John M. Valley John M. Valley

Investor and regulator interests drive change in corporate governance and executive compensation

New and renewed investor focus on issues of board diversity and proxy access and an increasing interest in climate change disclosure accounted for...

TSX issues final rules for corporate governance website disclosure and disclosure of security-based compensation arrangements

The Toronto Stock Exchange (TSX) has issued final amendments to the Company Manual relating to corporate governance website disclosure and disclosure...

Climate Change – Why boards need to be proactive

We highlight below a few of the reasons why climate change needs to be a recurring topic on the board agenda.

Shareholders divided on proxy access

A shareholder proposal requesting that the board of directors take steps to adopt a “proxy access” by-law was considered at the annual meetings...

Governance in 3D – Diversity, disclosure and director elections in 2016

Diversity disclosure practices were under the microscope following the first full year of mandated disclosure under securities laws regarding the...

Significant corporate governance changes in proposed amendments to the Canada Business Corporations Act

On September 28, 2016, the Canadian federal government introduced Bill C-25: An Act to amend the Canada Business Corporations Act et al. The proposed...

Significant corporate governance changes in proposed amendments to the Canada Business Corporations Act

The Canadian federal government recently introduced Bill C-25: An Act to amend the Canada Business Corporations Act et al. The proposed amendments...

A review of new whistleblower protections under Ontario’s Securities Act

The Ontario government has approved amendments to the Securities Act (Ontario) to prohibit reprisals against whistleblowers and prohibit contractual...

A Review of New Whistleblower Protections Under Ontario’s Securities Act

In connection with the establishment of the Ontario Securities Commission’s new Whistleblower Program in July 2016, which includes monetary...

CSA Publishes Proposals for Proxy Vote Reconciliation

On March 31, 2016, the Canadian Securities Administrators (the “CSA”) published for comment proposed protocols with respect to proxy vote...