Request for Comment – Proposed Amendments to IIROC By-Law No. 1, s. 5.3(2) (Director Term Limits) – Investment Industry Regulatory Organization of Canada (IIROC)

Market Regulation Document Type
IIROC rule review

IIROC is publishing for public comment an amendment to section 5.3(2) of its By-law No. 1 to change the way in which Director term limits are calculated (the Proposed Amendment).

IIROC’s By-law No. 1 provides that a Director may be elected to serve four consecutive terms in office but shall not be eligible to be elected to serve a fifth consecutive term.  Currently, if a Director is appointed to replace a Director who has left during his or her two-year term, the new Director assumes the same term as the departing Director.  As such, this initial term will be less than a full two years but will count towards the new Director’s four-term limit.  The Proposed Amendment would exclude the shortened initial term from the term limit calculation.

If approved, IIROC intends to seek Member approval of the Proposed Amendment at its Annual Meeting in September 2019.

A copy of the IIROC Notice, including the text of the Proposed Amendment, is also published on our website at The comment period ends on May 6, 2019.