Date: May 6, 2014
SIAS wishes to clarify that it is not the practice of SIC to approve the independence of the directors of a company which is the subject of a takeover offer; nor has SIC approved the independence of the IBC Directors in this case. Rather, on a case-to-case basis, an application may be made to the SIC to exempt certain directors of a company which is the subject of a takeover offer from having to make a recommendation to the shareholders of the company in relation to the offer. SIAS understands that this was what had transpired in relation to the CMA directors.
Nonetheless, SIAS is satisfied that there is independence in the review of the offer for CMA and the interest of minority shareholders of CMA has been addressed sufficiently.
David Gerald
President & CEO
SIAS
