The Canadian Securities Administrators (CSA) today published CSA Notice 62-307 Update on Proposed Amendments to Multilateral Instrument 62-104 Take-Over Bids and Issuer Bids, National Instrument 62-103 Early Warning System and Related Take-Over Bid and Insider Reporting Issues and National Policy 62-203 Take-Over Bids and Issuer Bids ("CSA Notice 62-307"), which provides an update to market participants on the status of proposed amendments to the early warning reporting regime (the Draft Amendments).
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In an update issued today, the CSA announced that it will not be lowering Canada's early warning reporting threshold from 10% ownership to 5% as previously proposed. The CSA had proposed lowering the threshold as part of a suite of amendments to Canada's early warning regime that were proposed in March 2013. (See our March 14, 2013 communication on the proposed amendments.) In addition to keeping the reporting threshold at 10%, the CSA has decided not to proceed with the proposal to include "equity equivalent derivatives" (such as total return swaps) in determining whether a shareholder has crossed the threshold for early warning reporting disclosure.
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The Canadian Department of Finance announced today that Prince Edward Island has become the fifth province to join the cooperative capital markets regulatory system now under development.
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Best Practices highlights the best examples of proxy circular disclosure we have found over the past year. The examples we have set out should be considered by reporting issuers as they prepare to publish their own circulars.
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In response to the financial crisis of 2007-2008, governments on both sides of the border passed laws that made it harder for companies to raise money by selling its securities. For example, in Canada, the Canadian Securities Administrators (the "CSA") enacted new regulations and passed amendments to existing regulations requiring enhanced disclosure for securitized products issued by public companies and narrowing the class of investors that could purchase securitized products on a private placement basis.
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Investors' suggestions include proportional limits and absolute caps on executive pay.
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When analysts ask few or no questions - or aren't allowed to - a company experiences a negative market reaction, says a new study.
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Recent trends in corporate governance at large, publicly traded companies in the United States include increased shareholder power relative to that of boards. This trend in part involves - and in part has been driven by - activism on the part of shareholders who introduce proposals on companies' annual-meeting proxy ballots. This report looks at the 2014 proxy season by analyzing data from the ProxyMonitor.org database.
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As companies begin to prepare for the 2015 proxy season, it will be important to anticipate the types of shareholder proposals they should expect so that they can develop a more meaningful response.
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