Desjardins Securities

Internet Service Agreement

In consideration of the fact that Desjardins Securities Inc. a securities dealer of unrestricted practice, makes available to you its Internet Information Service (hereinafter the “Internet Service”), subject to your agreement to all the conditions provided herein, the conditions contained in each appropriate account agreement and subject to DESJARDINS SECURITIES INC.’s right to terminate this service at any time, either generally or for a specific customer, you agree to comply, as user (the “User”), to each of the following terms and conditions.

1. Definitions

Password means the User’s personal password as selected and/or as subsequently changed by the User.
Securities includes any shares, debt securities, options, units of unincorporated mutual funds or any other securities.

2. Information

The information and data provided through the Internet Service, including any third party information or data provided to DESJARDINS SECURITIES INC., have been obtained from sources that we believe to be reliable. No representations or warranties, express or implied, are made by us in connection with the exactitude, quality or completeness of such information and data. The User acknowledges and agrees that the information and data provided to DESJARDINS SECURITIES INC. by certain of its suppliers may contain advice or recommendations of a general nature and that DESJARDINS SECURITIES INC. does not necessarily endorse such advice or recommendations. In addition, even if DESJARDINS SECURITIES INC.’s investment advisers are qualified to provide investment advice and recommendations (except the representatives of Disnat, its discount brokerage division), the User acknowledges and agrees that any recommendations that may be provided through the Internet Service are only general and any User should consult his(her) DESJARDINS SECURITIES INC. wealth manager in order to ensure that any such recommendation is appropriate in his(her) case, taking into account his(her) investment objectives and financial position, the composition of his(her) portfolio and all other relevant factors.

Neither DESJARDINS SECURITIES INC. nor its information suppliers shall be liable in any way to the User or to any other person, for any direct, indirect, special, consequential or incidental damages (including, but not limited to lost profits, possible economic advantages loss resulting from the interruption of the Internet Service or from the increase in the operating costs or any other damages) or of any other losses or damages resulting from any cause even if DESJARDINS SECURITIES INC. or its information suppliers have been informed of the possibility of such damages.

3. Password confidentiality

The User undertakes to use care in not selecting an obvious Password, such as the User’s date of birth, and to change it on a regular basis to reduce the potential for unauthorized use.
The User agrees not to disclose its Password to any person and to not write down or otherwise record it on an easily accessible document.

The User agrees to notify DESJARDINS SECURITIES INC. without delay if he(she) becomes aware of any use of its Password by any other person, or if the User suspects that a person knows it or if a document on which such Password is recorded has been lost or stolen.

The User agrees never to allow a third party to use its computer, terminal (or similar apparatus) or to leave same without supervision once he has entered his Password unless the User has terminated his connection to the Internet Service.

4. Confidentiality

DESJARDINS SECURITIES INC. cannot guarantee the User that the Internet Service constitutes a method of communication for which confidentiality may be absolutely guaranteed. All the messages transmitted by the User or by DESJARDINS SECURITIES INC. may be lost, intercepted or modified. The User agrees that the use of the Internet Service is at his own risks and that DESJARDINS SECURITIES INC. cannot be held liable for any loss of confidentiality of the information furnished to it by the User.

The User undertakes and covenants that DESJARDINS SECURITIES INC. cannot be held liable for any loss of confidentiality of the information which DESJARDINS SECURITIES INC. may from time to time transmit to the User.

5. Trademarks and Copyright

The User recognizes that all information furnished by the Internet Service is the property of DESJARDINS SECURITIES INC. and/or its information providers, who are protected by the legislation relating to copyright, trademarks and trade names and the benefit from all rights relating to intellectual property as well as all other applicable legislation. Any downloading, retransmission, reproduction or modification may be accomplished solely with the prior consent of DESJARDINS SECURITIES INC. and the appropriate information providers, except for reproduction for personal use. In all other cases, the User shall be held legally liable.

The User agrees that the information that he receives is for personal use only. In all cases, the User may not retransmit or otherwise disseminate information to any third party. The User recognizes that the information is and remains the property of DESJARDINS SECURITIES INC. and/or its information providers.

All the names, services, expressions, appellations, icons, words or other, may be trade names, trademarks or service trademark of their own respective owners who may be the owners of a license. The presence of trade names, trademarks or service trademark does not indicate that a license has been given.

6. Limitation of liability

Neither DESJARDINS SECURITIES INC., or its directors, managers, employees or agents, nor any information providers relative to courses or other information may be held liable for the following:
1. any error, delay, interruption or omission concerning the information;
2. any loss or injury caused, in whole or in part, by events independent of their control as he relates to the acquisition, interpretation, compilation, drafting, formatting, presentation or transmission of information or other services through the Internet Service;
3. the technical deficiencies of the material or software of any nature, interrupted or unavailable network connections, failed, incomplete, deformed or delayed, transmission of information, be the cause attributable to the User, DESJARDINS SECURITIES INC. or a third party or to any part of the equipment or software related to the Internet Service.
4. any decision or measure taken by the User as a result of the information obtained through the Internet Service.
Notwithstanding the foregoing, the User agrees that the liability, if such be the case, of DESJARDINS SECURITIES INC., its directors, managers, employees or agents and its information providers falling from any legal action (be it contractual, extra-contractual or other) related in any way to the Internet Service may not exceed the sum which the User has paid to DESJARDINS SECURITIES INC. for use of the Internet Service.
The User agrees that DESJARDINS SECURITIES INC., its directors, managers, employees and agents and its information providers, shall not be liable for any losses or damages from any cause outside of the control of DESJARDINS SECURITIES INC. and its directors, managers, employees and agents and its information providers, in particular, the facts or omissions, the failure of mechanical or electronic equipment or communication lines, difficulties with telephone connection, electronic or other, unauthorized access, theft, electrical outages, work stoppages or intervention by the state.
DESJARDINS SECURITIES INC., its directors, managers, employees and agents and its information providers do not guarantee the exactitude, completeness, quality, sufficiency or the content of the information furnished by the Internet Service. This information is furnished “as is” without any guaranty of any nature, either express or tacit, in particular, no tacit guaranty as to its commercial viability or conformity for a specific use or for absence of plagiarism. The Internet Service may include errors either of a substantive or typographical nature.
DESJARDINS SECURITIES INC., its directors, managers, employees and agents and its information providers, shall in no way be held liable for direct or indirect, special, consequential or incidental damages and, in particular, for any loss of business, loss of profit, loss of an eventual economic advantage falling from the use or incorrect use of the Internet Service, of the information, documents, software or content of the Internet Service, even if they have been informed of the possibility of such damages, nor of any action undertaken by any other party.

