Back to Navigation

By-Law 7

Made:  May 1, 2007
Amended:  June 28, 2007
September 20, 2007 (editorial changes)
February 21, 2008
October 30, 2008
November 27, 2008
April 30, 2009
June 28, 2012
April 25, 2013
December 4, 2014 (editorial changes)
June 23, 2016
February 28, 2019 (effective April 1, 2019)
February 25, 2021
 

BUSINESS ENTITIES
PART I

LIMITED LIABILITY PARTNERSHIPS

PROFESSIONAL LIABILITY INSURANCE

Insurance requirements

1.  A limited liability partnership shall maintain professional liability insurance coverage for each partner in accordance with By-Law 6 [Professional Liability Insurance].

DISCLOSURE

Partnership continued as limited liability partnership

2.  (1)  When a partnership is continued as a limited liability partnership, as soon as is reasonably practical after the continuance of the partnership as a limited liability partnership, the limited liability partnership shall disclose to each person who was a client immediately before the continuance and who remains a client after the continuance the liability of the partners of the limited liability partnership under the Partnerships Act.

Disclosure notice in local newspaper

  (2)  A limited liability partnership satisfies the disclosure requirement under subsection (1) if it publishes in a local newspaper notice of the matters set out in subsection (1).

Interpretation: “local newspaper”

  (3)  In subsection (2), “local newspaper” means any newspaper distributed in the area in which the limited liability partnership carries on business.
 

PART II

PROFESSIONAL CORPORATIONS

3. - 4.  [Revoked.]

CERTIFICATE OF AUTHORIZATION

Application for certificate

5.  (1)  A corporation that wishes to practise law in Ontario, provide legal services in Ontario or both practise law and provide legal services in Ontario shall apply to the Society for a certificate of authorization.

Same

  (2)  An application under subsection (1) shall include,
 
  (a)  a completed application, in a form provided by the Society;
  (b)  a copy of,
 
  (i)  the corporation’s articles of incorporation and the certificate of incorporation, the corporation’s articles of amalgamation and the certificate of amalgamation or the corporation’s articles of continuance and the certificate of continuance, as the case may be, and
  (ii)  the corporation’s articles of amendment, if any, and the certificate of amendment; and
 
  (c)  an application fee.

Consideration by Society

6.  (1)  The Society shall consider every application under subsection 5 (1) made in accordance with subsection 5 (2).

Issuance of certificate

  (2)  The Society shall issue a certificate of authorization to a corporation if it is satisfied that,
 
  (a)  the corporation is a subsisting corporation under the Business Corporations Act and meets the conditions for professional corporations specified in that Act and in any regulations made under that Act;
  (b)  [revoked;]
  (c)  the directors of the corporation are licensees, none of whose licence is suspended;
  (d)  if the corporation is intended to be a professional corporation described in clause
61.0.1 (1) (a) or (c) of the Act, the individuals who will practise law through the corporation are licensees licensed to practise law in Ontario; and
  (e)  if the corporation is intended to be a professional corporation described in clause
61.0.1 (1) (b) of the Act, the individuals who will provide legal services through the corporation are licensees licensed to provide legal services in Ontario.

Refusal to issue certificate

  (3)  If the Society is not satisfied that a requirement set out in subsection (2) has been met, the Society shall notify the corporation and the corporation may meet the requirement or appeal to the committee of benchers appointed under section 37 if it believes that the requirement has been met.

Same

  (4)  Despite subsection (2), the Society may refuse to issue a certificate of authorization to a corporation where,
 
  (a)  the corporation has had a certificate of authorization revoked; or
  (b)  a director, officer or shareholder of the corporation is or has been a director, officer or shareholder of a corporation whose certificate of authorization has been revoked.

Notice and appeal

  (5)  If the Society refuses to issue a certificate of authorization to a corporation under clause (4) (a), the Society shall so notify the corporation and the corporation may appeal the refusal to the committee of benchers appointed under section 37.

Same

  (6)  If the Society refuses to issue a certificate of authorization to a corporation under clause (4) (b), the Society shall so notify the corporation and the corporation may appropriately re-appoint its directors and officers and alter its shareholders or appeal the refusal to the committee of benchers appointed under section 37.

