Leslie Greey

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Gender diversity during proxy season and National Instrument 58-101 Disclosure of Corporate Governance Practices (NI 58-101) are reviewed when CSA releases their staff notice regarding compliance for 2018 (as reported in our Timely Disclosure posts in 2017, 2016 and 2015). In celebration of international women’s day, here is a recap of gender diversity promotion and a preview of discussion points to come at the end of proxy season 2018: Catalyst Report Increasing the…
Investor Protection & Dual Class Share Structures The recent initial public offerings (IPOs) of major players in the Canadian market, including Aritzia in September 2016, Freshii in January 2017 and Canada Goose in March 2017, have sparked debate about the use of dual class share structures and whether regulatory reform is necessary in order to ensure adequate investor protection. Corporate Legislation of Dual Class Share Structures: Pursuant to section 24(3) of the Canada Business Corporations…
Part 3: Reform To Canadian Access to Information Co-authored by Gianrico DePasquale and Roseanna Dat. In Part 1, we discussed access to information requests in Canada and in Part 2, we discussed freedom of information requests in the United States. As a follow up to Part 1, we report that the Government of Canada is in the process of amending the Access to Information Act[1] and is considering potential reform which…
Part 2: US Government – Freedom of Information Co-authored by Gianrico DePasquale and Roseanna Dat. In Part 1, we discussed access to information requests in Canada. In the United States, businesses that interact with the federal agencies as defined in the Freedom of Information Act[1] may be similarly subject to a freedom of information (FOIA) request. A FOIA request compels the federal agency to disclose records in its possession should any person make…
Part 1: Canadian Government – Access to Information Co-authored by Gianrico DePasquale and Roseanna Dat. This is the first part of our series reporting on the potential for companies to seek access to information about business competitors held by governments in Canada and the United States. In Canada, businesses that interact with Government Institutions as defined in the Access to Information Act[1] may be subject to an access to information (ATIA) request. An…
As the New Year rolls along, so does commentary on executive compensation. According to the Canadian Centre for Policy Alternatives, by 11:47 am on the first working day of 2017 (January 3rd) Canada’s 100 highest paid CEOs on the TSX index had earned the equivalent of the average annual Canadian wage. Shareholder votes on the executive compensation disclosed in management proxy circulars (“say on pay”) are not mandated in Canada. However, according to the Institute…
In light of recent events, it appears that our American friends are taking a greater interest in Canada. The following is a description of some issues that may arise in connection with US agreements being “Canadianized” for use in Canada. Due to the complexity surrounding these issues, and other issues that may arise in connection with Canadianizing an agreement, it is recommended that professional legal advice is sought for the specific US agreement. Governing Law…
On September 28, 2015 ten members of the Canadian Securities Administrators (CSA members), including the Ontario Securities Commission, released Multilateral Staff Notice 58-307 (Staff Notice) entitled Staff Review of Women on Boards and in Executive Officer Positions – Compliance with National Instrument 58-101 Disclosure of Corporate Governance Practices (NI 58-101).  The Staff Notice summarizes the findings of the review by the CSA members of the corporate governance disclosure of 722 reporting issuers being, of the…