About the OSC
Organization
The OSC Executive Management Committee (EMC) comprises the Chair, the two Vice-Chairs and the Executive Director. The role of the EMC includes overseeing OSC operations, setting priorities and sponsoring policy initiatives.
The duties of the Chair and Vice-Chairs are set out in the Securities Act (Ontario), the Memorandum of Understanding with the Ontario Minister of Finance and the OSC By-law. The Chair and the Vice-Chairs are appointed for fixed terms by the Lieutenant Governor in Council. They are full-time executives of the OSC and Members of the Commission. The Chair is also the Chief Executive Officer and reports to the board of directors, composed of the Members of the Commission.
The Executive Director is the chief administrative officer and senior staff member of the OSC and reports to the Chair. The duties of the Executive Director are set out in the Securities Act (Ontario) and the Commodity Futures Act.
The OSC consists of 13 Branches and Offices. The five Branches that administer or enforce regulations are: Compliance & Registrant Regulation, Corporate Finance, Enforcement, Investment Funds and Market Regulation. The remaining Branches and Offices provide support across a range of functions.
The OSC relies on a matrix-reporting structure for its Executive Management Team, which includes the Directors of all of the Branches and Offices. Under this structure, certain Directors report to both the Chair and the Executive Director. The other Directors report to the Executive Director, except for the Secretary to the Commission, who reports to the Chair. This matrix structure is meant to optimize the respective skills of the Directors and to clearly reflect individual responsibilities and accountabilities.
The Executive Management Team also includes the Special Advisor to the Chair and Executive Director. The Special Advisor provides guidance on ethics-related matters such as conflicts of interest, as well as independent advice on litigation matters and enforcement proceedings.
The OSC is committed to the highest standards of ethical conduct in all of its activities. All Members and employees are expected to be aware of, and comply with, the OSC Code of Conduct and policies that reinforce the Code. Furthermore, OSC By-law 1 governs the conduct of the affairs of the OSC, including matters related to management and administration.
As representatives of a Crown agency, the Members and employees of the OSC are also subject to requirements of the Public Service of Ontario Act, 2006 (PSOA), including those governing ethical conduct and political activity. The conflict of interest rules in the OSC’s Code of Conduct adhere to the requirements applicable to public servants and former public servants under the PSOA.
To provide greater transparency, expense information relating to travel and hospitality of the Chair and Vice-Chairs is published quarterly on the OSC website. Hospitality is defined in accordance with both OSC and provincial government guidelines.
The OSC periodically undergoes reviews by legislative committees or independent committees appointed by the Government of Ontario. In 2008-09, the OSC was the subject of an agency review by the provincial Standing Committee on Government Agencies. In 2000, the Minister of Finance’s Five Year Review Committee was formed to review the legislation, regulations and rules relating to matters dealt with by the OSC. The final report of this independent committee, including recommendations to the Government of Ontario, was released in 2003.
