March 8, 2012
|MEMBERS:||Anita Anand, Chair
|INVITEES:||Preet Banerjee, personal finance expert, journalist
Judy Cotte, Director of Policy Development and Chief Operating Officer, Canadian Coalition for Good Governance
Stephen Erlichman, Executive Director, Canadian Coalition for Good Governance
Hal Jackman, former Lieutenant Governor of Ontario and former Chair of the Board of National Trust Company and the Empire Life Insurance Company
Peter Jarvis, Executive Director, Toronto CFA (Chartered Financial Analyst) Society
Marian Passmore, Associate Director, Canadian Foundation for Advancement of Investor Rights (FAIR Canada)
Glorianne Stromberg, securities lawyer, former commissioner of the Ontario Securities Commission (OSC)
Ed Waitzer, partner and former chair of Stikeman Elliott LLP, former chair of the OSC
Joel Wiesenfeld, partner, Torys
Allan Krystie, Senior Administrator (secretary to the meeting)
Chava Schwebel, IAP Research Assistant
The Chair indicated that minutes would be kept of the issues discussed consistent with the IAP’s policy of transparency. However, she noted that the minutes would not attribute comments to any individual. Correspondingly, the following minutes do not reflect the comments of all the invitees, as not everyone participated in each topic and, as encouraged by the Chair and Panel members, differing views were expressed by the invitees. By no means do these minutes reflect a consensus reached by all participants; rather, they record the issues raised and discussed.
Introduction (Anita Anand)
- The Chair outlined the mandate of the IAP which is to represent the views of investors in the policymaking process
- The Chair explained that this roundtable is but one means of seeking feedback and that others will be scheduled to consult on a broader basis
- The Chair asked the invitees to introduce themselves and to make a brief submission
- A discussion followed
- International approaches particularly those of regulators in Australia, the UK and the US were discussed.
- The possibility of distinguishing advisers from salespeople was discussed.
- The OSC has not released the study on fiduciary obligations that it committed to undertaking in the 2011 Statement of Priorities.
- Consequences of introducing an explicit fiduciary duty were discussed. For example, if a fiduciary duty were introduced, educational standards for registrants and their compensation structure may also need to change. The imposition of a fiduciary duty could increase the costs of investment advice and portfolio management for consumers
- Improvements in disclosure including past performance and personalized rates of return were discussed. Fund facts disclosure and application of such disclosure to products other than mutual funds were also discussed.
- To ensure that shareholder votes are meaningful, properly received and accurately tabulated, it may be helpful for regulators to consider: majority voting for directors; the right of shareholders to vote on the continuance of a poison pill in the face of a hostile bid; and the need for improvements in “proxy plumbing.”
OSC Strategic Plan (SP)
- The OSC’s SP was discussed. Some participants suggested that it seems to lack clarity as to how it would be implemented as well as mechanisms for accountability: How will various new offices be operationalized and coordinated? How will the Office of the Investor (OTI) interact with other branches of the OSC as well as retail investors, retail investor advocates, the IAP, and the Investor Education Fund? How will the OSC’s proposed Research and Analysis department approach investor issues, and will its work be transparent?
- An organizational chart could be helpful to see how the OTI fits into the overall OSC structure.
- The IAP's letter to the OSC regarding the controversy surrounding OBSI was discussed and in particular its view that there may be a need for a single independent entity to provide external dispute resolution services in Canada.
- Some changes in enforcement were discussed, including the idea that dealers (rather than individuals) should be responsible for the payment of fines which may result in better internal supervision and higher collection rates.
- The issuance of reciprocal orders from other provinces was also discussed.
The IAP’s Role
- The IAP was discussed including the fact that it is an appointed entity which is constrained by its resources, mandate and funding.
- A participant suggested that the IAP should consider talking to leaders of financial services companies and representatives of registrants to get their view of proposed policy initiatives.
The Chair thanked everyone for attending and adjourned the meeting.