7/22/2025
Shareholder Proposals on AI Gain Steam
Investment Executive (07/22/25) Deschamps, Tara
When Canada’s most valuable companies hosted their annual general meetings this year, there was a new topic for shareholders to vote on among the usual requests to appoint board members and OK their executive compensation. The proposal from Quebec-based investor rights group le mouvement d’éducation et de défense des actionnaires centered on artificial intelligence. It asked 14 companies, including Canada’s biggest banks, retailer Dollarama Inc. (DOL) and telecom giant BCE Inc. (BCE), to sign a voluntary code of conduct the federal government developed to govern the technology. Experts say the proposal is likely just the start of what they expect to become an annual phenomenon targeting the country’s biggest companies — and beyond. “This is a new kind of frontier in Canada for shareholder proposals,” said Renée Loiselle, a Montreal-based partner at law firm Norton Rose Fulbright. “Last year, this was not on the ballot. Companies were not getting shareholder proposals related to AI and this year, it absolutely is.” Loiselle and other corporate governance watchers attribute the increase in AI-related shareholder proposals to the recent rise of the technology itself. While AI has been around for decades, it’s being adopted more because of big advances in the technology’s capabilities and a race to innovate that emerged after the birth of OpenAI’s ChatGPT chatbot in 2022. The increased use has revealed many dangers. Some AI systems have fabricated information and thus, mislead users. Others have sparked concerns about job losses, cyber warfare and even, the end of humanity. The opportunities and risks associated with AI haven’t escaped shareholders, said Juana Lee, associate director of corporate engagement at the Shareholder Association for Research and Education (SHARE). “In Canada, I think, in the last year or two, we’re seeing more and more shareholders, investors being more interested in the topic of AI,” she said. “At least for SHARE ourselves, many of our clients are making it a priority to think through what ethical AI means, but also what that means for investee companies.” That thinking manifested itself in a proposal two funds at the B.C. General Employees’ Union targeted Thomson Reuters Corp. (TRI) with. The proposal asked the tech firm to amend its AI framework to square with a set of business and human rights principles the United Nations has. It got 4.87% support. Meanwhile, MÉDAC centered its proposals around Canada’s voluntary code of conduct on AI. The code was launched by the federal government in September 2023 and so far, has 46 signatories. Signatories promise to bake risk mitigation measures into AI tools, use adversarial testing to uncover vulnerabilities in such systems and keep track of any harms the technology causes. MÉDAC framed its proposals around the code because there’s a lack of domestic legislation for them to otherwise recommend firms heed and big companies have already supported the model, director general Willie Gagnon said. Several companies it sent the proposal to already have AI policies but didn’t want to sign the code. “Some of them told us that the code is mainly designed for companies developing AI, but we disagree about that because we saw a bunch of companies that signed the code that are not developing any AI,” Gagnon said. Many of the banks told MÉDAC they’ll soon sign the code. Only CIBC has so far. Conversations with at least five companies were fruitful enough that MÉDAC withdrew its proposals. In the nine instances where the vote went forward, the proposal didn’t succeed. It garnered as much as 17.4% support at TD Bank (TD) but as little as 3.68% at engineering firm AtkinsRéalis Group Inc. (ATRL). Loiselle said you can’t measure the success of a proposal based on whether it passes or not. “The goal of these shareholder proposals is more for engagement,” she said. Sometimes, even just by filing a proposal, companies reveal more about their AI use or understand it’s an important topic for shareholders and then, discuss it more with them. While proposals don’t always succeed, Lee has seen shareholder engagement drive real change. SHARE recently had discussions with a large Canadian software company. AI was central to its business but didn’t crop up in its proxy statement — a document companies file governing their annual general meetings. The firm also had no board oversight of the technology. SHARE was able to get the company, which Lee would not name, to amend its board charter to include oversight of AI and commit to more disclosure around its use of the technology in its annual sustainability report. “This is a really positive development and it’s leading to improvement related to further transparency,” she said. If the U.S. is anything to judge by, Lee and Loiselle agree Canadian shareholders will keep pushing companies to adhere to higher AI standards. South of the border, AI-related proposals first cropped up around two years ago. They’ve targeted Apple (AAPL), The Walt Disney Co. (DIS), and Netflix (NFLX), where a vote on disclosing AI use and adhering to ethical guidelines amassed 43.3% support. The frequency and spectrum of AI-related requests shareholders have has only grown since and is likely to be mirrored in Canada, Loiselle said. “The landscape for shareholder proposals is changing and I think that change is here to stay,” she said.
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