Investment Dealers Association of Canada

2 Investment Dealers Association of Canada Dual Registration of Life Insurance Agents and Securities Salespersons The respective securities and insurance legislation and governing bodies of each of the ten provinces of Canada permit an individual to register both as a life insurance agent and as a securities salesperson. The specific restrictions and requirements of each province which enable an individual to acquire dual registration are set in this memorandum. In addition, the applicable by-laws, regulations or rules of the various Stock Exchanges and the Investment Dealers Association of Canada are included. The specific requirements for the insurance licensing or registration process vary by jurisdiction and are quite detailed, and the complete legislative provisions (the main ones of which are only summarized here) should be referred to. Registration packages are available through the appropriate provincial regulator and contact addresses and telephone numbers are included. Information is current as of May 1, 1996. Jurisdiction Page Number PROVINCES 2 British Columbia 3 Alberta 5 Saskatchewan 8 Manitoba 9 Ontario 10 Quebec 11 New Brunswick 13 Nova Scotia 16 Prince Edward Island 18 Newfoundland 19 INVESTMENT DEALERS ASSOCIATION OF CANADA 20 STOCK EXCHANGES 20

3 Provinces: British Columbia The Securities Act, S.B.C. 1985, c.83: Section 20 states that a person must not trade in a security or exchange contract unless the person is registered in accordance with the regulations as a dealer or salesperson of a registered dealer. Securities Regulation, B.C. Reg. 478/95: None applicable. Policy Statements: Policy No. 3-16 - Registration For Securities And Insurance sets out the conditions under which an individual may be registered as a salesman of a registered dealer under the Act while also licensed as an insurance agent or salesperson under the Insurance Act (or as an insurance agent or salesperson under its successor, the Financial Institutions Act ("FIA")). Paragraph 9(1)(a) of B.C. Reg. 329/90, made under the Financial Institutions Act prohibits life insurance agents (with a level 1 licence) from engaging in any occupation, employment or business activity other than as a...(ii) registered securities salesperson. Further, every 4 years the licensee must pass the qualification examinations set by the council (s.9(2)). The Insurance Department of the Financial Institutions Commission states that an individual who is registered as a securities representative may also register as a life insurance agent as long as that individual provides a letter of consent from their securities employer. The prospective life insurance employer of that individual must also consent to the dual registration. This consent is given by sponsoring the individual for the life insurance license (B.C. still requires sponsors) with the knowledge of the intended alternate occupation. Conditions of Dual Registration: 1. A dealer has primary responsibility for deciding whether to permit its salesmen to apply to be licensed under the FIA. 2. A dealer that permits its salesmen to apply to be licensed under the FIA must ensure that insurance activities are carried on separately from securities activities, not through the dealer registered under the Securities Act. Seeking Registration as a Securities Salesperson Where an individual is licensed under the FIA, the Superintendent of Brokers (the "Superintendent") will register that individual as a salesman of a registered dealer under the Securities Act, provided that the individual applying for registration: (a) is employed by a dealer registered under the Act,

4 (b) advises the dealer and the Superintendent of the nature of the licence held under the FIA, delivers to the Superintendent a letter from the registered dealer employing the individual acknowledging the individual's registration under the Act and licensing under the FIA and not objecting to the dual registration, (d) delivers to the Superintendent a copy of a letter notifying the Insurance Council that the individual is applying for registration under the Securities Act, and (e) meets all requirements for registration set out in the Securities Act, the Regulations and Local Policy Statement 3-22. Seeking Registration as an Insurance Agent Where a salesman who is registered under the Act wishes to apply to the Insurance Council for a licence under the FIA, the salesman must: (a) first obtain the written approval of the dealer employing the salesman, (b) at the time of making the application for the licence, file the dealer's approval with the Superintendent, and advise the Superintendent upon receipt of the licence. Conditions for Maintaining Dual Registration: 1. A dually registered salesman must comply with the following conditions: (a) All letterhead, signs, business cards and other material used by the salesman in connection with a trade in securities must prominently state the name of the dealer that employs the salesman. (b) The salesman must represent himself/herself as a salesman of the dealer when acting in connection with a trade in securities. The salesman must ensure that all securities transactions involving the salesman are handled through the dealer and not through any other person. (d) The salesman must notify the dealer and the Superintendent of any disciplinary action commenced against the salesman under the FIA, and of any change in the status of a licence held by the salesman under the FIA. 2. A dealer employing a dually registered individual must comply with certain ongoing obligations such as monitoring the dual registrant's activities and implementing procedures to ensure that members of the public dealing with that individual understand the nature and consequences of dual registration (as set out in Policy No. 3.16). British Columbia Securities Commission Superintendent of Brokers 1100-865 Hornby Street Vancouver, British Columbia Canada V6Z 2H4 Telephone No.- (604) 660-4800 Financial Institutions Commission

Deputy Superintendent of Insurance Suite 1900 1050 West Pender St. Vancouver, British Columbia Canada V6E 3S7 Telephone No.- (604) 660-2923 5

6 Alberta Securities Act, S.A. 1981, c. S-6.1: Section 54 states that no person or company shall trade in a security or an exchange contract unless the person or company is registered with the Executive Director as a dealer or salesman. Securities Regulation, Alta. Reg. 115/91: Subsection 41(1) states that no individual shall be granted registration or renewal of registration as a salesman unless that individual is employed fulltime as a salesman. However, subsection 41(2) provides that, notwithstanding subsection (1), an individual may be granted registration or renewal of registration as a salesman if...(f) the individual holds a licence as an insurance agent under the Insurance Act and is in the employ or under the sponsorship of the dealer who proposes to employ that individual. Policy Statements: Policy No. 3.7 - Registration Under The Securities Act For Individuals Licensed Under The Insurance Act describes the application of the exemption discussed in subsection 41(2) of the regulations. More specifically, section 3.4 of this Policy states that the salesman must hold a life insurance licence. Paragraph 3(2)(i) of the Certificate of Authority and Adjusters' Certificates Regulation, Alta. Reg. 32/89, made under the Insurance Act, states that an individual may be granted a certificate of authority for life and accident and sickness insurance agents if his only or primary business activity is as an insurance agent, unless the other business activities are approved by the Superintendent. It is the position of the Alberta Insurance Council that an individual can be dually registered provided that the securities dealer that the individual is employed by has an insurance agency subsidiary, and that the individual is licensed in respect of that subsidiary. Conditions of Dual Registration for Securities Salespersons: 1. It is the dealer's responsibility to determine whether to permit its salesmen, or a particular salesman, to be licensed under the Insurance Act. 2. A dealer that permits its salesmen to apply to be licensed under the Insurance Act must ensure that insurance activities are carried on separately from securities activities. A salesman may not apply for an insurance licence in the name of a registered dealer. 3. The dealer employing the salesman must give written permission for the salesman to hold an insurance licence. The written permission must be in a letter addressed to the Registrar of the Alberta Securities Commission, and name the salesman and the insurance licence sponsor. The letter must be submitted with the application for registration.

7 4. If the salesman is already registered and wishes to hold an insurance licence or wishes to change insurance sponsors, written permission must be given by the dealer for the change. 5. If the salesman who holds an insurance licence accepts employment with a different dealer, the new dealer must give its permission for the salesman to hold an insurance licence. 6. The salesman must hold a life insurance licence. He or she may also hold any other type of insurance licence. Conditions for Maintaining Registration: 1. The following conditions apply to the registration of a salesman who is also licensed under the Insurance Act: (a) All letterhead, business cards, signs and other material used by a salesman in connection with a trade in securities must prominently state the name of the dealer that employs the salesman. (b) The salesman must represent himself/herself as a salesman of the dealer when acting in connection with a trade in securities. The salesman must ensure that all securities transactions involving the salesman are handled through the dealer and not through any other person or company. (d) The salesman must notify the dealer and the Chief of Securities Administration, of any disciplinary action commenced against the salesman under the Insurance Act, and of any change in status of a licence held by the salesman under the Insurance Act. 2. A dealer employing a dually registered individual must comply with certain ongoing obligations such as monitoring the dual registrant's activities and implementing procedures to ensure that members of the public dealing with that individual understand the nature and consequences of dual registration (as set out in Policy No. 3.7). Alberta Securities Commission 21st Floor, 10025 Jasper Avenue Edmonton, Alberta Canada T5J 3Z5 Telephone No.- (403) 427-5201 Alberta Securities Commission 4th Floor Alberta Stock Exchange Tower 300-5th Avenue S.W. Calgary, Alberta Canada T2P 3C4

8 Telephone No.- (403) 297-6156 Office of the Superintendent of Insurance Room 402 - Terrace Building 9515 107 Street Edmonton, Alberta Canada P5K 2C3 Telephone No.- (403) 422-1592

9 Saskatchewan The Securities Act, 1988, S.S. 1988, c. S-42.2: Section 27 states that no person or company shall trade in a security unless the person or company is registered as a dealer or salesperson. The Securities Regulations: Subsection 40(1) states that an individual registered as a salesperson shall not carry on a business activity which conflicts with the individual's duties as a salesperson. However, subsection 40(2) allows a salesperson to carry on a business outside the securities business provided that the dealer employing the salesperson (1) has been notified in writing of the intended business activity, and (2) has given written approval of the intended business activity to the salesperson. Policy Statements: None applicable. Although not stated in the insurance legislation of the province, it is the policy of the Insurance Council of Saskatchewan that an individual can be registered both as a life insurance agent and as a securities broker. Saskatchewan Securities Commission T.D. Bank Building 850-1914 Hamilton Street Regina, Saskatchewan Canada S4P 3V7 Telephone No.- (306) 787-5645 Consumer Protection Branch of Saskatchewan Justice 1871 Smith St. Regina, Saskatchewan Canada S4P 3V7 Telephone No.- (306) 787-7881

10 Manitoba The Securities Act R.S.M. 1988, c. S50: Section 6 states that no person or company shall trade in a security as a salesperson unless registered as a salesman of a registered broker, investment dealer, broker-dealer or security issuer. Securities Regulation, Man. Reg. 491/88R: None applicable. Policy Statements: In an explanatory note given by the Commission as to why Policy No. 3.02 (which governed dual registration of mutual fund and life insurance salesman) was repealed, the Commission explained that the Securities Act does not require that registrants be full-time employees of the dealer involved. Nor has the Commission made full-time employment one of its requirements for registration. The eligibility of an applicant for registration is determined, inter alia, by examining and considering the "other" employment. The Commission stated that as a general proposition, the Commission does not view the holding of a license under The Insurance Act to be an act which would disqualify an applicant for a securities salesman's registration, and that a securities registrant is free to apply for and hold any license which the Superintendent of Insurance is prepared to grant that salesman. The Superintendent, via the Insurance Council of Manitoba, has recently revised its policy regarding dual registration to permit an individual to be registered both as a life insurance agent and as a securities broker. Manitoba Securities Commission Woodsworth Building 1128-405 Broadway Avenue Winnipeg, Manitoba Canada R3C 3L6 Telephone No.- (204) 945-2548 Office of the Superintendent of Insurance 1142-405 Broadway Avenue Winnipeg, Manitoba Canada R3C 3L6 Telephone No.- (204) 945-2542

