The OSC is a self-funded Crown corporation, accountable to the Ontario Minister of Finance. The OSC operates under the direction of the Commission. The Commission has two related but independent roles. It serves as the board of directors of the Crown corporation, and it performs a regulatory function, which includes making rules and policies, and adjudicating administrative proceedings.
The Commission consists of nine to 16 Members, called Commissioners. The Chair and Vice-Chairs are full-time Members, and the other Members are part-time. The Chair is both Chair of the Board and Chief Executive Officer, as set out in the Securities Act (Ontario). One part-time Member is elected by other part-time Members to act as Lead Director, whose duties include overseeing the operations of the Board and its committees.
The Chair, each Vice-Chair and each Member are separately appointed for a fixed term by the Lieutenant Governor in Council. Every appointment to the Commission is made according to the procedures of the Public Appointments Secretariat of the Government of Ontario. The areas of expertise, skills and qualifications needed by the Commission to fulfil its duties are set out in the Member Profile.
Board of directors
As a board, the Commission is responsible for overall stewardship of the OSC, including overseeing the management of the OSC’s financial affairs and approving its annual operating plan and budget.
The Board has three standing committees: Audit and Finance, Governance and Nominating, and Human Resources and Compensation. The Commission has one standing policy committee, the Adjudicative Committee.
Governance policies and practices
The Commission strives to follow the best practices of corporate governance advocated for public companies, where appropriate for a regulatory body. It has adopted a number of policies and practices relating to governance and Member conduct: