Canada has proven to provide fertile ground for shareholders activism, in part due to a regulatory landscape that could be viewed as more shareholder friendly than some other jurisdictions. As a result, it is perhaps not surprising that activists have achieved significant success in Canada in recent years. It is apparent that shareholder activism is now firmly part of Canada’s corporate landscape and that sound governance practices and proactive boards who engage directly with stakeholders have become the baseline expectations.

Fasken Martineau has published a Directors’ Handbook (Handbook) for shareholder activism. The Handbook provides guidance and recommendations of sound practices that should be adopted by any public company to bolster its defence against activists.

The Handbook is divided into four parts:

  • Part 1 – an overview of duties of the board in the context of shareholder activism;
  • Part 2 – a proactive program designed to decrease the odds of being targeted by an activist;
  • Part 3 – a framework for responding to and engaging with an activist; and
  • Part 4 – description of common activist scenarios and tactics.

The Handbook is intended to provide a general overview and to provide guidance that may be of assistance to public companies. It is important to bear in mind that every activist situation is unique and that it is impossible to plan for every possible contingency in advance. Fasken Martineau would be pleased to answer any questions or provide any additional assistance regarding shareholder activism.

The Directors’ Handbook: Shareholder Activism can be accessed on our website.