11 Ontario The Securities Act, R.S.O. 1990: Section 25 states that no person or company shall trade in a security unless the person or company is registered as a dealer or is registered as a salesperson of a registered dealer. Regulations Under The Securities Act, R.R.O. 1990, Regulation 1015: Subsection 127(1) states that no individual shall be granted registration or renewal of registration as a salesperson unless the individual is employed full-time as a salesperson. However, subsection 127(2) states that subsection (1) does not apply to an individual granted registration or renewal of registration where,...(f) the individual holds a licence as an insurance agent under the Insurance Act. Policy Statements: None Applicable. R.R.O. 1990, Reg. 663, as amended by O.Reg. 760/94, made under the Ontario Insurance Act, permits an insurance agent to sell securities provided that he or she either (i) intends to have his or her sole business in the provision of financial services, or (ii) has passed the Level II life insurance examination (or the Superintendent is satisfied that the agent has the qualifications tested by the Level II examination). Ontario Securities Commission 20 Queen Street West Suite 800 Toronto, Ontario Canada M5H 3S8 Telephone No.- (416) 597-0681 Ontario Insurance Commission 5160 Yonge Street P.O. Box 85 North York, Ontario Canada M2N 6L9 Telephone No.- (416) 590-7000

12 Quebec Securities Act R.S.Q., c.v-1.1: Section 149 states that every natural person carrying on business as a dealer or adviser on behalf of a person subject to registration under section 148 (dealers or advisers) must register with the Commission as the representative of that person. Securities Regulations: None applicable. Policy Statements: Policy Statement No. Q-9 - Dealers, Advisers and Representatives governs dual registration. Section 53 under Part V - Division II - Exercise of Duties states that the representative of a securities dealer or adviser carries out his duties on a full-time basis, except in the following cases: (1) the dual activities provided for in section 149 of the Act and Part VIII (of the policy statement). Section 89 under Part VIII - Dual Activities - Division I -Insurance of Persons or Damage Insurance states that the holder of a market intermediary certificate delivered pursuant to the Act respecting Market Intermediaries, R.S.Q., c. I-15.1, may be registered as a securities representative. Finally, since an individual must hold a certificate under the Act respecting Market Intermediaries in order to be a market intermediary in the insurance of persons (life insurance), a life insurance agent may register as a securities representative. It is the policy of the Conseil Des Assurances De Personnes that an individual may be registered both as a market intermediary in the insurance of persons and as a securities broker. Such an individual must first acquire consent from the Quebec Securities Commission. Commission des valeurs mobilieres du Quebec P.O. Box 246 Stock Exchange Tower, 17th Floor 800 Victoria Square Montreal, Quebec Canada H4Z 1G3 Telephone No.- (514) 873-5326 Department of the Superintendent of Insurance 800 Place D'youville 8th Floor Quebec City, Quebec Canada G1R 4Y5 Telephone No.- (418) 694-5011

13 New Brunswick Security Frauds Prevention Act, R.S.N.B. 1973, c. S-6: Section 5 states that no person shall trade in any security unless he is registered as a broker, or salesman or sub-agent of a registered broker. General Regulation - Security Frauds Prevention Act, N.B. Reg. 84-128: None applicable. Policy Statements: Policy No. 1.1 - Dual Licensing for Certain Securities Brokers and Life Insurance Agents outlines the requirements set by the Administrator for salespersons registered under the Securities Act and by the Superintendent for life insurance agents licensed under the Insurance Act. Only individuals who obtain the explicit written approval of the Administrator and the Superintendent shall be permitted to act in both capacities as a salesperson and life insurance agent. The Superintendent of Insurance of New Brunswick has confirmed that an individual may be dually registered as both a life insurance agent and as a securities salesperson according to the provisions outlined in Policy 1.1 (mentioned above). Conditions of Dual Registration: Only individuals who obtain the explicit written approval of the Administrator and the Superintendent of Insurance (the "Superintendent") shall be permitted to act in both capacities as a salesperson and life insurance agent. Seeking Registration as a Securities Salesperson: 1. Where a life insurance agent licensed under the Insurance Act wishes to apply for registration under the Securities Act, the agent must, in order to maintain a license as a life insurance agent: (a) first obtain the written approval of the insurer sponsoring the agent; (b) at the time of making the application for the licence, file the sponsor's approval with the Superintendent; and (c) obtain and submit a copy to the Superintendent of Insurance of a letter of approval from the Administrator permitting the life insurance agent to sell both securities and life insurance. 2. An insurer who acts as a sponsor under the Insurance Act has primary responsibility for deciding whether to permit its life insurance agents to apply to be registered under the Securities Act and to ensure compliance with Policy No. 1.1. 3. An insurer who permits its life insurance agents to be registered under the Securities Act must ensure that securities activities are carried on separately and apart form insurance activities.

