Toronto Stock Exchange ("TSX") has amended the TSX Company Manual in relation to director elections. The amendments require each director of a TSX listed issuer, other than a listed issuer that is majority controlled (as defined in the amendments), to be elected by a majority of the votes cast with respect to his or her election other than at contested meetings (the "Majority Voting Requirement"). An issuer must adopt a majority voting policy (a "Policy") if it does not otherwise satisfy the Majority Voting Requirement in a manner acceptable to TSX, for example, by applicable statutes, articles, by-laws or other similar instruments. The amendments become effective June 30, 2014. Issuers with fiscal years ending on or after June 30, 2014 must comply with the amendments at their first annual meeting following June 30, 2014.
The Notice of Approval of the amendments is posted on TSX's website at: http://tmx.complinet.com/en/display/display_main.html?rbid=2072&element_id=859
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.