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The Toronto Stock Exchange (TSX) recently announced changes to its rules that require TSX-listed companies to obtain shareholder approval of certain public company acquisitions.

The current CEO and one former CEO of Toshiba Corp. resigned this week in connection with the accounting scandal the company has been embroiled in since May.

The TSX today published notice that it is adopting amendments to its Company Manual that would require issuers to (i) elect directors annually; (ii) elect directors individually; (iii) publicly disclose the votes received for the election of each director; (iv) disclose whether a majority voting policy has been adopted and if not, explain the practices for electing directors and the reason for not adopting a majority voting policy; and (v) disclose to the TSX if a director receives a majority of

Preet also says that BTI may not influence a shift in Canadian law regarding the substance of directors' duties.

A key legal decision in starting or growing your business is choosing the business structure that's right for you.

In this final chapter, we discuss how boards and senior management might respond to the ever-changing environments in which their companies operate, to maximize their viability and profitability in the near, medium and long terms.

An Ontario court has ordered two corporate directors to serve 25 days in jail for failing to take reasonable care to ensure that their company complied with the Ontario Occupational Health and Safety Act and regulations.

On October 26, 2023, Ontario's Bill 79, Working for Workers Act, 2023 received royal assent. Among other changes to workplace law...

The sole corporate officer and director of Green Diesel Canada Ltd. has gone to jail, because his company breached a court order to pay restitution for illegal dumping.

Expanded Liability For Directors Of Bankrupt Corporations.

When paying compensation to directors for their services, companies have payment options that can provide tax benefits or in some cases, unwanted tax consequences.

Davis LLP’s Adrienne Woodyard, partner in the firm’s Toronto office, discusses director tax assessments and who the Canada Revenue Agency (CRA) holds liable in the case of failing to submit proper taxes.

The ninth edition of the Blakes Board Report examines how women general counsel are uniquely positioned to lead corporate boards through the governance challenges posed by artificial intelligence. Drawing on comprehensive data from TSX-listed companies, the report explores the intersection of legal executive expertise and emerging technology oversight, while analyzing current trends in women GCs' pathways to board service.

An often overlooked change proposed in the Canadian federal budget of March, 2012, may have a significant impact on how Canadian subsidiaries of foreign corporations are financed.

On February 1, 2008, Multilateral Instrument 61-101 Protection of Minority Shareholders in Special Transactions became effective, replacing OSC Rule 61-501 and Québec’s Regulation Q-27. Both rules contained requirements for enhanced disclosure, independent valuations and majority of minority security holder approvals for specified types of transactions, specifically insider bids, issuer bids, business combinations and related party transactions.

The U.S. Securities and Exchange Commission (SEC) last week released a proposal that, among other things, would require issuers that are subject to federal proxy rules to conduct: (i) a shareholder advisory vote to approve the compensation of executives at least once every three years; (ii) a shareholder advisory vote on the frequency of executive compensation votes at least once every six years; and (iii) a shareholder advisory vote on golden parachute arrangements in connection with merger tra

The federal government announced today as part of its 2015 budget that the 2015 Economic Action Plan will include proposed amendments to the Canada Business Corporations Act to promote gender diversity in public companies, using the "comply or explain" model of disclosure currently required by most provincial securities regulators for TSX-listed companies.