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Ken Hugessen

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The Boardroom Beverly Behan


Top Stories

You gotta own it

Why culture, not compliance, is the key to making diversity stick—and to helping companies realize its full potential
By Robert Thompson
May 30th, 2016

Nancy Hopkins has witnessed shifts in a company’s culture firsthand. A lawyer at McDougall Gauley in Saskatoon, Hopkins was a female pioneer almost a quarter-century ago when she took a posting to the board of directors of uranium miner Cameco … Continue reading

Something new under the sun

These are boom times in solar power. But deals are moving so quickly, some of the world’s top manufacturers are getting crushed. Not Canadian Solar. What’s keeping it above the fray—and out of the headlines?
By John Greenwood
May 30th, 2016

The sprawling, low-rise industrial building in a business park on the outskirts of Guelph, Ont., about an hour’s drive west of Toronto, is pretty much indistinguishable from its neighbours, except for the higher flow of cars and trucks moving in … Continue reading

Taking back the dialogue

The ICD’s new guide to director-shareholder engagement is more than a helpful how-to. In encouraging Canadian boards to initiate dialogue with shareholders, it also signals a shift from defence to offence. With directors no longer back on their heels, where do meetings with shareholders go next?
By Paul Brent
May 30th, 2016

The Canadian Coalition for Good Governance didn’t invent board-shareholder dialogue. But in 2009, the CCGG’s decision to start arranging meetings with the boards of large public companies in which its institutional investor supporters had significant holdings, marked the beginning of … Continue reading

The end of coal?

Face it. Even putting a question mark on that headline is just a technicality. As long as the world needs steel, there will be a cyclical market for metallurgical coal. But when it comes to the business of mining, moving and burning coal for energy, its demise is no longer a matter of if, but when
By John Greenwood
March 4th, 2016

It had been a brutal quarter for Teck Resources Ltd. (TSX:TCK.B) and Don Lindsay, the chief executive, speaking on a scheduled earnings call with analysts in late October was doing his best to put a bright face on things. Although … Continue reading

Move mountains? Easy. Boost diversity? Oof!

It’s proxy season for many Canadian issuers, and that means the second year of “comply or explain” disclosure on diversity. In year one, mining companies lagged with the most male-only boards. Will anything change in year two?
By Brenda Bouw
March 4th, 2016

Alex Johnston has seen a dramatic change in the conversations she’s been having about the lack of women leaders in the mining industry. Five or six years ago, when the now former executive director of women’s advocacy group Catalyst Canada … Continue reading

Five ways to someday

Even as the mining industry languors, change is afoot. And when the next rally is in high gear, it’s a sure bet some companies, practices and even conventional mining logic will have changed. We’ll still need a commodities comeback to make it happen, but it won’t be a carbon copy of the last boom. Here’s our look at five areas of fresh thinking that will define the next cycle
By Jim Middlemiss
March 4th, 2016

Michael Johnston says one thing he has learned in his 20-plus years of mining is that “you can’t manufacture grade. The ore body is what it is. Generally, it is something you have very little control over.” But what mining … Continue reading

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Ticker

Nasdaq stokes Canadian expectations

Buying Chi-X Canada was just the start. A suite of follow-on deals and Nasdaq’s announcement of plans to enter the dark pool market have many in Canada’s trading and listing community anticipating what’s to come
By Jim Middlemiss
May 30th, 2016

From the moment Nasdaq Inc. cemented its arrival into Canada last December with the $US110-million purchase of Chi-X Canada and its 22% share of the order flow of S&P/TSX Composite securities, expectations of a shake-up in the country’s trading and … Continue reading

What happens offshore…winds up onshore

Fallout from the massive Panama Papers leaks has been predictably and justifiably widespread. It’s also emboldened regulators and cleared a path for new rules and a stepped-up war on tax evaders
By Ken Mark
May 30th, 2016

The recent Panama Papers data breach is to hiding ill-gotten gains in tax havens what last year’s Ashley Madison website leak is to arranging extramarital affairs close to home. If you were named in the latter, however, not much could … Continue reading

Road show to renewal

Facing a long decline in its business, the TSX Venture Exchange kicked off 2016 by publishing details of a major “revitalization” plan. Then it took its pledge of savings and simplification on a cross-country, town-hall tour. Audiences listened. But will the business return?
By Brian Banks
March 4th, 2016

Imagine a prototypical issuer. Call him Issuer XYZ. Issuer XYZ runs a small TSX-V junior resources company that, like so many in recent years, is barely scraping by. He’s worked an angle on a modest deal, pays the exchange the … Continue reading

Move mountains? Easy. Boost diversity? Oof!

