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Ignoring board gender diversity is no longer an option

By Michael Viner (Toronto) on January 10, 2018

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’ 2018 Canada Policy Guidelines on Proxy Advice

By The Special Situations Team on January 4, 2018

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…

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

By The Special Situations Team on August 8, 2017

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…

Making your vote count II: CSA finalizes proxy voting protocols

Photo of Andrea BrewerPhoto of Nader Hasan (Toronto)Photo of Walied Soliman
By Andrea Brewer, Nader Hasan (Toronto) & Walied Soliman on March 20, 2017

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…

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

Photo of Katherine PrusinkiewiczPhoto of Tracey Kernahan
By Katherine Prusinkiewicz & Tracey Kernahan on April 8, 2016

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…

CSA issues progress report on its review of Proxy Voting Infrastructure

By The Special Situations Team on February 3, 2015

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…

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

By The Special Situations Team on September 30, 2014

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…

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Norton Rose Fulbright’s Special Situations Team has played a leading role in Canada’s most high-profile shareholder activist and defense mandates, as well as complex reorganization transactions. The Special Situations Law blog is about sharing our insights with you. With videos discussing shareholder activism, links to relevant case law and legislation, and incisive commentary about regulatory and legal developments, our blog includes a wealth of resources and perspectives on special situations law.

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