News & Analysis as of

Canada Equity Compensation

Dorsey & Whitney LLP

Canadian Compensation Arrangements - When Do I Need U.S. Counsel?

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Imagine a Canadian company adopts a deferred share unit plan (DSU Plan) for its directors.  At the time the plan is adopted, the company does not have the plan reviewed by U.S. counsel, because none of their directors reside...more

Bennett Jones LLP

ISS and Glass Lewis Update 2023 Proxy Voting Guidelines

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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

Bennett Jones LLP

Employer-Friendly Decision: Ontario Court of Appeal Limits Employees’ Entitlements to Equity-Based Incentives

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On October 18, 2021, the Ontario Court of Appeal released its decision in Battiston v Microsoft Canada Inc., 2021 ONCA 727, in which it overturned the trial court's finding that termination provisions in a stock award...more

Dorsey & Whitney LLP

Common U.S. Securities Problems with Canadian Stock-Based Compensation Plans

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We are frequently asked to review Canadian companies’ stock option, restricted share unit (RSU), performance share unit (PSU), deferred share unit (DSU), and other stock-based compensation plans for U.S. securities law...more

Dorsey & Whitney LLP

Common U.S. Tax Withholding and Reporting Errors with Respect to Certain RSUs

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A Canadian company (the employer) historically has not issued equity-based awards to employees of its U.S. subsidiaries, but it now is considering doing so. Past posts have addressed potential U.S. income tax pitfalls and the...more

Dorsey & Whitney LLP

DSU Plans Require Careful Review to Avoid Adverse U.S. Tax Treatment

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A Canadian company is planning to adopt a deferred share unit plan (DSU plan) for its directors. Only one or two of its directors are U.S. citizens or U.S. residents (“U.S. Directors”). With only one or two U.S. Directors,...more

Blake, Cassels & Graydon LLP

2017 Proxy Advisory Firm Voting Guidelines: Canadian Highlights

As an early step in preparing for the upcoming proxy season, issuers should familiarize themselves with the Canadian proxy voting guidelines recently published by Institutional Shareholder Services Inc. (ISS) and Glass Lewis...more

Bennett Jones LLP

2017 ISS and Glass Lewis Updates to Canadian Proxy Voting Guidelines

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Institutional Shareholder Services (ISS) and Glass, Lewis & Co (Glass Lewis) have both released their updates to their respective Canadian proxy voting guidelines for the upcoming 2017 proxy season. The ISS updates apply to...more

Blake, Cassels & Graydon LLP

2016 Proxy Advisory Firm Voting Guidelines: Canadian Highlights

As an early step in preparing for the upcoming proxy season, issuers should familiarize themselves with the Canadian proxy voting guidelines recently published by Institutional Shareholder Services Inc. (ISS) and Glass Lewis...more

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