It’s proxy season for many Canadian issuers, and that means the second year of “comply or explain” disclosure on diversity. In year one, mining companies lagged with the most male-only boards. Will anything change in year two?
By Brenda Bouw
March 4th, 2016

Alex Johnston has seen a dramatic change in the conversations she’s been having about the lack of women leaders in the mining industry. Five or six years ago, when the now former executive director of women’s advocacy group Catalyst Canada … Continue reading

Damn the torpedoes, Suncor speeds ahead

However its contentious hostile takeover bid for Canadian Oil Sands ultimately turns out, Suncor’s decision to gear up spending and M&A expansion—buying into the market crash—has the potential to be a rued, or revered, industry gambit
By Paul Brent
December 14th, 2015

Alberta’s oil patch is viewed as a small, close-knit community, where disagreements are handled in gentlemanly fashion in the quiet confines of the Calgary Petroleum Club. That’s a major reason why Suncor Energy Inc.’s (TSX:SU) $4.3-billion hostile bid for Syncrude … Continue reading

Masters of M&A

Three architects of some of Canada’s highest-value and largest-volume deals in 2015 got together to compare notes on tactics, targets and market trends
By Listed staff
December 14th, 2015

It was a rare and revealing opportunity: two Canadian CEOs who are dominant global M&A players and a third who also features prominently on this year’s top 10 Canadian-led M&A deals list, speaking candidly about market trends and their own … Continue reading

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Views

Long-term compensation alternatives

Stock options are out of favour and the best-known alternatives aren’t really long-term at all. When it comes to executive pay, what’s a long-term oriented board to do? Try these ideas on for size
By Ken Hugessen
October 11th, 2015

Corporate boards and management teams of public issuers often bemoan the challenge of making effective long-term strategic business decisions in the face of short-term pressure from financial markets and investors to deliver quarterly results. Recently, however, there has been growing … Continue reading

How to talk to Wall Street about Canada

As the U.S. market’s view of Canada’s flagging economy becomes circumspect, here are some tips for communicating with the U.S. buy and sell sides as an interlisted Canadian company
By Chaya Cooperberg
October 11th, 2015

After posting two quarters of GDP contraction in the first half of this year, Canadians are still divided as to whether we’ve experienced a true recession or a statistical anomaly that belies the nuanced and complex components of the Canadian … Continue reading

Private debt a very public success

The strong surge in supply and demand for private debt keeps powering forward, although a volatile environment could start shifting some of that business back to the banks
By Robert Olsen
October 11th, 2015

It wasn’t an especially big deal, but as an indicator of the evolution and diverse activity in Canadian and international private debt markets, GoodLife Fitness Centres Inc.’s completion of a $70-million second lien facility in April was notable. Penfund, a … Continue reading

Ethical imperatives for every board

A must-follow ethics oversight checklist for Canadian directors, based on lessons learned from boards that have succeeded in preventing ethical failure as well as those that have failed, sometimes infamously
By Richard Leblanc
October 11th, 2015

I recently moderated an address by Andrew Fastow, the former CFO of Enron, and followed up by delivering a keynote on the role of the board in ethics, tying in aspects of Mr. Fastow’s speech. What follows—10 ways that boards … Continue reading

Social bonds: an impact opportunity?

