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Ken Hugessen

Executive Compensation
Richard Leblanc

Law and Governance
Robert Olsen

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Sandra Odendahl

Environmental Affairs
Chaya Cooperberg

Investor Relations
John Caldwell

Risk
The Director's Chair David W. Anderson


Top Stories

Every symbol tells a story

Fending off giants, blazing new trails, spotting hot trends—companies don’t get to be the best TSX Venture Exchange performers unless they’re willing to put everything on the line
By Celia Milne
April 14th, 2013

What makes junior ventures successful? Holding steady toward strategic, long-term goals was a key feature for this year’s crop of TSX Venture 50 companies. Selected from a pool of nearly 400 eligible Venture-listed companies, the 2013 Venture 50 is made … Continue reading

Director PROTIP: action beats reaction

Shareholder activism is on the rise. No surprise there. What is news is that, in scrambling proactively to address anything that might make them activist targets, boards are starting to change how they’re built and how they operate
By Mark Anderson
April 14th, 2013

For the past 10 months, Calgary-based fertilizer giant Agrium Inc. (TSX:AGU) has been the focus of a very public proxy war with New York hedge fund Jana Partners, which had sought to replace five of Agrium’s 13 board members with … Continue reading

Canada’s boards, by the numbers

We hear a lot about key governance indicators such as independence, diversity and director compensation. But how do Canada’s boards shape up today on these important factors? Vital extracts from an exclusive survey of nearly 300 listed companies
April 14th, 2013

Twenty years can go by in a blink. And sometimes, it can seem like a century. In the two decades that title partner Korn/Ferry International and Patrick O’Callaghan and Associates have been publishing Corporate Board Governance and Director Compensation, taking … Continue reading

Fear not

Securities laws back whistleblower programs, some even with rewards. Yet a lot of company leaders still think of whistleblowers as “rats.” The longer those executives and directors take to buy in, the more they put themselves, their employees and shareholders at risk
By Paul McLaughlin
April 14th, 2013

In late 2011 someone blew the whistle at SNC-Lavalin Group Inc., the Montreal-based engineering giant, and what a loud and piercing sound it made. Senior executives and board members received an anonymous tip that serious criminal activities had taken place … Continue reading

The long arm of the lawsuit

Canadian companies with foreign subsidiaries are traditionally immune from liability for those subsidiaries’ actions abroad. Klippensteins, a Toronto public interest law firm, is trying to change that—with HudBay Minerals first in its sights
By Jim Middlemiss
April 13th, 2013

Watch out corporate Canada, Klippensteins is gunning for you. The five-person public interest law firm has made its name defending human rights, particularly among indigenous peoples. Its high-profile cases include representing the family of slain native activist Dudley George, who … Continue reading

Drill-o-nomics

Want a real-world read on the commodity markets? Try selling a drill rig
By Paul Brent
March 1st, 2013

It’s blue, big as a CEO’s office and can be helicoptered or dragged through the woods to its next job. It’s also proving to be very, very hard to get rid of. The “it” in question is a $300,000 drilling … Continue reading

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Ticker

Pack averse: having some say in your share price

By Bruce Freedman
January 7th, 2013

Do you ever feel like nobody cares? You work so hard, returning on equity to give your shareholders high quality earnings-per-share. But then the market tanks, and your stock gets pummeled just like everybody else. The sad reality is that … Continue reading

Proxy advisers face restraints

The Canadian Securities Administrators got a frothy response when it asked for feedback on potential regulation of proxy advisory firms. Experts predict voluntary guidelines sometime in 2013 with firmer rules down the road
By Julie Cazzin
December 20th, 2012

It’s been six months since the Canadian Securities Administrators (CSA) put out consultation paper 25-401 Potential Regulation of Proxy Advisory Firms, which aims to address concerns about the services provided by proxy advisory firms (PAs) and their potential impact on … Continue reading

Venture issuers await the simple life

New disclosure regulations that better serve small issuers and their investors are now closer to reality
By Joel Kranc
December 19th, 2012

Any company with a “V” appended to its stock symbol knows that the cost of compliance, not to mention the time it requires, can be a burden. True, ensuring transparency, providing access to timely information and financial records for the … Continue reading

Technical analysis: how insiders can use it to advantage

By Bruce Freedman
September 26th, 2012

As a general rule, investors respond well to share purchases by a company or its insiders. However, the magnitude of their enthusiasm will be a function of several factors. In the case of insiders, it’s the size of the purchase: … Continue reading

Pay pressure expected to increase

Canadian executives were largely spared from the 2012 “shareholder spring” backlash. But don’t bet it isn’t coming
By Cooper Langford
September 25th, 2012

