Electronic client complaint record retention

Type: Rules Notice> Guidance Note
Rule connection:
Distribute internally to:
Internal Audit
Legal and Compliance
Senior Management


Member Regulation Policy

Effective Date: December 31, 2021

As our industry evolves, Dealer Members (Dealers) have been looking at ways to use, or increase the use of automation and technology in their businesses, particularly to support their compliance activities. We have been asked to provide clarity to Dealers on retaining client complaint records electronically.

  1. Purpose and scope

This Guidance sets out our views on the electronic retention of client complaint records, and applies to our client complaint retention requirements set out sections 3728 and 3786 of the IIROC Rules.1

We invite any Dealer considering the use of automation or technology in its business in a manner not covered by this Guidance or other guidance to speak with us.

  1. Retaining client complaint records electronically

Our client complaint record retention requirements are “technology neutral”. Section 3786 requires Dealers to retain client complaint records for seven years. While section 3786 requires the complaint records be “retrievable within a reasonable time” and kept in a “central, readily accessible place”, it does not specify the format in which the records should be maintained.

Regardless of whether a Dealer chooses to retain its complaint records electronically, they remain responsible for complying with section. We also expect Dealers will consistently apply whichever record retention format they choose.

  1. Originals may be necessary for evidentiary purposes

In certain cases, a Dealer may need to maintain an original document for evidentiary purposes or where the authenticity of a document is at issue. For example, if a client alleges signature forgery, the Dealer should maintain a copy of the original signed document so it can be examined for authenticity.

Dealers should use reasonable judgement in deciding which original records to retain and act consistently and in good faith when deciding whether to destroy an original record.

  1. Electronic records should be clear, legible and secure

Any information required by section 3728 should be clear and legible to us, regardless of the record’s format. We expect Dealers to carefully and consistently prepare and maintain their electronic records to ensure all necessary information is secure and retrievable within a reasonable time and readily accessible.

  1. Applicable laws

Where Dealers choose to maintain complaint records electronically, they should be mindful of any applicable laws relating to record retention2  or requiring the retention of original records.3

  1. Applicable Rules

IIROC Rules this Guidance Note relates to:

  • section 3728, and
  • section 3786.
  1.  Previous Guidance Note

This Guidance Note replaces Notice 19-0216 – Electronic client complaint record retention.

  1. Related documents

This Guidance Note was published under Notice 21-0190 - IIROC Rules, Form 1 and Guidance.

  • 1In this guidance, all rule references are to the IIROC Rules unless otherwise specified.
  • 2For example, see section 11.6 of National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations.
  • 3For example, under provincial rules of civil procedure.

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