IR Leader
January 19, 2016

Top Stories

TSX Staff Notice on Rights Offerings

Toronto Stock Exchange ("TSX") staff is providing guidance with respect to Section 614 - Rights Offerings of the TSX Company Manual in light of the recent adoption by the Canadian Securities Administrators of amendments relating to rights offerings.

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TSX Staff Notice - FAQ on Normal Course Issuer Bids

Toronto Stock Exchange ("TSX") staff is providing guidance on Sections 628 and 629 of the TSX Company Manual for frequently asked questions on normal course issuer bids.

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Increased Complexities for Exempt Market Filings in Canada Effective May 24, 2016

The members of the CSA recently adopted rule amendments that will require certain regulatory filings relating to exempt market activities to be filed on SEDAR on and after May 24, 2016.

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Rethinking Your Approach to Shareholder Engagement

Keeping investors up to speed on the business should include more than just discussions of financial performance.

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How Scripted Should Your Earnings Calls Be?

A professor finds evidence that relying too heavily on scripting can depress stock performance.

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Offering Memorandum Exemption Introduced in Ontario

A new method of raising financing takes effect in Ontario today. As anticipated in a previous alert, Ontario has adopted a prospectus exemption that allows issuers to distribute securities by preparing and delivering an offering memorandum (OM) in the required form. Five other provinces - Alberta, Saskatchewan, Qu├ębec, New Brunswick and Nova Scotia (together with Ontario, the Participating Provinces) - intend to change certain aspects of their existing OM exemption such that, in each case, it will be substantially harmonized with this new Ontario OM exemption. The result is that issuers will be able to raise capital across Canada by way of an OM exemption, though certain aspects of the exemption will continue to vary by jurisdiction.

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The Hot List: 2016 Proxy Season Trends and Action Items

As we enter 2016, we want to bring your attention to a few items that we believe will play prominent roles in the 2016 proxy season.

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Rep. Maloney Seeks to Boost Women on Corporate Boards

Rep. Carolyn Maloney of New York is working on legislation to address the near-absence of women from corporate boardrooms and hopes to introduce it in the U.S. Congress next month. If it becomes law, companies would have to disclose the gender composition of their boards of directors, as well as policies and strategies related to gender diversity on their boards, she told Reuters in an interview on Friday. The legislation would be modeled after policies in Canada and Australia, she added.

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