Social impact bonds, an emerging tool in the world of impact investing, are gaining a foothold in Canada. Companies seeking financial return and social impact should pay attention
By Robert Olsen
July 29th, 2015

Impact investing is an investment approach, as defined by the Global Impact Investing Network, that intentionally seeks to create both financial return and positive social impact and actively measures the achievement of both. The expected financial return can range from … Continue reading

All quiet? Keep it that way

Say-on-pay support was up this year and proxy advisers had fewer beefs. Rather than be complacent, boards should build on this goodwill by stepping up shareholder communications and engagement
By Ken Hugessen
July 29th, 2015

Anyone reading the headlines during the 2015 proxy season might think recent efforts to reform executive compensation in Canada have suddenly fallen off the rails with this year’s multiple say-on-pay failures. But judging by shareholder votes, we see that the … Continue reading

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Features

You gotta own it

Why culture, not compliance, is the key to making diversity stick—and to helping companies realize its full potential
By Robert Thompson
May 30th, 2016

Nancy Hopkins has witnessed shifts in a company’s culture firsthand. A lawyer at McDougall Gauley in Saskatoon, Hopkins was a female pioneer almost a quarter-century ago when she took a posting to the board of directors of uranium miner Cameco … Continue reading

Something new under the sun

These are boom times in solar power. But deals are moving so quickly, some of the world’s top manufacturers are getting crushed. Not Canadian Solar. What’s keeping it above the fray—and out of the headlines?
By John Greenwood
May 30th, 2016

The sprawling, low-rise industrial building in a business park on the outskirts of Guelph, Ont., about an hour’s drive west of Toronto, is pretty much indistinguishable from its neighbours, except for the higher flow of cars and trucks moving in … Continue reading

The end of coal?

Face it. Even putting a question mark on that headline is just a technicality. As long as the world needs steel, there will be a cyclical market for metallurgical coal. But when it comes to the business of mining, moving and burning coal for energy, its demise is no longer a matter of if, but when
By John Greenwood
March 4th, 2016

It had been a brutal quarter for Teck Resources Ltd. (TSX:TCK.B) and Don Lindsay, the chief executive, speaking on a scheduled earnings call with analysts in late October was doing his best to put a bright face on things. Although … Continue reading

Five ways to someday

Even as the mining industry languors, change is afoot. And when the next rally is in high gear, it’s a sure bet some companies, practices and even conventional mining logic will have changed. We’ll still need a commodities comeback to make it happen, but it won’t be a carbon copy of the last boom. Here’s our look at five areas of fresh thinking that will define the next cycle
By Jim Middlemiss
March 4th, 2016

Michael Johnston says one thing he has learned in his 20-plus years of mining is that “you can’t manufacture grade. The ore body is what it is. Generally, it is something you have very little control over.” But what mining … Continue reading

An uneasy duty

It’s been 12 years since the landmark ruling that established the Crown’s “duty to consult” with aboriginal groups. Most mining and resource projects navigate this process, but it’s hardly routine. More than growing pains, industry says governments aren’t doing their job
By Kerry Banks
March 4th, 2016

In November 2015, closing arguments were heard in a lawsuit that may have important consequences for the Canadian mining industry. Northern Superior Resources Inc. (TSX-V:SUP), a Sudbury, Ont.-based junior exploration outfit, is seeking $25 million in compensation from the Ontario … Continue reading

M&A 2015: Canada shops the world

It’s been a banner year in Canadian M&A, especially for Canadian companies and pension funds buying abroad. That, plus a hot IPO market and strong private equity showing, have made up for some lacklustre action at home
By Jim Middlemiss
December 14th, 2015

The 2015 Canadian mergers and acquisitions market will be remembered as a year when domestic organizations went on an international buying spree, despite a dollar that was less than robust. Everyone from retailers to banks and real estate firms to … Continue reading

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The Director's Chair

Shann Turnbull: How good is “good” governance?

In The Director’s Chair with David W. Anderson: Don’t let the friendly appearance fool you. Shann Turnbull’s best ideas have the power to bust up a boardroom
May 30th, 2016

Most doctorates awarded to business leaders with lengthy careers are of the honourary kind. Not Australia’s Shann Turnbull’s. His 2000 PhD thesis proposed a science of governance inspired, in part, by communication in nature. A prolific thinker and reformer, with … Continue reading

Jim Carter: Do you buy value, or build it?

