditional confidential treatment application process. This guidance also applies to those filings, such as Schedule 13D or filings whose exhibit requirements are set out in Item 1016 of Regulation M-A, where confidential treatment applications are still the only available method to protect private information in filed exhibits.
What to consider when evaluating a confidential treatment application?
While evaluating a confidential treatment application, we consider the omitted provisions and information provided in the application and, if it is clear from the text of the filed document and the associated application that the redacted information is not material, we will not question the applicant’s materiality representation. If it is not clear to us whether some or all of the omitted information is not material, we will discuss our concerns with the applicant. If we are unable to agree that some or all of the omitted information is immaterial, we will request an amended application and amendment to the filing.
What are redacted exhibit rules?
The redacted exhibit rules allow for the filing of redacted exhibits without submitting an explanation or substantiation to the SEC, or providing an unredacted copy of the exhibit, except upon request of the staff. In order to transition to the redacted exhibits rules in these situations, a company would only be required to refile the material contract in redacted form and comp ly with the legend and other requirements of the applicable redacted exhibit rule, most commonly Item 601 (b) (10) (iv) of Regulation S-K. We anticipate that many if not most companies will chose to transition to this process since substantiation of compliance and submission of unredacted materials to the staff is only required upon staff request.
What is the rule for redacting confidential information?
If the contract continues to be material, and the previously redacted information continues to be confidential, companies may request to extend the period of confidential treatment by filing an application under Rule 406 or Rule 24b-2 to continue to protect the confidential information from public release.
What happens if an applicant omits information beyond what it customarily and actually treats as private or confidential
If the applicant omits information beyond what it customarily and actually treats as private or confidential, we will request an amendment with more circumscribed omissions and an amended application.
Which section of the FOIA protects financial information obtained from a person and privileged or confidential?
Often, this is the exemption provided by Section 552 (b) (4) [7] of the FOIA, which protects “commercial or financial information obtained from a person and privileged or confidential.” If this is the case, the Supreme Court’s decision in Food Marketing Institute v. Argus Leader Media, 139 S.Ct. 2356 (2019) addresses the definition of confidential and may be helpful in providing this analysis;
Can the Commission take enforcement action if a company refiles a redacted exhibit?
With regard to the timing of the transition, the staff will not recommend enforcement action to the Commission if a company refiles a redacted exhibit in compliance with the redacted exhibit rules in the company’s first Exchange Act report following the expiration of the confidential treatment order. [11]
What is confidential treatment of supplemental material?
The company may request confidential treatment of the supplemental material submitted to the SEC pursuant to Rule 83 while it is in the possession of the SEC. After completing its review of the supplemental information, the SEC will return or destroy the information at the request of the company if the company complies with the procedures outlined in Rules 418 or 12b-4. Rules 418 or 12b-4 require that a company request that the SEC either return or destroy the supplemental information, at the same time as it is first furnished to the SEC and that returning or destroying the information (i) is consistent with the protection of investors and (ii) is consistent with the Freedom of Information Act . Also, if information is electronically provided to the SEC, the SEC has no obligation to return or destroy same.
What happens if confidential treatment is denied?
If confidential treatment is denied, the company will have an opportunity to withdraw the filing with the confidential information if withdrawal is otherwise allowable (such as a voluntary S-1 filing or Exchange Act report by a voluntary filer). A denial may also be appealed.
How to request confidential information from FOIA?
Under Rule 83, the submitter of information must mark each page with “Confidential Treatment Requested by [name]” and an identifying number and code, such as a Bates-stamped number. Also, the words “ FOIA Confidential Treatment Request ” must appear on the top of the first page of the request. Like all other CTR’s, the request must be via paper and not electronically. The SEC has provided a specific fax line and office (the FOIA Office) to receive Rule 83 CTR’s to maintain their confidentiality, even among SEC staff. A confidential treatment request will expire 10 years from the date the FOIA Office receives it unless that office receives a renewal request before it expires.
What is a CTR exemption?
