John Tuzyk on Business Corporation Act

Clawback Policies Gain More Ground in Canada

Despite a lack of legislative change over the past eight years, the use of “clawback” provisions—arrangements under which an employee forfeits previously awarded compensation—have become increasingly common in...more

11/19/2019 / Business Corporation Act , Canada , Dodd-Frank , Financial Institutions , Financial Stability Board , OSFI , Sarbanes-Oxley

Mandatory “Say-on-Pay” May Be on the Way in Canada

A Canadian legal requirement to present an advisory “Say-on-Pay” shareholder vote—a shareholder vote approving a company’s approach to executive compensation—is potentially on the horizon for certain Canadian public...more

10/7/2019 / Board of Directors , Business Corporation Act , Canada , Corporate Counsel , Corporate Governance , Say-on-Pay , Shareholders

Broad Changes to CBCA Proposed: Directors’ Duties, Additional Disclosure and Annual Say-on-Pay

Significant amendments to the Canada Business Corporations Act (CBCA) proposed in the federal government’s omnibus budget implementation bill (Bill) would codify into statute some of the principles relating to directors’...more

4/12/2019 / Board of Directors , Business Corporation Act , Canada , CBCA , Corporate Governance , Fiduciary Duty , Say-on-Pay , Shareholders

Bill 101 Aims to Bring Mandatory Compensation Voting, Majority Voting and Diversity Disclosure to Ontario Companies

Bill 101, Enhancing Shareholders Rights Act, 2017 (Bill 101), a private member’s bill that has passed second reading in the Ontario Legislative Assembly, proposes changes to the Business Corporations Act (Ontario) (OBCA),...more

1/29/2018 / Business Corporation Act , Canada , Corporate Governance , Shareholders , Toronto Stock Exchange

Proposed Regulations for Revised CBCA Provide Structure to Changes Proposed in Bill C-25

With the recent release of proposed regulations (Regulations), the Government of Canada has put some meat on the bones of the proposed changes to the Canada Business Corporations Act (CBCA) that were contained in Bill C-25...more

1/31/2017 / Business Corporation Act , Canada , CBCA , Disclosure Requirements , Diversity , Financial Statements , Shareholder Proposals , Toronto Stock Exchange , TSX Venture Exchange

Bill C-25 Looks to Include Majority Voting, Diversity Disclosure Requirements in Canada Business Corporations Act

The Government of Canada recently introduced Bill C-25 (Bill), titled “An Act to amend the Canada Business Corporations Act, the Canada Cooperatives Act, the Canada Not-for-profit Corporations Act and the Competition Act”....more

10/25/2016 / Business Corporation Act , Canada , CBCA , Disclosure Requirements , Diversity , Financial Statements , Shareholder Proposals , Toronto Stock Exchange , TSX Venture Exchange

Canadian Coalition of Good Governance Advocates More Proxy Access

Earlier this year, the Canadian Coalition of Good Governance (CCGG) released its publication “Shareholder Involvement in the Director Nomination Process: Enhanced Engagement and Proxy Access”, proposing enhanced proxy access...more

9/11/2015 / Board of Directors , Business Corporation Act , Canada , Corporate Governance , Dodd-Frank , Majority Voting Policies , Proposed Regulation , Proxy Access Rule , Publicly-Traded Companies , Securities and Exchange Commission (SEC) , Shareholders

Broad Changes to Ontario Corporate Law Recommended

A panel of legal practitioners and academics appointed by Ontario’s Ministry of Government and Consumer Services (Panel) has recommended potential updates and revisions to a number of corporate and commercial Ontario statutes...more

8/5/2015 / Board of Directors , Business Corporation Act , Canada , Corporate Entities , Limited Partnerships , OBCA , Partnerships , Proposed Legislation , Shareholder Rights , Shareholders

John Tuzyk

Blake, Cassels & Graydon LLP

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