Whistling past borders: Recent financial award highlights the OSC whistleblower program’s global reach
The Ontario Securities Commission (OSC) announced recently that it has awarded $240,000 to joint whistleblowers for a tip that originated from outside of Canada. According to the OSC, the whistleblower tip contained “detailed independent analysis upfront with specific, timely and credible information, as well as relevant supporting records.” The OSC also emphasized that the misconduct put substantial investor funds at risk and would have been challenging to uncover without the whistleblower’s tip. Financial rewards are only paid to whistleblowers for concluded cases where the sanctions exceed $1 million.
This award was made under the OSC’s Whistleblower Policy (Policy) which we discussed in previous articles here and here. Under the Policy, eligible whistleblowers may be awarded up to $5 million for reporting serious securities-related misconduct that leads to significant enforcement or settlement outcomes.
The OSC announcement did not disclose what enforcement proceeding the whistleblowers provided the OSC assistance with. Awards are paid after cases are concluded and all rights to appeal have expired. Under the Policy, the OSC makes all reasonable efforts to ensure whistleblower confidentiality so the identity of the whistleblowers, what each whistleblower received, and the related enforcement proceeding were not disclosed.
- The global reach of the Policy (and its financial reward) is underlined by the OSC’s disclosure that these whistleblowers are not based in Canada. We expect global tips will continue to inform the OSC’s investigations and proceedings. In its first five years, the OSC whistleblower program received tips from individuals in 15 other countries. As a comparison, the US Securities and Exchange Commission whistleblower program has received tips from individuals in over 130 countries in the first ten years. Given the globalization of capital markets, we expect foreign whistleblowers to play an important role in assisting the OSC in addressing potential wrongdoing that may otherwise be hard to detect.
- The Policy represents an increasingly important tool used by the OSC to identify potential misconduct in the capital market. Since the Policy came into effect in 2016:
- the OSC has awarded nearly $9 million to whistleblowers, including a total of $7.5 million to three whistleblowers on separate matters, as announced in 2019;
- the OSC has received approximately 650 tips from whistleblowers in Canada and over 15 jurisdictions; and
- enforcement actions involving whistleblower tips have resulted in financial sanctions of approximately $44 million.
- The OSC has also recently leveraged the Policy to solicit tips for specific investigative priorities. For instance, in October 2020, the OSC sought tips about market participants engaged in insider trading, market manipulation or abusive short selling around public offerings or private placements while reminding any potential whistleblowers that a potential financial award of up to $5 million is available for tips that lead to an enforcement action. We expect this trend to continue.