Category Archives: Views

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Going forward, going private

What does the recent spate of go-private deals say about the limits of today’s public markets and the means of private capital?
By Robert Olsen
April 12th, 2013

The first quarter of 2013 saw a dramatic increase in the volume of deals in which public companies were bought and taken private. At the time of writing, total global go-private deal value was more than US$50 billion—at least twice … Continue reading

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We all have needs

Nothing improves a company more than good board-management relations. To get there, both parties need to understand the others’ expectations—and strive to meet them
By Richard Leblanc
April 12th, 2013

I recently trained a group of directors and CEOs from the banking and agricultural sectors in Texas and Arizona. We discussed mutual expectations on the part of the board and management. The following represents the output of these discussions. While … Continue reading

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Getting from A to pay

Setting annual CEO and C-suite compensation is supposed to be a rigorous process. But active dialogue between boards, management and pay consultants, combined with careful planning, can help it run smoothly
By Ken Hugessen
April 12th, 2013

For compensation committees and senior management involved in executive compensation decision-making, the first quarter of the year can be a stressful time. Most issuers are determining bonuses for the year just ended as well as long-term incentive grants (e.g. stock … Continue reading

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An eye on operations

Boards don’t run company operations, but robust board oversight of operational risk can help boost bottom-line performance and detect small problems before they become big ones
By John Caldwell
April 12th, 2013

Operational risks are generally associated with the day-to-day running of the business and vary significantly depending upon industry sector. Clearly, operational risks for a manufacturing company will not be the same as for businesses in financial services or the extraction … Continue reading

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Put spontaneity in its place

There are good reasons for boards and senior executives to use Twitter and Facebook. With a few exceptions, investor relations still isn’t one of them
By Chaya Cooperberg
April 12th, 2013

It is fair to say that investor relations practitioners have been slower to embrace social media than their colleagues in other spheres of the communications profession. When the subject of social media comes up, IROs tend to start spouting cautionary … Continue reading

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Green shoots. Eventually

After one cold, extended winter for mining companies looking to raise capital, there are some hopeful signs in the market. But it’s too early to call it a thaw
By Robert Olsen
February 25th, 2013

The last year and a half has been tough on the mining sector with falling commodity prices, worker unrest and increased wage demands as well as increased capital expenditures, weak public capital markets and increasing regulatory costs. This environment has … Continue reading

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Think share units, not options

Aligning pay to performance in struggling mining and energy markets is hard, especially if executive pay packages are based on stock options. But there is another way
By Ken Hugessen
February 25th, 2013

The last few years have brought many challenges for the mining and energy sectors in Canada. Continuing global uncertainty has slowed economic growth, and with it, demand for Canada’s natural resources output. According to the Mining Association of Canada, the … Continue reading

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Shifting the equator

Most banks assess the social and environmental impact of major resource-based projects they finance using the Equator Principles. And those principles might soon look very, very different
By Sandra Odendahl
February 25th, 2013

If you work in mining, oil and gas, power generation or any other intensive resource-based industry, you are probably familiar with the Equator Principles—a framework used by major banks to assess the social and environmental impact of financed projects. What … Continue reading

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When good isn’t good enough

Commodity prices that keep climbing have an obvious upside. But boom times also present their own set of risks in mining and other extractive sectors
By John Caldwell
February 25th, 2013

Smaller, undercapitalized exploration firms will always struggle. But when you have strong commodity prices in most extraction industry sectors and typically solid balance sheets—the norm in recent years—you don’t see many mid-size or larger producers’ viability at risk. At times … Continue reading

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Know your limits?

Effective board-level risk oversight requires the development of a risk hierarchy. That starts with directors understanding the difference between their organization’s risk capacity, risk tolerance and risk appetite
By John Caldwell
December 18th, 2012

Risk-taking is central to any business. In fact, leveraging reward with risk is fundamental to creating long-term shareholder value. In the past, while risk-related parameters underpinned virtually every material transaction, they often remained unarticulated at the board of director level. … Continue reading

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’Tis the season to be ready

The start of the 2013 proxy season puts fresh onus on compensation committees to respond aggressively to pay-for-performance linkages and other board-shareholder hot zones
By Ken Hugessen
December 18th, 2012

Over the years, compensation committees have had to contend with and adapt to an ever-expanding shareholder agenda. While the coming year is unlikely to bring major directional change with respect to this agenda, it will bring continued evolution. In addition to … Continue reading

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New rules of engagement

In this age of shareholder activism, some investors are demanding that public company boards, and not just executives, engage and communicate with shareholders. Proceed with caution
By Chaya Cooperberg
December 18th, 2012

One of the most dominant corporate governance trends to grab the headlines in 2012 was the rise in engagement between boards and shareholders. It was an active proxy season, with boards across the public company landscape challenged by investors. The … Continue reading

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Financial governance update welcome

The Office of the Superintendent of Financial Institutions’ proposed corporate governance guidelines for its regulated institutions are a necessary response to the changing realities of boards and banking
By Richard Leblanc
December 18th, 2012

The Office of the Superintendent of Financial Institutions (OFSI) released its proposed corporate governance guidelines in August. Since then, there’s been a lot of discussion, and also some criticism of them for blurring the line between the board and management … Continue reading

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Rescue funds within reach

The bad news: there are a lot of distressed companies out there. The good news: more lenders and more lending options are emerging in Canada to save them
By Robert Olsen
December 18th, 2012

Advances in medicine have continually extended the average life expectancy of the population. Advances in lending, similarly, are providing new lifelines to companies that are distressed and struggling to survive. These lifelines are emerging even as current global market volatility … Continue reading

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Investments with benefits

With Chinese investment in Canada again in the spotlight, how can CEOs and CFOs determine if a foreign deal is a positive thing for corporate and societal stakeholders alike?
By Robert Olsen
September 18th, 2012

Given the hype in the media and political circles regarding foreign, and particularly, Chinese investment into Canada, it is important to examine the implications for domestic CEOs and CFOs seeking to sell their companies or raise equity capital. Are Canadian companies … Continue reading

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