Time for appeal: appeals under subss (3), (5) and (6)

  (7)  Subject to section 38, an appeal under subsection (3), (5) or (6) shall be commenced by the corporation notifying the Society in writing of the appeal within thirty days after,
 
  (a)  the day the Society notifies the corporation under subsection (3) that a requirement has not been met; or
  (b)  the day the Society notifies the corporation under subsection (5) or (6) that it is refusing to issue to the corporation a certificate of authorization.

Powers on appeal: appeal under subs. (3)

  (8)  After considering an appeal made under subsection (3), the committee of benchers appointed under section 37 shall,
 
  (a)  if it determines that the requirement has been met, direct the Society to issue a certificate of authorization to the corporation; or
  (b)  if it determines that the requirement has not been met, notify the corporation that the requirement has not been met and that the Society shall not issue a certificate of authorization to the corporation.

Powers on appeal: appeal under subss (5), (6)

  (9)  After considering an appeal made under subsection (5) or (6), the committee of benchers appointed under section 37 shall make such decision as it considers proper in the circumstances.

Duration of certificate

  (10)  Subject to its being revoked, a certificate of authorization issued under this section is valid from the date of issue, as indicated on the certificate, until December 31 of the year in which it is issued.

Renewal

7.  (1)  A professional corporation may apply to the Society for a renewal of its certificate of authorization.

Application

  (2)  An application under subsection (1) shall include,
 
  (a)  a completed application, in a form provided by the Society; and
  (b)  a renewal fee.

Consideration by Society

  (3)  The Society shall consider every application under subsection (1) made in accordance with subsection (2) and shall,
 
  (a)  if the Society is satisfied that the professional corporation continues to meet the requirements for the issuance of a certificate of authorization mentioned in subsection 6 (2), renew the professional corporation’s certificate of authorization; or
  (b)  if the Society is not satisfied that the professional corporation continues to meet the requirements for the issuance of a certificate of authorization mentioned in subsection 6 (2), refuse to renew the professional corporation’s certificate of authorization.

 Refusal to renew
  (4)  Despite clause (3) (a), the Society may refuse to renew the certificate of authorization of a professional corporation where a director, officer or shareholder of the professional corporation is or has been a director, officer or shareholder of a professional corporation whose certificate of authorization has been revoked.

Notice and appeal

  (5)  If the Society refuses to renew a certificate of authorization, the Society shall so notify the professional corporation and the professional corporation may appeal the refusal to the committee of benchers appointed under section 37.

Time for appeal: appeal under subs. (5)

  (6)  Subject to subsection 38, an appeal under subsection (5) shall be commenced by the professional corporation notifying the Society in writing of the appeal within thirty days after the day the Society notifies the professional corporation that the Society is refusing to renew the professional corporation’s certificate of authorization.

Powers on appeal: appeal under subs. (5)

  (7)  After considering an appeal made under subsection (5), the committee of benchers appointed under section 37 shall,
 
  (a)  direct the Society to renew the professional corporation’s certificate of authorization if it is satisfied that,
 
  (i)  the professional corporation continues to meet the requirements for the issuance of a certificate of authorization mentioned in subsection 6 (2), and
  (ii)  despite the fact that the situation mentioned in subsection 7 (4) is present, it is appropriate to renew the professional corporation’s certificate of authorization; or
 
  (b)  refuse to renew the professional corporation’s certificate of authorization if,
 
  (i)  it is not satisfied that the professional corporation continues to meet the requirements for the issuance of a certificate of authorization mentioned in subsection 6 (2); or
  (ii)  it determines that it is inappropriate to renew the professional corporation’s certificate of authorization because the situation mentioned in subsection 7 (4) is present.

Duration of renewal

  (8)  Subject to its being revoked, a certificate of authorization that has been renewed under this section is valid until December 31 of the year for which it is renewed.

Time for applying for renewal

  (9)  A professional corporation that wishes to renew its certificate of authorization without any disruption in its entitlement to practise law in Ontario or provide legal services in Ontario pending the renewal shall apply for the renewal not later than 90 days before the day on which its certificate expires.

Revocation of certificate

  (10)  If for any reason the certificate of authorization of a professional corporation is not renewed within 12 months after its expiry, the certificate of authorization is automatically revoked.

Renewal of revoked certificate

  (11)  A corporation may not apply for a renewal of a certificate of authorization that has been revoked, but the corporation may apply for a new certificate of authorization.

