Proxy advisory firms Institutional Shareholder Services (ISS) and Glass, Lewis & Co. (Glass Lewis) recently published updated guidelines governing shareholder meetings for the 2021 proxy season. The ISS Benchmark Policies for Canadian issuers and Glass Lewis Guidelines focused on key issues, including gender diversity, environmental and social risk oversight, board refreshment, and other corporate governance matters.
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Glass, Lewis & Co. (Glass Lewis) recently released its annual voting guidelines for the 2021 proxy season, which include the requirement for TSX-listed issuers to have at least two female board members. Glass Lewis made a number of additional changes to its guidelines, including in relation to other board composition matters, ESG, audit committee matters and exclusive forum provisions. Unless noted otherwise, all changes are effective starting Jan. 1, 2021.
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On December 3, 2020, the Canadian Securities Administrators (the "CSA") issued CSA Consultation Paper 25-403 – Activist Short Selling (the "Consultation Paper") seeking public consultation on a number of issues relating to activist short selling and its impact on Canadian public companies. The CSA is accepting comments on the Consultation Paper until March 3, 2021.
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GRI has called for strengthened financial reporting that complements sustainability reporting and takes account of the financial risks and opportunities related to a company's sustainability impacts – with mandatory disclosure to ensure transparency on corporate contributions to global challenges.
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The Ontario Securities Commission ("OSC") recently issued its 2021-2022 Draft Statement of Priorities for comment (the "Draft Statement"). The document sets out the priority initiatives that the OSC will pursue for the period from April 1, 2021 through March 31, 2022 in support of its four strategic goals, which are to: promote confidence in Ontario's capital markets; reduce regulatory burden; facilitate financial innovation; and strengthen the OSC's organizational foundation.
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