On June 5, readers of the Financial Times were treated to an unusual column. Written by Sir Martin Sorrell, CEO of advertising powerhouse WPP plc, a few days before the company’s annual meeting, it amounted to an angry defence of … Continue reading

Vertically challenged

The TMX name remains and Thomas Kloet is still CEO, but now that Maple Group’s takeover is complete, Canada’s dominant exchange operator is set to embark on a new, yet decidedly uncertain course
By Jim Middlemiss
September 20th, 2012

Luc Bertrand, the leading voice in Maple Group Acquisition Corp.’s $3.8-billion takeover bid for the TMX Group Inc. (TSX:X), is finally getting his wish to pursue a “bold vision” and “build a new type of exchange for Canada.” That vision … Continue reading

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Views

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

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

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

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

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

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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Features

Every symbol tells a story

Fending off giants, blazing new trails, spotting hot trends—companies don’t get to be the best TSX Venture Exchange performers unless they’re willing to put everything on the line
By Celia Milne
April 14th, 2013

What makes junior ventures successful? Holding steady toward strategic, long-term goals was a key feature for this year’s crop of TSX Venture 50 companies. Selected from a pool of nearly 400 eligible Venture-listed companies, the 2013 Venture 50 is made … Continue reading

Director PROTIP: action beats reaction

Shareholder activism is on the rise. No surprise there. What is news is that, in scrambling proactively to address anything that might make them activist targets, boards are starting to change how they’re built and how they operate
By Mark Anderson
April 14th, 2013

For the past 10 months, Calgary-based fertilizer giant Agrium Inc. (TSX:AGU) has been the focus of a very public proxy war with New York hedge fund Jana Partners, which had sought to replace five of Agrium’s 13 board members with … Continue reading

Canada’s boards, by the numbers

We hear a lot about key governance indicators such as independence, diversity and director compensation. But how do Canada’s boards shape up today on these important factors? Vital extracts from an exclusive survey of nearly 300 listed companies
April 14th, 2013

Twenty years can go by in a blink. And sometimes, it can seem like a century. In the two decades that title partner Korn/Ferry International and Patrick O’Callaghan and Associates have been publishing Corporate Board Governance and Director Compensation, taking … Continue reading

Fear not

Securities laws back whistleblower programs, some even with rewards. Yet a lot of company leaders still think of whistleblowers as “rats.” The longer those executives and directors take to buy in, the more they put themselves, their employees and shareholders at risk
By Paul McLaughlin
April 14th, 2013

In late 2011 someone blew the whistle at SNC-Lavalin Group Inc., the Montreal-based engineering giant, and what a loud and piercing sound it made. Senior executives and board members received an anonymous tip that serious criminal activities had taken place … Continue reading

In from the cold

Jobs and community investment? That’s a given. Today, First Nations involvement in mining and energy development also means early consultation, equity partnerships and, increasingly, deals on their terms
By Mark Anderson
February 25th, 2013

Anyone looking to gain an understanding of the scope and complexity of First Nations engagement in the mining and energy sectors need look no further than the Frog Lake First Nation northwest of Lloydminster, Alta. In 2000, Frog Lake became … Continue reading

Fracking faces the future

It took less than a decade for hydraulic fracturing to transform the calculus of the oil and gas industry. What will happen now that the eyes of activists, regulators and shareholders are fixed upon it?
By Susan Mohammad
February 25th, 2013

Few technologies have transformed an industry or become an economic game changer the way advancements in the hydraulic fracturing process, or “fracking” has. In under a decade, fracking has made vast reserves of natural gas and oil previously uneconomical to … Continue reading

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The Director's Chair

Dominic Barton: On fast bucks and real value

In The Director’s Chair with David W. Anderson: Dominic Barton, global managing director of McKinsey & Co., sounds the alarm for Western business leaders, markets and investors: lose the short-term bias or lose the race
April 15th, 2013

Dominic Barton grew up on Canada’s west coast and, a couple of decades later, made his way to the top job at global consulting giant McKinsey & Co. via postings in Seoul and then Shanghai. So it’s no surprise to … Continue reading

Hugh Bolton: The bottom line on oversight

In The Director’s Chair with David W. Anderson: Hugh Bolton, former top accountant, now top chair and director, says directors on resource sector boards must dig for answers to really know the business they’re in
February 25th, 2013

Hugh Bolton had a sterling career as a chartered accountant, culminating in his role as head of Coopers & Lybrand Canada in the 1990s. The insights gained in that arena have also served him exceedingly well in his second career … Continue reading

Jalynn Bennett: Master class

In The Director’s Chair with David W. Anderson: Jalynn Bennett, veteran executive, chair and director, has an array of insights and advice for boards grappling with risk, driving growth or boosting their effectiveness
December 18th, 2012

