Business
COGECO Amendment to Resolution at Annual and Special Meeting
COGECO Amendment to Resolution at Annual and Special Meeting.
About this update from Cogeco Inc.
[{"type":"text","content":"\n\n\n\nMONTREAL, Dec. 4 /CNW Telbec/ - At its annual and special meeting of\nshareholders to be held on Tuesday afternoon, December 12, 2006 in Montreal,\nCOGECO Inc. will be submitting for approval certain revisions and updates to\nits Stock Option Plan as described in the Information Circular for the\nmeeting, which included a copy of the proposed amendments to the Plan. Those\nrevisions and updates include provisions which distinguish between those\namendments to the Plan which will, in the future, be permitted with board\napproval and those which will require shareholder authorization (the\n\"Amendment Procedures\"). These proposed Amendment Procedures were included in\nthe Stock Option Plan by virtue of an announcement of the Toronto Stock\nExchange to the effect that stock option plans must specify whether security\nholder approval is required for particular types of amendments and that, after\nJune 30, 2007, an issuer that has only general amendment provisions in a stock\noption plan will no longer be able to make any amendments without security\nholder approval, even where such amendments are of \"housekeeping\" nature.\n\n\nInstitutional Shareholder Services (\"ISS\") reviewed the proposed\namendments to the COGECO Plan and had concerns to the effect that:\n\n\n- Although the revised Stock Option Plan removes board directors as\n eligible participants, the proposed Amendment Procedures could\n theoretically allow the board of directors to re-introduce such a\n participation\n\n- Although the provisions of the Plan provide that options are not\n negotiable or transferable, the proposed Amendment Procedures would\n leave open the possibility of introducing such a mechanism by\n director's vote.\n\n\nIn order to ensure that the amended Stock Option Plan of COGECO meets the\nnewly developed concerns of ISS, it is proposed that an amending resolution be\nintroduced at the Annual and Special Meeting to deal with these concerns and,\nin particular to require that matters of this nature, should they arise in the\nfuture, be referred to shareholders for approval.\n\n\nOn this basis, ISS has advised its members to vote in favour of the\namendments to the Stock Option Plan.\n\n\nABOUT COGECO\n\n\nCOGECO is a diversified communications company. Through its Cogeco Cable\nsubsidiary, COGECO provides about 1,556,000 revenue-generatin...