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Ken Hugessen

Executive Compensation
Richard Leblanc

Law and Governance
Robert Olsen

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The Director's Chair David W. Anderson

Sandra Odendahl

Environmental Affairs
Chaya Cooperberg

Investor Relations
John Caldwell

Risk
The Boardroom Beverly Behan


Top Stories

Low rate rendezvous

Outside the U.S., interest rates are trending down, not up. For the Bank of Canada, the goal is a lower dollar that boosts exports. But if you’re counting on that for your business, here are a few thoughts to keep in mind
By Ian McGugan
May 15th, 2015

Beware falling interest rates. They’re evidence of how desperately most countries want to goose their underperforming economies and mark down their currencies. Since the oil price crash last year, roughly two dozen central banks around the world have eased back … Continue reading

Pushing the envelope

Another annual meeting, another say-on-pay setback for the board of Barrick Gold. But this time, unlike 2013, it’s not the only big target for dissatisfied institutional funds
By Paul Brent
May 14th, 2015

For long-time shareholders of Barrick Gold Corp. (TSX:ABX), this spring’s annual meeting likely had a bizarre feeling of déjà vu to it. The question now is, how will the aftermath compare? Yes, company founder and chairman Peter Munk is one … Continue reading

Payback

What happens when a Canadian micro-junior with a two-person staff wins a US$100-million international arbitration award against the government of Mongolia for the unlawful seizure of its mine? It sets out to collect it, of course
By John Greenwood
May 13th, 2015

Grant Edey was getting set to trek into town from his home on the outskirts of Toronto when the e-mail landed in his inbox. It was day one of the annual Prospectors and Developers Association’s PDAC conference, the premier North … Continue reading

No director left behind

Most boards recognize that director education and development is essential and ongoing. But many still struggle with the complicated challenge of packaging and delivering useful, relevant, timely training for rookies and veterans alike
By Jim Middlemiss
May 13th, 2015

Ask Gwyn Morgan what he thinks about continuing education programs for company directors and the corporate titan has mixed feelings. On one hand, Morgan, the former CEO and president of Encana Corp. (TSX:ECA), says continuing education programs are good at … Continue reading

The No. 1 boardroom issue for 2015

Activists realized board composition was a key factor in company performance some time ago. Now it’s also moving to the forefront of voting concerns for ordinary shareholders. Translation: either your board addresses it or others will
By Beverly Behan
May 13th, 2015

Shareholder activists have long found success in running slates of candidates whose expertise and backgrounds appeared stronger and more relevant than those of the incumbent board members; CP Rail is a classic example. But now, board composition is becoming a … Continue reading

Capital alternatives for mining

The industry slump that was remains the slump that is. Traditional funders are sidelined and the public markets stone cold. Yet if mining companies are willing to expand their options, there’s still some alternative financing out there
By Robert Olsen
February 28th, 2015

Over the past couple of years, many have talked about the green shoots of recovery and hopes of better times around the corner for the mining industry. Unfortunately, the deep freeze continues, and that means continuing discontent for those looking … Continue reading

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Ticker

Proxy voting: no quick fix

The CSA gets full marks for making its review of the shareholder proxy voting system a priority. But can it get the participants on the same page?
By Jim Middlemiss
April 21st, 2014

The Canadian Securities Administrators’ consultation paper on the messy proxy voting arena (Consultation Paper 54-401: Review of the Proxy Voting Infrastructure), which last summer kicked off an extended review of the proxy system, is revealing a deep divide among the … Continue reading

Stoking the IPO fire

While Canadian IPOs have been scarce, some experts hope the U.S. hot streak will get our market cooking
By Ken Mark
April 21st, 2014

Might the deafening silence from Canada’s IPO market soon be coming to an end? During Q1 2014, the TSX did not register a single successful IPO listing. That also marked the fifth consecutive quarter in which the extractive industries sector, … Continue reading

Less boom, but no bust

Recent setbacks, especially the departure of American giant Cliffs Natural Resources, have deflated much of the original hype around Ontario’s Ring of Fire and Quebec’s Plan Nord. In the long run, that might not be a bad thing
By Susan Mohammad
February 26th, 2014

If the stories of the mining industry in Quebec and Ontario as of late were books, the same author could easily have written them both. Only a few years ago, each province’s mining sector was full of fresh promise. Initial … Continue reading

Comply or explain: enough of a push?

The Ontario Securities Commission seems poised to recommend that the province adopt a new “comply or explain” regime for public issuers in a bid to move companies to boost gender diversity on boards and in management. Despite iffy results elsewhere, it’s got widespread support
By Mark Anderson
December 15th, 2013

Whatever is or isn’t on the table from the Ontario Securities Commission by the time you read this, any director, senior executive, corporate secretary, or governance or proxy adviser worth his or her salary will have already started thinking about … Continue reading

Defined benefit plans’ rebound now a test of discipline

By Bruce Freedman/Street Smarts
December 15th, 2013

Living in a zero-rate world has made many a homebuyer happy, but for those companies that still have material defined benefit pension liabilities, the last five years have been rather gray-hair inducing indeed. The discount rate is the single most … Continue reading

Old rival, new high ground

Don’t tell Jos Schmitt it’s trendy to blame high-frequency traders for corrupting the stock market. The former CEO of Alpha, the alternative exchange whose owners bought TMX Group in 2012, is launching a new exchange where predatory, high-frequency trading will be banned. In Schmitt’s view, the problem is so bad that issuers and investors will want to switch
By Jim Middlemiss
September 16th, 2013

Fairness. It’s a classic underdog sales pitch. But will it work when the “underdogs” are a group of high profile, deep-pocketed financial institutions, headed by a familiar CEO, planning to launch their own stock exchange in Toronto? That’s the gamble—and … Continue reading

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Views

Total return not the total view

Total Shareholder Return has a nice ring to it. And much to recommend it as a tool to guide CEO pay decisions. But boards that use it exclusively aren’t getting a complete picture
By Ken Hugessen
May 16th, 2015

In recent years, Total Shareholder Return (TSR) has become the most frequently used metric in long-term incentive plans for assessing company relative performance and guiding the outcome of pay decisions. It is also used by proxy advisory firms to evaluate … Continue reading

Tech risk: oversight and tactics

Cybersecurity has emerged as a leading corporate threat. If it isn’t front and centre in the minds of directors, here’s how to put it there
By Richard Leblanc
May 16th, 2015

In the area of technology, are boards fulfilling their duty of care in overseeing management and protecting shareholders’ investment? Indicators are that many boards and directors may not be. Plaintiffs’ lawyers are suing companies and their boards over technology failure. … Continue reading

The rolling impact of low oil prices

Lately, it’s been one body blow after another for Canada’s entire energy sector. Here we take a closer look at how the impacts and repercussions will likely be felt for the rest of 2015
By Robert Olsen
May 16th, 2015

Alberta is getting quieter by the day. Compared to a year ago there are about 40% fewer heavy trucks on the province’s roads and six months from now, there will be even less. If this low oil-price environment continues, it … Continue reading

Tailored risk education fits boards to a T

The best way to educate directors and executive management on risk and risk oversight frameworks? Engage them in a day of training in a program customized for their company and their needs
By John Caldwell
May 16th, 2015

Elsewhere in this issue, there is a comprehensive feature on director development and board education. I’ve elected to use that story as a jumping off point for this column. Specifically, I want to elaborate on one highly effective area of … Continue reading

Ready for your screen test?

Sustainability—social, ethical and environmental—is becoming financially material. Companies that aren’t making it a key part of their investor relations strategy could be risking more than they know
By Chaya Cooperberg
May 16th, 2015

“How many women are on the senior executive team?” the portfolio manager asked. It was his third question at a one-on-one slot with our company during a sprawling, multi-sector investor conference in February. The meeting came toward the end of … Continue reading

Capital alternatives for mining

The industry slump that was remains the slump that is. Traditional funders are sidelined and the public markets stone cold. Yet if mining companies are willing to expand their options, there’s still some alternative financing out there
By Robert Olsen
February 28th, 2015

Over the past couple of years, many have talked about the green shoots of recovery and hopes of better times around the corner for the mining industry. Unfortunately, the deep freeze continues, and that means continuing discontent for those looking … Continue reading

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Features

Payback

What happens when a Canadian micro-junior with a two-person staff wins a US$100-million international arbitration award against the government of Mongolia for the unlawful seizure of its mine? It sets out to collect it, of course
By John Greenwood
May 13th, 2015

