Topic Results: Shareholders

September 20, 2019

The Business Roundtable on “The Purpose of a Corporation” Back to the future!

In September 2019, CEOs of large U.S. corporations have embraced with suspect enthusiasm the notion that a corporation’s purpose is broader than merely “creating shareholder value”. Why now after 30 years of obedience to the dogma of shareholder primacy and servile (but highly paid) attendance to the whims and wants of investment funds? Simply put, […]

August 23, 2019

Transat shareholders approve Air Canada takeover, deal now in regulators’ hands

The fate of Air Canada’s $720-million takeover bid for Transat A.T. Inc. rests with regulators after shareholders overwhelmingly approved the acquisition offer Friday. In a special meeting, shareholders of the Quebec-based tour operator voted 94.77 per cent in favour of accepting the $18-per-share transaction from the country’s largest airline. The deal will narrow the field […]

August 8, 2019

Transat v. Group Mach: what’s the score?

Mergers and acquisitions are well-choreographed ballets. Both companies call on financial and legal advisers. The board of the target company sets up an independent committee, which promptly retains its own independent legal and financial advisers. Financial advisers produce an opinion letter assuring all and sundry that the price offered is a fair one for the […]

April 21, 2019

As vote challenging Bombardier’s share structure faces defeat, Médac calls for legislative reform

Investor-rights group Médac acknowledges its bid to end Bombardier Inc.’s dual-class share system is destined to fail, but says it has no better option to trigger a discussion on what it sees as a critical issue. The Montreal-based organization is calling for changes to the laws governing Canadian companies that give extra voting rights to […]

February 15, 2019

Yvan Allaire makes “The Case for Dual-Class of Shares”

Allaire, Yvan, The Case for Dual-Class of Shares (December 20, 2018). Available at SSRN: https://ssrn.com/abstract=3318447 or http://dx.doi.org/10.2139/ssrn.3318447 The debate over whether dual class of shares increases or decreases share value, should be prohibited or not, should be subjected to mandatory sunset provisions, and so on has been heating up over the last few years. This paper reviews the […]

February 4, 2019

IGOPP defends dual-class share structures

Dual-class share structures have drawn the ire of some investors, citing concerns with shareholder rights. For more on this and why he thinks there’s a place for dual-class shares, BNN Bloomberg spoke with Yvan Allaire, executive chair at the Institute for Governance of Private and Public Organizations. To view the interview, please click here

January 31, 2019

The case for multiple voting shares

Montreal (February 4, 2019) — In Canada, the number of companies with multiple voting shares has dropped from 100 in 2005 to 69 in 2018. But these companies continue to play a vital role in the Canadian economy. The Institute for Governance has issued a policy paper in support of multiple voting shares, urging entrepreneurs […]

January 18, 2019

Dual Class Companies Should Adopt a Coattail Provision

I would like to make two points in response to Professor Coffee’s piece on dual class common stock. First, American dual class companies should be obliged to include a “coattail” provision, as is the case in Canada. This provision, imposed since 1987 by the Toronto Stock Exchange, ensures the controlling shareholder cannot sell control without all shareholders […]

January 4, 2019

Brief review of empirical studies on the economic performance of dual-class companies: 2007 to 2018

December 19, 2018

The Case for Dual-Class of Shares

There are now 69 dual-class companies listed on the Toronto Stock Exchange, down from 100 in 2005. Only 23 Canadian companies went public since 2005 with a dual-class of shares while 16 of the 100 have since converted to a single-class and another 38 have disappeared since 2006 for other reasons (acquisitions, mergers, bankruptcies and […]

April 30, 2018

The Long-Term Survival of Family Business

Introduction The Clarkson Centre for Board Effectiveness (CCBE) at the Rotman School of Management has a mission to study corporate governance and provide practical insights for companies about what good governance means. For more than a decade, we, like many of our peers, embraced the widely-held and publicly-listed model as the paradigm of good governance. […]

April 5, 2018

It’s hunting season, as activists and regulators open fire on Canada’s businesses

The corporate hunting season is officially underway, an annual ritual during which shareholder parties, armed with proxies and other weapons of democratic destruction, set out to bag executives and directors for failing to deliver. The list of potential corporate failings is all encompassing. Anything and everything is a target, from executive compensation to diversity policies […]

March 9, 2018

Sharing the spoils of legalized cannabis

Statistics Canada estimates that, in 2017, “4.9 million Canadians aged 15 to 64 spent an estimated $5.7 billion on cannabis for medical (10% of the market) and non-medical (90% of the market) purposes. This was equivalent to around $1,200 per cannabis consumer.” Private companies, several of them listed on the stock exchange and already supplying […]

December 7, 2017

How a proposed new ‘right’ for shareholders could badly damage corporate boards

There is a frenzied rush to get/give a new ‘right” to shareholders, the right to put up their own nominees for board membership. Boards of directors, so goes a dominant opinion, are not to be fully trusted to pick the right kind of people as directors or to shift the membership swiftly as circumstances change, […]

September 27, 2017

‘Fat cats’ in Peters’ sights

Winston Peters’ swingeing attack on Fonterra boss Theo Spierings’ $8.3 million pay packet could be the first real salvo in his self-advertised campaign to ‘clean up corporate New Zealand’. There was little attention given to Peters’ campaign against alleged business “fat cats” while he was slugging it out on the election trail. But given the […]

August 17, 2017

Trump-era shift: CEOs find a voice for moral outrage

Corporate America started the year ready to engage with a controversial but business-minded president. This week CEOs have risen in chorus to denounce Trump’s lackluster response to racism. Not since the 1930s, when prominent business heads publicly broke with Franklin Roosevelt, has a US president seen such a revolt by leading business executives. [ … […]