Kingsdale Shareholder Services

September 18, 2014 08:00 ET

Kingsdale Shareholder Services Defines 2014 Proxy Season in New Report

TORONTO, ONTARIO--(Marketwired - Sept. 18, 2014) - Kingsdale Shareholder Services today released its 2014 Proxy Season Review, a report designed to equip public companies, boards and advisors to face the next wave of shareholder activism in Canada and effectively manage the upcoming 2015 proxy season.

"This year shareholder activism continued at an elevated level with more companies thrown into a chaos that could have been avoided," said Kingsdale CEO and Founder, Wes Hall. "We're taking our best-in-class strategic learning and using it to define the industry and help leaders prepare. Others will tell you what happened, we'll tell you what it means, what comes next and what you should do about it. We think the future of your company is too important to leave to chance."

Kingsdale defined the most noteworthy developments of the 2014 Proxy Season as:

  1. Increased scrutiny on executive compensation with more companies adopting Say on Pay policies and the first Say on Director Pay vote in Canada.
  2. Growth in Advance Notice provisions with 1200 issuers now having policies or by-laws in place and an Ontario Superior Court decision that said Advance Notice should be used as a "shield" to protect shareholders, not a "sword" to protect management from activists.
  3. The return of M&A exposed a new avenue for activists who seek to influence the outcome of a transaction or leverage it for something else they want, like board seats.
  4. More demand by shareholders to talk to someone other than management that exposes a key vulnerability of a disengaged board activists can exploit.
  5. Increased influence of activist investors as they become viewed as an important potential collaborator for institutional investors and management who are more willing to engage.
  6. More activist interventions playing out in secret away from the eyes of the media.

Hall said while the resource sector was most active when it came to proxy contests no free passes were issued by activist funds in 2014. Companies in all industries and of all sizes were targeted, be it in public or behind the scenes.

"With the increase in the number of activist funds -- especially in the US who will see many players elbowed out and pushed over the border in search of spoils -- our message to Canadian companies is get ready. Now."

Kingsdale will be presenting highlights from its 2014 Proxy Season Review at:

IR Magazine Think Tank Canada, October 8, Toronto, Ont.
Activist Investing in Canada, October 16, Toronto, Ont.
Corporate Governance 2014, December 4, Toronto, Ont.; December 8, Calgary, Alb.
REALpac Chief Executive Summit, December 21, Miami, Fla.

To view the 2014 Proxy Season Review visit: http://www.kingsdaleshareholder.com/2014psr.html

About Kingsdale Shareholder Services:

Since 2003, public companies across North America have looked to the expertise of Kingsdale Shareholder Services to help them reach out to shareholders to secure votes for annual meeting agenda items and transactions. Kingsdale has been engaged by more issuers and in more proxy contests than all other advisors in Canada combined and acted on the majority of M&A transactions each year. As Canada's preeminent shareholder services firm, Kingsdale offers an array of specialized services including: strategic and defensive advisory, proxy solicitation, shareholder identification, information agent, depositary, governance advisory and proxy analytics, asset reclamation, corporate communications and stakeholder surveys.

Please visit us at:
http://www.kingsdaleshareholder.com/
LinkedIn: Kingsdale Shareholder Services

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