Posted in Capital Markets, Contested Situations, Corporate Governance, Directors & Officers, Election of Directors, Proxy Voting, Securities, Shareholder Meeting
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Power and Influence: New CBCA Registration Requirements for Private Companies
As of June 13, 2019, private corporations incorporated under the Canada Business Corporations Act (CBCA) must maintain a register regarding individuals who have “significant control” over the corporation through direct or indirect influence. This requirement was one of several new initiatives included in Bill C-86, the Budget Implementation Act, 2018, No. 2 which received Royal Assent on December 13, 2018.
Continue Reading Power and Influence: New CBCA Registration Requirements for Private Companies
A Strong Voice for Enhanced Corporate Governance: Commonsense Principles 2.0
Recently, a group of prominent executives released an open letter and document known as Commonsense Principles 2.0. Signatories include Mark Machin of the Canada Pension Plan Investment Board and Warren Buffett of Berkshire Hathaway. The purpose of the letter and the principles is to encourage companies to embrace a long-term view and enhance trust
The SEC’s Proposed Amendments regarding the Use of Universal Proxies
In today’s marketplace, most shareholder voting is done by way of proxy. Few shareholders choose to attend shareholder meetings in person. Under the current rules of the U.S. Securities and Exchange Commission (SEC), shareholders who attend meetings in person typically receive a universal ballot, which allows shareholders to choose from a complete list of all
Lessons from Trump’s Victory: 10 Questions that every target of shareholder activism should be asking itself
In light of Donald Trump’s unorthodox campaign and unexpected victory, it may be worthwhile to consider whether there are any strategy lessons for those engaged in shareholder activism. After all, a proxy contest is essentially a form of political campaign.
- Is angry rhetoric on the part of the activist more galvanizing than reasoned argument?
- In
Hemostemix Proxy Contest: Will Dissidents Succeed in Making a Clean Sweep of the Boardroom?
On August 22, 2016, a group of shareholders commenced a proxy contest to change the entire board of Hemostemix Inc. (Hemostemix), a widely-held, micro cap, clinical-stage biotechnology company (TSXV:HEM, OTCQX:HMTXF).
Hemostemix’s business activities focus on the development and planned future commercialization of ACP-01, a proprietary, blood-derived cell product designed to treat critical limb ischemia, a painful obstruction of the arteries that reduces blood flow to the extremities. Hemostemix had reached an agreement in 2014 with a contract research organization (CRO) to manage most aspects of the phase 2 clinical trial of ACP-01, but Hemostemix announced on June 28, 2016, that the CRO had terminated the agreement, and that phase 2 clinical trials would be placed on hold.