On July 10th the U.S. Securities and Exchange Commission (SEC) voted to propose amendments to its Form 13F disclosure rules. By itself, this statement means little to Canadian public companies, but understanding what the proposed changes will do could result in fundamental changes in how public companies can identify their shareholders. The SEC is proposing to change the threshold that dictates which investment managers must file a 13F. The changes will significantly reduce the number of investment managers that disclose their holdings after each quarter. Instead of improving shareholder transparency these proposed changes will allow more institutional shareholders to be invisible and share position increases and decreases to go unknown.
Why this matters is because Canadian companies rely on 13F filings to understand who owns their stock. Whether you do it within the investor relations function of the company or they rely on an outside provider, 13F filings are at the very least a baseline to tell you who you don’t know or where to start. Raising the filing requirement threshold means that management teams and boards of directors will have diminished views of who owns the stock, where the CEO needs to spend their time and who might be acquiring or divesting of the stock.
Over the last 20 years, especially in Canada, good corporate governance has become a strategic initiative to drive shareholder value and in turn that has included more engagement with shareholders. If public companies cannot identify their shareholders, their ability to continue to engage proactively will decrease considerably. According to the National Investor Relations Institute the proposed minimum threshold changes “would increase by 35 times – from $100 million in U.S. equities under management to $3.5 billion. As a result, 4,500 investment managers … would no longer have to provide disclosure.”
While duel listed Canadian companies may want to comment to the SEC all Canadian issuers must watch to see how these proposals unfold. They may have a significant impact on how you do future investor relations planning. MBC will also continue to monitor the issue and provide updates as appropriate. For more information on this matter or other shareholder engagement strategies please contact us at firstname.lastname@example.org or Chris Makuch @ 416-953-3337.
Your AGM may be a few months away but how you engage with your shareholders and meeting attendees must be disclosed now.
MaisonBrison Communications (MBC) has reviewed strategies and best practices and is providing this suggested approach for public issuers:
- Insert a “buck slip” into your proxy mailing highlighting the voting process and meeting attendance disclosure to your shareholders.
- Encourage shareholders to vote early and by proxy.
- Make sure it is clear that ONLY REGISTERED SHAREHOLDERS will be admitted into the meeting venue (if you are not having a virtual meeting).
- Email all company staff and ask them not to attend the shareholder meeting.
- Webcast the meeting and inform all shareholders and staff how to access the event online.
Communication to shareholder of this approach is critical to its success. MBC is here to help you ensure that you have the maximum success at your shareholder meeting while practicing social distancing, protecting your management team, board of directors and necessary personal who make the event occur.
For more information and to execute on these steps please contact any of the following MBC staff:
Pierre Boucher, CPA, CMA 1-514-207-7043
Rick Leckner, Founder 1-514-245-9232
Jennifer McCaughey, CFA 1-514-212-7014
Chris Makuch, MBA 1-416-953-3337
MaisonBrison Communications (MBC) has been carefully monitoring the impact of COVID-19 on our clients and the business community. MBC is dedicated to helping you during this global pandemic. We want to make sure we support our clients with your shareholder engagement needs so you can have more time to focus on your business.
Two significant areas of business concern right now are market volatility and the unease about “large group meetings”. MBC can support you in managing these challenges and would like to provide the following insights:
• A depressed stock price is an opportunity to ignite shareholder activism through an unsolicited takeover bid.
• Monitoring the split between institutional and retail shareholders can help you understand stock movement and tailor messaging to the appropriate audience.
• Vote monitoring for your AGM can also help you be ahead of the curve of any potential negative votes or pitfalls before they occur at the meeting. Review of voting can provide the management team and BOD with insights into the meeting outcome prior to the meeting day.
Annual General Meetings:
• The government of Canada has indicated that large group meetings are not encouraged at this time. While your AGM may not usually have a large turnout and it would be expected that shareholders will stay away this year, considering a virtual or “hybrid” AGM could be a prudent approach by management and the BOD.