Grant Edey was getting set to trek into town from his home on the outskirts of Toronto when the e-mail landed in his inbox. It was day one of the annual Prospectors and Developers Association’s PDAC conference, the premier North … Continue reading

No director left behind

Most boards recognize that director education and development is essential and ongoing. But many still struggle with the complicated challenge of packaging and delivering useful, relevant, timely training for rookies and veterans alike
By Jim Middlemiss
May 13th, 2015

Ask Gwyn Morgan what he thinks about continuing education programs for company directors and the corporate titan has mixed feelings. On one hand, Morgan, the former CEO and president of Encana Corp. (TSX:ECA), says continuing education programs are good at … Continue reading

Mining’s last, best good news story

Profits in the mining sector? Earnings growth? They exist. Yes, Silver Wheaton has some important tests ahead—but every day is still a good day for the king of the stream
By Robert Thompson
February 27th, 2015

“Please stay tuned, we should have a very good fourth quarter.” Randy Smallwood signs off Silver Wheaton Corp.’s (TSX:SLW) most recent quarterly conference call with investment analysts from the major banks and brokerages, in mid-November, sounding eager and bullish. As … Continue reading

Ripples on the land

In a first-ever judgment last June, the Supreme Court of Canada awarded the Tsilhqot’in First Nation aboriginal title to 1,700 square kilometres of territory in the B.C. interior. What does it mean for mining and resource development in Canada?
By Kerry Banks
February 27th, 2015

The long-awaited decision came down on June 26, 2014. By a unanimous 8-0 decision, the Supreme Court of Canada granted declaration of aboriginal title to more than 1,700 square kilometres of land in British Columbia’s interior to the Tsilhqot’in (chil-ko-teen) … Continue reading

Deets from above

Exploration companies have been dropping claiming stakes from helicopters for 30 years. But it’s never been ruled ok in Ontario, until now
By Brian Banks
February 27th, 2015

Hearing lawyer Richard Butler describe it, one imagines only two things were missing in the airborne claim-staking blitz that KWG Resources Inc. (TSX-V:KWG) unleashed on unsuspecting rival Noront Resources Ltd. (TSX-V:NOT) on a potentially important Ring of Fire property the … Continue reading

Once repatriated, twice shy

SPECIAL REPORT ON M&A: DEAL OF THE YEAR | Tim Hortons, a national icon, wasn’t for sale. If Burger King was intent on buying the coffee shop giant, Tim Hortons’ management and board said premium price was just a starting point. Then they insisted on—and got—conditions to help the deal go down on Main Street
By Robert Thompson
December 17th, 2014

They weren’t looking for it, were not expecting it, and it initially elicited as much interest as a day-old cruller. But Tim Hortons Inc.’s takeover by fast-food giant Burger King Worldwide Inc. is Listed’s 2014 “Deal of the Year,” for … Continue reading

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The Director's Chair

Paul Myners: The issue is ownership

In The Director’s Chair with David W. Anderson: As one of the UK’s most influential leaders on corporate governance, Paul Myners has a challenge for his peers: why haven’t their many reforms penetrated practice?
May 13th, 2015

Paul Myners has résumé enough for three or four successful careers. One-time publisher of The Guardian newspaper, former City Minister in the government’s finance ministry, current fund company chair and partner as well as chair of the Court and Council … Continue reading

Rob McEwen: A sense of purpose

In The Director’s Chair with David W. Anderson: For Rob McEwen, it’s not only about knowing where you want to go, but figuring out the best way to get there
February 27th, 2015

Rob McEwen has been a dominant presence in gold mining since he founded and, as chair and CEO, built Goldcorp—now among the world’s largest gold companies—into an industry leader. Today he’s chair, CEO and 25%-owner of McEwen Mining, a TSX- … Continue reading

Gail Cook-Bennett: Been there, pioneered that

In The Director’s Chair with David W. Anderson: There are a lot of firsts associated with Gail Cook-Bennett’s 16 years as a chair and 36 years on crown and corporate boards. Adding value as a director, she says, means innovating
December 17th, 2014

An unlikely convergence of opportunity and expertise opened the boardroom door for Gail Cook-Bennett in an era when even men her age were typically deemed too young. Since then, she’s played a key role in many corporate and public sector … Continue reading

