Why "certification" is the wrong word
It is common to hear that a mineral asset has been “certified” according to JORC or NI 43‑101. In practice, neither code provides for the issuance of a certificate; what they require is the preparation of a technical report that must be signed by a person recognized as competent. This terminology difference directly impacts legal liability, document interpretation, and the conduct of due diligence processes. Recognizing that the central element is the signed report – and not a certification seal – allows investors and buyers to assess the robustness of the information presented with greater clarity.
What the codes actually require: a signed report, not an issued certificate#
The JORC Code (2012 edition), under the principles of Transparency, Materiality, and Competence, establishes that the responsibility for the preparation of the technical report lies with the Competent Person who signs it. The text does not mention the need for any external body to issue a certificate of compliance; validation occurs exclusively through the act of signing, which attests that the content meets the code's criteria.
Similarly, NI 43‑101, in section 1.1, defines the Qualified Person (QP) as the party legally responsible for any technical document submitted to regulatory authorities. The QP must sign the report, ensuring that the information is consistent with the competence and disclosure requirements demanded by the standard. There is no mention of a certification process by a third-party entity.
SEC guidance in the Small Entity Compliance Guide (S‑K 1300) reinforces that the Technical Report Summary must be signed by a Qualified Person. The guide indicates that the signature demonstrates acceptance of personal responsibility, without requiring additional approval or a certification seal from the SEC or any other authority. Thus, the common requirement in both codes is the signing of a report, rather than the issuance of a certificate.
Who is accountable for the numbers: the person, not a certifying institution#
Responsibility for the content of the report lies entirely with the professional who signs it. Under JORC, the Competent Person is legally liable for any inaccuracies, omissions, or inadequate interpretations and may be subject to disciplinary proceedings by professional bodies or regulatory authorities.
Under NI 43‑101, the Qualified Person holds the same burden of responsibility. If the report contains erroneous or misleading information, the QP may face civil or criminal sanctions, including fines and restrictions on professional practice. The regulation does not delegate this responsibility to certification organizations or external audits that might “validate” the document.
Consequently, responsibility cannot be transferred to a fictitious certifying entity; it remains personal and linked to the individual who attests to the report's compliance with applicable technical and regulatory criteria. This characteristic is essential to ensure accountability and the traceability of information provided to investors.
Why this difference matters in due diligence#
In a due diligence operation, the evaluation of technical data quality depends on the credibility of the person who signed the report. If the documentation is treated as “certified,” there is a risk of placing trust in a non-existent seal, underestimating the need to verify the competence, experience, and disciplinary record of the signatory.
Imagine a scenario where an investor receives a report labeled as “certified” by a supposed certification body. By relying on the seal, the investor fails to request proof of the signatory's qualifications and subsequently discovers that the document contains overestimated reserve estimates. The absence of verification of the signatory's identity and competence prevents early identification of errors that could have been mitigated by a more in-depth analysis of the signature.
Due diligence, therefore, must include validating the identity of the Competent Person or Qualified Person, reviewing their qualification records, and analyzing potential conflicts of interest. This procedure ensures that the investor is aware of who assumes responsibility for the numbers presented, allowing for a more precise risk assessment aligned with regulatory requirements.
The correct vocabulary for describing an evaluated mineral asset#
To avoid ambiguity, communication must use explicit terms that reflect the nature of the document and the associated responsibility. Instead of “certified,” the use of “technical report signed by a Competent Person” or “Technical Report signed by a Qualified Person” is recommended, depending on the applicable code.
Other appropriate terms include “statement of competence,” “resource evaluation,” and “reserve estimate,” always accompanied by the indication of the person who signed the document. Consistent use of this vocabulary facilitates comparison between assets and reduces the possibility of misinterpretation by external parties, such as investors or regulators.
Maintaining terminological precision also contributes to documentary transparency, aligning practice with the principles of clarity and responsibility required by JORC, NI 43‑101 standards, and SEC guidelines.
Synthesis#
The distinction between a signed technical report and a supposed certificate has direct implications for professional liability, the conduct of due diligence, and the clarity of communication regarding mineral assets. By recognizing that the regulatory obligation is limited to the signing of a document by a competent person, market participants can more rigorously assess the reliability of the numbers presented and ensure that analyses are based on personal accountability, not on a non-existent certification seal. This approach supports the integrity of investment processes and reinforces compliance with international codes governing the disclosure of mineral information.
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