• To accomplish this goal, the company needs to consider 3 key factors first:
1. Do your by-laws allow for a virtual or hybrid AGM?
2. Does your business incorporation allow you to consider a virtual or hybrid AGM?
3. What service providers are available to support such a meeting?
For over 35 years MBC has been helping public companies to drive shareholder value. We will continue to be your business partner and support your efforts in shareholder engagement through these unprecedented times. If you would like to discuss any shareholder communications strategies, please contact me or any of my colleagues below.
Pierre Boucher, CPA, CMA President
Rick Leckner, Founder: 1-514-245-9232
Pierre Boucher, CPA, CMA: 1-514-207-7043
Jennifer McCaughey, CFA: 1-514-212-7014
Chris Makuch, MB: 1-416-953-3337
Offices of Fasken Martineau DuMoulin LLP
800, Square-Victoria Street
At 10:00 AM (ET)
St. James Club
1145 Union Avenue
Rick Leckner to remain on team
Montréal, August 8, 2019 — MaisonBrison Communications Inc. (“MB”) today announced that the Company has been sold to MB Partner, Pierre Boucher.
Founded by Rick and Gloria Leckner in 1983, MB has evolved into a Canadian leader in the field of corporate communications and investor relations. The Company currently represents a roster of leading publicly-traded organizations in various business sectors, many with global operations.
“I am immensely proud of the organization that has been built over the years and which has become highly respected in the area of financial and corporate communications. Our strength has consistently been in strategic consultations and our passion has been client service. Pierre has been an integral part of MB for 10 years and I am firmly convinced that he will maintain the values that we have become known for,” stated Mr. Leckner.
“The MB team has solid financial skills and it is our intention to continue the tradition of valued service to a select group of companies. We have a strong foundation upon which we will build but will first and foremost concentrate on serving our valued clients in the manner in which they have become accustomed. I am delighted that Rick will remain with us to provide the important continuity which will ensure our continued growth,” stated Pierre Boucher, President.
Pierre Boucher, CPA, CMA
514-731-0000 ext: 237
At 10:00 a.m. (ET)
Holiday Inn & Suites
Montréal Centre-ville Ouest
1390 Blvd. René-Lévesque West
Panel sur le thème des acquisitions.
Le marché impose aux sociétés cotées un rythme de croissance élevé. Dans ce contexte, la réalisation d’acquisition devient un élément important de la stratégie de croissance de plusieurs sociétés cotées. Si une acquisition peut récompenser la société qui la réalise, ce n’est pas sans risque. Les sociétés auprès desquelles nos panélistes oeuvrent ont réalisé plus de 100 acquisitions. Nos panélistes sont très bien placés pour partager leur point de vue en termes d’évaluation, vérification diligente, financement, intégration, communication au marché, etc
Nos panélistes :
David Hinchey, premier vice-président, développement stratégique, GDI services aux immeubles inc.
Éric Lefebvre, président directeur général, Groupe MTY inc.
Mathieu Péloquin, vice-président principal, marketing et communicatons, Groupe Digital Stingray inc.
Un événement à ne pas manquer!
Mardi le 4 juin 2019
Présentation: de 17h30 à 19h30.
Caisse de dépôt et placement du Québec, 1000 place Jean-Paul Riopelle, Montréal.
Membre: 50 $ plus taxes – Non-membre: 60 $ plus taxes
Pour s’inscrire: Cliquez ici
10:00 AM (ET)
Hotel Omni Mont-Royal
Salon Pierre De Coubertin
1050 Sherbrooke West
At 1:30 PM (ET)
Room Boucherville D
1228 Nobel Street
Ministre de l’Économie et de l’Innovation
Ministre responsable de la région de Lanaudière
Minister Pierre Fitzgibbon has an impressive track record with the management teams and boards of directors of many Québec based companies that were listed or are still listed on a stock exchange.The Minister is well positioned to understand the challenges facing companies and how they can be supported.
The Minister will share his vision of the public market ecosystem and the priorities his Ministery will focus on.
A Québec Bourse – Cercle finance et placement du Québec event.
Friday February 22, 2019
12:00 to 13:45
Hôtel Omni Mont Royal, 1050 Sherbrooke West, Montréal.
Member: $ 90 plus taxes – Non-member: $ 100 plus taxes
Table of eight (8): $700 plus taxes