The securities regulatory authorities in Manitoba, New Brunswick, Newfoundland and Labrador, Northwest Territories, Nova Scotia, Nunavut, Ontario, Québec and Saskatchewan (“participating jurisdictions”) announced on October 15, 2014 amendments to National Instrument 58-101 Disclosure of Corporate Governance Practices and Form 58-101F1 Corporate Governance Disclosure. These rule amendments will come into effect on December 31, 2014, in time for the 2015 AGM season.

Once in effect, the amendment will require non-venture issuers to provide annual disclosure regarding the following items in their proxy circular or annual information form:

• director term limits and other mechanisms of renewal of the board of directors,
• policies regarding the representation of women on the board,
• the board’s or nominating committee’s consideration of the representation of women in the director identification and selection process,
• the issuer’s consideration of the representation of women in executive officer positions when making executive officer appointments,
• targets regarding the representation of women on the board and in executive officer positions, and
• the number of women on the board and in executive officer positions.

The amendments are intended to increase transparency for investors and other stakeholders regarding the representation of women on boards of directors and in senior management.

If you have questions about how to comply with corporate governance disclosure requirements, contact any member of Clark Wilson’s Corporate Finance & Securities Group.