CLS provides advice on the development of rules that are of particular relevance to senior compliance officers and other individuals having similar responsibilities. CLS is also responsible for establishing sub-committees to consider issues and to make recommendations on specific initiatives designed to address new and changing compliance developments in the industry.
Finally, CLS is responsible for organizing seminars (including the annual Compliance and Legal Section Education Seminar) on compliance and general securities industry issues to assist in educating IIROC-regulated persons.
Membership in the Section shall be restricted to senior compliance officers or other persons having similar responsibilities, regardless of title who are employed by Dealer Members or Marketplace Members.
- President (or another officer of IIROC designated by the President); and
- Chair of the Board (or another member of the Board designated by the Chair or the Board).
Liaison Officers: Liaison officers shall be appointed by the Section to represent The Bourse de Montreal.
Term: No term or limit on the number of terms.
Nominating Process: Each Member shall be permitted to nominate a maximum of three persons for membership in the Section, providing they meet the membership requirements. Where a Member has nominated either two or three persons to be members of the Section, one of the nominations must be designated as the "Primary Member" and the other nomination(s) must be designated as the "Alternate Member(s)".
Appointment Process: All nominees are reviewed and appointed by the Section itself.
Voting Process: Each Member with members in the Section shall be entitled to one (1) vote at the Section's meetings; provided that if any two (2) or more Members are affiliates of each other, such Members shall jointly be entitled to one (1) vote at the Section's meetings. The Chair shall only vote in the case of a tie vote.
Regular quarterly meetings and special meetings at the call of the Chair.
Chair and Vice-Chair
The Chair and Vice-Chair of the Committee shall hold office for a two-year term commencing on the date of the CLS Annual Meeting of the relevant year. In order to ensure continuity, the Vice-Chair will assume the role of Chair of the Executive Committee for the subsequent two-year period.
The Section shall be governed by an Executive Committee comprised of the Chair, Past-Chair and Vice-Chair, together with 12 additional members. Only one person from each member may sit on the Executive Committee at any one time, unless a specific exemption is provided by majority vote of the Committee.
A Nominating Committee comprised of the Chair and Vice-Chair shall submit to the Section Annual Meeting a list of persons that it recommends to serve on the Executive Committee. In determining its recommended list of persons the Nominating Committee shall ensure that there is equitable representation on a geographic (regional versus national dealers), business line (institutional versus retail, debt versus equity versus derivatives) and business size (small, medium and large sized firms) basis.
Standing Sub-Committees may be established at the initiative of Committee. The existing Sub-Committees are:
- Education Sub-Committee, which develops education programmes and organizes Section educational initiatives including the annual Compliance and Legal Section Education Seminar.
- Institutional Sub-Committee, which provides specialized advice on issues and policy development initiatives relating to institutional client business.
- Money Laundering Sub-Committee, which provides specialized advice on issues relating to Dealer Member compliance with the federal anti-money laundering legislation requirements.
- Registration Sub-Committee, which provides specialized advice on issues and policy development initiatives relating to individual registration matters.
- Order Execution Only Sub-Committee, which provides input and direction on industry issues, regulatory policy development initiatives, and compliance best practices guidance relating to the Order Execution Only client business. In addition, the Sub-Committee will provide a forum for the exchange of information relating to complying with IIROC rules and other requirements that are unique to Order Execution Only Dealer Members on topics such as business conduct, registration, trading, and enforcement related matters.
- Seniors Issues Sub-Committee, which identifies, assesses and provides advice on compliance, supervisory and other practices used by IIROC Dealer Members in serving retail clients who are seniors.