Tag archives: proxy voting

Ignoring board gender diversity is no longer an option

By Michael Viner (Toronto) on Posted in Corporate Governance, Shareholder Activism
Discussions around board gender diversity are picking up steam in the lead up to the 2018 proxy season. Some of the leading proxy advisory firms, namely the Institutional Shareholder Services (ISS) and Glass Lewis & Co. LLC (Glass Lewis), appear to have caught wind of the discussions – both firms added a voting policy in … Continue reading

Glass Lewis’ 2018 Canada Policy Guidelines on Proxy Advice

By The Special Situations Team on Posted in Corporate Governance, Proxy Access, Proxy Battles, Shareholder Activism
Glass, Lewis & Co., LLC (Glass Lewis), a leading governance and proxy voting firm, has recently released its 2018 Policy Guidelines for Proxy Advice in Canada.  The following are three of its key changes from the 2017 Policy Guidelines: Board Gender Diversity In the new year, Glass Lewis will not make voting recommendations solely on the … Continue reading

Alberta Securities Commission declines to exercise public interest jurisdiction to terminate soliciting dealer arrangement in proxy fight

Photo of Linda FuerstBy Linda Fuerst and The Special Situations Team on Posted in Litigation, Proxy Battles
In its recent PointNorth Capital Inc. decision, the Alberta Securities Commission (ASC) was called upon to consider the appropriateness of a soliciting dealer arrangement that had been entered into by the issuer, Liquor Stores N.A. Ltd., in the context of a proxy fight. The arrangement was intended to address management’s constrained ability to solicit proxies … Continue reading

Making your vote count II: CSA finalizes proxy voting protocols

Photo of Walied SolimanPhoto of Andrea BrewerPhoto of Nader Hasan (Toronto)By Walied Soliman, Andrea Brewer and Nader Hasan (Toronto) on Posted in Corporate Governance, Securities
The Canadian Securities Administrators (CSA) have recently released finalized guidance and protocols for meeting vote reconciliation under CSA Staff-Notice 54-305 Meeting Vote Reconciliation Protocols (the Protocols) which are implemented on a voluntary basis. The Protocols mark the latest step in a systemic review that began in 2013 to bring greater transparency and simplicity in vote … Continue reading

Making Your Vote Count: New Developments on Proxy Voting in Canada

Photo of Tracey KernahanPhoto of Katherine PrusinkiewiczBy Tracey Kernahan and Katherine Prusinkiewicz on Posted in Corporate Finance, Securities
The majority of shareholders in Canada hold their shares through a broker or other intermediary which in turn holds their shares with the Canadian Depository for Securities Limited (CDS). Most voting at shareholder meetings therefore occurs within a layered, complex and opaque proxy system. This leads to uncertainty as to whether all of the votes … Continue reading

CSA issues progress report on its review of Proxy Voting Infrastructure

By The Special Situations Team on Posted in Securities
The Canadian Securities Administrators (CSA) recently provided an update on their ongoing review of proxy voting infrastructure. The progress report follows the publication of CSA Consultation Paper 54-401 Review of the Proxy Voting Infrastructure in August 2013 (the Consultation Paper). The Consultation Paper examined two issues: (i) the accuracy of vote reconciliation in the current … Continue reading

A Changing Climate for Proxy Advisory Firms: Developments in the US and Canada

By The Special Situations Team on Posted in Corporate Governance, Proxy Battles, Securities, Shareholder Activism, Uncategorized
The role of proxy advisory firms in the marketplace has been a focal point on both sides of the border as recent guidance by the US Securities and Exchange Commission (SEC) and the Canadian Securities Administrators (CSA) highlights the powerful influence of proxy advisory firms and need for increased accountability and transparency. In the US, … Continue reading
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