Ira Millstein: Why governance is our best defence

In The Director's Chair with David W. Anderson: Ira Millstein, a man whose name is practically synonymous with corporate governance, issues a passionate reminder: it’s the people’s money that funds corporations and governance exists to protect it
October 30th, 2014

If you’re looking to build a list of the giants of corporate governance, you’d be hard pressed not to put Ira Millstein at the top. A lawyer, professor at Columbia law and business schools, and chair of the epynonymous Millstein … Continue reading

Claude Lamoureux: Making smart moves seem easy

In The Director’s Chair with David W. Anderson: Claude Lamoureux isn’t the first CEO and senior director to stress the importance of meeting, listening to and trusting the people you lead. But he might have perfected it
August 24th, 2014

When it comes to a track record of smart management, sound investment decisions and excellent governance, few organizations can top the Ontario Teachers’ Pension Plan. For that, Claude Lamoureux, Teachers’ president and CEO for 17 years, starting with its founding in … Continue reading

Rick George: Give people the tools and cut them loose

In The Director’s Chair with David W. Anderson: As a former CEO and a boardroom veteran, Rick George knows that fundamentals count—and that tough questions can have simple answers
June 5th, 2014

If the oilsands have a face, it belongs to Richard “Rick” George, who stepped down as CEO of Suncor Energy Inc. in 2012, after 21 years in office. But that’s only one narrative line in George’s story. He’s enjoyed a … Continue reading

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Handbook

Whistleblower rewards, compliance risk

The Ontario Securities Commission plans to start paying whistleblowers for tips about securities violations. Even companies with strong internal systems need to recognize the change
By Ken Mark
May 13th, 2015

The deadline for comments has passed. After the Ontario Securities Commission reviews the responses to its recent Staff Consultation Paper 15-401, Proposed Framework for an OSC Whistleblower Program, the next step is that program’s formal unveiling—and with it, challenges for … Continue reading

The No. 1 boardroom issue for 2015

Activists realized board composition was a key factor in company performance some time ago. Now it’s also moving to the forefront of voting concerns for ordinary shareholders. Translation: either your board addresses it or others will
By Beverly Behan
May 13th, 2015

Shareholder activists have long found success in running slates of candidates whose expertise and backgrounds appeared stronger and more relevant than those of the incumbent board members; CP Rail is a classic example. But now, board composition is becoming a … Continue reading

The big reveal

Ottawa’s new Transparency Measures Act doesn’t just open the window on payments by miners and other resources companies to domestic and foreign governments, it puts them under lights
By Brenda Bouw
February 27th, 2015

Mining companies and other resource developers in Canada have an added priority for 2015: preparing for a new federal law expected to take effect later this year that requires them to open their books on payments made to governments around … Continue reading

Is your barrel half empty or half full?

Everybody’s talking about the impact of plunging oil prices on petro regions and energy producers—but what about the mining sector? Our correspondent sees a range of consequences, many of them good
By Ian McGugan
February 27th, 2015

The unexpected and still largely unexplained plunge in the price of oil is enough to throw a scare into any commodity producer. When the world’s most vital and heavily traded raw material can lose half its value in six months—for … Continue reading

The term-limit era has begun

The new “comply or explain” regime for gender diversity on boards and in senior management that comes into effect for 2015 also requires issuers to embrace board renewal. For some, it will be a challenge—and that’s the point
By Ken Mark
December 18th, 2014

Boards and senior staff at many Canadian publicly listed companies face new paperwork and then some before their 2015 annual general meetings. That’s because as of December 31, 2014, securities regulators in nine of Canada’s 13 provinces and territories will … Continue reading

Helping Europe at our expense?

The timing of Canada’s free trade deal with Europe—as euro zone economies continue to struggle—couldn’t be worse. Some Canadian companies may benefit, but the deal’s likely winners will be low-priced European competitors expanding here
By Ian McGugan
December 18th, 2014

Europe’s economic crisis is over—isn’t it? The headlines have calmed down, bond markets are tranquil, a Greek default no longer hangs over the global economy. It’s enough to make a casual observer conclude that the worst is past. Look closer, … Continue reading

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Economy

Low rate rendezvous

Outside the U.S., interest rates are trending down, not up. For the Bank of Canada, the goal is a lower dollar that boosts exports. But if you’re counting on that for your business, here are a few thoughts to keep in mind
By Ian McGugan
May 15th, 2015

Beware falling interest rates. They’re evidence of how desperately most countries want to goose their underperforming economies and mark down their currencies. Since the oil price crash last year, roughly two dozen central banks around the world have eased back … Continue reading

Is your barrel half empty or half full?

