Timely Disclosure

Timely Disclosure

Updates and Commentary on Current issues in M&A, Corporate Finance and Capital Markets

Category Archives: Shareholder Meeting

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IIROC Provides Guidance on Soliciting Dealer Arrangements

Posted in Corporate Governance, Elections of Directors, Mergers & Acquisitions, Proxy Voting, Securities, Shareholder Meeting
Since it costs a lot to win, and even more to lose, You and me bound to spend some time wondering what to choose. Deal – The Grateful Dead IIROC recently published guidance regarding managing conflicts of interest arising from soliciting dealer arrangements. The guidance elaborates on existing conflict of interest rules in the context… Continue Reading

It Stays in the Family – Dual Voting Share Structures for Family Businesses

Posted in Corporate Governance, Elections of Directors, Shareholder Meeting
For many family businesses, control of long-term direction and management of the family corporation are key issues, particularly during times of growth or periods of succession. The Institute for Governance of Private and Public Organizations (“IGOPP”) recently published a new policy paper that should be of interest to family businesses and their advisors in planning… Continue Reading

Something old, something new: Proposed amendments to the CBCA in the 2019 budget implementation bill

Posted in Corporate Finance, Corporate Governance, Shareholder Meeting
On April 8, 2019, the federal government introduced Bill C-97 to implement measures from its spring budget. The bill proposes amendments to many federal statutes, including several important amendments to the Canada Business Corporations Act (CBCA) relevant to both private and public companies. Our summary of the proposed changes is set out below, some of… Continue Reading

Think Before You Send: The Legal Risks of Emails and Text Messages from Personal Accounts

Posted in Access to information, Securities, Shareholder Meeting
If the Hillary Clinton email scandal wasn’t a clear enough lesson that one should not conduct “official” work using personal electronic communication tools (be it personal email, texts or other methods), a number of recent court decisions have required executives to produce communications from their personal accounts and devices. Executives and advisors should not assume… Continue Reading

Bringing Your Annual Meeting into the Digital Age

Posted in Shareholder Meeting
Annual meetings of shareholders of public companies often feature: attendance by a modest number of shareholders, and by the company’s external legal counsel, auditor, investor-relations firm, service providers and other assorted hangers-on; the casting of virtually all votes prior to the meeting by way of proxy; perfunctory reviews of the past fiscal year by the… Continue Reading