30.1.18

Every year, reporting issuers are faced with the task of tailoring the disclosure for their annual general meeting (“AGM”) to ever-evolving securities laws, updates to stock exchanges rules, new guidance from proxy advisors and developing corporate governance trends. The checklist and overview of certain matters relevant to the 2018 proxy season that follows is intended to help reporting issuers in Canada prepare for their upcoming AGMs by identifying relevant developments in disclosure rules and governance practices over the past year. We have prepared the checklist below to set out very briefly the areas where the Canadian Securities Administrators (the “CSA”) and the Toronto Stock Exchange (the “TSX”) have provided guidance on or updates to their respective disclosure rules, where the major proxy advisors have updated their proxy voting guidelines and where trends or best practices have emerged or evolved, either at the instigation of advocacy groups or otherwise.

Greater detail on the guidance, updates, trends and developments identified in the checklist is available in the Related Materials section below.

If you have any questions about any of the matters discussed in this publication, please contact any member of our Corporate Finance & Securities Group.