On July 9, 2015, the Ontario Ministry of Government and Consumer Services released a report entitled "Business Law Agenda: Priority Findings & Recommendations Report" (the "Report"), which it commissioned to obtain advice on priorities for reforming Ontario's business and commercial legislation and recommendations for how to modernize such laws and facilitate an efficient market and prosperous business climate in Ontario.
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Canadian securities regulators are adopting a streamlined rights offering regime with the objective of increasing the appeal of rights offerings as a financing method. Rights offerings have been relatively uncommon in Canada and have most often been done by smaller issuers with limited equity financing alternatives. The rule changes significantly increase the permitted size of prospectus-exempt rights offerings, and circulars will no longer have to be reviewed and cleared by securities regulators.
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The Canadian Securities Administrators (the CSA) have announced amendments to the rules governing rights offerings in Canada. The amendments are intended to streamline the conduct of prospectus-exempt rights offerings, and are scheduled to take effect on December 8, 2015. The impact of the amendments could be significant and merits close attention.
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CSA Multilateral Staff Notice 58-307 released on September 28, 2015, reports on the results of OSC and other participating regulators' staff review of the corporate disclosure of over 700 TSX-listed issuers regarding their compliance with the amendments to National Instrument 58-101, Disclosure of Corporate Governance Practices, which was implemented on December 31, 2014 (the Rule Amendments).
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The Canadian Extractive Sector Transparency Measures Act (the Act) came into force on June 1, 2015. The purpose of this legislation is to implement Canada's international commitments to fight corruption in the extractive industries. It applies to certain Canadian businesses and their subsidiaries engaged in the commercial development of oil, gas or minerals in Canada and abroad. The Act is different from anti-bribery legislation in that it creates disclosure obligations, rather than prohibiting specific payments and imposing criminal sanctions.
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Early in August, a call came into Sysco Corp (SYY.N) from Trian Fund Management LP, warning the food distributor that the activist hedge fund was about to disclose a large stake in the company.
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The University of Calgary's Haskayne School of Business and the Alberta Securities Commission (ASC) released the results of the first-ever Alberta Women on Boards Index on September 22, 2015 (the Index). The Index is intended to be an annual study led by an advisory committee generally comprised of senior business leaders in the region.
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FASB issued two exposure drafts Thursday that address the use of materiality - an attempt to help organizations eliminate unnecessary disclosures in financial statements.
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The trend towards passive investing, and the decline of the active manager, has raised concerns that firms' corporate governance could start to slip, as passive investors are less inclined to raise governance concerns than their active peers.
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Wall Street banks may have finally hit on a way to pinpoint the value of analysts and squeeze more money from their research: Stop making it so easy to share.
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The Toronto Stock Exchange (the "TSX") has adopted, and the Ontario Securities Commission has approved, amendments (the "Amendments") to Parts I, III, IV and VI of the TSX Company Manual (the "Manual"), to modify, expand and formalize certain transactional and corporate governance exemptions available to issuers listed on two or more exchanges or marketplaces ("Interlisted Issuers").
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