The Ontario Securities Commission has launched a policy review that could see listed company shareholders get a mandatory “say-on-pay” vote.

The OSC said it had been watching how other regulators around the world had been dealing with say-on-pay. The United Kingdom, Australia and some European countries already require listed companies to give shareholders a non-binding advisory vote, it said, with the US expected to impose a similar obligation.

The review, which is looking at ways of introducing greater democracy into Ontario's corporate governance regime, will address two other concerns: slate and majority voting for uncontested director elections, and the effectiveness of proxy voting.

Ontario securities law does not prohibit or restrict slate voting, where shareholders only get to vote on the appointment of an entire slate of director nominees presented by management, rather than on individuals.

And the dominant voting standard in Ontario is plurality voting, which means that directors can be elected without receiving a majority of votes in their favor.

On proxy voting, the regulator said it would conduct a general review of how well Ontario's system worked. “We recognize the need for an effective proxy voting system that allows shareholders to make informed voting decisions and ensures that their votes are counted at shareholder meetings,” it said.

“Shareholder democracy has attracted considerable public attention in Canada and other countries, and OSC staff are reviewing our regime to identify the need for reform in this area,” said Leslie Byberg, the commission's director of corporate finance. “I look forward to consulting with our stakeholders and hearing their comments about potential regulatory proposals.”

The consultation closes on March 31.