In The Director’s Chair with David W. Anderson: Jim Carter may sit on four boards, in different sectors, but when it comes to creating value and long-term success, his measuring stick stays the same: get the culture right and results will follow
March 4th, 2016

Mining executives and directors, Jim Carter feels your pain. The former president of Syncrude Canada, now a director on four corporate boards—Finning International, Brand Energy, Alberta Treasury Branch Financial and Irving Oil—has navigated his share of industry slumps, and his … Continue reading

Helen Kearns: Purpose, process…results

In The Director’s Chair with David W. Anderson: An accomplished wealth manager, financial markets executive and veteran director, Helen Kearns has relied on a disciplined, strategic, long-term approach to create lasting value in every role
December 14th, 2015

With an exemplary career in wealth management and capital market finance, Helen Kearns, president and CEO of Bell Kearns & Associates Ltd., not only knows as much as anyone about making and managing money, but also how to anticipate and repel setbacks … Continue reading

Mike Wilson: Out of the fray, still in the fire

In The Director’s Chair with David W. Anderson: He had a long executive career, culminating in a decade as president and CEO of Agrium. Now Mike Wilson is bringing it as a non-executive director on four boards
October 10th, 2015

If you need any testimony to Mike Wilson’s knowledge, experience, boardroom savvy and the high esteem in which he’s held by his peers, consider that within a year of retiring as president and CEO of Agrium Inc. at the end … Continue reading

Bill Achtmeyer: Artisan of the deal

In The Director’s Chair with David W. Anderson: A conversation with Boston-based Bill Achtmeyer serves up an advanced class in M&A strategy and execution
July 26th, 2015

After decades of M&A advisory experience, first with Bain & Co., then as founder, chair and managing partner of the Parthenon Group, plus a distinguished director career, Bill Achtmeyer has an acute, board’s-eye view of M&A. Here, in conversation with … Continue reading

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

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Handbook

Taking back the dialogue

The ICD’s new guide to director-shareholder engagement is more than a helpful how-to. In encouraging Canadian boards to initiate dialogue with shareholders, it also signals a shift from defence to offence. With directors no longer back on their heels, where do meetings with shareholders go next?
By Paul Brent
May 30th, 2016

The Canadian Coalition for Good Governance didn’t invent board-shareholder dialogue. But in 2009, the CCGG’s decision to start arranging meetings with the boards of large public companies in which its institutional investor supporters had significant holdings, marked the beginning of … Continue reading

Two words: revenue neutral

National action on carbon emissions is coming. It’s expected, it’s needed and rather than fight it, smart businesses should weigh in on the discussion to help create the best outcome
By Ian McGugan
May 30th, 2016

Should Ottawa tax carbon emissions? British Columbia already imposes a levy on greenhouse gas emitters and Alberta will begin doing so next year. Meanwhile, Quebec forms part of a cap-and-trade system with California, and will soon be joined by Ontario … Continue reading

Micromanagement: the dirtiest word in governance

Make no mistake, directors and boards that micromanage can be a problem. But it’s far from cut-and-dried. There are many reasons micromanagement occurs—and circumstances where it’s warranted
By Beverly Behan
May 30th, 2016

“The board is micromanaging.” How many times have we heard this lament from CEOs, corporate executives and even board members, themselves? Essentially, it is an accusation that the board is delving into picayune details and/or making decisions that should be … Continue reading

Boards must re-up on responsibility

Most Canadian mining management has kept pace with corporate responsibility’s growth and complexity. But the makeup of mining boards has not. To help: a look at the new skills required and how to find directors that have them
By Craig Ford
March 6th, 2016

In the business of mining resource development, the past decade has seen a dramatic rise in the scope and complexity of corporate responsibility issues. This has been driven by two primary factors. First, societal expectations of business and especially resource … Continue reading

Will the giants inherit the earth?

Grim as the economics of mining and minerals are for everyone right now, looking ahead, things are lining up strongly in favour of the industry’s biggest players. Expect them to dominate increasingly large swaths of the business for years to come
By Ian McGugan
March 4th, 2016

After four years of relentlessly bad news, the one bright spot for the mining industry in 2016 is that there are no high hopes left to disappoint. The compelling question that hangs over the sector is no longer how bad … Continue reading

In vogue for 2016? Pay cuts

Their share prices have been falling for years. Now more mining boards, having signed off on cuts to everything else, are wondering if it’s time executive pay followed suit
By Paul Brent
March 4th, 2016

Mining companies are accustomed to working with long lead times: potential plays can take years to assess, mines can take a decade to develop and operate for decades more while commodity cycles rise and fall. This year, as those companies’ … Continue reading

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Economy

Two words: revenue neutral

National action on carbon emissions is coming. It’s expected, it’s needed and rather than fight it, smart businesses should weigh in on the discussion to help create the best outcome
By Ian McGugan
May 30th, 2016

Should Ottawa tax carbon emissions? British Columbia already imposes a levy on greenhouse gas emitters and Alberta will begin doing so next year. Meanwhile, Quebec forms part of a cap-and-trade system with California, and will soon be joined by Ontario … Continue reading

Will the giants inherit the earth?