DESJARDINS SECURITIES INC. gives no guaranty, be it express, implicit or legal, as to the Internet Service, including, as to the information provided by its providers, in particular, and without limitation, DESJARDINS SECURITIES INC. gives no guaranty as to the punctual, truthful, sequential, complete, exact or ongoing character of information, transmitted or exchanged; moreover, DESJARDINS SECURITIES INC. gives no guaranty, either express or implied, of the commercial viability or conformity for a general or specific purpose of the information.

7. General provisions

Modification of the conditions: User accepts that DESJARDINS SECURITIES INC. may, without notice, modify the present conditions and advise it notably by means of the Internet Service.
Interruption of the Internet Service: User accepts and understands that the Internet Service may be interrupted for any reason whatsoever and accepts all the risks and consequences following from such an interruption for any reason.
Non-solicitation: The information that is obtained through the Internet Service, in no way constitutes a solicitation or an offer to purchase or sell a security.
Independent clauses: The invalidity or nullity of one or the other of the clauses of the present agreement or a part of same shall not affect the rest of the clause or clauses which shall continue to be in force and produce their effect.
Applicable law: This agreement shall be interpreted, applied and governed according to the laws applicable in the province of residence of the User. THE SERVICES OF DESJARDINS SECURITIES ARE NOT AVAILABLE TO U.S. RESIDENTS (UNDER THE TERMS OF THE U.S. SECURITIES LAW).

The User represents and warrantees that he has taken cognizance of the present Internet Service agreement and the conditions contained herein and agrees to be bound by it. The User recognizes having had the opportunity to obtain adequate explanations relating to the nature and scope of the present Internet Service agreement DESJARDINS SECURITIES INC. by consulting the appropriate sections on the Internet and by communicating by telephone with DESJARDINS SECURITIES INC. at the following numbers: 514-987-1749 This link opens your phone app. or 1‑800‑361‑4342 This link opens your phone app.] or by writing to: Desjardins Securities Inc., 1170 Peel Street, suite 300, Montreal, Quebec H3B 0A9 and that the understands and accepts all of the provisions contained herein.

* This agreement applies to all users of the Website of Desjardins Securities Inc.

8. Information on multiple marketplaces

Over the last few years, new Exchanges have been established in Canada. With the availability of multiple marketplaces (such as Alpha, Pure and Chi-X), new circumstances come into play in the trade order execution process, which is no longer limited to the Toronto Exchange exclusively. Desjardins Securities and Desjardins Online Brokerage (Desjardins Securities) therefore prepared an informative document describing the changes applying to various trade types.

For any questions, please contact your Desjardins Securities Wealth Manager.

Please note that the trade order execution process may differ for the Desjardins Online Brokerage division. We suggest you consult the user guides on www.disnat.com or contact a Desjardins Online Brokerage representative for additional information.

Hours of operation for trading in listed Canadian securities

Desjardins Securities’ trading staff is available for order execution between the hours of 9:30 AM and 4 PM Eastern Time (“ET”), Monday through Friday, not including statutory Canadian holidays. Staff may be further available before and after these hours; however, Desjardins Securities cannot guarantee any order taking and/or trade execution outside of the hours noted above. For Disnat Online Brokerage, the trading service is generally available from 8 AM to 5 PM ET.

Please be advised that unless otherwise stated, or unless otherwise agreed to between a Wealth Manager or Registered Representative of Desjardins Securities and the client:

an order received prior to 9:30 AM ET will route into the opening sequence of the marketplace for execution on the opening; and
an order received after 4 PM ET can be entered to the after-hours trading of markets where this feature is available, if the trade characteristics allow. If received after “extended-hours” trading becomes unavailable, the order will route the next business day to the pre-opening of the marketplaces.

Principal marketplace

For those securities listed on the Toronto Stock Exchange (“TSX”) and trading on other alternative marketplaces, the principal marketplace will be the TSX unless notified otherwise by Desjardins Securities.

“Best market”

The “Best market” is defined as the market with the best bid (buy price) or offer (sell price) and/or best historical liquidity and where Desjardins Securities feels the order has the highest probability of being executed.

Trade characteristics

Day orders

A day order is an order that is only valid during the market opening hours on and for the day it is entered. A day order received after the opening of the principal marketplace will be entered into the “best market” at the time of entry. From there, the order will trade on any marketplace Desjardins Securities has access to and/or can access for the purpose of best execution. The order will expire, if not filled in full, on the market where the last portion of the order remains live and will expire at 4 PM ET, or at the time after-hours market activities cease on that market.

Special terms orders

Special terms orders are orders with specific terms that are not executable in the regular marketplace. Special terms orders will only post to the Special Terms Market of the principal marketplace, currently the TSX, unless they are immediately executable on an alternative marketplace at the time of entry and they will only be live between 9:30 AM and 4 PM ET.

Good-til-cancelled orders

Good-til-cancelled orders are orders that the client wants to remain open until a specified date of expiry. These orders will be sent to a marketplace determined by Desjardins Securities’ established routing map. The order will remain in the principal marketplace until executed or expired, whichever comes first. It is the client’s responsibility to ensure they know what the date of expiry will be and to contact their Wealth Manager/Registered Representative on the expiry date should they wish the order to be reinstated.

