Governance Insights 2020 (10th edition)

Database and Methodology

–  TSX 60: The S&P/TSX 60 Index (referred to as the TSX 60) is a subset of the Composite Index and represents Canada’s 60 largest issuers by market capitalization. (Our analysis includes only 58 of the issuers on the TSX 60 because, as noted above, two issuers on the TSX 60 did not issue a proxy circular during the period covered.) –  Completion Index: The S&P/TSX Completion Index (referred to as the Completion Index) is the Composite Index excluding the TSX 60 issuers. It comprises 169 issuers. (Our analysis includes only 153 of the issuers on the Completion Index because, as noted above, 16 issuers on the Completion Index did not issue proxy circulars during the period covered.) SmallCap Index: The S&P/TSX SmallCap Index (referred to as the SmallCap Index) includes 199 issuers, 55 of which also meet the market capitalization eligibility criteria and are part of the Composite Index. 206 (Our analysis includes only 177 of the issuers on the SmallCap Index because 22 issuers did not issue a circular for the period covered.) The number and specific constituents of the two indices covered in our study universe change periodically. In addition, relative to past years, a larger proportion of issuers in our study universe had not yet issued their management information circulars by July 31, 2020, largely due to delays caused by the COVID-19 pandemic in holding annual shareholders’ meetings. These factors may in some cases affect comparisons of data points year over year.

The quantitative analysis in this report, except when otherwise noted, is based on data provided by ISS Corporate Solutions, Inc., and drawn from the management information circulars of 338 issuers on the Toronto Stock Exchange (TSX) issued between August 1, 2019 and July 31, 2020, which are included in one (or both) of the S&P/TSX Composite Index and the S&P/TSX SmallCap Index as at May 31, 2020. A total of 1,604 issuers are listed on the TSX. Although the 338 Composite Index and SmallCap Index issuers included in our study make up only 21% of all TSX-listed issuers, they represent approximately 85% of the total market capitalization on the TSX. 205

Descriptions of the relevant indices discussed in this report are set out below.

Composite Index: The S&P/TSX Composite Index (referred to as the Composite Index) comprises 229 issuers. It is the “headline index” and the principal broad market measure for the Canadian equity markets. It includes common stock and income trust units. Eighteen of the 229 Composite Index issuers did not issue proxy circulars for the relevant period discussed; accordingly, our analysis is based on 211 Composite Index issuers.

Two components of the Composite Index are referred to in this report:

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