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Mar 08 2010

CCGG Makes Submission to Standing Committee reviewing the CBCA

The Canadian Coalition for Good Governance (CCGG) made a submission to the Standing Committee on Industry, Science and Technology  regarding the Committee’s five-year review of the Canada Business Corporations Act (CBCA). The submission follows the CCGG’s appearance before the Committee in November 2009.

According to the CCGG’s brief, governance requirements for public companies in Canada have not kept pace with Canadian or international best practices. FAIR Canada supports CCGG’s recommendations to enshrine basic democratic and governance norms for public companies into the CBCA. In particular, FAIR Canada supports the CCGG recommendations that the CBCA be amended to: (i) prohibit slate voting; (ii) require a majority voting standard for director elections; (iii) require annual director elections for all CBCA public companies; (iv) require public companies to disclose the detailed results of shareholder votes for matters on the ballot; (v) give significant shareholders access to the proxy circular; (vi) require all shareholder approval for significantly dilutive acquisitions; and (vii) give shareholders more meaningful ways to resolve claims under the oppression remedy.

FAIR Canada also supports the CCGG’s call for the Committee to broaden the scope of its consultations.  FAIR Canada recommends that, during its consultation provess, the Committee issue a public consultation document and request submissions from interested parties.