All-or-none orders

Note: The TSX no longer accepts “all-or-none” orders. Retail all-or-none Orders are orders that must be executed in full; no partial fills are to be executed or booked pending a complete fill. In the multiple marketplace environments, an all-or-none order may not be executed due to limited volume on more than one marketplace. While the total volume on all marketplaces might complete the order, the all-or-none terms apply only to the individual marketplace where entered. An all-or-none order received after the opening of the principal marketplace will be booked to the “best market” at the time of entry.
Institutional all-or-none orders are orders that must be executed for large block volume in full, and do not book to the marketplace unless they can be filled in full for their entire volume at the time of receipt. These can be executed on any marketplace as agreed to between both parties at the time of receipt.

Market orders

An order is considered a “market order” when the client has instructed a dealer to buy or sell at whatever prices are available in the marketplace to help ensure a complete and full fill. These orders require immediate completion. A market order received after the opening of the principal marketplace will be entered into the “best market” at the time of entry. In an effort to avoid unusual market impacts, all market orders will be converted to limit orders with a reasonably aggressive price before being sent to a marketplace. This measure ensures that market orders still receive a full and immediate fill, except in cases where there is unusual liquidity rates or erroneous order parameters which would result in significant market impacts and a likelihood of breaching market liquidity thresholds. From there, the order will trade on any marketplace Desjardins Securities has access to and/or can access for the purpose of best execution. The order will expire, if not filled in full, on the market where the last portion of the order remains live until that marketplace closes.

Limit orders

A limit order has a specific minimum sale price or maximum purchase price provided by the client. On or after 9:30 AM ET, if a limit order is not immediately executable on any marketplace, the order will be sent to a marketplace determined by Desjardins Securities’ established routing map. The order will expire, if not filled in full, on the market where the last portion of the order remains live until that marketplace closes.

Disclosure of marketplace

An order executed using one or more marketplaces or alternative marketplaces in either Canada or the United States will be reported to the client using a trade confirmation that will read (not limited to the following); “we confirm the following purchase/sale for your account traded on a North American Marketplace”. If multiple prices or marketplaces were used in the completion of the order, a further disclaimer will be provided which reads; “multiple marketplaces and/or average prices used, details available on request”. Should you receive such a confirmation, you are free to contact your Wealth Manager/Registered Representative to obtain further information.

Extended trading hours

Some marketplaces may offer extended trading hours for brokers and investors. Extended trading hours allow the possibility to buy and sell securities beyond regular hours of operation of the principal marketplaces (9:30 AM to 4 PM ET). Mostly used by investment professionals, extended trading hours often have low liquidity rates and wider spreads between bid and ask prices, resulting in risks of having orders executed at a less favourable price than during regular trading hours. An order placed during extended trading hours will not necessarily be completed at the desired time and may be executed at a price lower than the one indicated on another trading system during extended trading hours or during regular hours of operation of marketplaces. Furthermore, the market price during extended trading hours is not always consistent with the market price registered at the time of closing of the principal marketplaces and may be highly volatile. Orders placed during extended trading hours are valid only during the particular trading session in which they are placed and will expire at the end of the said session.

9. Alpha Trading Systems Limited Partnership (Alpha)

Alpha Trading Systems Limited Partnership (Alpha) is a marketplace in Canada for the trading of securities.

Desjardins Securities Inc. is a limited partner of Alpha Trading Systems Limited Partnership (registered as Alpha ATS L.P.) and a shareholder of Alpha Trading Systems Inc. (the general partner of Alpha Trading Systems Limited Partnership). The ownership interest of Desjardins Securities Inc. and certain other limited partners of Alpha is subject to a re-determination agreement which provides that the ownership interest of certain limited partners (including Desjardins Securities Inc.) will be adjusted on the first and second anniversary date of the launch of Alpha based on the market share of trades executed by the limited partner on Alpha.

Desjardins Securities Inc. may execute trades on your behalf on Alpha and may enter orders which are not immediately tradable into Alpha’s order book, unless you instruct us to direct your order to a different marketplace. Notwithstanding the ownership interest of Desjardins Securities Inc. in Alpha or any of its rights under the re-determination agreement referred to above, Desjardins Securities Inc. is subject to a number of regulatory obligations, including the requirement to diligently pursue best price and best execution of each client order on the marketplace, obligations which override any interest of Desjardins Inc. in Alpha.

10. Best execution client disclosure

In order to meet the requirements in Rule 3300 of the Investment Industry Regulatory Organization of Canada (IIROC), Desjardins Securities must be able to demonstrate that its policies and procedures are reasonably designed to achieve best execution respecting client orders for all securities, including listed securities, foreign-exchange traded securities and transactions in Over-the-counter (OTC) securities. Due to the dynamic nature of the structure of the Canadian market, the Rule 3300 also requires Desjardins Securities to regularly review its policies and procedures regarding best execution in order to ensure they don’t become obsolete.

Desjardins Securities meets its best execution obligations through the following:

Achieving best execution

When executing client orders, Desjardins Securities will take all reasonable steps to obtain the best possible results for the client taking into account some of the following factors:

Price at which the trade could/would occur
Speed of execution
Certainty of execution
Cost of execution
Size of the order
Direction of the market for the security
Indicated size on the bid and offer
Size of the market spread of the security
Liquidity of the security

Smart Order Routing (SOR)

Desjardins Securities currently uses a 3^rd party SOR in order to route its clients’ orders to all marketplaces in a spray format. These routing strategies (spray) are evaluated and possibly adjusted on a quarterly basis. All evaluation and adjustments are documented.

Large client order

In order to minimize price impact, certainty of execution and/or market signalling of a large client order, Desjardins Securities may at its discretion, seek liquidity through its proprietary institutional liquidity traders.

Marketplace access

Desjardins Securities is a member of all Canadian protected marketplaces and accesses these facilities via 3^rd party smart order routers. At times, Desjardins Securities may make the determination to route all or part of an order for execution to a foreign marketplace such as a US marketplace in order to achieve “best execution”. Desjardins Securities is not in a limited partnership nor does it have ownership interests in any Canadian Exchanges or ATS (Alternative Trading Systems).

