June 20, 2024 - When is a board of directors permitted to withhold information from one of its members? Although the Canadian corporate statutes generally grant directors a blanket right to inspect board and committee minutes, there is uncertainty as to whether a board could nonetheless withhold from a director...
In the News
Debate over Majority Voting Issues Draws National Media Attention
In articles published in The Globe and Mail and National Post, Davies partner Jennifer Longhurst comments on the controversies around “exceptional circumstances” and “enhanced quorums” in majority voting policies adopted by Canadian issuers under the TSX’s majority voting requirements.
The surge in attention to majority voting follows the release of Davies Governance Insights 2015, the fifth edition of Davies’ annual report, which presents our analysis of the important trends and developments in corporate governance for Canadian public companies. Our report provides guidance for boards and senior management of public companies and their investors on emerging and recurring governance themes—including majority voting—such as board composition and compensation, gender diversity initiatives and trends, shareholder issues such as engagement and proxy access, selected issues in board risk management, anticipated changes to the takeover bid regime and rights plans and corporate law reform.
Related
Bill S-285: A Canadian Contribution to the Stakeholder Governance Debate
June 11, 2024 - Senator Julie Miville-Dechêne recently introduced the 21st-Century Business Act (Bill S-285), a Senate public bill that proposes substantive amendments to the Canada Business Corporations Act (CBCA). The legislative proposal seeks to define the “purpose” of business corporations...