Everybody’s talking about the impact of plunging oil prices on petro regions and energy producers—but what about the mining sector? Our correspondent sees a range of consequences, many of them good
By Ian McGugan
February 27th, 2015

The unexpected and still largely unexplained plunge in the price of oil is enough to throw a scare into any commodity producer. When the world’s most vital and heavily traded raw material can lose half its value in six months—for … Continue reading

Helping Europe at our expense?

The timing of Canada’s free trade deal with Europe—as euro zone economies continue to struggle—couldn’t be worse. Some Canadian companies may benefit, but the deal’s likely winners will be low-priced European competitors expanding here
By Ian McGugan
December 18th, 2014

Europe’s economic crisis is over—isn’t it? The headlines have calmed down, bond markets are tranquil, a Greek default no longer hangs over the global economy. It’s enough to make a casual observer conclude that the worst is past. Look closer, … Continue reading

Canada: the third amigo

Mexico’s surging manufacturing sector and growing economy mean its influence in NAFTA will soon supersede our own. But that doesn’t have to be a bad thing
By Ian McGugan
October 30th, 2014

Welcome, economics fans, to the 2014 version of Name that Country. Today’s clue: This nation, which shares a border with the United States, has large oil and gas reserves, is headed by a pro-business leader intent on shaking up the … Continue reading

Divided we stand

Western Canada’s place as the country’s economic engine isn’t changing anytime soon. That puts the onus on policy makers to take a new look at their priorities—for all Canadians’ sake
By Ian McGugan
August 24th, 2014

Nearly 70 years ago, a novel by Hugh MacLennan captured the struggle that then weighed on many Canadian minds. Two Solitudes told the story of a young writer torn between French and English cultures. If that quintessentially Canadian novel were … Continue reading

How strong is this castle?

King Cotton once ruled the economy of the southern U.S. Then it didn’t. The reign of oil may be no more secure
By Ian McGugan
June 5th, 2014

In the run-up to the U.S. Civil War, southern secessionists argued the slave-owning states had nothing to fear by going it alone. The Deep South produced so much of the world’s cotton—a vital commodity in the mid-19th century—that “King Cotton” … Continue reading

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Insider

Who is seeing i2i?

Insider: Stephen Davis
May 12th, 2015

Who Stephen Davis, associate director of the Harvard Law School Programs on Corporate Governance and Institutional Investors and a senior fellow at the Program on Corporate Governance. Davis is also a nonresident senior fellow in governance at the Brookings Institution … Continue reading

Nickeled and primed

Insider: David Pathe
February 26th, 2015

Who David Pathe, president and CEO, Sherritt International Corp. (TSX:S), a major Canadian producer of nickel and oil with operations in Western Canada, Madagascar and, most notably, Cuba, where it has mining, energy and power interests. Involvement Pathe has been … Continue reading

A force in finance

Insider: Steve Hudson
December 16th, 2014

Who Steve Hudson, CEO and chairman of Element Financial Corp. (TSX:EFN) of Toronto, which he took public in 2011 to finance the acquisition of receivables in key verticals including commercial and vendor financing, rail, aviation and fleet management. Element has … Continue reading

A deeper bench

Insider: Mark Healy
October 30th, 2014

Who Mark Healy, president and CEO, CST Trust Co. (CST) and American Stock Transfer & Trust Co. (AST), part of the Australian-based Link Group. Involvement This spring, AST bought D.F. King & Co. Inc., of New York, one of the … Continue reading

A CEO entrance interview

Insider: Ravi Saligram
August 27th, 2014

  Who Ravi Saligram, chief executive officer and director of Ritchie Bros. Auctioneers Inc. (TSX:RBA), the world’s largest industrial auctioneer, based in Burnaby, B.C., with operations in 25 countries and 44 auction sites worldwide, and 2013 revenue of $467 million. … Continue reading

Reporting gets strategic

Insider: Paul Druckman
April 21st, 2014

Who Paul Druckman, chief executive officer of the International Integrated Reporting Council (IIRC). The IIRC hit a major milestone in December with its release of the international integrated reporting framework, a roadmap for companies that want to begin integrated reporting. … Continue reading

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