Canadian Lawyer InHouse

Will Canada's anti-spam legislation (Bill C-28) affect your company? If so how has the legal department been working with the business units to manage it? I 've been to Ottawa several times to speak with Industry Canada together with the senior people at the Investment Funds Institute of Canada providing legal thinking for the IFIC representations and went so far as to provide draft language in our comment letters. It is something that will affect our business. How much will depend upon the final contours of the Industry Canada regulations. From our perspective, if you think about investment funds and financial services generally, in the context of IGM the Investor's Group side, for example, has about 4,500 consultants/independent contractors who are, in effect, the sales force for the Investor's Group side. On the Mackenzie Financial side, the products are marketed through literally thousands of third-party advisers at brokerage and planning firms and it's the relationship between those people and their potential clients and what they can send or not send — and particularly third-party referrals — that are a real issue in any industry that is effectively a small business that relies on word of mouth. Word of mouth has become word of electronic mouth and with the do-not-call legislation preventing reaching out by phone, e-mail has become the way people follow up on referrals. Our greatest concern is they don't throw the baby out with the bathwater — by attacking what everyone would concede is spam and bad actors in the market, that the collateral damage could be all the legitimate small businesses out there. Are there other regulatory matters you're having to consider in 2013? The securities commissions are putting out a lot of papers and draft rules in areas that hadn't been covered before. In the financial advice industry there are proposed new rules on performance and cost disclosure, which could have quite an effect on how financial products are structured and how the disclosure has to be done. The Canadian Securities Administrators put out a paper on a potential application of a fiduciary duty to financial advisers and brokers and I expect there will be much debate about that over the next few months. Is your organization looking to expand its market in 2013? Yes, there are certain areas we would be looking at in a more strategic way. We are looking internationally because investment as a general proposition is becoming international and we already have funds that are internationally marketed, primarily domestically, but Mackenzie is developing an institutional business and that means selling investment management services to pension funds, foundations — any other sort of large institution client that wants bespoke service in terms of their investment management. That may take us abroad. In international circles, Canadian firms and particularly Canadian financial firms have a good reputational aura around them. All else being equal in a nonNorth American country a potential target might be more amenable to talking to a Canadian company rather than an American simply based on perception. SANDRA STRANGEMORE How do you plan for additional work in your department? Geoffrey Creighton SVP, general counsel IGM Financial Inc. Toronto For the kinds of transactions we get involved in we largely outsource to outside counsel with a team overseen by myself, or one of the other senior lawyers here, and a junior lawyer to do things that can be done in-house. We're not really set up to be a transactional practice and having come from that in private practice I appreciate there is a whole infrastructure that would not make sense for us to build internally. So for that kind of thing, acquisitions in particular, at the appropriate time we would hand it off to outside counsel with direction. I spent a long time in M&A and corporate finance and can mentor internally as needed. w w w. c a n a d i a n law y er m a g . c o m / i n h o u s e February 2013 • 27

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