Marketplace trading hour

Main marketplace hours of operation for trading in publicly listed Canadian securities are between 9:30 AM and 4 PM ET Monday through Friday, excluding Canadian statutory holidays.

Pre-market and after-hours trading facilities are available in limited situations. Clients should contact their representative for further details in this regard.

Pre-open order

An order received prior to 9:30 AM ET will be booked to the pre-opening of the primary listing marketplace for that security.

Post-close order

An order received after 4 PM ET will be booked to the pre-opening of the primary listing marketplace for that security on the following business day.

Fees

Desjardins Securities’ choice of execution marketplace does not include consideration of our commissions or execution costs. The execution destination does not change our commission rate. Some marketplaces and certain order types may generate trading credits rather than costs incurred for directing orders to a market centre for execution including revenue from trade level currency conversions. We will not pass along any order execution costs nor refund any rebates associated with order execution directly to our clients. The cost to Desjardins Securities in dealing with each marketplace is largely uniform in respect of the same security trading on multiple marketplaces.

Dark liquidity access

Desjardins Securities can access dark liquidity facilities when market conditions indicate a reasonable likelihood of material liquidity for a security in these trading venues.

Order executions

Quarterly systemic reviews of order routing algorithms are in place to ensure ideal routing for Desjardins Securities’ client orders based on order execution performance against relevant quantitative metrics. Results can be forwarded to the Market and Order Routing Review Committee (MORRC).

At Desjardins Securities, the main objective is to constantly strive in achieving best execution for all its clients while providing consistent liquidity to all Canadian marketplaces.

Desjardins Securities’ MORRC Committee

Desjardins Securities’ MORRC meets at least quarterly in ensuring that its existing policy and procedures remain current and accurate in the context of market conditions as well as the latest regulatory updates. Market shares are evaluated based on the last 6 months of trading activity on all marketplaces. SORs are re-evaluated in order to ensure it is consistent with the market conditions. Each meeting is conducted with an agenda and previous meeting minutes. All documentation of the MORRC committee is recorded and archived for regulatory inspections.

Employee training

Desjardins Securities must ensure that its employees involved in the execution of client orders know and understand the best execution policies and procedures in place. Periodical training sessions can occur during the year on any update or modifications to trading rules in respect with best execution obligations.

Relationship Disclosure Document and Agreements

Desjardins Securities Inc. is the brokerage firm of Desjardins Group. Desjardins Securities scrupulously complies with the regulations governing its activities. The primary objectives of these regulations are to protect clients and preserve financial market integrity.

The Relationship Disclosure Document and Agreements (PDF, 2.4 MB) includes the following:

Terms of the Relationship Between Desjardins Securities and its Client
Description of Products and Services
Description of the Account Activity Documents the Client Will Receive
Protection of Personal Information
Handling of Complaints
General Account Agreement and Specific Agreements
Statement of Principles on Conflicts of Interest
Notice: Information on Multiple Marketplaces
Notice: Strip Bonds and Strip Bond Packages
Notice: Derivatives Risk Disclosure Statement

You can contact a Desjardins Securities wealth manager for any questions on the content of this document.

Statement of Principles on Conflicts of Interest

Desjardins Securities Inc. (“we,” “our,” “us,” or “Desjardins Securities”) is an indirectly wholly owned subsidiary of the Fédération des caisses Desjardins du Québec (the “Fédération”).

Desjardins Securities is an investment dealer registered in all provinces and territories of Canada.

Desjardins Securities carries out its securities brokerage activities under the trade names “Desjardins Wealth Management” and “Desjardins Wealth Management Securities” and “Desjardins Wealth Management Private Wealth Management,” depending on the network, and its online brokerage activities under the trade name “Desjardins Online Brokerage.” Desjardins Securities’ institutional brokerage activities are carried out under the trade name “Desjardins Capital Markets.”

It is important to Desjardins Securities that its clients be informed of existing or potential material conflicts of interest that could arise in the course of its activities, including how these material conflicts of interest are addressed in the best interest of clients.

A conflict of interest arises when the interests of different persons, e.g., a client and Desjardins Securities or one of its Advisors are incompatible or divergent.

Desjardins Securities takes reasonable measures to identify any material conflicts of interest that exist or that it can reasonably expect to arise. It determines the level of risk associated with each conflict and avoids any situation that involves a serious conflict of interest, presents too great a risk for its clients or may materially compromise market integrity. In any other material conflict of interest situation, Desjardins Securities ensures that appropriate measures are put in place to effectively control the conflict.

Generally, a conflict of interest is material if the conflict may be reasonably expected to influence either your decisions as a client in the circumstances or Desjardins Securities’ or its Advisors’ decisions in the circumstances.

Desjardins Securities, through this Statement of Principles on Conflicts of Interest (the “Statement of Principles”), informs you of the nature and scope of conflicts of interest that may have an impact on the services it offers you.

Conflict of interest situations

The main situations in which Desjardins Securities could be in a material conflict of interest, and the way in which Desjardins Securities intends to address such conflicts, are described below.

We will inform you in a timely manner should any additional material conflicts of interest be identified after account opening.

1. Related and connected issuers

As part of its business activities, Desjardins Securities may buy or sell securities of related and connected issuers on behalf of its clients, exercise its discretion to buy or sell such securities pursuant to discretionary management agreements, or make recommendations in respect of such securities.

Desjardins Securities may also, as part of its business activities, be called upon to act as an underwriter or a member of a selling group for the sale of the securities of such issuers. Its other divisions may at the same time recommend such securities.

We usually manage these conflicts of interest as follows:

Where we advise you on the purchase or sale of securities of a related and/or connected issuer, we will notify you of our relationship with the issuer when giving you advice.
When we exercise discretionary authority to purchase or sell securities of a related or connected issuer on your account, disclosure will be made before we exercise our discretion, either through the delivery of this Statement of Principles or its posting on our website, disclosure in the account agreement governing your account or otherwise.
When we buy or sell securities of a related or connected issuer on your account, we will disclose our relationship to the issuer in the trade confirmation and account statement.
When we participate as an underwriter or a member of a selling group of securities of a related or connected issuer, we will disclose our relationship to the issuer in the prospectus or other document being used to qualify these securities.
For advisory accounts, we ensure that the suitability of the securities held in your account is reviewed when we make a recommendation.

For a description of a related and/or connected issuer and/or to view a current list of our related and connected issuers, see section Related and connected issuers disclosure below.

2. Proprietary products

As part of its business activities, Desjardins Securities may buy or sell, on behalf of its clients, products made by our affiliates (“proprietary products”), exercise its discretion to buy or sell such products pursuant to discretionary management agreements, or make recommendations in respect of such products.

These proprietary products include, but are not limited to, mutual funds and exchange-traded funds, guaranteed investment certificates, principal-protected notes and high-interest savings accounts offered by our affiliates. Offering proprietary products generally gives rise to a conflict of interest that could affect the independence of a firm or of its advisors when determining the suitability or quality of exclusive products.

We usually manage these conflicts of interest as follows:

We implement a review process to gain an insight into the product that takes into account various factors in determining whether proprietary products should be included in the firm’s service offerings to clients.
For advisory accounts, we ensure that the suitability of the securities held in your account is reviewed when we make a recommendation.
We adopt compensation and incentive practices that do not encourage our Advisors to favour proprietary products over other products.
We disclose related and connected issuer relationships to clients. See also section 1 Related and connected issuers above.

3. Relations between Desjardins Securities and other Desjardins Group entities

As part of its commercial activities, Desjardins Securities may enter into service agreements with affiliated partners who are members of the same financial group, Desjardins Group. These include the asset management service agreements that Desjardins Securities may enter into, as part of its discretionary management mandates and service offers, with Desjardins Global Asset Management Inc., Desjardins Capital Management Inc., Northwest & Ethical Investments LP, Fiera Capital Corporation, or other affiliated portfolio managers. Desjardins Securities will do so, in accordance with applicable regulations and its obligations toward its clients, by implementing a portfolio manager selection process and monitoring portfolio manager performance.

Shared premises with Desjardins Group entities

Desjardins Securities is a separate entity from the Fédération des caisses Desjardins du Québec, the Caisse Desjardins Ontario Credit Union Inc., as well as their member caisses. In some cases, the premises of these entities are located at the same address and in the same offices. Desjardins Securities Advisors perform their duties solely on behalf of Desjardins Securities. In addition, unless Desjardins Securities informs the client otherwise, the securities bought through Desjardins Securities have the following features:

They are not guaranteed by a government deposit insurer
They are not guaranteed by the caisses
Their value may fluctuate

4. Relationship with other issuers

As part of its business activities, Desjardins Securities may act in various capacities, often simultaneously, with respect to an issuer.

Desjardins Securities may, for a fee, act as a corporate financing advisor, an underwriter, or a member of a selling group with respect to issuers.

Desjardins Securities may express opinions or issue research reports with recommendations on issuers.

Desjardins Securities may buy or sell securities of an issuer on behalf of its clients, exercise its discretion to buy or sell such securities pursuant to discretionary management agreements, or make recommendations in respect of such securities. Such securities may on occasion be owned or traded by Desjardins Securities and its Advisors.

Desjardins Securities is called upon to act as a principal or an agent when it buys or sells for or on behalf of its clients. Desjardins Securities may act as a market maker.

These different, and often simultaneous, roles of Desjardins Securities could have an impact on its independence regarding these issuers. Desjardins Securities has therefore put in place the following measures to effectively control the existing or potential conflicts of interest that may arise in the course of its commercial activities:

The relationships between the different divisions of Desjardins Securities are subject to specific and effective policies and procedures, which are based on the regulations in force and prevent our retail advisory employees from having access to any non-public information that may be available to our corporate finance businesses.
The offering documents provide full disclosure of all relationships we may have with the issuer.
We notify you and obtain your consent before exercising our discretion on your account to invest in new or secondary issues underwritten by Desjardins Securities.
The activities of the research division of Desjardins Securities, which expresses opinions and issues research reports with recommendations on issuers, are subject to policies on disclosure of potential conflicts of interest.
Desjardins Securities and employee trades are identified as such and client trades are given priority over firm and employee trades in accordance with industry “client priority” regulations.
We will tell you whether we acted as principal or agent for each transaction on the trade confirmation.

5. Compensation and incentives

Desjardins Securities and its Advisors may collect two types of compensation, direct and indirect. Direct compensation is paid by you and consists of brokerage commissions, management fees and account-related fees. Indirect compensation consists of trailing fees or other forms of compensation from third parties in connection with certain transactions involving the purchase, holding or sale of securities in your account, including units in mutual funds, shares in exchange-traded funds, bonds, principal-protected notes or newly issued securities sold by Desjardins Securities as underwriter or agent.

Ongoing trailing commissions may be paid to us by managers of investment funds for the services and advice we provide you. You are not directly charged the trailing commissions. However, these fees affect you because they reduce the fund’s return paid to you.

When Desjardins Securities acts as principal in a trade involving debt securities, it may receive an income resulting from the spread between the buying and selling prices.

In any transaction requiring currency conversion, Desjardins Securities may earn income from the conversion in addition to brokerage fees.

For more information on Desjardins Securities forms of compensation, please see the section Our Service Offerings of this document.

Desjardins Securities Advisors may also receive incentives (monetary or otherwise) for the achievement of individual or business unit objectives, with regards to business development and/or income generated.

In general, compensation and incentives may have the effect of encouraging an investment dealer or its advisors to recommend a product or service that provides them with higher compensation.

