Shareholder activism has reached a ten-year high in Canada, and activists are now winning more proxy contests than the management side. This course examines what's driving that shift, how activists identify and attack their targets, and how boards can respond — or better, prevent activism in the first place.
You will learn to think like an activist, evaluating companies through the lens of capital allocation discipline, governance structure, board composition, and strategic underperformance. You'll work through the 10 capital allocation levers (5 cash generation, 5 cash deployment) that activists scrutinize, examine the five activist playbooks (shareholder proposals, private engagement, vote no campaigns, AGM ambushes, and formal proxy contests), and evaluate the structural legal defenses available to a board, including advance notice bylaws, poison pills, and shareholder rights plans.
A multi-stage case study — based on the real 2024 Gildan Activewear proxy battle (the most expensive shareholder activism ever undertaken in North America at $77 million) — runs through the course. You will play the role of a director at "Gobstop" navigating a CEO succession crisis, an activist letter from a major shareholder, and a months-long public proxy fight. The course concludes with five lessons from the Gildan case and reflective questions on the broader role of activism in corporate governance.
This course examines shareholder activism through Canadian case studies, statutes, and proxy rules. The strategic principles, activist mindset, capital allocation framework, and board engagement practices discussed are broadly applicable to public-company governance globally. However, specific thresholds, statutes, and procedural rules cited (such as the 5% meeting requisition threshold, the 10% disclosure threshold, and CBCA majority voting rules) are Canadian and differ in other jurisdictions.
This course is suitable for finance executives, board directors, corporate secretaries, governance professionals, and senior managers who interact with public-company boards or shareholders. While the case examples focus on publicly listed companies, the instructor notes that the underlying principles also apply to nonprofit boards, condominium corporations, and other stakeholder-governed entities.
Topics Covered
This course includes:
