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The Canadian Securities Administrators (CSA) today published Staff Notice 51-339 Continuous Disclosure Review Program Activities for the fiscal year ended March 31, 2013, which summarizes the results of the CSA's continuous disclosure (CD) review program.
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The Canadian Securities Administrators (CSA) are delivering on their investor protection commitments with new disclosure requirements that will provide investors with clear and meaningful information about their investments. The amendments to National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations (NI 31-103) are now in effect, with key elements being phased in over three years to allow industry sufficient time to meet the new requirements.
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Investors in a Canadian public company need to be aware of the consequences of becoming a holder of 10% or more of any class of its voting or equity securities. Canada's requirements are in some ways very similar to the Schedule 13D, Schedule 13G and insider reporting requirements in the United States, but in some ways are very different. All investors in securities of Canadian public companies, whether in Canada, the United States or other countries, must comply with Canadian ownership reporting requirements.
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An industry-funded watchdog for the U.S. securities industry is seeking to bolster its monitoring of stock transactions in "dark pools" at a time when the alternative trading systems have come under greater scrutiny.
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Naked short-selling has always driven the conspiracy theorists nuts, and after the financial crash the Securities and Exchange Commission slapped strict new limits on the practice of selling shares you don't, er, actually possess.
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On July 10, 2013, the Toronto Stock Exchange issued guidance with respect to the director election requirements in sections 461.4 and 461.4 of the TSX Company Manual. The guidance can be found at http://tmx.complinet.com/en/display/display.html?rbid=2072&element_id=856.
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The U.S. Securities and Exchange Commission has allowed proxy advisory firms to wield too much influence in the corporate election process and should take steps to mitigate potential conflicts, a top SEC official said on Thursday.
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On March 22, 2012, the US Senate approved the Jump Start Our Business Start-Ups (JOBS) Act (the 'JOBS Act'). Driven by economic interest and political motivations, the Jobs Act amends US securities laws by introducing a crowdfunding exemption. This exemption allows entrepreneurs to raise funds and issue securities publicly to a broad group of investors via an internet portal thus by-passing current exempt market securities requirements. Notwithstanding passage of the Jobs Act, equity crowdfunding is not available in the US until the Securities and Exchange Commission introduces rules governing the industry, which are expected in Q1 2014.
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Few scholars have studied the behavior of boards as extensively as Jay Lorsch. In this interview, Lorsch discusses current issues facing boards including executive pay, underrepresentation of women, and proposals to cleave the roles of CEO and chairman.
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