TSX Amends Director Election Rules And Proposes A Majority Voting Requirement

Issues surrounding the election of directors of public companies gained the attention of Canadian securities regulators in the last years due to concerns expressed by large institutional investors that current Canadian rules regarding the election of directors were not democratic nor aligned with current practices in other countries.

Issues surrounding the ele

In January 2011, the Ontario Securities Commission (the "OSC") published a Staff Notice advising that it was assessing whether reforms to securities laws were appropriate to facilitate individual director voting and majority voting for director elections.

Following such initiative, the Toronto Stock Exchange ("TSX") published for public comment, in September 2011, a series of proposed amendments to its Company Manual that relate to how a listed issuer elects the members of its board of directors. Considering that a majority of commenters supported such amendments and that the OSC approved same,