Erroneous or incomplete certificate of authorization

8.  (1)  If the Society receives information that a certificate of authorization held by a professional corporation contains an error or is incomplete, the Society may, by so notifying the professional corporation in writing, require the professional corporation by the date specified in the notice to return its certificate of authorization to the Society for correction, completion or replacement.

Replacement certificate

  (2)  If the Society replaces an erroneous or incomplete certificate of authorization with a new certificate of authorization, the new certificate of authorization shall bear the date of issue of the replaced certificate of authorization and shall indicate that it is a replacement certificate.

No interruption in holding of certificate

  (3)  The return of a certificate of authorization under this section shall not constitute an interruption in the holding of the certificate by the professional corporation.

Duration of replacement certificate

  (4)  Subject to its being revoked, a replacement certificate of authorization issued under this section is valid until December 31 of the year in which it is issued.

Correction, etc. following report of change

  (5)  If the replacement of a certificate of authorization under this section is necessitated as a result of a change reported by the professional corporation under section 11, the professional corporation shall pay to the Society a fee for the replacement certificate.

Loss or destruction of certificate

9.  (1)  If the certificate of authorization of a professional corporation is lost or destroyed, the professional corporation may apply to the Society in writing for a replacement certificate.

Society may issue replacement certificate

  (2)  Upon payment of a fee, the Society may issue a replacement certificate of authorization to the professional corporation.

Replacement certificate

  (3)  A replacement certificate of authorization issued under this section shall bear the date of issue of the replaced certificate of authorization and shall indicate that it is a replacement certificate.

Duration of replacement certificate

  (4)  Subject to its being revoked, a replacement certificate of authorization issued under this section is valid until December 31 of the year in which it is issued.

Surrender of certificate

10.  (1)  A professional corporation shall apply to the Society for permission to surrender its certificate of authorization in each of the following situations:
 
  1.  When the corporation does not wish to renew the certificate.
  2.  When the corporation no longer wishes to practise law in Ontario, provide legal services in Ontario or both practise law in Ontario and provide legal services in Ontario.
  3.  Prior to a voluntary winding up or voluntary dissolution of the corporation.

Same

  (2)  An application under subsection (1) shall be in writing and shall be accompanied by a statutory declaration signed by the directors of the professional corporation setting forth,
 
  (a)  the name of the professional corporation, the professional corporation’s Ontario Corporation Number, the address of the professional corporation’s registered office, the address of the professional corporation’s business office, the number of the professional corporation’s certificate of authorization and the date of issue of the professional corporation’s certificate of authorization;
  (b)  the reasons for the application;
  (c)  a declaration that all money or property held in trust for which the professional corporation was responsible has been accounted for and paid over or distributed to the persons entitled thereto, or, alternatively, that the professional corporation has not been responsible for any money or property held in trust;
  (d)  a declaration that all clients’ matters have been completed and disposed of or that arrangements have been made to the clients’ satisfaction to have their papers returned to them or turned over to, as required, a licensee licensed to practise law in Ontario or a licensee licensed to provide legal services in Ontario, or, alternatively, that the professional corporation has neither practised law in Ontario or provided legal services in Ontario;
  (e)  a declaration that the directors of the professional corporation are not aware of any claim against the professional corporation in its professional capacity or in respect of its practice of law in Ontario or provision of legal services in Ontario; and
  (f)  such additional information or explanation as may be relevant by way of amplification of the foregoing.

  (3) - (7)  [Revoked.]

Society to consider application

  (8)  Subject to subsection (9), the Society shall consider every application made under subsection (1) in respect of which the requirements set out in subsections (2) and (3) have been complied with, and the Society may consider an application made under subsection (1) in respect of which the requirements set out in subsection (2) and (3) have not been complied with, and,
 
  (a)  the Society shall accept an application if it is satisfied,
 
  (i)  that all money or property held in trust for which the professional corporation was responsible has been accounted for and paid over or distributed to the persons entitled thereto, or, alternatively, that the professional corporation has not been responsible for any money or property held in trust,
  (ii)  that all clients’ matters have been completed and disposed of or that arrangements have been made to the clients’ satisfaction to have their papers returned to them or turned over to, as required, a licensee licensed to practise law in Ontario or a licensee licensed to provide legal services in Ontario, or, alternatively, that the professional corporation has neither practised law in Ontario or provided legal services in Ontario,
  (iii)  that there are no claims against the professional corporation in its professional capacity or in respect of its practice of law in Ontario or provision of legal services in Ontario, and
  (iv)  that the professional corporation is no longer the subject of or has fully complied with all terms and conditions of any order made under Part II of the Act; or
 
  (b)  subject to subsection (9), the Society shall reject an application if it is not satisfied of a matter mentioned in clause (a).

Acceptance of application

  (9)  The Society may accept an application if the Society is not satisfied of the matter mentioned in subclause (8) (a) (iv) but is satisfied of the matters mentioned in subclauses (8) (a) (i), (ii) and (iii).

Society not to consider application

  (10)  The Society shall not consider an application made under subsection (1) if the professional corporation, any licensee practising law in Ontario through the professional corporation or any licensee providing legal services in Ontario through the professional corporation is,
 
  (a)  the subject of an audit, investigation, search or seizure by the Society; or
  (b)  a party to a proceeding under Part II of the Act.

Documents, explanations

  (11)  For the purposes of assisting the Society to consider its application, the professional corporation shall provide to the Society such documents and explanations as the Society may require.

Rejection of application

  (12)  If the Society rejects its application, the Society may specify terms and conditions to be complied with by the professional corporation as a condition of its application being accepted, and if the professional corporation complies with the terms and conditions to the satisfaction of the Society, the Society shall accept the application.

CHANGE OF INFORMATION

Change of information

11.  (1)  A professional corporation shall notify the Society in writing immediately after,
 
  (a)  any change in the information provided as part of the professional corporation’s application for a certificate of authorization or for a renewal of a certificate of authorization; and
  (b)  any change in the professional corporation’s articles of incorporation.

Information required

  (2)  The notice required under subsection (1) shall include details of the change and, in the case of a change in the professional corporation’s articles of incorporation, shall include the professional corporation’s articles of amendment and the certificate of amendment.

GENERAL

Register

12.  The following information shall be contained in the register of professional corporations required under section 61.0.2 of the Act:
 
  1.  The name of the professional corporation.
  2.  The address of the professional corporation’s registered office.
  3.  The business address of the professional corporation, if different from the address of its registered office.
  4.  The number of the certificate of authorization issued to the professional corporation.
  5.  The date on which the certificate of authorization was issued to the professional corporation.
  6.  The terms, conditions, limitations or restrictions that apply to the professional corporation’s certificate of authorization.
  7.  The date on which the professional corporation’s certificate of authorization was suspended, made subject to a term, condition, limitation or restriction, revoked or surrendered.

Application of by-laws, etc.

13.  The following apply, with necessary modifications, to a professional corporation:
 
  1.  Part III.
  2.  By-Law 8 [Reporting and Filing Requirements].
  3.  By-Law 9 [Financial Transactions and Records].
  4.  Part IV of By-Law 11 [Regulation of Conduct, Capacity and Professional Competence].

No voluntary winding up or dissolution

14.  The shareholders of a professional corporation shall not require the professional corporation to be wound up voluntarily and shall not authorize the voluntary dissolution of the professional corporation until the professional corporation has received permission under section 10 to surrender its certificate of authorization.
 

PART III

MULTI-DISCIPLINE PRACTICES

Interpretation

15.  (1)  In this Part,
 
“licensed activity” means the practice of law in Ontario, the provision of legal services in Ontario or the practice of law and the provision of legal services in Ontario;
 
“licensee” includes a partnership of licensees, a professional corporation established under the
Law Society Act and any other business entity that is permitted to engage in a licensed activity;
 
“professional” means an individual or a professional corporation established under an Act of the Legislature of Ontario other than the Law Society Act the services of whom or which a licensee may, under section 17, provide to a client in connection with the licensee’s licensed activity.

Application of certain sections

  (2)  Subsection 18 (2) and sections 19, 29 and 30 do not apply in respect of a partnership or an association that is not a corporation entered into by a licensee with a person authorized to practise law, provide legal services or practise law and provide legal services in any province or territory of Canada outside Ontario.

Prohibition against providing services of non-licensee

16.  A licensee shall not, in connection with the licensee’s licensed activity, provide to a client the services of a person who is not a licensee except in accordance with this Part.

Permitted provision of services of non-licensee

17.  A licensee may, in connection with the licensee’s licensed activity, provide to a client the services of a person who is not a licensee who practises a profession, trade or occupation that supports or supplements the licensed activity.

Partnership, etc. with professional

18.  (1)  Subject to subsection (2), a licensee may enter into a partnership or association that is not a corporation with a professional for the purpose of permitting the licensee to provide to clients the services of the professional.

Same

  (2)  A licensee shall not enter into a partnership or an association that is not a corporation with a professional unless the following conditions are satisfied:
 
  1.  The professional and where the professional is not an individual every individual who practises through the professional is qualified to practise a profession, trade or occupation that supports or supplements the licensee’s licensed activity.
  1.1.  In the case of entering into a partnership with the professional, the professional and where the professional is not an individual every individual who practises through the professional is of good character.
  2.  The professional agrees with the licensee in writing that the licensee shall have effective control over the professional’s practice of his, her or its profession, trade or occupation in so far as the professional practises the profession, trade or occupation to provide services to clients of the partnership or association.
  3.  The professional agrees with the licensee in writing that, in partnership or association with the licensee, the professional will not practise his, her or its profession, trade or occupation except to provide services to clients of the partnership or association.
  4.  The professional agrees with the licensee in writing that, outside of his, her or its partnership or association with the licensee, the professional will practise his, her or its profession, trade or occupation independently of the partnership or association and from premises that are not used by the partnership or association for its business purposes.
  5.  The professional agrees with the licensee in writing that, in respect of the practice of his, her or its profession, trade or occupation in partnership or association with the licensee, the professional will comply with the Act, the regulations, the by- laws, the rules of practice and procedure, the Society’s rules of professional conduct for the licensee and the Society’s policies and guidelines.
  6.  In the case of entering into a partnership with the professional, the professional agrees with the licensee in writing to comply with the Society’s rules, policies and guidelines on conflicts of interest in relation to clients of the partnership who are also clients of the professional practising his, her or its profession, trade or occupation independently of the partnership.

Interpretation: “effective control”

  (3)  For the purposes of subsection (2), the licensee has “effective control” over the professional’s practice of his, her or its profession, trade or occupation if the licensee may, without the agreement of the professional, take any action necessary to ensure that the licensee complies with the Act, the regulations, the by-laws, the rules of practice and procedure, the Society’s rules of professional conduct for the licensee and the Society’s policies and guidelines.

Interpretation: “good character”

  (4)  For the purposes of subsection (2), an individual is of good character if there is a reasonable expectation, based on the individual’s record of integrity and professionalism in the practice of his or her profession, trade or occupation and on the individual’s reputation in the community, that the individual will comply with the Act, the regulations, the by-laws, the rules of practice and procedure, the Society’s rules of professional conduct and the Society’s policies and guidelines. 

Responsibility for actions of professional

19.  Despite any agreement between a licensee and a professional, the licensee shall be responsible for ensuring that, in respect of the professional’s practice of his, her or its profession, trade or occupation in partnership or association with the licensee,
 
  (a)  the professional practises his, her or its profession, trade or occupation with the appropriate level of skill, judgement and competence; and
  (b)  the professional complies with the Act, the regulations, the by-laws, the rules of practice and procedure, the Society’s rules of professional conduct for the licensee and the Society’s policies and guidelines.

20. - 26.  [Revoked.]

Dissolution of partnership: breach of certain provisions

27.  If a licensee who, under subsection 18 (1), has entered into a partnership with a professional breaches section 19 or section 30, the Society may require the licensee to dissolve the partnership.

Notice to licensee of requirement to dissolve partnership

28.  (1)  If the Society requires a licensee to dissolve a partnership under section 27, the Society shall so notify the licensee and, subject to subsection (2), the licensee shall dissolve the partnership.

Appeal

  (2)  If the Society requires a licensee to dissolve a partnership under section 27, the licensee may appeal the requirement to dissolve the partnership to the committee of benchers appointed under section 37 if the licensee believes that there has been no breach of section 19 or section 30.

Time for appeal

  (3)  An appeal under subsection (2) shall be commenced by the licensee notifying the Society in writing of the appeal within thirty days after the day the Society notifies the licensee that the partnership is to be dissolved.

Decision of committee of benchers

  (4)  After considering an appeal made under subsection (2), the committee appointed under section 37 shall,
 
  (a)  if it determines that there has been no breach of section 19 or section 30, cancel the requirement to dissolve the partnership; or
  (b)  if it determines that there has been a breach of section 19 or section 30, take any of the following actions:
 
  (i)  Confirm the requirement to dissolve the partnership.
  (ii)  Permit the partnership to continue, subject to such terms and conditions as the committee may impose.
  (iii)  Any other action that the committee considers appropriate.

Stay

  (5)  The receipt by the Society of the notice of appeal from the requirement to dissolve the partnership stays the requirement until the disposition of the appeal.

Association with professional: multi-discipline practice

29.  (1)  A licensee who, under subsection 18 (1), has entered into an association that is not a corporation with a professional may refer to the association as a multi-discipline practice.

Partnership with professional: multi-discipline practice or partnership

  (2)  A licensee who, under subsection 18 (1), has entered into a partnership with a professional may refer to the partnership as a multi-discipline practice or multi-discipline partnership.

Insurance requirements

30.  (1)  Subject to subsection (2), a licensee who, under subsection 18 (1), has entered into a partnership with a professional shall maintain professional liability insurance coverage for the professional, in an amount equal to the total of the amount of coverage that is required of the licensee and the amount of coverage that the licensee maintains for herself, himself or itself in excess of that required of the licensee.

Insurance to be maintained under policy issued by the Lawyers’ Professional Indemnity Company

  (2)  If any services through a partnership entered into under subsection 18 (1) are to be provided by a licensee who holds a Class L1 licence, the licensee who has entered into the partnership shall maintain that portion of the professional liability insurance coverage for the professional that is equal to the amount of coverage that is required of the licensee through the Lawyers’ Professional Indemnity Company.
 

PART IV

AFFILIATIONS

Interpretation:

31.  (1)  In this Part,
 
“affiliated entity” means one or more persons none of whom are licensed or otherwise authorized to practise law or provide legal services in or outside Ontario;
 
“licensee” includes a permitted group of licensees.

Interpretation: “affiliation”

  (2)  For the purposes of this Part, a licensee affiliates with an affiliated entity when the licensee on a regular basis joins with the affiliated entity in the delivery or promotion and delivery of the services of the licensee and the services of the affiliated entity.

Ownership of practice, etc.

32.  A licensee who affiliates with an affiliated entity shall,
 
  (a)  own the professional business through which the licensee practises law or provides legal services or comply with Part III;
  (b)  maintain control over the professional business through which the licensee practises law or provides legal services; and
  (c)  carry on the professional business through which the licensee practises law or provides legal services, other than the practice of law or the provision of legal services that involves the delivery of the services of the licensee jointly with the services of the affiliated entity, from premises that are not used by the affiliated entity for the delivery of its services, other than those that are delivered by the affiliated entity jointly with the delivery of the services of the licensee.

33. - 35.  [Revoked.]
 

PART V

COMMITTEE OF BENCHERS

Interpretation

36.  For the purposes of determining when to commence an appeal under this By-Law, the Society will be deemed to have notified a person of the decision that is subject to the appeal,
 
  (a)  in the case of oral notification, on the day that the Society notified the person; and
  (b)  in the case of written notification,
 
  (i)  if it was sent by regular lettermail, on the fifth day after it was mailed, and
  (ii)  if it was emailed, on the first day after it was emailed.

Committee of benchers

37.  (1)  Convocation shall appoint a committee of at least three benchers to consider appeals under this By-Law.

Term of office

  (2)  A bencher appointed under subsection (1) shall hold office until their successor is appointed.

Consideration of appeal: quorum

  (3)  Three benchers who are members of the committee appointed under subsection (1) constitute a quorum for the purposes of considering an appeal under this By-Law. 

Extension of time for commencing appeal

38.  Upon the written request of the appellant, made not later than the last day for commencing an appeal under this By-Law, the Society may extend the time for commencing the appeal.

Procedure: appeal

39.  (1)  Subject to subsection (2), the procedure applicable to the consideration of an appeal by the committee of benchers appointed under section 37 shall be determined by the committee and, without limiting the generality of the foregoing, the committee may decide who may make submissions to it, when and in what manner.

Submissions

  (2)  Unless the committee of benchers appointed under section 37 permits a person to make oral submissions to it, all submissions to the committee shall be in writing.

