New guidance on order execution only account services and activities

1. Background

On December 13, 2024, CIRO published a consultation soliciting feedback regarding the limitations of advice in the OEO channel (the Phase 1 consultation).1  We received extensive feedback on the Phase 1 consultation from participants across the industry, including OEO Dealers, industry associations, and investor protection advocacy groups. All comments received are available on CIRO’s website.

CIRO On August 12, 2025, CIRO published a subsequent consultation soliciting feedback regarding proposed new guidance for OEO Dealers (the Phase 2 consultation).2 The results of this consultation are detailed below in section 2.

2. Comments received in Phase 2 consultation

We received 15 comment letters in response to the Phase 2 consultation. In Appendix 2, we have provided a blackline comparison of the updated OEO Guidance to the version published in the Phase 2 consultation. In Appendix 3, we have provided a summary of the comments received in the Phase 2 consultation and our responses.

2.1 General feedback

Commenters generally supported CIRO's initiative to enhance investor protection and improve the OEO framework, recognizing the evolving needs of DIY investors and the importance of providing high-quality information and tools through regulated channels. Many commenters supported taking the principle-based and technology neutral approach to modernizing the OEO framework.

Crucially, most commenters supported the revised test for a prohibited recommendation in the updated OEO guidance, which hinges on whether the OEO Dealer endorses a specific investment decision for a client. This is a critical distinction from the former OEO Guidance, which instead defined a prohibited recommendation as any communication that could influence a specific investment decision. The broad language of that former test caused industry concerns that even objective, factual statements could be captured if they happened to influence a client.

Many commenters called for the updated OEO Guidance to be principle-based, rather than prescriptive, to avoid the chilling effect that the former OEO Guidance had on many OEO Dealers. We acknowledge these comments. The updated OEO Guidance contains language throughout the document that makes clear that the examples provided therein are not intended to be exhaustive, particularly in respect of the examples provided for possible decision-making supports, applicable safeguards, potential conflicts of interest, etc. CIRO recognizes that this segment of the industry is still evolving and we emphasize that the updated OEO Guidance is intended to be illustrative, rather than exhaustive. The principles outlined in the updated OEO Guidance are intended to be applied as OEO Dealers continue to develop new decision-making supports to serve DIY investor clients.

2.2 Feedback related to the consultation questions

Consultation question #1

The first question in the Phase 2 consultation focused on a non-exhaustive list of key safeguards that should be considered if OEO Dealers make decision-making supports available to clients. CIRO asked commenters whether additional safeguards should be listed.

All commenters supported OEO Dealers’ ability to offer decision-making supports to clients. Some commenters (comprised of OEO Dealers or OEO Dealer industry associations) believed the discussion in the updated OEO guidance was sufficient and encouraged CIRO to refrain from being overly-perscriptive in respect of safeguards given the iterative and developing nature of these tool. In contrast, several commenters (all of whom have investment protection mandates) submitted that the updated OEO Guidance should include additional safeguards for OEO Dealers to consider. These commenters cited research regarding the behviours of DIY investors and commented that DIY investors have varied levels of financial literacy. They submitted that while the OEO channel can indeed empower these investors to make their own investment decisions, research shows that the OEO channel can also enable (and, in some cases, incentivize) risky investment behaviours and decisions that lead DIY investors to disastrous results.

CIRO has reflected the above feedback in the updated OEO Guidance. We added language to emphasize that safeguards discussed in the updated OEO Guidance are not intended to be prescriptive nor exhaustive. We added explanatory language regarding the risks of the OEO channel for DIY investors.

To make the updated OEO Guidance easier to read, we removed repetitive drafting of safeguards from different subsections and streamlined them into a single, general list that should be considered in respect of virtually all decision-making supports. Any considerations that are specific to a particular decision-making support are discussed in that specific subsection.

Consultation question #2

The second question in the Phase 2 consultation asked for commenters’ views regarding sample portfolios. In that publication, we proposed that OEO Dealers may provide sample portfolios that can be used in combination with filtering tools so that clients can receive support from OEO Dealers on asset allocation at the portfolio level, while still remaining responsible for their own specific investment decisions. We asked OEO Dealers whether, in their view, sample portfolios should also include specific securities or derivatives.

Having reviewed the varied responses submitted in the Phase 2 consultation, and following further analysis by the securities regulatory authorities, we have decided to maintain the proposed approach.

To reiterate, the updated OEO Guidance explicitly states that OEO Dealers cannot avoid the revised recommendation prohibition by simply stating that a sample portfolio is not tailored to a specific client. A sample portfolio should be used to show clients a portfolio that corresponds to what would generally be appropriate for such a client (such as conservative vs. aggressive portfolios).

As explicitly stated in the updated OEO Guidance, OEO Dealers can make available sample portfolios that set out asset allocations and can also provide filtering tools relating to those allocations subject to the applicable requirements and key safeguards. This allows clients to select the specific securities or derivatives that would be used to fill in the general asset allocations. In this set-up, the OEO Dealer has not endorsed any specific investment product as the client is still fundamentally required to make their own investment decisions to fulfill specific positions. Therefore, the sample portfolio is not a prohibited recommendation.

