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Since 2014, the Toronto Stock Exchange (TSX) has required listed issuers without a majority shareholder to implement a majority voting policy requiring each of its directors to be elected...

The securities regulatory authorities finalized amendments to national instruments requiring disclosure relating to gender diversity on boards and in senior management and director tenure.

COVID-19 has taken a toll on global stock markets as many countries struggle to deal with the pandemic. Reporting issuers (each an "Issuer" or "Company")

In past years, modern slavery and other human rights issues have not been a critical focus of Canadian boards of directors.

Board and management diversity, director election processes and notice-and-access procedures are the key issues dealt with by proposed amendments to Canada's corporate law...

Heading into the proxy reporting season it is important to pay close and early attention to the new amendments to the executive compensation disclosure rules.

This new disclosure requirement, which is primarily corporate governance–related, is set out in new Item 407(i) of Regulation S-K.

As described in our previous article, the Ontario Not-for-Profit Corporations Act, 2010 ("ONCA") entered into force on October 19, 2021. In doing so, it largely replaced the out-dated Ontario Corporations Act ("OCA").

It is commonplace for corporations to have on their boards of directors professionals such as accountants or lawyers.

On January 10, 2011, the Ontario Securities Commission published OSC Staff Notice 54-701 Regulatory Developments Regarding Shareholder Democracy (the Notice), which provides an update on the status of shareholder democracy issues and identifies three issues for additional review and potential regulatory proposals for reporting issuers.

Most business people understand that a company is a separate legal "person" from its members and, by its creation, limits the personal liability of any individual officer.

On February 15, 2025, the Department of Finance proposed Diversity Information Disclosure Regulations (the Proposed Diversity Regulations) for distributing federally-regulated financial institutions (FRFIs)...

The British Columbia Court of Appeal underscores the importance of providing sufficient evidence underlying a company's decision not to prosecute or defend a derivative action.

It appears 2024 will include an unwelcome surprise for many business owners in Canada – public disclosure of their ownership interests in corporations.

It is a common practice in Canada for an individual to be nominated as a director of a corporation by stakeholders who have a significant interest in the corporation, such as shareholders...

Institutional Shareholder Services (ISS) is one of the leading proxy advisory firms that makes voting recommendations on public companies' proxy resolutions.

A typical "fiduciary out" clause gives the board of directors of a target company the ability to consider, and if applicable accept, an unsolicited competing bid that the board has determined is more favourable than the incumbent transaction.