14 4. The individual applying for the registration must: (a) be (or will be) employed by a broker registered under the Securities Act; (b) advise the broker and the Administrator of being appropriately licensed under the Insurance Act; (c) deliver to the Administrator a letter from the registered broker who will employ the individual, not objecting to the dual licensing; (d) meet all the applicable requirements as set out in the Securities Act, its Regulations and any policy issued by the Administrator; and (e) be, in the opinion of the Administrator, suitable for dual licensing and that such dual licensing is not contrary to the public interest. Seeking Registration as an Insurance Agent: 1. Where a salesperson registered under the Securities Act wishes to apply for a licence under the Insurance Act, the salesperson must: (a) first obtain the written approval of the broker employing the salesperson; (b) at the time of making the application for the licence, file the broker's approval with the Administrator; and (c) obtain and submit a copy to the Administrator a letter of approval from the Superintendent permitting the salesperson to sell both life insurance and securities. 2. A broker has primary responsibility for deciding whether to permit its salespersons to apply to be licensed under the Insurance Act and to ensure compliance with Policy Statement No. 1.1. 3. A broker that permits its salespersons to be licensed under the Insurance Act must ensure that insurance activities are carried on separately and apart from securities activities. 4. The Superintendent may license such individual as a life insurance agent under the Insurance Act, provided that the individual applying for licensing: (a) will be sponsored by an insurer licensed under the Insurance Act; (b) advises the insurer and the Superintendent of the nature of the registration held under the Securities Act; (c) delivers to the Superintendent a letter from the insurer who will be sponsoring the individual, not objecting to the dual licensing; (d) meets all the applicable requirements as set out in the Insurance Act, its regulations and any policy issued by the Superintendent; and (e) in the opinion of the Superintendent, is suitable for dual licensing and that such dual licensing is not contrary to the public interest. Conditions for Maintaining Dual Registration: 1. In order to maintain dual registration an individual must comply with the following conditions: (a) All letterhead, signs, business cards and other material used by the salesperson in connection with a trade in securities must state prominently the name of the broker that employs the salesperson. (b) Salespersons must represent themselves as salespersons of a broker when acting in connection with a trade in securities.

15 (c) The salesperson must ensure that all securities involving the salesperson are effected by the broker with whom the salesperson is employed and not by any other broker. (d) All letterhead, signs, business cards and other material used by the life insurance agent in connection with the distribution of insurance must state prominently the name of the insurer which sponsors the agent. (e) Life insurance agents must represent themselves as such, when acting in connection with the distribution of insurance. 2. The broker employing a dually registered salesperson and an insurer sponsoring a dually registered life insurance agent must comply with certain ongoing obligations such as monitoring the dual registrant's activities and implementing procedures to ensure that members of the public dealing with that individual understand the nature and consequences of dual registration (as set out in Policy No. 1.1). Justice Securities Administration 133 Prince William Street Suite 606, Harbour Building Saint John, New Brunswick Canada E2L 4Y9 Telephone No.- (506) 658-3060 Office of the Superintendent of Insurance P.O. Box 6000 Fredericton, New Brunswick Canada E3B 5H1 Telephone No.- (506) 453-2540