We usually manage these conflicts of interest as follows:

For advisory accounts, we ensure that the suitability of the securities held in your account is reviewed when we make a recommendation.
Except for managed accounts, we inform you of all the fees payable related to a transaction before said transaction is executed.
For fee-based advisory accounts and managed accounts, we disclose the fee rates to you in the account opening documents.
We have implemented a comprehensive supervision program that is reasonably designed to detect, among other things, conflicts of interests between our Advisors and clients with regards to trading activities and inappropriate trading.
You will also receive, for the period ending December 31 of each year, a report on the fees and other forms of compensation paid to Desjardins Securities for the services and advice you benefited during the year.

6. Referral arrangements

As part of its activities, Desjardins Securities may enter into referral arrangements with business partners, including with the business partner members of the same financial group, the Desjardins Group.

The terms of our referral arrangement will be set out in writing and provided to you prior to the account opening, either through the delivery of this Statement of Principles or otherwise.

Such disclosures will allow you to make an informed decision with respect to the referral and determine any potential conflicts of interest.

We undertake periodic reviews of our referral arrangements in order to ensure that the referral fees received or given do not encourage practices incompatible with our obligations toward our clients.

For further details on the Desjardins Securities referral arrangements, please see section Referral arrangements disclosure below.

7. Conflicts related to the personal interests of Desjardins Securities Advisors

Desjardins Securities Advisors may find themselves in situations where their personal interests conflict with those of one or several clients of Desjardins Securities. This could occur in the following situations in particular:

Desjardins Securities Advisors may be offered or receive a gift or entertainment that could compromise or give the impression of compromising their independence.
Desjardins Securities Advisors could put themselves in a conflict-of-interest situation by carrying out personal financial dealings with clients or by exercising control over clients’ financial affairs outside of their work at Desjardins Securities.
Desjardins Securities Advisors could put themselves in a conflict-of-interest situation by participating in an outside activity that could interfere with or enter into conflict with their duties.
Desjardins Securities Advisors could also put themselves in a situation of conflict of interest by carrying out transactions in their personal account using confidential information, about Desjardins Securities or their clients, acquired in the performance of their duties.

Under Desjardins Securities’ Code of Professional Conduct and Compliance Handbook, the interests of clients take precedence over those of Desjardins Securities and its Advisors as a matter of basic principle. Desjardins Securities’ Code of Professional Conduct and Compliance Handbook of set forth standards that guide the conduct of its Advisors. These standards prohibit them from:

Using personal or privileged information acquired in the course of or in connection with their duties, or exploiting a situation for the purpose of obtaining an advantage of any kind.
Accepting or giving gifts, entertainment and compensation that could influence decisions to be made in the course of performing their duties.
Accepting any other form of compensation than that paid by Desjardins Securities without prior approval of Desjardins Securities.
Engaging in outside activities that could interfere or conflict with their duties at Desjardins Securities.
Entering into financial transactions on a personal basis with clients of Desjardins Securities who are not members of their families.
Carrying out transactions in their personal account that conflict with the interests of Desjardins Securities clients despite full knowledge of such fact.
Engaging in any activity, holding an interest in any business or participating in any partnership that may hinder or appear to hinder their independence of judgment in the best interest of Desjardins Securities’ clients.

Desjardins Securities Advisors must disclose to the clients concerned any material conflict of interest and any personal interest in a security or other investment that can be expected to affect their capacity to advise them objectively and impartially.

Desjardins Securities Advisors must disclose to their employer any situation that can be reasonably expected to hinder the performance of their duties or their capacity to give objective and impartial advice.

The outside activities of Advisors must be approved by Desjardins Securities, which then determines the presence or absence of a conflict of interest, their potential risks, and the appropriate control measures.

We monitor and review transactions in accounts of our Advisors on a regular basis.

Desjardins Securities ensures that its practices with regards to Advisors compensation are not incompatible with its obligations toward its clients and do not encourage behaviour against clients’ interests.

Related and connected issuers disclosure

An issuer of securities is “related” to Desjardins Securities if, through the ownership of, or direction or control over, voting securities, Desjardins Securities exercises a controlling influence over that issuer, that issuer exercises a controlling influence over Desjardins Securities, or the same third party exercises a controlling influence over both Desjardins Securities and the issuer.

An issuer distributing securities is a “connected issuer” to Desjardins Securities if the relationship between this issuer and Desjardins Securities, a related issuer of Desjardins Securities or the directors, officers or partners of Desjardins Securities or a related issuer of Desjardins Securities, may lead a reasonable prospective purchaser of the securities of the connected issuer to question Desjardins Securities’ independence from the issuer with respect to the distribution of the securities of this issuer.

The entities listed below may be considered as issuers related or connected to Desjardins Securities.