A CTR must include specific citations to an exemption from disclosure under FOIA . The FOIA specifies nine categories of information that may be exempted from the FOIA’s broad requirement to make information available to the general public. The most commonly used exemption for public companies allows for confidential treatment for “trade secrets and commercial or financial information obtained from a person and privileged or confidential.” The U.S. Supreme Court’s case Food Marketing Institute v. Argus Leader Media (October 2018) held that where commercial or financial information is both customarily and actually treated as private by its owner and provided to the government under an assurance of privacy, the information is “confidential” within the meaning of FOIA and that it is not necessary to show substantial competitive harm. The SEC’s new guidance refers CTA applicants to the Supreme Court case for assistance in crafting arguments for the CTA application.
Does the SEC treat material information as confidential?
As discussed below, the SEC will not grant confidential treatment to information that is material. Moreover, if information is omitted beyond what is customarily treated as private or confidential, the SEC will ask that an amendment be filed with fewer omissions and a new CTR filed.
Can a CTR be made electronically?
Like all CTR’s, requests under these rules must be made in paper format and not electronic. Also, like all CTR’s, if a redacted exhibit is included with a registration statement, any questions regarding the confidential treatment will need to be fully resolved before the SEC will declare the registration statement effective.
What is the SEC's new guidance on confidential treatment?
Rule 406 of the Securities Act of 1933 (“Securities Act”) and Rule 24b-2 of the Securities Exchange Act of 1934 (“Exchange Act”) set forth the exclusive procedures for seeking confidential treatment for any information ...
Who can release confidential information?
Consent—A clinician may release confidential information with the consent of the patient or a legally authorized surrogate decision maker, such as a parent, guardian, or other surrogate designated by an advance medical directive.
What is the ethical duty of confidentiality?
According to Section IV of the AMA Principles of Medical Ethics, “A physician<shall safeguard patient confidences and privacy within the constraints of the law.”1The clinical import of “confidentiality” is often confused with the legal concept of “privilege.” Briefly stated, the term confidentialityinvolves the ethical duty of the clinician not to disclose information about a patient without authorization. As it applies to healthcare information, the term privilegeinvolves a legal rule of evidence that gives a patient the right to exclude from a legal proceeding certain communications made by the patient to a clinician. While the ethical duty of confidentiality is universal, the legal concept of privilege is not uniformly recognized or applied in all jurisdictions. Some jurisdictions, including the federal courts, recognize a psychotherapist-patient privilege to cover communications made by patients to psychiatrists and other mental health professionals.2
Why do clinicians reveal confidential information?
Comply with the Law—A clinician may reveal confidential information in order to comply with mandatory reporting statutes (e .g., child abuse), law enforcement or administrative agency investigations, business operations, and other such lawful purposes.
What is the difference between privilege and confidentiality?
Gutheil, confidentiality(“co”) is the clinician's obligationnot to disclose confidential information about a patient, while privilege(“pr”) deals with the patient's rightto exclude from a legal proceeding communications made to a treating clinician.3
Can a psychiatrist be sued for breach of confidentiality?
It may surprise some psychiatrists to know that breach of confidentiality allegations are relatively rare as the chief complaint in a lawsuit. Although often threatened by patients and feared by psychiatrists, allegations of breach of confidentiality comprise as little as three percent of malpractice claims against psychiatrists, the overwhelming majority of which are either settled, dismissed, or decided in favor of the psychiatrist.8
Why is PHI important?
The use of PHI is essential to the success of these efforts, which, for example, may include review of physician practice patterns. Such review enables health plans to work with providers and share "best practices" that are designed to benefit individual patients and large groups of patients.
What is PHI in health care?
Quality Assurance, Quality Improvement and Related Research: Health plans engage in quality improvement activities that focus on processes of delivering care, as well as outcomes of care and patient satisfaction. The use of PHI is essential to the success of these efforts, which, for example, may include review of physician practice patterns. Such review enables health plans to work with providers and share "best practices" that are designed to benefit individual patients and large groups of patients. For example, health plans utilize PHI to identify members who have had a myocardial infarction (heart attack). Patients should be treated with a beta-blocker (a type of heart medication) after a myocardial infarction. PHI can be used to identify patients that have not been treated with beta-blockers, so that treatment can be initiated as quickly as possible. In addition, PHI is used to evaluate the use of beta-blockers in the population of patients that have had myocardial infarctions to evaluate the overall quality of the care provided to a health plan's members.
What is managed care?