16 Nova Scotia Securities Act, R.S.N.S. 1989, c.418: Section 31 states that no person or company shall trade in a security unless the person or company is registered as a dealer or salesman of a registered dealer. Securities Regulations, N.S. Reg. 201/87: None applicable. Policy Statements: Policy No. 2.3 - Dual Licensing Under The Securities Act And The Insurance Act sets out the requirements which the Nova Scotia Securities Commission requires to be met in order for an individual to be registered or maintain registration as a salesperson or trading officer of a registered dealer under the Securities Act while also licensed or seeking to be licensed as an insurance agent under the Insurance Act. Although not stated in the insurance legislation of the province, it is the policy of the Superintendent of Insurance of Nova Scotia that an individual can be registered both as a life insurance agent and as a securities broker. Conditions of Dual Registration for Securities Salespersons: 1. The employer dealer must implement procedures to ensure that a client dealing in a security with the dually licensed employee: (a) knows that the client is dealing with the employer dealer in respect of the transaction and not the employer who employed the employee in his/her capacity as an insurance agent and that the security in question is not an insurance product; (b) knows the procedure for the handling of confidential client information, the identity of any person or company to whom such information might be disclosed and its relationship, if any, to the employer dealer, the nature of the information, and the use that will be made of the information; (c) knows the effect, if any, that a revocation of consent by the client regarding the use of confidential client information may have on the client's ability to continue to deal with the dealer, and (d) consents to the disclosure of confidential client information. 2. The employer dealer shall not directly employ the employee in his/her capacity as an insurance agent. Seeking Registration as a Securities Salesperson: 1. An employee licensed under the Insurance Act seeking registration under the Securities Act must: (a) advise the employer dealer and the Director of Securities (the "Director") that the employee holds a license under the Insurance Act;

17 (b) deliver to the Director a written acknowledgement by the employer dealer of the intent to dually register and a statement that the employer dealer does not object thereto; and (c) satisfy the Director that the Superintendent of Insurance has been notified of the intent to dually register. 2. An employee licensed under the Securities Act seeking registration under the Insurance Act must: (a) obtain and file with the Director a written acknowledgement by the employer dealer that the employee proposes to dually register and a statement that the employer dealer does not object thereto, and (b) advise the Director upon receipt of the license. Conditions for Maintaining Dual Registration: 1. A dually licensed employee must: (a) with respect to securities activities, only use materials such as letterhead, signs and business cards, which state prominently the name of the employer dealer; (b) represent herself/himself as an employee of the employer dealer when acting in connection with securities activities; (c) immediately notify the employer dealer and the Director of any investigation or disciplinary action commenced against the employee under the Insurance Act. Nova Scotia Securities Commission 2nd Floor, Joseph Howe Building P.O. Box 468 1690 Hollis Street Halifax, Nova Scotia Canada B3J 2P8 Telephone No.- (902) 424-7768 Office of the Superintendent of Insurance Department of Business and Consumer Services P.O. Box 815 Dartmouth, Nova Scotia Canada B2Y 323 Telephone No.- (902) 424-6770

18 Prince Edward Island The Securities Act, R.S.P.E.I. 1988: Section 2 states that no person shall trade in any security unless he is registered as a broker or salesman of a registered broker. The Securities Act Regulations, R.R.P.E.I., c. S-3: Subsection 41(1) states that no individual shall be granted registration or renewal of registration as a salesman unless he is employed full time as a salesman. However, subsection 41(2) states that subsection (1) does not apply to an individual granted registration or renewal of registration where (1) the individual holds a license as an insurance agent under the Insurance Act and is in the employ or under the sponsorship of the dealer who proposes to employ him, (2) has written consent of the dealer employing him and the Registrar to be employed outside the normal working hours, and (3) there is no conflict of interest arising from his duties as a salesman and his other activity. Policy Statements: None applicable. It is the policy of the Provincial Affairs and Attorney-General Licensing Division that an individual may be dually registered both as a life insurance agent and as a securities broker provident that the individual is a resident of Prince Edward Island. Consumer, Corporate and Insurance Division P.O. Box 2000 27 Rochford Street 5th Floor, Shaw Building Charlottetown, Prince Edward Island Canada C1A 7N8 Telephone No.- (902) 368-4550 Department of Provincial Affairs P.O. Box 2000 Charlottetown, Prince Edward Island Canada C1A 7N8 Telephone No.- (902) 368-4564

