New Governance Proposals From The TSX

On September 9, 2011, the Toronto Stock Exchange ("TSX") published for comment proposed amendments that would require all listed issuers – including those with a principal listing on another exchange – to:

• hold annual elections for all directors (rather than permitting staggered votes, which allow a portion of the directors to be elected annually for a multi-year period);
• elect directors individually (rather than by slate);
• disclose annually in management information circulars whether a majority voting policy for the annual election of directors has been adopted and, if not, explain the issuer's practices for electing directors and the reasons for not adopting a majority voting policy; and