"But Everybody Does It": Appellate Guidance On "Innocuous" Conduct Involving IIROC

• Published date: 03 May 2023
• Subject Matter: Corporate/Commercial Law, Litigation, Mediation & Arbitration, Corporate and Company Law, Trials & Appeals & Compensation, Securities
• Law Firm: McMillan LLP
• Author: Mr Adam Chisholm
• topic: Administrative Law,Securities Law

In the case of Eley v. Ontario Securities Commission,¹ a former registered representative appealed to Ontario's Divisional Court the Ontario Securities Commission's decision to uphold the findings and sanctions imposed by IIROC. The representative raised several issues in his appeal, alleging errors in the decision-making process. The court ultimately dismissed the appeal. Of particular interest is the representative's argument that he only made "innocuous alterations" to documents - a defence that did not win the day.

Facts

A former registered representative was accused by IIROC of making unauthorized trades, forging client signatures, and altering client account documents. IIROC found that the representative violated various Dealer Member Rules, fined him $375,000 and ordered him to pay costs of $30,000. The OSC upheld these findings and sanctions, leading to the representative's appeal to the court.

"Innocuous Errors"

After dealing with issues related to the standard of review and standard of assessment of conduct, the court focused the representative's...