19 Newfoundland The Securities Act, R.S.N. 1990, c. S-13: Section 26 states that a person or company shall not trade in a security unless the person or company is registered as a dealer, or is registered as a salesperson of a registered dealer. Securities Regulations, 1991, Regulation 58/91: Subsection 114(1) states that no individual shall be granted registration or renewal of registration as a salesperson unless he or she is employed full time as a salesperson. However, subsection 114(2) states that subsection 1 does not apply to an individual granted registration or renewal of registration where...(f) the individual holds a licence as an agent under The Life and Accident Insurance Agents (Licensing) Act. Policy Statements: None applicable. The Licensing Division of Government Services and Lands in Newfoundland states that an individual may be dually registered both as a life insurance agent and as a securities broker provided that the full-time requirements for insurance registration are met. The Licensing Division interprets this provision to permit an individual to work full time as an insurance agent while at the same time carrying on the business of a securities broker. Department of Justice Securities Division Government of Newfoundland and Labrador 4th Floor, East Block Confederation Building St. John's, Newfoundland Canada A1B 4J6 Telephone No.- (709) 729-4189 Commercial and Corporate Affairs Department of Government Services and Lands P.O. Box 8700 St. John's, Newfoundland Canada A1B 4J6 Telephone No.- (709) 729-2571

20 Investment Dealers Association of Canada By-Law 18.5 of the Investment Dealers Association of Canada states that a registered representative or investment representative may have, and may continue to have, another gainful occupation provided that (1) the securities legislation specifically permits him or her to devote less than his or her full time to the securities business, (2) the member employing the individual acknowledges in writing to the Association its responsibility for supervision of said individual, and (3) the member establishes and maintains procedures approved by the Director of Compliance to ensure continuous service to clients and address potential conflict of interest problems. Stock Exchange By-laws The Vancouver Stock Exchange: Rule D.1.02 of the Vancouver Stock Exchange states that no member shall employ a person as a part-time Registered Representative other than as a Registered Representative (Restricted). Rule D.1.03 states that from time to time the Exchange may approve as "registered Representative (Restricted)" any person who is not engaged primarily in dealing with clients. Alberta Stock Exchange: Under the by-laws relating to the transaction of the business affairs of the Alberta Stock Exchange, Sec. 8.16 allows a registered representative to have other gainful employment provided that (1) the securities commission permits him or her to devote less than his or her full time to the securities business, (2) the member employing the individual acknowledges in writing to the Exchange its responsibility for the supervision of said individual, and (3) the member establishes and maintains procedures, approved by the Exchange, which ensure continuous service to clients and which address potential conflict of interest problems. The Toronto Stock Exchange: By-Law 8.10A of the Toronto Stock Exchange states that a registered representative or a registered representative (restricted) may have another gainful occupation provided that (1) the securities legislation specifically permits him or her to devote less than his or her full time to the securities business, (2) the member employing the individual acknowledges in writing to the Exchange its responsibility for supervision of said individual, and (3) the member establishes and maintains procedures approved by the Exchange to ensure continuous service to clients and address potential conflict of interest problems. Montreal Exchange: Under the rules of the Montreal Exchange, Rule 7410 states that every registered representative of a member must devote his entire time during business hours to the business of the member employing him, and must not at any time be engaged in any other business or be employed by any other corporation, firm, or individual as officer or for any other duty without the prior consent of the Exchange (emphasis added).