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Amendments to National Instrument 58-101: Disclosure of Women on Boards and in Senior Management [Completed]

Issued: October 15, 2014

Transitional provisions:

Provided all necessary Ministerial approvals are obtained, these rule amendments will come into effect on December 31, 2014, in time for the 2015 proxy season.

Last updated:

October 2017

Overview

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. This transparency is intended to assist investors in making investment and voting decisions and will apply to all non-venture issuers reporting in Manitoba, New Brunswick, Newfoundland and Labrador, Northwest Territories, Nova Scotia, Nunavut, Ontario, Québec and Saskatchewan (“participating jurisdictions”).

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

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

In September 2016, the Alberta Securities Commission (ASC) also published for comment proposed amendments, which would align the disclosure requirements under NI 58-101 in Alberta with the participating jurisdictions in Canada regarding the representation of women on the boards of directors and in executive officer positions.

Recent activities

October 2017

On October 5, 2017, the securities regulatory authorities in Alberta, Manitoba, New Brunswick, Newfoundland and Labrador, Northwest Territories, Nova Scotia, Nunavut, Ontario, Québec, Saskatchewan and Yukon (the participating jurisdictions) published CSA Multilateral Staff Notice 58-309 "Staff Review of Women on Boards and in Executive Officer Positions – Compliance with NI 58-101 Disclosure of Corporate Governance Practices".

Decem­ber 2016

On December 15, 2016, the Alberta Securities Commission (ASC) announced that it will adopt amendments to National Instrument 58-101, Disclosure of Corporate Governance Practices (NI 58-101) and Form 58-101F1 Corporate Governance Disclosure. The amendments align the disclosure requirements under NI 58-101 in Alberta with most other jurisdictions in Canada regarding the representation of women on the boards of directors and in executive officer positions. The amendments are effective December 31, 2016.

September 2016

On September 14, 2016, the Alberta Securities Commission (ASC) published for comment proposed amendments to National Instrument 58-101, Disclosure of Corporate Governance Practices (NI 58-101) and Form 58-101F1, Corporate Governance Disclosure. The amendments would align the disclosure requirements under NI 58-101 in Alberta with most other jurisdictions in Canada regarding the representation of women on the boards of directors and in executive officer positions. The 30-day comment period will end on October 14, 2016.

November 2015

On November 12, 2015, several Canadian securities regulatory authorities published the underlying data used to prepare CSA Multilateral Staff Notice 58-307, Staff Review of Women on Boards and in Executive Officer Positions – Compliance with NI 58-101 Disclosure of Corporate Governance Practices.

October 2014

On October 15, 2014, the securities regulatory authorities in Manitoba, New Brunswick, Newfoundland and Labrador, Northwest Territories, Nova Scotia, Nunavut, Ontario, Québec and Saskatchewan (“participating jurisdictions”) announced the final implementation of amendments in respect of disclosure of women on boards and in senior management to National Instrument 58-101, Disclosure of Corporate Governance Practices, and Form 58-101F1, Corporate Governance Disclosure.

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