Grim as the economics of mining and minerals are for everyone right now, looking ahead, things are lining up strongly in favour of the industry’s biggest players. Expect them to dominate increasingly large swaths of the business for years to come
By Ian McGugan
March 4th, 2016

After four years of relentlessly bad news, the one bright spot for the mining industry in 2016 is that there are no high hopes left to disappoint. The compelling question that hangs over the sector is no longer how bad … Continue reading

How our new PM can help grow the economy

Generations of rhetoric notwithstanding, Canadian prime ministers don’t have that many tools at their disposal to boost economic growth. So here are three ideas to get Justin Trudeau started
By Ian McGugan
December 15th, 2015

You should feel sorry for federal politicians—at least during elections and just afterward. It’s then that these would-be leaders are forced to stand up and pretend they possess the magic formula to generate prosperity. Of course, their hopeful rhetoric often … Continue reading

Global economy down, but far from out

Regional gridlock and wobbles in China prompt legitimate fears. But when the two biggest inputs for business—money and energy—are as cheap as they are today, growth should prevail
By Ian McGugan
October 10th, 2015

Let’s acknowledge the obvious. With Canada at least technically in a recession, China slowing and Europe trapped in political gridlock, business leaders in this country have good reason to be worried about the outlook for the world economy over the … Continue reading

Chasing prosperity? Or votes?

Why is a balanced federal budget like a picnic? Because neither is responsible for what their promoters promise—be it economic well-being or a sunny, summer day
By Ian McGugan
July 24th, 2015

Balanced budgets are what pass for sexy among a certain swath of the electorate—most notably the part that votes Conservative. Hence it’s no big surprise that the federal Tories pulled out all stops this spring to announce their first balanced … Continue reading

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

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Insider

Agenda: sustainability

insider: Annette Verschuren
May 30th, 2016

Who Annette Verschuren, chair and CEO of NRStor Inc., a Toronto-based energy storage project developer and owner. Verschuren also sits as a director on the boards of Air Canada (TSX:AC), Canadian Natural Resources Ltd. (TSX:CNQ); Saputo Inc. (TSX:SAP) and Liberty … Continue reading

It’s buying time [again]

Insider: Ross Beaty
March 4th, 2016

Who: Ross Beaty, founder and chairman of Pan American Silver Corp. (TSX:PAA), founder and executive chairman of renewable energy company Alterra Power Corp. (TSX:AXY) and a lauded geologist and lawyer with 40-plus years of mining industry experience. Involvement: Beaty has … Continue reading

Growing public

Insider: Anton Rabie
December 14th, 2015

Who Anton Rabie, co-CEO Spin Master Corp. (TSX:TOY), a Toronto-based children’s toys, games and entertainment company. Spin Master’s best-known brands include Bakugan and Air Hogs; its latest TV series, Paw Patrol, is broadcast in over 160 countries. Rabie co-founded Spin … Continue reading

ROI meets ESG

Insider: Michael Jantzi
October 10th, 2015

Who Michael Jantzi, CEO of Sustainalytics, a leading Amsterdam-headquartered, global ESG and corporate governance research, ratings and analysis firm. Jantzi founded Jantzi Research in Toronto in 1992 and merged it with Sustainalytics in 2009. Involvement In August, Sustainalytics announced a … Continue reading

Leading in

Insider: Linda Hasenfratz
July 24th, 2015

Who Linda Hasenfratz, chief executive officer and a director of Linamar Corp. (TSX:LNR) of Guelph, Ont., a position she has held since 2002. Linamar, ranked 31st among the top 100 automotive parts suppliers in North America, also has operations in … Continue reading

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

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