Davies Governance Insights 2013

From board diversity to shareholder activism to emerging market risks, this third edition of Davies Governance Insights, our annual review examining topic shaping the governance landscape, provides analysis of a wide range of issues important to Canadian boards and governance observers.

In Chapter 1, Directors and Boards, we profile the evolving make-up of Canadian boards, discuss calls for diversity on boards and in management, and review approaches proposed by regulators and investors. With a rising acceptance of "say on pay" practices we suggest steps boards should take to avoid being surprised by say on pay vote results in our chapter on Executive and Director Compensation. In Shareholder Voting Issues we update issues regarding the integrity of shareholder voting in Canada, discuss initiatives for regulating proxy advisory firms and canvass issuers' majority voting practices. In Shareholder Initiatives we highlight emerging trends and issues such as "vote