Managed health care systems use patient identifiable medical and pharmacy information for treatment and payment-related activities that benefit health plan members. These activities include:
What happens if a physician receives inaccurate information?
If physicians and pharmacists as well as other health care professionals are receiving incomplete, inaccurate information from patients, the data they disclose for public health reporting, outcomes analysis, research, payment and other purposes will lack integrity and reliability and compromise both individual care and public health data.
Can pharmacists work collaboratively?
Likewise, the pharmacist's ability to work collaboratively with other members of the health care team on the patient's behalf may be compromised.
Why do people withhold information from their health care providers?
Amid increasing consumer concerns regarding how patient-identifiable health care information is used, many patients withhold information from their health care providers to shield themselves from perceived harmful and intrusive uses of their PHI. Examples of such behavior include paying out-of-pocket for medical care expenses, using multiple providers to avoid having all of their health information entrusted to one provider, withholding information from their health care providers and avoiding care altogether. Withholding essential health care information presents a serious threat to the accuracy, completeness, automation, integration and availability of this information for patient care, quality monitoring, appropriate utilization of medications and other services and health related research. The negative consequences of such behavior may be significant:
What are the concerns of consumers about medical records?
While advances in computer and communication technology have facilitated the development of more comprehensive medical records, consumers are concerned about the use and safeguarding of the information contained in these new records.
Why is confidentiality important in psychotherapy?
Pros of confidentiality: The main "gain" when psychotherapy is confidential is that the client is more likely to benefit from the treatment and the issues and conflicts surrounding the litigation are less likely to influence the treatment , e.g., in a custody battle.
What are the pros and cons of confidentiality?
Cons of confidentiality: When treatment is confidential, the court may lose a valuable source of information that it could utilize in making decisions. Additionally, accountability of the client in treatment may also be lost. Accountability is especially important in high conflict cases and in cases where there have been many failed attempts at treatment. At a minimum it is useful to know that the client is attending sessions regularly and making a good faith effort to benefit from treatment. When a child is in therapy we also want to know whether each parent is cooperating. When treatment is confidential, also lost is the ability to review the adequacy of treatment, information about whether the client is benefiting from the treatment, and whether the therapist is neutral (unbiased in terms of the litigation).
Why is distorted information in therapy important?
(Many therapists are naive about the dynamics in court involved treatment cases.) This is because distorted information that is taken as correct may skew an attorney's case or the judge's decision. An extreme example of biased information getting into the litigation is when a therapist believes false allegations of sexual abuse and incorrectly testifies to the validity of these allegations.
Is confidentiality absolute?
Confidentiality is not absolute, i.e., there are exceptions to confidentiality. Even when the treatment has been structured as confidential there are limitations and exceptions. For example, if there are allegations of sexual child abuse or when treatment started before a custody battle began there may not be confidentiality. The discussion of accountability illustrates that there may be degrees of confidentiality, i.e., it may exist regarding some issues and not others. There can be limits on what information is to be disclosed and under what circumstances it can be disclosed. In some jurisdictions contingency factors are discussed. For example, information can be disclosed if the parties re-litigate.
How can a judge neutralize the influence of the litigation context?
Judges can attempt to neutralize the influence of the litigation context when parties are ordered or recommended to participate in psychotherapy. This usually is attempted by specifying who has privilege and whether the treatment is confidential. What is gained and what is lost when the treatment is confidential? (The confidentiality of treatment is also discussed as treatment being "sealed" and as "safe harbor" treatment).
How does litigation affect psychotherapy?
When treatment is ordered by the court , the context of the litigation impacts the course of psychotherapy. The therapist, the client (and parents when the client is a child) are affected by this context as are the court and the attorneys. A client may consider what is revealed in psychotherapy since it can impact the litigation. This is unfortunate since it is believed that people are more likely to benefit from psychotherapy when they are honest and open and less concerned with what they reveal and the image they present.
Is a court order for psychotherapy confidential?