There’s deep, and then there’s Jalynn Bennett deep. A senior executive, director and chair multiple times over; a veteran of private boards, public boards, crowns, nonprofits, panels and committees; and a champion for women in business and boardroom diversity, Bennett … Continue reading

Peter Dey: Let directors direct

In The Director’s Chair with David W. Anderson: Peter Dey, Canada’s preeminent governance guru, discusses the primacy of board accountability and its continuing role in driving good governance, board improvement and productive owner-board relations
September 20th, 2012

No single Canadian can take more credit for being a catalyst of improved corporate governance and board reform than Peter Dey. Today, Dey is chair of Toronto-based investment dealer Paradigm Capital and an active adviser on governance to global bodies … Continue reading

Annette Verschuren: The compleat director

In The Director’s Chair with David W. Anderson: Annette Verschuren, former president of Home Depot Canada and Asia, says today’s best directors are equally successful in the boardroom and in the community
June 17th, 2012

Annette Verschuren is a highly regarded CEO, chair and director who served as president of Home Depot Canada and Asia for 15 years through 2011. Her primary role today is chair and CEO of NRStor Inc., an energy storage company. … Continue reading

Robert L. Crandall: The board as wingman

In The Director’s Chair with David W. Anderson: Robert L. Crandall, chair of Celestica Inc. and former CEO and chair of AMR Corp. and American Airlines, shares some strong thoughts on CEOs and boards working closer together
March 15th, 2012

Robert Crandall is best known globally for being the CEO and chair of AMR Corp. and American Airlines Inc. through much of the 1980s and ’90s. He played a central role in making American the leading innovator in the industry … Continue reading

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Handbook

Directors wanted: operational experience required

It’s a common lament at many boards: we can’t find new directors with CEO-level operational experience. It’s also mostly hogwash. A much bigger problem: tired, safe, word-of-mouth recruiting practices
By Robert Thompson
April 15th, 2013

It isn’t a lack of talent, but a myopic viewpoint that limits Canadian boards when it comes to adding new directors. That’s the take of corporate governance expert Beverly Behan. Her remarks come at a time when yet another report, … Continue reading

Loonie’s letdown for real

Don’t let the last of the Canadian-dollar bulls dissuade you—the loonie’s value is falling and it’s not finished yet. But don’t worry. A lighter dollar doesn’t necessarily mean a lighter order book
By Ian McGugan
April 14th, 2013

The beaver is cute and the maple leaf packs a certain whole-earth appeal but, when it comes to national symbols, it’s the loonie that provides the highest-profile gauge of how our national economy is faring. Over the past decade the … Continue reading

Conflict goes up the chain

New SEC rules on conflict-mineral disclosure put scrutiny on sourcing
By Celia Milne
March 1st, 2013

Does your company use conflict minerals? Where do your suppliers source their ingredients? If you haven’t heard that question a lot yet, you soon will—now that management and boards in many sectors are tracking use of minerals that might fund … Continue reading

Directors, it’s time for the talk

When it comes to emerging market operations, high-profile governance failures don’t just fire up the regulators. They give boards impetus to press their own CEOs: could it happen to us?
By Robert Thompson
February 25th, 2013

To Carol Hansell, the most fundamental issue facing the directors of Canadian energy, mining and resource companies isn’t happening in the boardroom, but in countries in Africa, South America and Asia. Hansell, a senior partner in capital markets and corporate … Continue reading

Missing info speaks volumes

A B.C. Securities Commission study pinpoints serious shortfalls in junior miners’ reporting and technical disclosure
By Omar Kahn
February 25th, 2013

Canadian listings of public mining companies may be centralized on Toronto-based exchanges, but with more than half of all listed Canadian mining companies located in British Columbia, the B.C. Securities Commission continues to assert its place as Canada’s leading junior … Continue reading

Personal branding tips for the C-suite

No matter how high their rank or how thick their résumé, business leaders can—and should—keep defining their personal brand
By Celia Milne
January 7th, 2013

What are you known for? What’s your reputation on the Street? In the boardroom community? If that question leaves you puzzled, chances are pretty good your personal brand is not everything it could be. All your attributes might be positive. … Continue reading

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Economy

Loonie’s letdown for real

Don’t let the last of the Canadian-dollar bulls dissuade you—the loonie’s value is falling and it’s not finished yet. But don’t worry. A lighter dollar doesn’t necessarily mean a lighter order book
By Ian McGugan
April 14th, 2013

The beaver is cute and the maple leaf packs a certain whole-earth appeal but, when it comes to national symbols, it’s the loonie that provides the highest-profile gauge of how our national economy is faring. Over the past decade the … Continue reading

Drill-o-nomics

Want a real-world read on the commodity markets? Try selling a drill rig
By Paul Brent
March 1st, 2013

It’s blue, big as a CEO’s office and can be helicoptered or dragged through the woods to its next job. It’s also proving to be very, very hard to get rid of. The “it” in question is a $300,000 drilling … Continue reading

Whither the commodity super-cycle?

