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Have your say on pay?

Regulators should make public companies hold a vote on the pay packages of top executives, say investors advocates, with compensation expected to be a major issue at the annual general meetings of some of Canada's biggest corporations this year.

Canadian shareholders typically head to annual meetings in April and May, where some but not all companies give them a say on executive pay through advisory motions. While the motions are non-binding, they can be uncomfortable for highly paid CEOs and spur corporate boards to review compensation.

The issue was highlighted on Thursday when TransAlta Corp. shareholders voted down the power plant owner's executive pay plan, under which chief executive Dawn Farrell received a special one-time payment for "extraordinary leadership" as part of her $7.39 million in total compensation.

"Say-on-pay votes now should be the norm in Canada. They're not," said Kevin Thomas, director of shareholder engagement at the Shareholder Association for Research and Education.

Stephen Erlichman, executive director at the Canadian Coalition for Good Governance, which has long advocated for mandatory say-on-pay shareholder votes, says Canada has become an outlier in the world with many other countries already requiring them.

Among those to watch this year will be a pair of corporate Canada's biggest names — Bombardier and Canadian Pacific Railway — when their shareholders meet in May.

There were 177 Canadian companies that held a say-on-pay vote last year compared with 157 in 2015 and 28 in 2010, according to shareholder services and advisory firm Kingsdale Advisors.



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