Should this treatment be confidential? What are the benefits and liabilities of confidentiality or non confidentiality? When the court orders an evaluation, such as a child-custody evaluation, it is clear that the information obtained by the evaluation is for the use of the court and, therefore, the court has privilege and there is no confidentiality. In the case of treatment, is the psychotherapy ordered to provide information for the court or to benefit the client? This distinction may not always be clear. The court may want information about the party to help make a decision and/or to determine whether the person is complying with a court order, for example, undergoing anger-management treatment, substance-abuse treatment, co-parenting therapy, etc. The judge's decision regarding the amount of visitation a parent has with a child, or whether the visitation is supervised or un-supervised may be contingent on that parent being in treatment or successfully completing a course of treatment.
What are the restrictions on disclosure of child abuse and neglect?
However, Part 2 restrictions continue to apply to the original alcohol or drug abuse patient records maintained by the program including their disclosure and use for civil or criminal proceedings which may arise out of the report of suspected child abuse and neglect [42 CFR § 2.12 (c) (6)]. Also, a court order under Part 2 may authorize disclosure of confidential communications made by a patient to a program in the course of diagnosis, treatment, or referral for treatment if, among other reasons, the disclosure is necessary to protect against an existing threat of life or of serious bodily injury, including circumstances which constitute suspected child abuse and neglect [42 CFR § 2.63 (a) (1)].
What is a general medical facility?
Further, while the term “general medical care facility” is not defined in the definitions section of 42 CFR 2.11, hospitals, trauma centers, or federally qualified health centers would generally be considered “general medical care” facilities. Therefore, primary care providers who work in such facilities would only meet Part 2’s definition of a program if 1) they work in an identified unit within such general medical care facility that holds itself out as providing, and provides, alcohol or drug abuse diagnosis, treatment or referral for treatment, or 2) the primary function of the provider is alcohol or drug abuse diagnosis, treatment or referral for treatment and they are identified as providers of such services. In order for a program in a general medical care facility to share information with other parts or units within the general medical care facility, administrative controls must be in place to protect Part 2 information if it is shared.
Can a patient revoke a multiparty consent?
Yes. Under 42 CFR Part 2 (hereafter referred to as “Part 2”), a patient can revoke consent to one or more parties named in a multi-party consent form while leaving the rest of the consent in effect. In a non-Health Information Exchange (HIE) environment, this can be accomplished simply by the Part 2 program indicating on the consent form or in the patient’s record that consent has been revoked with respect to one or more named parties. In an HIE environment, the revocation with respect to one or more parties should be clearly communicated to the Health Information Organization (HIO) as well as noted in the patient’s record by the Part 2 program.
Can a HIO redisclose Part 2 information?
Yes, as long the consent form signed conforms to the requirements of Part 2. (See previously issued FAQ Number 11 published by SAMHSA and ONC in 2010 for a list of the required elements of a patient consent under Part 2: Applying the Substance Abuse Confidentiality Regulations to Health Information Exchange (HIE) (PDF | 381 KB). A QSOA does not allow a QSO such as an HIO to redisclose Part 2 information to a third party, except to a contract agent of the HIO if it needs to do so in order to provide the service (s) described in the QSO. However, if a patient signs a consent form authorizing the HIO, which has received the disclosed information from the Part 2 program, to redisclose the Part 2 information to a HIO affiliated member, then the Part 2 information can be redisclosed by the HIO.
What is a brief intervention?
Screening, Brief Intervention and Referral to Treatment (SBIRT) is a cluster of activities designed to identify people who engage in risky substance use or who might meet the criteria for a formal substance use disorder. Clinical findings indicate that the overwhelming majority of individuals screened in a general medical setting do not have a substance use disorder and do not need substance use disorder treatment.
What is a provider program?
If the provider consists of medical personnel or other staff in a general medical care facility, it is a program if its primary function is the provision of alcohol or drug abuse diagnosis, treatment or referral for treatment and is identified as such specialized medical personnel or other staff within the general medical care facility.
Can a primary care provider prescribe controlled substances?
No. Not every primary care provider who prescribes controlled substances meets the definition of a “program” or part of a “program” under Part 2. For providers to be considered “programs” covered by the Part 2 regulations, they must be both ”federally-assisted” and meet the definition of a program under 42 CFR § 2.11. Physicians who prescribe controlled substances to treat substance use disorders are DEA-licensed and thus meet the test for federal assistance [42 CFR § 2.12 (b) (2)]. Nevertheless, the regulations establish additional criteria to meet the definition of a “program”:
