Canadian Society of Corporate Secretaries
 

News and Updates

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  • Do you belong on the Diversity 50?

    16 May 2013 4:51 PM | Anonymous member (Administrator)
    The Canadian Board Diversity Council (CBDC) is now accepting applications for Diversity 50, Canada’s only national database of qualified, diverse candidates for corporate board of director appointments.

    Last year, 164 men and women applied from across Canada. 50 exceptional candidates made it into the database. In 2013 the Council will add another 50 candidates to the list, creating the definitive resource of diverse, board-ready candidates.

    Visit     Diversity 50 or email Gabriella Siciliano at gsiciliano@boarddiversity.ca to learn more about the initiative. Deadline for applications is May 31st, 2013.
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  • Putting the spotlight on Canada's governance professionals - CSCS opens nominations for its Excellence in Governance Awards

    15 Feb 2013 12:00 AM | Anonymous member (Administrator)

    TORONTO, Feb. 15, 2013 - Nominations are now open for the inaugural Excellence in Governance Awards (EG Awards), presented by the Canadian Society of Corporate Secretaries (CSCS). Nominations can be submitted at www.excellenceingovernanceawards.org starting today, February 15, 2013, until April 15, 2013.

    The shortlist of finalists will be announced in early June, 2013 and winners will be announced and celebrated on August 18, 2013 in Halifax, Nova Scotia at the opening dinner of the CSCS' 15th Annual Conference.

    The CSCS EG Awards recognize the important contribution governance professionals make to the best practices that build shareholder and stakeholder value in Canadian organizations across sectors and industries. The awards underscore the critical role that good governance plays in sustaining the value of Canada's public and private companies, crown corporations, government agencies, and not-for-profit organizations, and in contributing to Canada's economy, its services, and its capital markets.

    "Corporate secretaries and governance professionals so rarely get the acknowledgment they deserve for their contribution to the successes of their organizations," says CSCS President, Lynn Beauregard. "We created the EG Awards to celebrate their leadership, guidance, and the best practices they bring to their boards, their organizations and to the quality of governance in Canada."

    Nominations are sought for the following Awards categories:

    • Best sustainability, ethics and environmental governance programs
    • Best use of technology in governance, risk and compliance
    • Best approach to board and committee support
    • Best shareholder or stakeholder engagement by a governance team
    • Best overall corporate governance
    • Best approach to board diversity
    • Peter Dey Lifetime achievement award
    • Joyce Borden-Reed CSCS distinguished contribution award

    Descriptions of each category can be found at http://cscs.org/EGA_entry.

    The Excellence in Governance Awards jury panel includes the following governance thought leaders:

    Gigi Dawe, Risk Oversight and Governance, and National Practice Area Leader, Governance, Strategy and Risk, CICA
    Stephen Griggs, Director and past Executive Director of CCGG
    Sylvia Groves, President and Creative Director, Governance Studio
    Carol Hansell, Senior Partner, Davies Ward Phillips & Vineberg LLP
    Richard Leblanc, Associate Professor, Governance, Law & Ethics, Faculty of Liberal Arts and Professional Studies, York University
    Carol McNamara, Vice President, Associate General Counsel and Secretary, Royal Bank of Canada
    Paul Schneider, Manager, Corporate Governance, Ontario Teachers' Pension Plan (OTPP)
    Elizabeth Watson, Q.C, President of Watson Inc.

    These experts will be joined by Honorary Judge Peter Dey, Chairman, Paradigm Capital, Master of Ceremonies, David Beatty, Conway Director Clarkson Centre for Business Ethics and Board Effectiveness, and judging facilitator Brendan Sheehan, Founder and President, The Illawong Group. 

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  • CSCS announces its judging panel for the inaugural Excellence in Governance Awards (EGs).

    24 Jan 2013 11:00 AM | Anonymous member (Administrator)
     

    Toronto, ON (January 24, 2013)-The Canadian Society of Corporate Secretaries ("CSCS") announces an esteemed judging panel for the Excellence in Governance Awards/Prix d'excellence en gouvernance (EGs). The highly respected jury will select the winners for the awards which will be announced and celebrated on August 18, 2013 in Halifax, Nova Scotia at the opening dinner of the CSCS' 15th Annual Conference.

     

    The Excellence in Governance Awards jury panel is composed of seasoned and well-respected governance thought leaders from across Canada. CSCS has carefully selected the judges to ensure representation from all aspects of the governance community including shareholder representatives, regulatory experts, leading academics and practitioners.

    • Gigi Dawe, Risk Oversight and Governance, and National Practice Area Leader, Governance, Strategy and Risk, CICA

    • Stephen Griggs, Director and past Executive Director of CCGG

    • Sylvia Groves, President and Creative Director, Governance Studio

    • Carol Hansell, Senior Partner, Davies Ward Phillips & Vineberg LLP

    • Richard Leblanc, Associate Professor, Governance, Law & Ethics, Faculty of Liberal Arts and Professional Studies, York University

    • Carol McNamara, Vice President, Associate General Counsel and Secretary, Royal Bank of Canada

    • Paul Schneider, Manager, Corporate Governance, Ontario Teachers' Pension Plan (OTPP)

    • Elizabeth Watson, Q.C, President of Watson Inc.

    These eight experts will be joined by Honorary Judge Peter Dey, Chairman, Paradigm Capital and judging facilitator Brendan Sheehan, Founder and President, The Illawong Group.

     

    The CSCS EG Awards recognize the important contribution governance professionals make to the best practices that build shareholder and stakeholder value. The awards underscore the critical role that good governance plays in sustaining the value of Canada's public and private companies, crown corporations, government agencies, and not-for-profit organizations, and in contributing to Canada's economy, its services, and its capital markets.

     

    Candidates eligible for nomination include individuals and/or teams of individuals who play a role in the governance of their organizations.. The call for nominations will open on February 15, 2013, the deadline for nominations is April 15, 2013, and the shortlist of finalists for the awards will be announced in early June, 2013.  

    CSCS will seek nominations in the following award categories: 

    • Best sustainability, ethics and environmental governance programs

    • Best use of technology in governance, risk and compliance

    • Best approach to board and committee support

    • Best shareholder or stakeholder engagement by a governance team

    • Best overall corporate governance

    • Best approach to board diversity

    • Joyce Borden-Reed CSCS distinguished contribution award

    • Peter Dey Lifetime achievement award

    CSCS expects that the recognition winners and nominees alike will gain from these awards will raise awareness for the key role played by governance professionals, further the reputation of their organizations, and inspire others to follow their example.

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  • CSCS announces the inaugural Excellence in Governance Awards (EGs).

    21 Nov 2012 11:00 AM | Anonymous member (Administrator)
    The Canadian Society of Corporate Secretaries announces the inaugural Excellence in Governance Awards (EGs). 
     
    Toronto, ON (November 21, 2012) -The Canadian Society of Corporate Secretaries (CSCS) announces the launch of the Excellence in Governance Awards/Prix d'excellence en gouvernance (EGs). The inaugural awards ceremony will be held on August 18, 2013 in Halifax Nova Scotia at the opening dinner of the CSCS 15th annual conference. 
     
    The CSCS EG Awards recognize the important contribution governance professionals make in terms of best practices that build and sustain shareholder and stakeholder value. The awards underscore the critical role that good governance plays in sustaining the value of Canada's public companies, crown corporations, government agencies, and not-for-profit organizations, contributing to the competitiveness of Canada's economy and its capital markets. 
     
    CSCS is committed to support and enhance the role of the corporate secretary and governance professionals in Canada. The Society's members work on the front lines of governance and the organization is well positioned through reputation, influence and representation, to celebrate the practice of good governance in Canada. 
    The Excellence in Governance awards jury panel is composed of seasoned and well-respected governance experts from across Canada. CSCS will announce the membership of the jury in a separate public statement and will be seeking nominations in early 2013.  
     
    Candidates eligible for nomination include individuals who play a role in the governance of their organizations, and those who have made a significant contribution to governance in other capacities, including public service. 
    CSCS will seek nominations from the public in the following award categories:
    • Best sustainability, ethics and environmental governance programs
    • Best use of technology in governance, risk and compliance
    • Best approach to board and committee support
    • Best shareholder engagement by a governance team
    • Best overall corporate governance
    • Best approach to board diversity
    • Joyce Borden-Reed CSCS distinguished contribution award
    • Peter Dey Lifetime achievement award

    CSCS expects that the recognition winners and nominees alike will gain from these awards will further their careers, raise awareness for the key role played by governance professionals, and inspire others to follow their example.

    Read more

  • Canadian Coalition for Good Governance Announces the Recipients of the 2012 Governance Gavel Awards

    20 Aug 2012 5:30 PM | Anonymous member (Administrator)

    Toronto, Ontario – August 20, 2012    The Canadian Coalition for Good Governance is pleased to announce the recipients of the 2012 Governance Gavel Awards.  The awards were presented at the 14th Annual Corporate Governance Conference hosted by the Canadian Society of Corporate Secretaries earlier today in Vancouver.
     
     

    Best Disclosure of Board Governance Practices and Director Qualifications      
    Suncor Energy Inc.

