A change in Canadian corporate governance philosophy: The importation of the Sarbanes-Oxley Act into Canadian corporate governance
Bibliographic record
Abstract
This paper reviews the corporate governance developments in Canada since the implementation of the Sarbanes-Oxley Act in 2002. Prior to 2002, Canadian regulators had resisted calls for adopting mandatory corporate governance rules. Instead, Canada's corporate governance system featured a set of best practice principles that issuers were either to comply with or provide explanation as to why they did not. Since 2002, however, Canada has adopted both principles-based corporate governance instruments, as well as mandatory corporate governance rules. This paper argues that the adoption of mandatory corporate governance rules represents an unwelcome shift in Canadian corporate governance. It is argued that the proposed benefits of a rules-based corporate governance structure, such as this structure's ability to control for firm agency costs and information asymmetries, can be adequately addressed through a principles-based structure. This paper then goes on list benefits to a principles-based corporate governance structure over-and-above those of a rules-based structure.
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How this classification was reachedexpand
Full frame machine prediction
Teacher imitationNot calibrated prevalence, not ground truth. Human validation pending. The Gemma side is a direct model label for every work in the frame, read from the title-only record. The Codex side is a classifier learned from the 10,348 direct Codex labels and calibrated to design-weighted sample rates; fields without enough sample support carry no Codex call. Candidate is the union of the two sides; consensus is their intersection. These outputs are machine_predicted_unvalidated and are not human labels.
Distilled classifier scores by category (both heads)
| Category | Codex | Gemma |
|---|---|---|
| Metaresearch | 0.007 | 0.012 |
| Meta-epidemiology (narrow) | 0.000 | 0.000 |
| Meta-epidemiology (broad) | 0.000 | 0.000 |
| Bibliometrics | 0.002 | 0.003 |
| Science and technology studies | 0.012 | 0.019 |
| Scholarly communication | 0.009 | 0.003 |
| Open science | 0.001 | 0.002 |
| Research integrity | 0.003 | 0.006 |
| Insufficient payload (model declined to judge) | 0.002 | 0.000 |
Machine scores (provisional)
The two teacher heads of the student model, read on this work. A score orders the frame for review; it never asserts a category, and the validation status ships verbatim with every row.
Baseline scores from an immature model (maturity gate not passed, 7 training rounds). Scores rank; they never assert a category.
score_only:v0-immature-baseline · verbatim from the scoring run: score_only means the number may rank works, and no category label ships from itClassification
machine, unvalidatedMachine predicted; a candidate call from one source (direct Gemma or distilled Codex), not a consensus.
How this classification was reached, model by model and score by score, is at the end of the page under "How this classification was reached".