Toronto Stock Exchange Issues Guidance On Director Election And Disclosure Requirements

On October 4, 2012, the Toronto Stock Exchange (the "TSX") announced that it had received approval from the Ontario Securities Commission to proceed with amendments to Part IV of the TSX Company Manual (the "Manual") relating to how a listed issuer elects its board of directors. The amendments, which became effective on December 31, 2012, included requirements for issuers to elect directors individually on an annual basis, to publicly disclose the votes received for the election of each director, to disclose if they have adopted a majority voting policy for uncontested director elections and, if the issuer does not have a majority voting policy, to disclose to the TSX if a director receives a majority of 'withhold' votes (collectively, the "Requirements").