Canada’s system of corporate governance is derived from the British common law model and strongly influenced by developments in the United States. While corporate governance practices in the United Kingdom and the United States are similar in many respects, where there are differences Canadian practice usually falls somewhere in between. For example, a Canadian corporation is more likely than a US corporation to have a chair who is not the CEO, and typically has fewer executives on the board than a UK corporation.

Under Canada’s Constitution, provincial governments have exclusive power

over property and civil rights within the province. As a result, corporations may choose to incorporate under federal corporate law or under the corporate laws of any of the 10 provinces in Canada. In addition, securities law in Canada is regulated by securities administrators in Canada’s 10 provinces and three territories. The most recent initiative to create a federal securities act and national securities regulator was declared unconstitutional in late 2011 by the Supreme Court of Canada. However, the Ministers of Finance of British Columbia, Ontario and Canada announced in September 2013 they are collaborating on a cooperative capital markets regulatory system. Regulation of Canada’s national stock exchange is divided between the Province of Ontario for the senior exchange, the Provinces of British Columbia and Alberta for the venture exchange and the Province of Quebec for the derivatives exchange...

Originally published in The Corporate Governance Review, 4th edition (published in March 2014).

Please see full Chapter below for more information.

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Topics:  Activist, Audits, Board of Directors, Canada, Canadian Securities Administration, Capital Markets, Corporate Governance, Corporate Issuers, Disclosure Requirements, ICD Codes, Ontario Securities Commission, Proxies, Shareholders, Toronto Stock Exchange

Published In: Business Organization Updates, General Business Updates, Securities Updates

DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

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