Listed's Expert Community

Views
Ken Hugessen

Executive Compensation 		Richard Leblanc

Law and Governance 		Robert Olsen

Corporate Finance 		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

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 →

Disclosure 101: care and feeding of analysts

By Bruce Freedman/Street Smarts
 April 13th, 2013

I’ve always been confused by insider trading rules pertaining to the disclosure of non- public information. Not that I was confused by the intent when I was an analyst; that made perfect sense to me. Rather, I was concerned about … Continue reading →

Still quiet on the IPO front

A pop in late-2012 momentum helped stoke market confidence for 2013. But action has yet to materialize
 By Joel Kranc
 April 12th, 2013

Market volatility, overseas debt crises and instability in North American markets have, in part, had negative effects on the Canadian initial public offering market over the past three years. In 2010, 73 IPOs were issued on all exchanges raising $5.5 … Continue reading →

Poison pills get a boost

Proposed shareholder rights rules will help target companies fend off hostile bids
 By Paul Brent
 April 12th, 2013

Two new, competing proposals from Canadian regulators on poison pills promise to create new guidelines that are more predictable for target companies and tougher on hostile bidders who have made Canada a corporate hunting ground in recent years. The first … Continue reading →

Ottawa’s long game on takeovers

From Nexen and Progress to 50% caps on state-owned buyers and the net-benefit test, the federal government is walking a fine line to preserve access to future foreign investment
 By Jim Middlemiss
 February 25th, 2013

A few months have passed since the federal Conservative government outlined how it would amend the Investment Canada Act to clamp down on future takeovers by foreign state-owned enterprises (SOEs) while making other changes to clarify approval parameters for all … Continue reading →

Miners discover profits, investor confidence

By Bruce Freedman
 February 25th, 2013

On the back of continued share-price underperformance, the last six months has shown what appears to be a strategic shift in the mining industry’s direction. Comments from senior management abound expressing the importance of return on capital and profitability over … Continue reading →

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Views

Lead from the front

When it comes to moving targets in governance, few things are moving faster today than executive compensation. Here are 10 key areas to address to ensure your board stays ahead of the rules
 By Richard Leblanc
 March 15th, 2012

The governance of executive compensation by boards continues to be in the headlines. Regulation has emphasized the independence of compensation committees and consultants, similar to what Sarbanes-Oxley did for audit committees and auditors. However, given the occupy movements and wealth … Continue reading →

Cash out? Or double down?

Cheap debt has played a big part in pushing Canadian commercial real estate prices back to pre-recession 2007 levels. For a growing number of companies, the question is how to play the next round?
 By Robert Olsen
 March 15th, 2012

Credit is the lifeblood of commercial real estate. Real estate is a capital-intensive industry so debt, and lots of it, is typically required to support real estate transactions. Fortunately, the Canadian commercial real estate sector has benefited from a healthy … Continue reading →

Who’s doing your review?

There's no board governance review like an external review done by a qualified assessor—provided they take the right steps
 By Richard Leblanc
 December 19th, 2011

A few memories stand out from my engagements as an external board reviewer. One was the dominant CEO who kept interrupting me to tell me how effective he and “his” board were, despite the results of my assessment (the board … Continue reading →

Fight! For IR, it’s the ultimate test

Investor relations is never more important than in a hostile takeover bid or proxy contest. Having just lived through the experience, our columnist weighs in on the value of preparation and quick action
 By Michael Salter
 December 19th, 2011

The telephone call came from a New York City hedge fund manager, minutes after market close on a Wednesday in mid-August, 2011. He wanted to know our response to the hostile takeover bid for MOSAID Technologies Inc. that Wi-LAN Inc. … Continue reading →

Shades of grey in green

“Ethical oil” is just a slogan. But it’s hard to argue that we shouldn’t consider the widest possible range of environmental and social issues when making policy decisions
 By Sandra Odendahl
 December 19th, 2011

The countdown is on as I write. Unless things change, the European Union is set to vote in December on a directive that would discourage the use of oil from Canadian oilsands by classifying it as one of the highest … Continue reading →

The risk behind the reward

The CSA has amended its executive compensation disclosure guidelines. Issuers must now disclose details about compensation risk and compensation committee expertise; they might also want to rethink their disclosure overall
 By Ken Hugessen
 December 19th, 2011

Again this year, the Canadian Securities Administrators has issued amendments to executive compensation disclosure guidelines with compliance required for the 2012 proxy season. Following a more comprehensive set of changes in 2008, these latest amendments are more limited, with a … 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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