Decisions final

40.  The decision of the committee of benchers appointed under section 37 is final.
 

PART VI

 

SERVICES DELIVERED BY LAWYERS AND PARALEGALS THROUGH CIVIL SOCIETY ORGANIZATIONS

Interpretation

41.  (1)  In this Part,
 
“civil society organization” means a registered charity under the Income Tax Act (Canada), a not-for-profit corporation incorporated under the laws of Ontario, or a not-for-profit corporation permitted under the laws of Ontario to operate in the Province.
 
“employee” means a full-time or part-time employee of a civil society organization.

Application of this Part

42.  (1)  This Part does not apply to
 
  (a)  the provision of services which are deemed neither to be the practice of law nor the provision of legal services under Part IV of By-Law 4;
  (b)  the provision of legal services without a licence under Part V of By-Law 4; 
  (c)  the practice of law without a licence under Part VI of By-Law 4; and
  (d)  the practice of law or provision of legal services through a clinic, within the meaning of the Legal Aid Services Act, 1998, funded by Legal Aid Ontario.

Practice of law and provision of legal services through registered civil society organizations

43.  A licensee may practise law or provide legal services for a member of the public through a civil society organization if the licensee is an employee of the civil society organization, the civil society organization has registered with the Society in accordance with section 44, and the licensee has the appropriate insurance as required under section 53.

Registration

44.  In order to be registered with the Society under this Part, a civil society organization shall complete and submit to the Society the registration form required by the Society and adhere to the conditions therein. 

Requirement to file annual report

45.  (1)  In order to maintain registration, every registered civil society organization shall file a report with the Society by January 31 of each year, in respect of the practice of law or legal services, and related activities, provided through the civil society organization to the public, during the preceding year.

Form, format and manner of filing

  (2)  The report required under subsection (1) shall be in a form provided, and in an electronic format specified, by the Society, and shall be filed electronically as permitted by the Society.

De-registration

46.  (1)  Licensees may not practise law or provide legal services for a member of the public through a civil society organization that has been de-registered by the Society.
 
  (2)  A civil society organization may at any time be de-registered at the Society’s discretion for failing to adhere to any of the conditions set out in the Society’s required registration form or for whatever other reason determined by the Society.

Relationship to the client

47.  A licensee practising law or providing legal services under this Part shall enter into a lawyer-client or paralegal-client relationship, as the case may be, with the recipient of the services.

Licensee control of delivery of services

48.   A licensee practising law or providing legal services under this Part must maintain control of the delivery of those services and must be able to take any action necessary to ensure that he or she complies with the Act, the regulations, the by-laws, the rules of practice and procedure, the Society’s rules of professional conduct for the licensee and the Society’s policies and guidelines.

Update to Society

49.   (1)  A licensee who becomes employed to practise law or provide legal services under this Part shall immediately update his or her change in status with the Society.
 
  (2)  A licensee is also obligated to update the Society with any changes in information with respect to his or her employer civil society organization, which obligation shall be separate from the obligation on the part of the civil society organization to provide updates to the Society regarding changes in information.   

Single-service and multi-service civil society organizations

50.   (1)  Licensees may provide services to the public through registered civil society organizations whose sole purpose is to facilitate the practice of law or provision of legal services, or may provide direct services to the public through registered civil society organizations that also provide non-legal services.
 
  (2)  Where it is appropriate to do so, a licensee may, in connection with the practice of law or provision of legal services under this Part, refer a client to another employee of the civil society organization who provides non-legal services, but the licensee shall ensure that no confidential or privileged information concerning the client is disclosed to the non-licensee employee unless the client gives his or her informed consent.

No fees may be charged for licensee’s services; no referral fees

51.  (1)  Services provided by licensees under this Part shall be provided at no cost to the client by way of service, membership or other fee models.
 
  (2)  Costs for disbursements in connection with the practice of law or provision of legal services may be required from a client, including but not limited to court filing fees, photocopying costs, court reporting services and hiring expert witnesses.
 
  (3)  If costs for disbursements will be charged to an individual seeking services under this Part, the individual must be informed of and understand his or her obligations prior to entering into the lawyer-client or paralegal-client relationship.
 
  (4)  Neither licensees providing services under this Part nor civil society organizations facilitating those services may receive or pay referral fees in connection therewith.

Operation of trust account prohibited

52.  Licensees practising law or providing legal services under this Part are not permitted to operate trust accounts in connection with their services. 

Insurance requirements

53.  Licensees practising law or providing legal services under this Part shall maintain professional liability insurance as required by By-Law 6.
Terms or Concepts Explained