The Canadian Securities Administrators (CSA) today published CSA Staff Notice 11-336 Summary of CSA Roundtable on Response to Cyber Security Incidents, which provides an overview of the themes discussed and some of the key takeaways.
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The Canadian Securities Administrators (CSA) today published CSA Consultation Paper 51-404 Considerations for Reducing Regulatory Burden for Non-Investment Fund Reporting Issuers (Consultation Paper), which seeks comments on potential options for reducing regulatory burden for non-investment fund reporting issuers in the public markets.
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An overview of some of the more notable developments in the Canadian capital markets in 2016 and our views on these developments and their potential impact for 2017.
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History was made yesterday when the shareholders of Toronto-Dominion Bank (TD Bank) narrowly approved a shareholder proposal asking the board of directors to take the necessary steps to adopt a "proxy access" bylaw. The proposal, which mirrors another proposal submitted by the same shareholder to Royal Bank of Canada (RBC), is the first proxy access proposal made in Canada. Given the widespread support for proxy access in the U.S., and the RBC and TD Bank proposals in Canada, Canadian issuers should prepare to face proposals (formal or informal) to implement proxy access in some form. Companies incorporated under the Ontario Business Corporations Act (OBCA) may also see proxy access become a statutory right.
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In this paper from the Rock Center for Corporate Governance at Stanford University, Board Evaluations and Boardroom Dynamics, the authors suggest that board self-evaluations aren't all they're cracked up to be.
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In a Staff Notice published on March 9, 2017, the Toronto Stock Exchange (TSX) has provided guidance on majority voting policies for TSX-listed issuers. This guidance follows amendments to the TSX Company Manual (the "Manual") made in 2014 that require TSX-listed issuers to adopt majority voting policies ("Majority Voting Policies") requiring that each director be elected by a majority of votes cast with respect to his or her election, except for at a contested meeting.
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The Securities Act requires the Commission to deliver to the Minister and publish in its Bulletin each year a statement of the Chair setting out the proposed priorities of the Commission for its current fiscal year in connection with the administration of the Act, the regulations and rules, together with a summary of the reasons for the adoption of the priorities.
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