17.8.4 Distribution Of Mutual Funds By Financial Institutions

Distribution Of Mutual Funds By Financial Institutions

Some specific rules apply to the distribution of mutual funds by financial institutions (FIs) such as banks, trust companies, insurance companies, and loan companies. This chapter delves into the requirements that FIs must observe for the distribution of mutual funds.

Control of Registrant

An FI can sell mutual fund securities in its branches only through a corporation (i.e., dealer) that it controls directly or indirectly or with which it is affiliated. The dealer must be registered in every province or territory where the mutual fund securities are sold.

Registration

Only registered mutual fund sales representatives can legally sell mutual funds.

Dual Employment

Employees of FIs who are involved in financial services activities can also become registered mutual fund representatives of the dealer, provided dual employment is allowed by the legislation governing the FI.

Conflicts of Interest

Conflicts of interest may arise due to dual employment. It is essential to highlight potential conflicts, such as when employees are compensated based solely on their mutual fund sales, leading to the sale of mutual funds to clients even when more suitable products are available.

Even when representatives are compensated with salary only, other conflicts can arise. For example, a representative with the authority to approve a client loan might exercise this authority to facilitate purchasing mutual funds.

To mitigate these conflicts, dealers must implement supervisory rules approved by the relevant securities administrator unless they meet the following provisions:

• Dually Employed Representatives Paid Salary Only
  • A dually employed representative cannot approve loans to finance the purchase of mutual fund securities sold by that representative.
  • Any loan facilitated by a dually employed representative must be approved by a senior lending officer.

In-house Funds

Rules regarding mutual fund distribution by an FI mainly address distributing in-house mutual fund securities (those sponsored by the FI or its subsidiaries). If an FI wishes to sell mutual fund securities sponsored by a third party, the relevant securities regulator must be consulted.

Proficiency Requirements

Officers, directors, and representatives of the dealer must meet proficiency standards set by the applicable securities commission.

Premises and Disclosure Requirements

It must be clear to clients that the business activities of the dealer and the FI are separate. While separate premises within a branch are not necessary, adequate disclosures must be communicated. These disclosures must inform clients that purchased mutual funds are:

• Not guaranteed by the financial institution,
• Not covered by deposit insurance such as Canada Deposit Insurance Corporation,
• Subject to value and return fluctuations.

The disclosure statement must be printed in bold text and appear on all relevant documents including fund prospectuses, subscription or order forms, confirmation slips, and promotional materials.

Additionally, if the FI lends money to facilitate purchasing mutual fund securities, the dealer must disclose that the entire loan amount must be repaid even if the mutual fund value declines. Note that the Nova Scotia securities administrator may demand further details regarding such loans.

Key Terms & Definitions

• Financial Institution (FI): An organization such as a bank, trust company, insurance company, or loan company dealing with financial and monetary transactions like deposits, loans, investments, and currency exchange.
• Dealer: A firm or individual registered to purchase and dispose of mutual fund securities.
• Dually Employed Representative: An FI employee who is also registered to sell mutual fund securities.
• Conflict of Interest: A situation where a person’s financial, or personal considerations may affect their objectivity in providing client services.
• Proficiency Requirements: Regulatory standards mandated for certifying individuals in financial services to ensure they have requisite knowledge and skills.
• Disclosure: The act of making information or details known, ensuring transparency.

Key Takeaways

• Only registered representatives can sell mutual funds, and the FI must control the dealer either directly or indirectly.
• Dual employment can lead to conflicts of interest, necessitating stringent supervisory rules and disclosure requirements.
• Proficiency standards must be met by all officers, directors, and representatives of the dealer.
• Comprehensive disclosure to clients underscores the separation between the FI and the dealer’s business and the risks of mutual funds.

Frequently Asked Questions (FAQs)

1. Who can sell mutual funds in a financial institution?

Only registered mutual fund sales representatives can sell mutual funds within a financial institution.

2. What are potential conflicts of interest in dual employment?

Conflicts can arise if employees are motivated to sell mutual funds over more suitable products, primarily if they are compensated based on sales performance. A conflict might also occur if an employee issues loans for purchasing mutual funds they sell.

3. What disclosures must financial institutions make to mutual fund investors?

FIs must ensure investors know that mutual fund offerings are not guaranteed by the FI, not covered by deposit insurance, and subject to fluctuations in value and returns.

4. What are in-house funds?

These are mutual fund securities issued by a mutual fund sponsored by the financial institution or it
`s subsidiaries. For third-party mutual fund distribution, the relevant securities regulator must be consulted.