Last week, Glass Lewis & Co. (Glass Lewis), a top governance analysis and proxy voting firm, released its 2016 proxy season guidelines for Canada and the United States, as well as its guidelines for evaluating shareholder initiatives
ISS proposed proxy voting policy changes for 2016
Institutional Shareholder Services (ISS), one of the world’s most influential proxy advisory firms, recently released its draft proposed voting policies for 2016. ISS is currently requesting feedback on new or potential changes to three voting policies in Canada
Emerging trends: Activist shareholder bans
As a result of the rising tide of shareholder activism in Canada, a number of defensive tactics have been developed by corporate management. The newest innovation in management’s arsenal is the activist investor ban—an agreement between an issuer and a
Managing risk: A primary concern for effective boards
In today’s economic climate the role of a board of directors is as dynamic as it is demanding. Boards are now forced to take on expanded roles to better guide their organizations through uncertain economic times. In addition, directors are
Management diversity: Do women in management lower a firm’s risk profile?
In an earlier post, we commented on the formal amendments to National Instrument 58-101 – Disclosure of Corporate Governance Practices and Form 58-101F1- Corporate Governance Disclosure imposing enhanced disclosure requirements with respect to female representation on the boards and
Key takeaways from the first half of 2015
ISS’ preliminary postseason review for 2015 provides a report on U.S. activism trends in 2015. ISS identifies five key takeaways from the first half of 2015:
- Proxy access proposals arrived in a big way this season, with almost 120 proposals
Delaware North? The (potential) rise of appraisal litigation in Canada
This blog post originally appeared in Norton Rose Fulbright’s M&A blog.
Under Delaware law and most Canadian corporate statutes, a shareholder who votes against a fundamental transaction—such as a going-private transaction or a sale of all or substantially all
The Dissatisfied Institutional Investor: Intervene or Exit?
Considering the role of institutional investors in influencing corporate governance is critical to effective corporate decision making. Broadly, dissatisfied institutional investors choosing to act can do one of the following: (a) intervene with management, either cooperatively or uncooperatively as dissident
The role of boards in M&A transactions
Female directors on the rise in the west
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