    Best Disclosure of Approach to Executive Compensation 
    Canadian National Railway Company

    Best Disclosure of Governance Practices and Approach to Executive Compensation by a Small or Mid-Sized Issuer
    MacDonald, Dettwiler and Associates Ltd.

     

    CCGG Governance Gavel Awards were created in 2005 to recognize excellence in shareholder communications by issuers through their annual proxy circulars focusing on executive compensation disclosure and the communication of director qualifications and board practices.  Please contact Tony D'Onofrio at tdonofrio@ccgg.ca or at 416-363-8253 for more information.
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  • Governance News March 2012

    31 Mar 2012 5:02 PM | Anonymous member (Administrator)
    Director Board Governance Of Social Networking
    Bennett Jones LLP

    Twitter, YouTube and other forms of social media have swept past teenage toys and now represent a key part of society's communication fabric. The chances are that the organizations you serve as a board director are already using social media to engage in social networking. If that's so, it's time for your board to turn its attention to board governance of social networking. When matters are strategic, or the associated risks become material, the board's oversight role needs to engage. And that is what is happening with social networking.

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    Advance Notice By-Laws - A Tool To Prevent A Stealth Proxy Contest Or Ambush
    McMillan LLP

    On a Sunday afternoon in the Spring of 2011, the Chair of a Canadian public company sent an email to one of our colleagues requesting assistance. The Chair had received a phone call on the prior day (Saturday) from a shareholder informing the Chair that the shareholder had legally accumulated enough proxies and obtained the support of enough registered shareholders to elect his own nominees as directors at the company's shareholders' meeting scheduled for 10:00 a.m. that Monday. This call, which was made less than 48 hours prior to the shareholders' meeting, was a total surprise to our client. In fact, the shareholder did not legally have to provide any advance notice to the company or its shareholders, and could simply have stood up at the meeting and successfully nominated his slate without providing any information about his nominees, other than their names!

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    Recourses Seeking Rectification Under The New Business Corporations Act
    Lavery, De Billy

    Although it is too early to determine all of the implications of the new Business Corporations Act1 (hereinafter the "BCA"), the courts have, on several occasions, already analyzed the application of this statute, particularly in the area of recourses for rectification. New sections 450 and following strongly resemble the sections of the federal statute concerning this subject.

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    Bill 127 And The Review Of The Rules Of Internal Management: Setting Standards For The Governance Of Institutions
    Heenan Blaikie LLP

    As of February 1, 2012, most of the amendments to the Act respecting health services and social services brought under the Act to improve the management of the health and social services network (the former Bill 127) and applicable to institutions will be in force.

    Read More
    2011 And Other Legal Developments Affecting Canadian And Other Non-U.S. Companies
    Carter Ledyard & Milburn LLP

    This memorandum summarizes some of the significant U.S. legal developments that occurred last year that affect Canadian and other non-U.S. companies

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    The Future of Corporate Governance is Focus for National Conference of the Society of Corporate Secretaries & Governance Professionals
    www.digitaljournal.com

    The 66th National Conference of the Society of Corporate Secretaries & Governance Professionals is set for July 11-14, 2012, in Washington, D.C. The theme is The Shape of Things to Come, and the conference will feature keynote addresses and panel discussions on today's topics that will become tomorrow's issues..

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    Board Minutes: Be Alert To Process Issues

    Fraser Milner Casgrain LLP

     

    Board meeting minutes are required by nearly all business corporation statutes in Canada. More importantly, maintaining board minutes is prudent. Failing to accurately record the board's deliberations with appropriate detail may lead to adverse inferences regarding whether directors have fulfilled their duties. Nevertheless, there is a natural tension between providing sufficient detail to avoid any adverse inference being drawn against the directors and a lingering apprehension that an innocuous record might, with hindsight, be twisted out of context in litigation. And, of course, drafting well written and well structured board minutes is time consuming!

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    Executive Compensation: What Will 2012 Bring?

    Weblogs at Harvard Law School

     

    Executive compensation continues to command the center stage in public discourse about corporate governance. In the context of a troubled worldwide economy, the focus on pay in the financial services industry- most prominently evidenced by the Occupy Wall Street movement- has led to increased scrutiny of executive compensation at all companies.

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  • Governance News April 2011

    30 Apr 2011 3:49 PM | Anonymous member (Administrator)
    Not-For-Profit
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  • Governance News March 2011

    30 Mar 2011 3:14 PM | Anonymous member (Administrator)
    Not-For-Profit
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  • Governance News February 2011

    28 Feb 2011 3:19 PM | Anonymous member (Administrator)
    Not-For-Profit
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  • Governance News December 2010

    23 Dec 2010 3:21 PM | Anonymous member (Administrator)
    Not-For-Profit
     
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