Corporate Governance Update: Canadian Developments And Trends

The end of 2013 and early 2014 saw a variety of proposals and developments in Canada on a range of corporate governance matters. Here are a few areas to watch over the course of the coming months.

1. Gender Diversity

Following up on the Staff consultation paper issued in July 2013, the Ontario Securities Commission (OSC) has proposed a "comply or explain" model regarding the representation of women on boards and in senior management. The proposal involves amendments to Form 58-101F1 Corporate Governance Disclosure which, if adopted, will require most companies listed on the Toronto Stock Exchange (TSX) and certain other non-venture issuers reporting in Ontario to provide new annual disclosure concerning gender diversity (typically in an issuer's proxy circular). The new requirements would include disclosure of, among other matters, the issuer's policies with respect to the identification and nomination of women directors; consideration of the representation of