IR Leader
April 28, 2015

Top Stories

Canada's First SPAC IPO

Six years ago, the TSX adopted specific rules governing the listing of Special Purpose Acquisition Corporations (SPACs) in response to the growing popularity of these investment vehicles in the United States. However, SPACs have garnered little interest north of the border, rendering these rules unused - until now.

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2015 Federal Budget Promises to Modernize Corporate Governance Framework for CBCA Companies

The federal government announced today as part of its 2015 budget that the 2015 Economic Action Plan will include proposed amendments to the Canada Business Corporations Act (CBCA) to promote gender diversity in public companies, using the "comply or explain" model of disclosure currently required by most provincial securities regulators for TSX-listed companies. The budget announcement also promises to modernize director election processes and communications with shareholders.

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Dollars For Dialing: OSC Proposes to Pay Whistleblowers

Canada has neither a history nor, some say, a culture of paying for tips. This may be about to change, however, since the Ontario Securities Commission is considering implementing a whistleblower program (the "Whistleblower Program") that would offer financial incentives to individuals to provide high-quality and original information about securities-related misconduct. OSC Staff Consultation Paper 15-401 sets out the proposed framework. The OSC is seeking comments on its proposal prior to May 4, 2015.

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Do Proxy Advisors Say On Pay Voting Policies Improve TSR?

The vast majority - 98% - of companies have passed their annual say on pay votes (SOP) over the past four years. Proxy advisor voting recommendations remain highly influential on these votes, and many companies, perhaps hundreds, have changed the structure of their executive pay programs to try to comply with proxy advisor policies and to obtain a "FOR" SOP vote recommendation from proxy advisors.

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Why CEO Pay Reform Failed

Over the next few weeks, American companies will engage in a quaint ritual: the shareholder meeting. Investors will have a chance to vent about performance and to offer resolutions on corporate policy. Many will also get to do something relatively novel: cast an advisory vote on the pay packages of C.E.O.s and other top executives.

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How CFOs Can Manage Activist Investors

About three-fourths of US public company CFOs say they have experienced some form of shareholder activism. And the trend is expanding to other parts of the world, research indicates.

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Rising Shareholder Activism Threatens Creditors, Debt Repayment: Moody's

Bond investors face growing risk as activist shareholders are targeting more companies in 2015 than last year, threatening further damage to corporate credit quality, according to Moody's Investors Service.

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