Kristopher Hanc on Board of Directors

Capital Markets Tribunal Keeps High Bar to Establish Improper Defensive Private Placement

On March 11, 2024, the Ontario Capital Markets Tribunal (Tribunal) released its reasons for dismissing Mithaq Capital Inc.'s (Mithaq) application on December 14, 2023, to cease trade a private placement that Aimia Inc....more

3/28/2024 / Board of Directors , Canada , Canadian Securities Administration , Capital Markets , Shareholders , Takeover Bids , Target Company

OSC Provides Guidance on “Necessary Course of Business” Exception to Prohibition Against Tipping

In a recent decision, Kraft (Re) (Kraft), the Ontario Capital Markets Tribunal (the Tribunal) articulated clear guidance with respect to the application of the necessary course of business (NCOB) exception to the prohibition...more

2/20/2024 / Board of Directors , Canada , Canadian Securities Administration , Capital Markets , Corporate Governance , Disclosure , Disclosure Requirements , Ontario Securities Act , Ontario Securities Commission (OSC)

ISS and Glass Lewis Update 2024 Proxy Voting Guidelines

Glass, Lewis & Co (Glass Lewis) and Institutional Shareholder Services (ISS) have each released updates to their Canadian proxy voting guidelines for the 2024 proxy season. The Glass Lewis updates apply to shareholder...more

1/4/2024 / Board of Directors , Canada , Corporate Governance , Corporate Officers , Diversity , Executive Compensation , GAAP , Glass Lewis , Institutional Shareholder Services (ISS) , Non-GAAP Financial Measures , Proxy Season , Proxy Voting Guidelines , Publicly-Traded Companies , Shareholder Meetings

New CSA Exemption Relating to Proxy Requirements For Uncontested Director Elections

Clarity for CBCA Incorporated Reporting Issuers On January 31, 2023, the Canadian Securities Administrators (CSA) published an exemption (the Exemption) for reporting issuers incorporated under the Canada Business...more

2/6/2023 / Board of Directors , Canada , Canadian Securities Administration , Disclosure Requirements , Proxy Season , Publicly-Traded Companies , Securities Regulation , Shareholders

ISS and Glass Lewis Update 2023 Proxy Voting Guidelines

Glass, Lewis & Co (Glass Lewis) and Institutional Shareholder Services (ISS) have both released updates to their Canadian proxy voting guidelines for the 2023 proxy season. The Glass Lewis updates apply to shareholder...more

12/14/2022 / Board of Directors , Canada , Equity Compensation , Glass Lewis , Institutional Shareholder Services (ISS) , Proxy Advisors , Proxy Season , Proxy Voting Guidelines , Shareholder Meetings

CSA Publishes New Guidance on Disclosure of Women on Boards and in Executive Officer Positions

The Canadian Securities Administrators (CSA) has published the seventh annual Review of Disclosure Regarding Women on Boards and in Executive Officer Positions. The participating jurisdictions from the previous...more

11/15/2021 / Board of Directors , Canada , Canadian Securities Administration , Corporate Governance , Disclosure Requirements , Diversity , Woman Board Members

Canadian Securities Regulators Publish Sixth Report Regarding Women on Boards and in Executive Officer

In March 2021, the Canadian Securities Administrators (CSA) published the sixth Staff Review of Disclosure Regarding Women on Boards and in Executive Officer Positions. Recently, participating securities regulatory...more

6/7/2021 / Board of Directors , Canada , Diversity , Securities , Woman Board Members

Canadian Government Proposes New CBCA Standard for Electing Directors (Updated)

The federal government has introduced proposed regulations that would, among other things, change the director election process for certain corporations established under the Canada Business Corporations Act (CBCA). The...more

5/5/2021 / Board of Directors , Canada , Controlling Stockholders , Corporate Counsel , Corporate Governance , Corporate Officers , Shareholder Litigation , Shareholders

Taseko Mines Defeats Raging River in Proxy Contest: Important Lessons for Boards Facing a Dissident Attack

After a lengthy, acrimonious and costly proxy contest to remove three directors of Taseko Mines Limited (“Taseko”) and elect its own nominees, in early May, 2016, activist investor Raging River Capital LP (“Raging River”)...more

6/1/2016 / Board of Directors , Canada , Corporate Governance , Proxy Contests , Shareholder Activism , Shareholder Meetings

Kristopher Hanc

Bennett Jones LLP

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