OSC Seeks Input on Shareholder Democracy Reforms


On January 10, 2011, the Ontario Securities Commission (OSC) announced that it is considering regulatory

proposals to address certain shareholder democracy issues. Staff Notice 54-701 Regulatory Developments

Regarding Shareholder Democracy Issues (SN 54-701) specifically identifies “say-on-pay,” the election of directors

and the effectiveness of the proxy voting system as issues in the area of shareholder democracy requiring

additional review at this time and, potentially, the development of regulatory proposals.

At this stage of the review, the OSC would be pleased to receive any comment on whether it is desirable that staff

develop proposals in these areas and the appropriate scope of such proposals. The call for comments in SN 54-701

is a first step in the reform process. One can expect that the OSC will draft new regulations once it reviews the

public responses and will seek further comment later on specific proposals.

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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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