Under the Proposed Policy, whistleblowers who meet certain
eligibility criteria and who voluntarily submit information to the
OSC regarding a breach of Ontario securities law may be eligible
for a monetary award if it is determined that the information they
provided meaningfully aided the OSC in its investigation of the
matter and in obtaining an order imposing monetary sanctions and/or
the making of a voluntary payment of $1 million or more.
The Proposed Policy provides for a maximum monetary award of up
to $5 million, being significantly greater than the maximum award
of $1.5 million proposed under OSC Staff Consultation Paper 15-401
Proposed Framework for an OSC Whistleblower Program.
However, the potential $5 million monetary award is reserved
for cases in which the OSC actually collects monetary sanctions
and/or voluntary payments equal to or in excess of $10 million and
is subject to certain other conditions. If the monetary
sanctions and/or voluntary payments are equal to or in excess of
$10 million, but the OSC does not actually collect an amount equal
to or greater than $10 million, the monetary award will be limited
to a maximum of $1.5 million. Otherwise, the OSC has indicated that
it will pay an eligible whistleblower a monetary award on a scale
of between 5% and 15% of the total monetary sanctions imposed
and/or voluntary payments made where the aggregate monetary
sanctions imposed and/or voluntary payments made are equal to or in
excess of $1 million. Under the Proposed Policy, the OSC has
discretion to increase or decrease the percentage of the
whistleblower award based on its analysis of various factors,
including the significance of the information, degree of assistance
and remediation and recovery, among others.
The Proposed Policy requires the OSC to take all reasonable
efforts to keep the identity of a whistleblower, including
information that could be reasonably expected to reveal the
whistleblower's identity, confidential. The OSC has
further indicated that it will recommend that any requests for
disclosure under freedom of information legislation be denied if
such requests could reasonably result in the disclosure of the
identity of the whistleblower. The Proposed Policy also
contains anti-retaliation protection, which is intended to protect
bona fide whistleblowers from retaliation from their employers and
permits whistleblowers to report purported violations of Ontario
securities law anonymously through their legal counsel. While the
OSC encourages the reporting of potential breaches of Ontario
securities law through internal compliance and similar reporting
mechanisms, whistleblowers are not required to do so prior to
reporting such a breach to the OSC pursuant to the Proposed
Under the Income Tax Act, the Employment Insurance Act, and the Excise Tax Act, a director of a corporation is jointly and severally liable for a corporation's failure to deduct and remit source deductions or GST.
Under the Income Tax Act, the Employment Insurance Act, the Canada Pension Plan Act and the Excise Tax Act, a director of a corporation is jointly and severally liable for a corporation's failure to deduct and remit source deductions.
Register for Access and our Free Biweekly Alert for
This service is completely free. Access 250,000 archived articles from 100+ countries and get a personalised email twice a week covering developments (and yes, our lawyers like to think you’ve read our Disclaimer).