IR Leader
March 05, 2013

Top Stories

Global CEO Survey - The Canadian Summary

PwC's 16th Annual Global CEO Survey, launched at the Annual Meeting of the World Economic Forum in Davos, Switzerland, aims to inform and stimulate the debate on how businesses are facing today's challenges. The survey interviewed over 1,300 of the world's chief executives in 60 countries, including 120 in Canada. This year's survey looked at key items on CEO agendas around the world including confidence in growth, current threats like the availability of talent and approaches to leadership.

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Canadian Securities Regulators Adopt Amendments to Prospectus Rules

The Canadian Securities Administrators (CSA) announced today amendments to National Instrument (NI) 41-101 General Prospectus Requirements, NI 44-101 Short Form Prospectus Distributions, NI 44-102 Shelf Distributions, NI 81-101 Mutual Fund Prospectus Disclosure, and related policies and consequential amendments.

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No Supervision of Proxy Advisory Firms

The Institute for Governance of Private and Public Organizations is calling on regulators to require that proxy advisory firms ensure accuracy, provide transparency and avoid conflicts of interest in their recommendations and dealings.

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Federally Incorporated Issuers Must Apply for Notice-And-Access Exemptions

Industry Canada is requiring federally incorporated issuers who wish to use new notice-and-access procedures for proxy materials to apply for an exemption from the Canada Business Corporation Act.

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Industry Canada Says It Will Give Exemptions to CBCA Issuers Wishing to Use Notice-and-Access for Proxy Materials

Federally incorporated issuers will need to apply for an exemption from corporate legislation in order to take advantage of the notice-and-access procedure for proxy materials, according to a notice published by Industry Canada on February 15, 2013.

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Social Media, Disclosure and Securities Regulation

On July 3, 2012, the Chief Executive Officer of Netflix Inc. did what many of us frequently do; updated his Facebook account. However, he updated his account with a post stating that Netflix viewing "exceeded one billion hours" in the month of June. This post was viewable by over 200,000 Facebook fans. Netflix Inc. shares rose 6.2% that day, the largest single day gain in approximately six weeks.

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IIROC Releases Guidance on Deceptive Trading Practices

On February 14, the Investment Industry Regulatory Organization of Canada (IIROC) confirmed that it considers certain trading strategies typically associated with high frequency trading (HTF) as manipulative and deceptive in respect of the Universal Market Integrity Rules.

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IIROC Coordinates Circuit Breakers with Updated U.S. Triggers

Earlier this week, IIROC released a guidance notice with regards to the new U.S. market-wide trading circuit breakers. Effective April 8, 2013, trading halt triggers in the U.S. will be based on declines of the S&P 500 Index of 7% (a Level 1 halt), 13% (Level 2) and 20% (Level 3).

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Guidance on Market-wide Circuit Breakers

This Rules Notice provides guidance relating to the imposition, on and after April 8, 2013, of a general regulatory halt in the trading of securities in co-ordination with the application of market-wide 'circuit breakers' on markets in the United States. This Rules Notice also provides guidance relating to the imposition of a general regulatory halt based on movement in the S&P/TSX Composite Index (in place of the S&P 500 Index) on a trading day or a portion of a trading day when U.S. markets are not scheduled to be open for trading.

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Toronto Stock Exchange and TSX Venture Exchange Release Consultation Paper On Emerging Market Issuers

On December 17, 2012, the Toronto Stock Exchange (the "TSX") and the TSX Venture Exchange (the "TSXV"" and together with the TSX, the "Exchanges") released a joint consultation paper in connection with the review of the listing requirements applicable to emerging market issuers (the "Consultation Paper"). The Consultation Paper is a response to the Ontario Securities Commission's Emerging Markets Issuer Review (Staff Notice 51-719) which raised concerns with the listing approval process for emerging market issuers.

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New Iran Sanctions Enactments Apply to U.S. Companies' Foreign Affiliates and Subsidiaries, and Require SEC Reporting by Public Companies

The Office of Foreign Assets Control (OFAC) of the U.S. Department of the Treasury enforces comprehensive sanctions that regulate, and largely forbid, most forms of trade and financial transactions by U.S. persons with Iran. Recent enactments have extended the reach of the Iran trade sanctions to foreign subsidiaries of U.S. companies, which previously were not explicitly covered by these restrictions, and also have put into effect new SEC reporting requirements for public companies listed on U.S. exchanges when they or their affiliates engage in certain activities involving Iran.

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M&A: Torys' Top Trends for 2013 Trend 3: Shareholder Activism

Shareholder activism is not new to Canada, but Pershing Square's 2012 success with CP Rail sent a clear message to Canadian boards: no widely held public company - regardless of its size, the pedigree of its board or its iconic status - can ignore activists.

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