Back in November, the Canadian Securities Administrators published CSA Multilateral Staff Notice 58-313 Review of Disclosure Regarding Women on Boards and in Executive Officer Positions (the Report). The Report outlines key findings from a recent review of issuers’ public disclosure regarding women on boards and in executive officer positions, as required by Form 58-101F1 Corporate Governance Disclosure (Form 58-101F1 ). These requirements are applicable to issuers listed on the Toronto Stock Exchange (TSX) and other non-venture issuers and are meant to increase transparency for investors and other stakeholders.
Following the report, on January 20, 2022, the securities regulatory authorities in Manitoba, New Brunswick, Nova Scotia, Ontario, Québec and Saskatchewan (the participating jurisdictions) published the underlying data used to prepare the Report.
This is the 7th annual review on this topic, and the Report includes the following interesting trends:
- 22% of board seats were held by women and 6% of the chairs of the board were women;
- 5% of issuers had a woman chief executive officer (CEO);
- 60% of issuers adopted a policy relating to the representation of women on their board;
- The number of women on boards varied by industry. The manufacturing, retail and utilities industries had the highest percentage of issuers with one or more women on their boards. The biotechnology, technology and mining industries had the lowest percentage of issuers with one or more women on their boards; and
- There was a correlation between issuers adopting certain diversity measures and the proportion of board seats held by women.
The Report also provided guidance on the disclosure requirements related to this initiative. It included helpful examples of how information regarding the following topics should be organized and presented in issuers’ applicable disclosure documents:
- Data regarding women on boards and in executive officer positions, as required by Item 15 of Form 58-101F1;
- Information regarding targets, as required by Item 14 of Form 58-101F1; and
- Information regarding terms limits and other mechanisms of board renewal, as required by Item 10 of Form 58-101F1.
February 28, 2022