We believe this approach strikes the appropriate balance between allowing OEO Dealers to offer clients helpful information (thus reducing investors’ reliance on unregulated channels for this type of information) while still complying with the IDPC Rules.

Consultation question #3

The third question in the Phase 2 consultation asked whether commenters would like CIRO publish an analysis of different decision-making supports in a supporting document alongside the Proposed Guidance.

Some commenters were open to this suggestion, with the caveat that such a publication would be non-perscriptive and non-binding. Other commenters submitted that CIRO should publish such an analysis.

Given the varied nature of this feedback, CIRO has decided not to publish any further analysis of hypothetical examples of decision-making supports alongside the updated OEO Guidance, as it is not clear that it would be helpful at this time. The industry will have time to ingest the updated OEO Guidance and develop decision-making supports and safeguards accordingly.

CIRO intends CIRO intends to publish a report by the summer of 2026 on its findings from behavioural research into the impact of decision-making supports on high-risk investment strategies. OEO Dealers are encouraged to review this report when it is available and consider the findings set out therein when developing their own decision.

Consultation question #4

The fourth question in the Phase 2 consultation reiterated that the proposed new guidance did not contemplate OEO Dealers whose product shelves are largely restricted to proprietary or affiliate products, or a very limited range of products. Commenters were asked to submit whether they disagreed with this position.

Feedback was varied on this point. Several commenters submitted that limiting shelves to proprietary or affiliated products would create significant conflicts of interest that are difficult to address according to the IDPC Rules and National Instrument 31-103. Others submitted that while conflicts do arise in this model, CIRO should remain neutral in its regulation of different business models (including proprietary models) and that any material conflicts that arise in this scenario can be managed, rather than excluding such OEO Dealers from the guidance.

We note that CIRO already permits proprietary product shelves for investment dealers. The updated OEO Guidance states nothing to the contrary. However, much of the discussion in the updated OEO Guidance regarding how to address conflicts of interest in the OEO channel (and other applicable safeguards) may not be relevant or sufficient in the case of a primarily proprietary, affiliate, or limited product shelf. We have added explanantory language in the updated OEO Guidance to clarify this point.

We maintain that any OEO Dealer contemplating operating in such a manner should contact CIRO at an early stage in its planning.

2.3 Additional feedback

Outside of the specific consultation questions, there were some recurring themes among the comments submitted.

Method of delivery of a communication

The method of delivery of a communication by an OEO Dealer was referred to in the former OEO Guidance as the “push” v.s. “pull” distinction. Commenters were generally aligned with CIRO’s view in the proposed new Guidance that the method of delivery should not be determinative of whether a communication is a prohibited recommendation. However, feedback was varied regarding whether an OEO Dealer proactively sending unsolicited content that could be reasonably interpreted by a DIY client as an endorsement of specific investment decision should be considered a prohibited recommendation.

Ultimately, in the updated OEO Guidance, CIRO sets out that the method of delivery is not determinative of whether a communication is a prohibited recommendation. However, a communication that is sent proactively by the OEO Dealer, and is not solicited by the client, might imply an endorsement by the OEO Dealer. CIRO cautions that OEO Dealers should not assume that DIY investors have the sophistication to understand that certain types of communications (such as research reports, which typically contain recommendation language) do not represent the views of the OEO Dealer. OEO Dealers who make content with recommendation language available to clients should make it explicitly clear that any endorsing language has been made by the third parties and that OEO Dealer does not endorse any recommendations made in these commendations.

Meaningful disclosure

Several commenters raised the importance of plain, clear and meaningful disclosure for DIY investors in the OEO channel. These clients may have varied levels of financial literacy and do not have the benefit of registered advisers to explain the features, limitations, risks, and possible conflicts related to certain products or services offered by OEO Dealers.

Specifically, commenters emphasized that one-time disclosure by the OEO Dealer, or disclosure that is provided among a large volume of unrelated generic disclosure (such as at account opening or on a ‘general disclaimers’ webpage of the OEO Dealer) is not necessarily effective disclosure, particularly for DIY investors. Commenters recommended alternatives such as continuous disclosure that explains to the client how that disclosure applies to a product or service in real time as the client engages with that product or service (such as via pop-up alerts and notifications, or by placing the disclosure on the same webpage as product or service the Dealer is offering).

We strongly agree with these comments and always intended this to be captured under the guidance. We have added language emphasizing this point to the updated OEO Guidance.

3. Implementation

The updated OEO Guidance is effective immediately.

This updated Guidance Note replaces CIRO Guidance Note - GN-3400-21-003 - Guidance on Order Execution Only Services and Activities (March 12, 2021).

4. Appendices

Appendix 1 – Updated Guidance Note: Guidance on order execution only account services and activities

Appendix 2 – Updated Guidance Note: Guidance on order execution only account services and activities blackline to the previous published guidance in the Phase 2 consultation

Appendix 3 – Summary of public comments received from Phase 2 consultation

• 1Bulletin 24-0367.
• 2Bulletin 25-0227.