IR Leader
January 07, 2014
With the new year upon us, we look ahead with a sense of renewed enthusiasm and commitment.  In the spirit of renewal, CIRI reminds you that membership renewals are now due.

And the winner is...

Members who renewed their membership before January 2, were entered into a draw for a pair of Bose QuietComfort headphones. Congratulations to Susy Monteiro of CST Phoenix Advisors. Your prize is on its way. | Complete Article |
Each year, CIRI recognizes investor relations professionals who make a significant contribution to the practice of investor relations. These individuals are nominated by you - their peers.  During this season of strategy development and planning, we ask you to think about your IR program and consider nominating those IROs whose programs or initiatives you admire.
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Top Stories

Proposed Amendments to the Toronto Stock Exchange Company Manual

On November 28, 2013, the Toronto Stock Exchange (TSX) published proposed amendments to the TSX Company Manual (the Manual) and requested comments on the proposed amendments (the Amendments), such comments to be delivered by January 13, 2014. The proposed amendments would 1) amend Section 611 of the Manual to allow issuers listed on the TSX to adopt security-based compensation arrangements (Compensation Arrangements) for employees of a target issuer in the context of an acquisition without security holder approval under certain circumstances (the Compensation Arrangement Amendment); and 2) amend Section 626 of the Manual to clarify the definition of a "backdoor listing" (the Backdoor Listing Amendment).

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The Unified Agenda and the SEC: Shifting SEC Priorities (Dodd Frank and Executive Compensation)

We are discussing the list of anticipated rulemakings and "long term" projects recently submitted to OIRA by the Commission. One thing is for certain. In the area of rulemaking, 2014 will be a year devoted to compensation issues.

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U.S. SEC To Press Ahead With Updating Company Disclosure Rules

U.S. regulators said Friday they plan to update the rules that dictate what public companies must disclose to investors, in an effort to simplify filings and lower compliance costs for small companies.

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Industry Canada Launches Public Consultation on the Canada Business Corporations Act

On December 11, 2013, Industry Canada launched a 90-day public consultation (the "Consultation") on the Canada Business Corporations Act ("CBCA") with the release of a discussion paper (the "Discussion Paper") inviting comments on a number of corporate governance themes and issues.

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OSC Issues Guidance on Non-GAAP Financial Measures

The Ontario Securities Commission recently issued OSC Staff Notice 52-722 Report on Staff's Review of Non-GAAP Financial Measures and Additional GAAP Measures providing recommendations arising from a targeted review of disclosure for Ontario reporting issuers.

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Consultation on the Canada Business Corporations Act

The Federal Government has announced a public consultation on revisions to the Canada Business Corporations Act, including corporate governance issues such as Say on Pay, Executive Compensation Disclosure, Shareholder Voting and Participation Rights, Corporate Board Composition and the Role of Corporate Social Responsibility.

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Davies Governance Insights 2013

From board diversity to shareholder activism to emerging market risks, this year's report provides analysis of a wide range of issues important to Canadian boards and governance observers.

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Tell One, Tell All

Channels for public company communications may be evolving as the use and utility of social media explodes, but the big lesson of 2013 is that the same strict rules of disclosure still apply.

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First You Plan, Then You Pivot

Diversity, transparency, advance notice, notice and access, say-on-pay, voting infrastructure - they could be keywords, they're certainly trending as the latest tools and regulations for issuers to master to keep pace with activists in proxy season.

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The Proxy Advisory Services Roundtable (Some Conclusions)

We are discussing the Roundtable recently held by the SEC on proxy advisory firms. So what are some conclusions?

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Shifting Politics, Technologies, and Economies Shape the Top 10 Business Risks in 2014

The easiest thing about the year ahead for business may be the stable, albeit modest, economic growth predicted for Canada. More challenging, it will also be a year in which businesses must adapt to complex new business practices, regulatory environments and economic opportunities as diverse as a whole new model for trade with the European Union to dealing with the fallout from a smartphone left behind in cab.

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Companies Turning Again to Stock Buybacks to Reward Shareholders

Battered by months of dis­appointing sales, networking giant Cisco needed a way to give its shareholders a pick-me-up. So the San Jose-based firm did what has become routine for many big U.S. companies in a slow-growing economy: It announced last month that it was buying back shares of its stock.

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Ottawa Weighs New Rules On Executive Compensation, Director Votes

The federal government is launching public consultation about possible new corporate governance rules for publicly traded companies - including whether firms should be required to hold say-on-pay votes on their executive compensation practices.

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OSC To Release Proposed Capital Raising Prospectus Exemptions in Q1 2014

The Ontario Securities Commission announced last week that it will be releasing proposals for new capital raising prospectus exemptions during the first quarter of 2014.

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