PRIMEUR. Avec la montée de l'activisme et des batailles de procurations, les sociétés inscrites en Bourse auront bientôt un meilleur système d'alerte pour connaître qui accumule ou vend de leurs actions.
![]()
| View Original |
The uptake of sustainability reporting and the use of the GRI Guidelines in the US has gone from strength to strength over the last couple of years. Two years on from the launch of GRI's Focal Point USA at the New York Stock Exchange in January 2011, a tipping point is being reached among large US companies, which increasingly view sustainability reporting as an essential tool for engaging investors and stakeholders.
![]()
| View Original |
Have Canadian securities administrators finally brought proxy delivery processes into the digital age? The Canadian Securities Administrators (CSA) certainly hope so.
![]()
| View Original |
As thousands of U.S. companies prepare for their annual meetings over the coming months, the influential shareholder adviser ISS has signaled it is going to put directors on a shorter leash.
![]()
| View Original |
Beginning February 6, 2013, public companies must disclose in annual or quarterly reports to the Securities and Exchange Commission whether the companies or any of their affiliates engaged in proscribed transactions with Iran. Any company disclosing this type of activity also must file a notice with the SEC to that effect, which notice will trigger a federal investigation.
![]()
| View Original |
The Canadian Securities Administrators (CSA) published notice on November 29, 2012 that they were adopting amendments to National Instrument 54-101 - Communications with Beneficial Owners of Securities of a Reporting Issuer (NI 54-101) and to National Instrument 51-102 - Continuous Disclosure Obligations (NI 51-102). The CSA's stated intent for adopting the amendments is to improve the process by which reporting issuers, other than investment funds, send proxy-related materials to, and solicit proxies and voting instructions from, registered holders and beneficial holders of their securities.
![]()
| View Original |
On December 19, 2012, Institutional Shareholder Services (ISS) released its 2013 Canadian proxy voting guidelines for TSX-listed companies. The updated guidelines are effective for shareholders' meetings held on or after February 1, 2013. These guidelines include ISS's new pay-for-performance methodology to evaluate the alignment between executive compensation and company performance. The methodology will be applied to all S&P/TSX Composite Index Companies and all companies with say-on-pay proposals. On January 23, 2013, ISS added a Frequently Asked Questions (FAQs) section to its website to provide additional guidance on how it will apply the pay-for-performance methodology.
![]()
| View Original |
The Jumpstart Our Business Startups Act, or JOBS Act, was designed to facilitate capital-raising transactions by smaller companies, including private companies. A likely but less heralded consequence of the JOBS Act is that it will also increase the number of private company shares available for sale by investors in essentially public online markets available to accredited investors.
![]()
| View Original |
While the Canadian Securities Administrators continue to consider comments received from market participants regarding whether there is a need to regulate proxy advisory firms, in preparing for the 2013 proxy season, it remains important to be familiar with the latest Canadian voting guidelines as prepared by two of North America's largest proxy advisory firms: Institutional Shareholder Services Inc. (ISS) and Glass Lewis & Co. (Glass Lewis).
![]()
| View Original |
There have long been calls for companies to disclose their policies and practices related to corporate social responsibility matters, including but not limited to environmental, social and related governance factors. Studies also show that many constituencies care deeply about these 'sustainability' issues.
![]()
| View Original |
With the introduction of say-on-pay rules has come a drop in shareholder proposals on executive compensation, along with an increase in engagement between companies and shareholders, according to a new analysis of proxy voting data over the past five years by The Conference Board.
![]()
| View Original |