2023-06-28
The Canadian Securities Administrators have extended the comment period for proposed amendments to Regulation 58-101 and Policy Statement 58-201 until September 29, 2023. These proposals require issuers to disclose diversity metrics beyond women's representation and introduce new guidelines regarding director nomination processes and board renewal. Stakeholders are invited to submit written comments by the new deadline to the specified provincial securities commissions.
1 CSA STAFF NOTICE 58-315 EXTENSION OF COMMENT PERIOD DRAFT REGULATION TO AMEND REGULATION 58-101 RESPECTING DISCLOSURE OF CORPORATE GOVERNANCE PRACTICES, MORE PARTICULARLY FORM 58 101F1, CORPORATE GOVERNANCE DISCLOSURE DRAFT AMENDMENTS TO POLICY STATEMENT 58-201 TO CORPORATE GOVERNANCE GUIDELINES June 28, 2023 On April 13, 2023, the Canadian Securities Administrators (CSA or we) published for comment draft amendments to the corporate governance disclosure requirements and policy relating to the director nomination process, board renewal and diversity (the Proposals). The Proposals would require disclosure on aspects of diversity beyond the representation of women, while retaining the current disclosure requirements with respect to women. In addition, the Proposals contemplate changes to the corporate governance policy that would enhance the existing corporate governance guidelines relating to the director nomination process and introduce guidelines regarding board renewal and diversity. Extension of comment period The comment period on the Proposals is scheduled to close on July 12, 2023. We have received feedback from several stakeholders that it would be beneficial for stakeholders to have additional time to review the Proposals and prepare comments. We are therefore extending the comment period to September 29, 2023. How to provide comments Stakeholders are invited to provide comments on the Proposals in writing on or before September 29, 2023. Instructions on how to submit comments can be found in Annex A. Questions Please refer your questions to any of the following: Autorité des marchés financiers Olivier Girardeau Director of Sustainable Finance Oversight and Supervision Tel: 514 395-0337, ext. 4334 Email: olivier.girardeau@lautorite.qc.ca Martin Latulippe Senior Policy Advisor Tel: 514 395-0337, ext. 4331 Email: martin.latulippe@lautorite.qc.ca
2 British Columbia Securities Commission Melody Chen Senior Legal Counsel Legal Services, Corporate Finance Tel: 604 899-6530 Email: mchen@bcsc.bc.ca Nazma Lee Senior Legal Counsel Legal Services, Corporate Finance Tel: 604 899-6867 Email: nlee@bcsc.bc.ca Alberta Securities Commission Jennifer Smith Senior Legal Counsel Office of the General Counsel Tel: 403 355-3898 Email: jennifer.smith@asc.ca Nicole Law Senior Securities Analyst Corporate Finance Tel: 403 355-4865 Email: nicole.law@asc.ca Financial and Consumer Affairs Authority of Saskatchewan Heather Kuchuran Director, Corporate Finance Securities Division Tel: 306 787-1009 Email: heather.kuchuran@gov.sk.ca Manitoba Securities Commission Patrick Weeks Deputy Director, Corporate Finance Tel: 204 945-3326 Email: patrick.weeks@gov.mb.ca Ontario Securities Commission Jo-Anne Matear Special Advisor to the Executive on Sustainable Finance and Emerging Regulatory Issues, Executive Office Tel: 416 593-2323 Email: jmatear@osc.gov.on.ca Jonathan Blackwell Senior Accountant, Corporate Finance Tel: 416 593-8138 Email: jblackwell@osc.gov.on.ca Jodie Hancock Senior Accountant, Corporate Finance Tel: 416 593-2316 Email: jhancock@osc.gov.on.ca Financial and Consumer Services Commission of New Brunswick Ella-Jane Loomis Senior Legal Counsel, Securities Tel: 506 453-6591 Email: ella-jane.loomis@fcnb.ca
3 Nova Scotia Securities Commission Abel Lazarus Director, Corporate Finance Tel: 902 424-6859 Email: abel.lazarus@novascotia.ca Valerie Tracy Securities Analyst Tel: 902 424-5718 Email: valerie.tracy@novascotia.ca
4 ANNEX A HOW TO SUBMIT COMMENTS Please submit your comments in writing on or before September 29, 2023. If you are not sending your comments by email, please send us an electronic file containing the submissions (in Microsoft Word Format). Address your submission to all of the CSA jurisdictions as follows: Alberta Securities Commission Autorité des marchés financiers British Columbia Securities Commission Financial and Consumer Affairs Authority of Saskatchewan Financial and Consumer Services Commission, New Brunswick Manitoba Securities Commission Nova Scotia Securities Commission Office of the Superintendent of Securities, Newfoundland and Labrador Office of the Superintendent of Securities, Northwest Territories Office of the Superintendent of Securities Nunavut Office of the Yukon Superintendent of Securities Ontario Securities Commission Superintendent of Securities, Department of Justice and Public Safety, Prince Edward Island Send your comments to the following addresses listed below. Your comments will be forwarded to the remaining jurisdictions. Me Philippe Lebel Corporate Secretary and Executive Director, Legal Affairs Autorité des marchés financiers Place de la Cité, tour Cominar 2640, boulevard Laurier, bureau 400 Québec (Québec) G1V 5C1 Fax: 514-864-6381 Email: consultation-en-cours@lautorite.qc.ca The Secretary Ontario Securities Commission 20 Queen Street West, 22nd Floor, Box 55 Toronto, Ontario M5H 3S8 Fax: 416-593-2318 Email: comment@osc.gov.on.ca We cannot keep submissions confidential because securities legislation in certain provinces requires publication of the written comments received during the comment period. All comments received will be posted on the websites of each of the Autorité des marchés financiers at www.lautorite.qc.ca and the Ontario Securities Commission at www.osc.gov.on.ca. Therefore, you should not include personal information directly in comments to be published. It is important that you state on whose behalf you are making the submission.