Issuer	Issuer description
Caisses Desjardins	Members of the Fédération and the Caisse Desjardins Ontario Credit Union Inc.
Capital Desjardins Inc.	Wholly owned subsidiary of the Fédération, Capital Desjardins’s purpose is to offer its own securities in the financial markets and invest the proceeds in securities issued by Caisses Desjardins.
Capital régional et coopératif Desjardins inc. (“CRCD”)	Investment funds whose investment fund manager and portfolio manager is Desjardins Capital Management Inc., a wholly owned subsidiary of the Fédération. CRCD raises development capital through public offerings and allocates the funds to cooperatives and businesses. Desjardins Trust Inc. is the custodian of CRCD.
Fédération des caisses Desjardins du Québec (“Fédération”)	The Fédération is the cooperative entity responsible for strategic policy, oversight, coordination, treasury operations and development for Desjardins Group. It meets the financial needs of the caisses and other components of the Desjardins Group. In this regard, it is mandated with providing institutional funds to the Desjardins network and acting as a financial agent, in particular by providing interbank exchange services, including the financial settlement of compensation.
Desjardins Trust Inc.	Indirectly wholly owned subsidiary of the Fédération, this company is a trust institution of Desjardins Group.
Desjardins Funds	A family of mutual funds for which the trustee and custodian is Desjardins Trust Inc., which is an indirectly wholly owned subsidiary of the Fédération. Desjardins Investments Inc., a wholly owned subsidiary of Desjardins Financial Security Life Assurance Company, which itself is an indirectly wholly owned subsidiary of the Fédération, is the investment fund manager and sponsor of Desjardins Funds. Desjardins Global Asset Management Inc. (DGAM) is their portfolio manager. DGAM is a wholly owned subsidiary of Desjardins Financial Corporation Inc., which itself is an indirectly wholly owned subsidiary of the Fédération.
DGAM Trust Funds	A family of investment funds for institutional clients, for which DGAM is the investment fund manager and portfolio manager. DGAM Trust Funds are not reporting issuers. Desjardins Trust Inc. is the trustee and custodian of DGAM Funds.
DGAM Limited Partnership Funds	A family of private funds structured as a limited partnership, where the sole general partner of each fund is a company wholly owned by DGAM. DGAM Limited Partnership Funds are not reporting issuers.
Desjardins ETFs	A family of exchange-traded funds for which Desjardins Trust Inc., an indirectly wholly owned subsidiary of the Fédération, is the trustee. Desjardins Investments Inc., a wholly owned subsidiary of Desjardins Financial Security Life Assurance Company, which itself is an indirectly wholly owned subsidiary of the Fédération, has been the investment fund manager and sponsor of Desjardins ETFs since February 1, 2024. DGAM is their portfolio manager. DGAM is a wholly owned subsidiary of Desjardins Financial Corporation Inc., which itself is an indirectly wholly owned subsidiary of the Fédération. Prior to February 1, 2024, DGAM was also the investment fund manager and sponsor of Desjardins ETFs.
NEI Funds	A family of mutual funds for which Northwest & Ethical Investments L.P. (“NEI Investments”) is the trustee, investment fund manager, and sponsor. NEI Investments also acts as portfolio manager for specific funds. NEI Investments is wholly owned by Aviso Wealth Inc., an entity whose sole shareholder is owned in equal parts by Desjardins Financial Holding Inc. and a partnership formed by five provincial Credit Union Centrals and the CUMIS Group. Desjardins Financial Holding Inc. is a wholly owned subsidiary of the Fédération. Desjardins Trust Inc. is the custodian of these funds.
DIM Private Funds	A family of investment funds for discretionary management clients, for which DGAM is the investment fund manager and the portfolio manager is DGAM or an external manager. DIM Private Funds are not reporting issuers. Desjardins Trust Inc. is the trustee and custodian of DIM Private Funds.
Hexavest Funds	A family of private funds for institutional clients, for which DGAM is the investment fund manager and portfolio manager. Hexavest Funds are not reporting issuers. RBC Investor Services is the trustee and custodian of Hexavest Funds.
Desjardins Capital PME S.E.C.	A limited partnership for which Desjardins Capital Management Inc, a wholly owned subsidiary of the Fédération, acts as general partner and whose objective is to raise private equity in cooperatives and small and medium enterprises.

Referral arrangements disclosure

In this section, “referral agreement” refers to an agreement whereby Desjardins Securities agrees to pay or receive a referral fee from another business partner. In the course of its operations, Desjardins Securities has entered into fee-sharing agreements with the following business partners:

Member caisses of the Fédération des caisses Desjardins du Québec
Caisse Desjardins Ontario Credit Union Inc.
Caisse populaire Alliance Limitée (“Caisse Alliance”)
Desjardins Financial Security Life Assurance Company (“DFS”)
Desjardins General Insurance Inc. (“DGI”)
Desjardins Financial Security Investments Inc. (“DFSI”)
Desjardins Securities Financial Services Inc. (“DSFS”)
Banque Transatlantique S.A. (“BT”)

These business partners are members of the same financial group, Desjardins Group, except for BT, which is an outside business partner.

The above-mentioned caisses offer banking services.

DFS provides life and health insurance and DGI provides casualty insurance services.

DFSI is an indirectly wholly owned subsidiary of the Fédération. In Quebec, DFSI operates under the business name “SFL Investments” and is registered with the AMF, particularly, as a mutual fund dealer and a restricted dealer, and as a financial services firm for group and individual life and health insurance and financial planning.

DSFS is a wholly owned subsidiary of Desjardins Independent Network Insurance Inc. DSFS is registered with the AMF as a financial services firm for group and individual life and health insurance and financial planning.

BT is a wholly owned subsidiary of Groupe Crédit Mutuel CIC, which provides banking services primarily in the following sectors: private banking, international mobility assistance, employee stock ownership plan administration services and advisory. Depending on the client referral arrangements between Desjardins Securities and the above-mentioned entities, Caisse and BT staff may refer clients to Desjardins Securities, which will be able to provide them with any private wealth management services they offer.

Desjardins Securities Advisors are authorized to refer clients to DFS and DGI for insurance products and to BT for banking services outside Canada.

1. Client referrals to Desjardins Securities by member caisses of the Fédération des caisses Desjardins du Québec and by the Caisse Desjardins Ontario Credit Union Inc.

As consideration for client referrals to Desjardins Securities’ networks Securities Brokerage, Signature Service and Private Wealth Management, the member caisses receive compensation equal to 15% of the gross commission and fee income generated annually by all the referred clients who are members.

2. Client referrals by Caisse Alliance

As consideration for client referrals to the Securities Brokerage network of Desjardins Securities, Caisse Alliance receives compensation equal to 24% of the income generated, or net fees under the Discretionary Management Service Program, of $1,500 and above for all referred members.

3. Client referrals to DFS from Desjardins Securities

Compensation paid by DFS to Desjardins Securities in year 1

Insurance premium from $0 – $999: 15%
Insurance premium from $1,000 – $4,999: 25%
Insurance premium of $5,000+: 40%

The table above shows the compensation offered for the best-selling insurance products and is not comprehensive. Other forms of compensation that may apply to other ancillary products and services offered by DFS, such as group insurance, life insurance for people over 50, travel insurance, accident insurance or GetWell insurance, guaranteed investment funds contracts, personal annuities (life annuity or annuity certain), individual retirement plans, group plans (group RRSPs, defined-contribution pension plans, deferred profit sharing plans, etc.), collective annuities, and others.

