21 DECEMBER 2004
IFC Provides freedominfo.org With Draft Confidentiality Agreement

The World Bank's private lending arm, the International Finance Corporation, uses confidentiality agreements with its clients to protect business information from disclosure, but treats such information as confidential with or without such agreements, according to an IFC explanation provided to freedominfo.org.

How the IFC should handle business information is one of several main issues being considered as the IFC rewrites its disclosure policy. Current indications are that the agency will maintain the status quo, which essentially gives borrowers veto power over the public release of all information provided to the IFC.

One way in which these protections occur is through a confidentiality agreement signed with the prospective borrower. Although these agreements vary with the borrower, the IFC has a standard form that it recommends. Freedominfo.org requested a copy of the form, which IFC provided.

The two-page "Form of Confidentiality Agreement" stipulates that all written information provided from a company to the IFC that is clearly labeled as "confidential information," or otherwise identified through an annex to the agreement, will not be disclosed without the consent of the company.

This sort of protection for confidential information would apply in any case because of the IFC's overall disclosure policy, explained William Bulmer, Senior Manager for the Environment and Social Development Department, in a Nov. 1, 2004 letter to freedominfo.org.

Bulmer further noted that the IFC "does work with clients to make publicly available certain project-specific information pertaining to environmental and social matters, and where appropriate, will condition its involvement on disclosure and consultation."

In fact, Bulmer continued, the IFC "discourages confidentiality agreements." It enters into them "from time to time" if it is usual in a given industry or sector in order to protect certain sensitive or proprietary information. The IFC doesn't usually release its formal agreements to the public "because they are part of our internal workings as well [as] the negotiation process with clients."

An exception was made, he said, in light of the ongoing consultation on disclosure policy and the handling of non-public information. Specific signed confidentiality agreements, he noted, will not be disclosed.

The latest draft IFC proposal appears to make little change in its handling of "confidential" business information despite objection from transparency advocates that public evaluation of some projects is impeded if certain critical facts are kept secret.

By Toby McIntosh

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