For years, surging demand and higher prices for all kinds of commodities have been a boon for resource companies and the economy. Now they’ve mostly flattened out. Is the party over? Or simply on hold?
By Ian McGugan
February 25th, 2013

Iron ore, usually a sedate citizen of the commodity world, has acted like a giddy teenager in recent months. From a low of US$86 a tonne in September, the metal soared above US$158 by January as a wave of Asian … Continue reading

Saving for a sunny day

Mark Carney says Canadian companies are hoarding cash and holding back recovery. Executives say they’re not. The only point on which most agree: there are too many reasons to put off spending and not enough to put money in play
By Ian McGugan
January 7th, 2013

Having a bit of cash on hand used to be considered a virtue. As the clock winds down on 2012, it’s coming to be regarded as a borderline crime. Mark Carney gave voice to the sentiment back in late August, … Continue reading

Going to extremes

With interest rates near zero, central banks are looking at new, more exotic ways to boost growth. Suggestions: a long-term rate freeze, setting targets for nominal GDP rather than inflation, or—yes—putting a tax on savings
By Ian McGugan
September 25th, 2012

Happy birthday, financial crisis. Five years ago, in August 2007, BNP Paribas announced that because of losses related to U.S. housing loans, it was freezing three investment funds that at their peak had been worth more than $2 billion. So, … Continue reading

Hire your elders

As Canada’s population ages, we’re counting on more retired seniors buying more stuff to keep our economy moving. A better strategy: enable those seniors to work longer instead
By Ian McGugan
June 18th, 2012

When Tom Coughlin coached the New York Giants to a victory in the Super Bowl this past February, he also scored a victory for a much bigger team: the greying army of North American baby boomers that have hit or … Continue reading

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Insider

Governance attachée

Insider: Judy Cotte
April 15th, 2013

Who Vice-president policy and governance, RBC Global Asset Management; country correspondent to the International Corporate Governance Network. Involvement Following a decade of shareholder activism in the 1980s, the U.S.-based Council of Institutional Investors in 1993 began canvassing European pension funds … Continue reading

Rebuilding the ranks

Mining leaders say there’s a dearth of new executive talent in their industry—a lost generation—that can only be replaced through specialized education and training. Enter the first-ever MBA in global mining management
February 25th, 2013

Insider Richard Ross Who Executive-in-Residence and director of Schulich School of Business’s MBA in Global Mining Management; former chairman and CEO of Inmet Mining Corp. Involvement Last September, York University’s Schulich School of Business launched the first-ever MBA specialization in … Continue reading

Corruption fighter

Transparency International, the anti-corruption watchdog, says Canada is improving its policing of offshore bribery and corruption. TI’s chair, Canadian Huguette Labelle, puts our performance—and the problem—in perspective
December 6th, 2012

Insider Huguette Labelle Who Chair, Transparency International Involvement While she lives in Ottawa, and spent 19 years as a deputy minister, Huguette Labelle, chair of the global anti-corruption watchdog Transparency International (TI), now does most of her higher-profile work outside … Continue reading

Risk becomes us

Risk management in the financial sector is something Canadians are good at. It’s also an area where most of the world needs some help. The Global Risk Institute intends to lead the way in disseminating that expertise
September 26th, 2012

Insider Paul Cantor Who Chair of the Global Risk Institute in Financial Services Involvement In a post-Great Recession, post-liquidity crisis, LIBOR-tainted economic environment, risk management is top of mind for many institutions. It is within that context that the Global … Continue reading

Through a glass, murkily

After waiting nearly two years for the federal government to clarify the criteria used to rule on foreign takeovers, one senior member of the M&A community says the latest changes fall short
June 17th, 2012

Insider Subrata Bhattacharjee Who Partner, co-chair, national trade and competition group, Heenan Blaikie Involvement Eighteen months after the Conservative government killed BHP Billiton’s attempted takeover of Saskatchewan Potash Corp., it’s just unveiled long- promised amendments to the Investment Canada Act to … Continue reading

Banking on better boards

Canada’s superintendent of financial institutions is bringing down new corporate governance guidelines for Canadian banks. Her aim: boards that are better at holding management to account
March 16th, 2012

Insider Julie Dickson Who Superintendent, Office of the Superintendent of Financial Institutions Involvement Three years ago, The New York Times said Julie Dickson had moved from bureaucratic obscurity to become a minor celebrity for her role in keeping Canada’s banking system … Continue reading

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