February 11, 2019
In preparation for the upcoming proxy season, issuers should familiarize themselves with the Canadian proxy voting guidelines recently published by Institutional Shareholder Services Inc. (ISS) and Glass Lewis & Co. (Glass Lewis), respectively. This bulletin addresses certain areas of the updated topics covered by the ISS benchmark policy recommendations and Glass Lewis’s proxy guidelines and shareholder initiatives guidelines, in each…
February 6, 2019
The Blakes Canadian Mergers and Acquisitions: FAQs and 2019 Trends answers frequently asked questions regarding the regulation of public M&A in Canada and provides an outlook for what 2019 may hold based on significant developments we observed in the Canadian deal environment.
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January 22, 2019
The Ontario Securities Commission (OSC) recently announced plans to engage in a structured public consultation process as the next step in its efforts to reduce the regulatory burden for market participants. The public consultation, outlined in OSC Staff Notice 11-784: Burden Reduction, will include an opportunity for interested stakeholders to submit comments on key areas of securities regulation and participate…
December 12, 2018
On November 29, 2018, the Canadian Securities Administrators (CSA) released CSA Staff Notice 51-356 Problematic promotional activities by issuers (Staff Notice), which cautions companies to avoid disclosure and promotional practices that are manipulative or that may mislead investors. The Staff Notice sets out the CSA’s expectations for issuers in complying with securities law requirements as well as guidance in relation…
December 6, 2018
The Corporate Finance Division of Quebec’s Autorité des marchés financiers (AMF) recently released its annual Summary of Oversight and Regulatory Activities (Report). In addition to providing a snapshot of the Quebec capital markets, the Report identifies a range of deficiencies encountered by the AMF in its ongoing review of various continuous disclosure and financing documents of Quebec issuers and highlights…
December 3, 2018
Voluntary codes of conduct have become common (and even expected) practice as part of a broader corporate social responsibility (CSR) strategy for companies across all industries. Increasingly, companies have been facing litigation and reputational risks in connection with the implementation of their CSR goals and policies as articulated in their codes of conduct.
November 26, 2018
On November 20, 2018, the Alberta Securities Commission (ASC) announced the creation of its whistleblower program (Program) through the adoption of ASC Policy 15-602 Whistleblower Program (Policy) and accompanying amendments to the Alberta Securities Act (Act). The Office of the Whistleblower was established to oversee and enforce the whistleblower legislation. The Program’s goal is to facilitate reporting in order to…
November 15, 2018
Proactive anticorruption compliance programs, risk assessments and detailed due diligence practices can make the world of difference when engaging in global business transactions. Join us for a one-on-one discussion with Jonathan Drimmer, Deputy General Counsel at Barrick Gold, to hear his first-hand experience on the cutting edge of compliance and how proactive efforts can safe-guard your business in foreign jurisdictions….
November 12, 2018
On November 9, 2018, the Supreme Court of Canada (SCC) ruled that the proposed cooperative capital markets regulatory system (Cooperative System) is constitutional. The unanimous decision opens the door to a proposed pan-Canadian securities regulator that will exercise delegated authority from participating jurisdictions. Under the proposed Cooperative System, a single regulator – the Capital Markets Authority (Authority) – would receive…
October 11, 2018
We invite you to join us as we review recent trends and regulatory developments that are influencing public company corporate governance and shareholder activism in the Canadian market. Among other topics, this program will address: Getting ready for your annual shareholders’ meeting Lessons from recent proxy contests Board diversity initiatives and disclosure requirements Shareholder engagement plans and policies M&A…