4. Client referrals to DGI from Desjardins Securities

As consideration for client referrals to DGI, Desjardins Securities receives compensation equal to 15% of the insurance premium in the case of individuals (1.5% for renewals) and 15% of the insurance premium, up to a maximum of $2,000 in the case of businesses (1.5% for renewals).

5. Client referrals to Desjardins Securities by DFSI

As consideration for client referrals to Desjardins Securities, DFSI receives a 20% referral fee based on the income generated by the referred client in the 5 years following the date when the referred client opened a new retail brokerage account with the Advisory Branch of Desjardins Securities. After 5 years, no commission is due.

6. Client referrals to DSFS from Desjardins Securities

As consideration for client referrals to DSFS, Desjardins Securities receives, in the year following the signing of a new contract, as intermediary, a commission corresponding to 30% of DSFS’s compensation. No other commission is paid under the agreement, even at policy renewal.

7. Client referrals to Desjardins Securities by BT

a) Securities Brokerage network:

As consideration for the referral of clients who engaged the services of Desjardins Securities for opening an account, BT receives, as a referral fee, the following fees (in percentage):

20% of the gross commissions generated by the account
20% of the gross fees generated by the account

b) Private Wealth Management network:

As consideration for the referral of clients who engaged the services of Desjardins Securities for the discretionary management of their portfolio, BT receives, as an intermediary, the following referral fees (in percentage):

50% of the gross fees generated by the client referred by BT or Crédit Mutuel-CIC
30% of the gross fees generated by the client referred by a Caisse Desjardins or any other Desjardins Group entity

Fees will be paid to BT annually by Desjardins Securities and calculated from January 1 to December 31 of each year.

Other referral arrangements

Desjardins Securities may enter into arrangements whereby it pays or receives compensation for client referrals. The following information is communicated to the client in writing before the opening of the account or the provision of services by the Advisor:

The name of each party to the referral arrangement
The purpose and material terms of the referral arrangement, including the nature of the services to be provided by each party
Any conflicts of interest resulting from the relationship between the parties to the referral arrangement and from any other element of the referral arrangement
The method for calculating the referral fee and, to the extent possible, the amount of the fee
The category of registration of each registrant that is a party to the agreement, with a description of the activities that the registrant is authorized to engage in under that category and, considering the nature of the referral, the activities that the registrant is not allowed to engage in
If a referral is made to a registrant, a statement that all activity requiring registration resulting from the referral arrangement will be provided by the registrant receiving the referral
Any other information that a reasonable client would consider important in evaluating the referral arrangement

If there is a change to the information set out above, Desjardins Securities must ensure that written disclosure of that change is provided to each client affected by the change as soon as possible and no later than the thirtieth day before the date on which a referral fee is next paid or received.

Review

We will notify you of any significant changes to this Statement of Principles.

Unclaimed Property

At Desjardins Securities, we make every reasonable effort to locate and notify the owners (or right-holder) of unclaimed property in our possession. When required, we ensure the secure transfer of these assets to the relevant authorities.

What is unclaimed property?

Amounts due, securities, mutual funds, and other assets held in brokerage accounts become unclaimed property when:

Mail sent to the property owner is returned to Desjardins Securities
The property has not been claimed, transacted, or instructed upon within the period provided by applicable regulations (generally 3 years)
Despite reasonable efforts, Desjardins Securities has not been able to locate the property owner

What efforts are made to locate property owners?

Desjardins Securities undertakes the following reasonable efforts to locate the owner of unclaimed property:

Making phone calls to the last known number
Conducting online searches (on Canada 411, for example)
Consulting public records
Sending a letter to the last known address

Depending on the applicable legislation, unclaimed property is either transferred to the relevant authority or retained by Desjardins Securities.

How to recover unclaimed property

Currently, only the provinces of Quebec, Alberta, New Brunswick, and British Columbia have enacted laws governing the return of unclaimed property.

If you believe that Desjardins Securities holds property that belongs to you or to someone you represent, please refer to the section corresponding to your province or territory of residence for information on how to recover the property.

Quebec

Unclaimed property is transferred to Revenu Québec. For more information, visit the Revenu Québec website External link..

Search the Revenu Québec registry External link

New Brunswick

Unclaimed property is transferred to the Financial and Consumer Services Commission (the “Commission”). For more information, visit the Commission’s website External link..

Search the Commission’s registry External link.

Alberta

Unclaimed property is transferred to the Tax and Revenue Administration (TRA). For more information, visit the TRA website External link..

Search the TRA registry External link.

British Columbia

The transfer of unclaimed property is done on a voluntary basis to the British Columbia Unclaimed Property Society (BC Unclaimed). For more information, visit the BC Unclaimed website External link..

Desjardins Securities does not transfer unclaimed property to BC Unclaimed but retains these assets and records the related information in a register.

If you believe that Desjardins Securities holds property in your name, please contact our team.

Other provinces and territories in Canada

In some cases where the unclaimed property is located in Quebec, Desjardins Securities may transfer it to Revenu Québec.

Search the Revenu Québec registry External link.

If the unclaimed property is not transferred to Revenu Québec, it is retained by Desjardins Securities and the related information is recorded in a register.

If you believe that Desjardins Securities holds property in your name, please contact our team.

Contact our team

Our wealth managers and our branches

Contact a wealth manager or one of our branches to learn more about the services we offer.

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Assistance

For any questions regarding unclaimed property, call 1-866-557-1414 1 866 557-1414 This link opens your phone app. from Monday to Friday between 8 AM and 5 PM ET.

Best Execution of Client Orders and Transactions Policy

Read the Policy

Desjardins Securities is a trade name used by Desjardins Securities Inc. Desjardins ^®, Desjardins Wealth Management Securities ^™ and related trademarks are trademarks of the Fédération des caisses Desjardins du Québec used under licence.

Desjardins Securities Inc. is a member of the Canadian Investment Regulatory Organization (CIRO) and the Canadian Investor Protection Fund (CIPF).