Legal Notice

1. Definitions
2. Information Source
3. Disclosure and Acknowledgement
4. Use of Password
5. Trade Orders
6. Confidentiality
7. Billing
8. Trademarks and Copyright
9. Limits of Liability
10. General Provisions
11. Electronic Document Transmission Approval
12. Information on Multiple Marketplaces

Whereas Desjardins Online Brokerage, a division of Desjardins Securities Inc., is offering you the use of its online brokerage service (hereinafter, "Internet Services"), subject to your acceptance of each and every term and condition stipulated herein, and of each and every term and condition set forth in the appropriate account agreements, and subject to Desjardins Online Brokerage reserving its right to terminate the present agreement and discontinue its Internet Services, at any time, either in general or for one particular customer, you accept as user of these services (hereinafter the "User"), and consequently agree to each of the following terms and conditions:

Definitions

1. “Password” means the User's personal password, as selected and/or subsequently modified by the User.
2. “Transaction Order” means any order to buy, sell or short sell securities which is transmitted by the User to Desjardins Online Brokerage, using the Internet Services.
3. “Securities” include any stock, any debt equity, any option, any unit of a mutual fund or any other securities.
4. “Suppliers” include, without limitation.
   1. Ice Data Services inc., supplier of Market-Q platform; and
   2. Any other person providing Desjardins Online Brokerage with information, reference material or data.
5. “Computer” includes any type of computer or instrument from which the user can access its brokerage account or online information, including amongst others any similar device such as Blackberry, Palm and other types of smart phones, etc.

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Information

The information, facts and data provided by the Internet Services, including those provided to Desjardins Online Brokerage by any third party have been obtained from generally reliable sources. These information, facts and data are provided for information purposes only. Desjardins Online Brokerage or Desjardins Securities inc. does not represent or warrant, explicitly or implicitly, the timeliness, accuracy, quality or completeness of said information, facts and data. The User agrees and acknowledges that the information, facts and data provided by Desjardins Online Brokerage’s information suppliers may include views and general recommendations but that Desjardins Online Brokerage does not endorse such advice or recommendations, nor does it provide investment recommendations or give tax, accounting or legal opinions, nor does it recommend the purchase and/or sale of any Securities.

Desjardins Online Brokerage, Desjardins Securities Inc. and its information suppliers shall not be liable to the User for the unavailability, interruption, delay, incompleteness or inaccuracy of information, facts and data.

Under no circumstances may Desjardins Online Brokerage, Desjardins Securities Inc. and its suppliers be held responsible, in any manner whatsoever, either by the User or a third party, for direct or indirect, special, punitive, consequential or incidental damages, including interest, notably, and without limiting the generality of the following, any loss of revenue or any loss of prospective economic advantage, due to the interruption of the Internet Services or an increase in operating costs, or any other damage or all other loss, costs or fees or damages stemming from any cause whatsoever, even if Desjardins Online Brokerage, Desjardins Securities Inc., and its suppliers have been informed about the possibility of such damages, including interest, costs or fees, unless the damages are the result of a gross or intentional fault or gross negligence or wilful misconduct, or of a breach of legal or regulatory obligations by Desjardins Securities Inc.

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Disclosure and Acknowledgment

Desjardins Online Brokerage is merely providing an order-execution only service. Desjardins Online Brokerage does not and will not provide any recommendations to the User nor any of its other clients, and will not be responsible for making a suitability determination of trades when accepting orders from a User. The User acknowledges and agrees that he alone is responsible for his investment decisions and that Desjardins Online Brokerage does not and will not consider his financial situation, investment knowledge, investment objectives and risk tolerance when accepting orders from him. The User represents and warrants to Desjardins Online Brokerage that he has the required investment knowledge and appropriate experience in order to make his own investment decisions, and the financial capacity and risk tolerance to sustain any trading losses or loss of anticipated profits that may arise from his investment decisions.

In using the Internet Services and, particularly, in giving transaction orders, the User acknowledges that Desjardins Online Brokerage operates a discount brokerage service that does not provide any advice or recommendation to its customers, and the User represents and warrants to Desjardins Online Brokerage that he has all the required knowledge and the pertinent experience to make his own choices regarding his investments, and that he has consulted or will consult, every time it was or will be either necessary or appropriate, his own investment, tax, accounting or legal advisors.

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Use of Password

The User agrees not to select an obvious Password, such as his date of birth and to change his password on a regular basis to reduce the potential for unauthorized use.

The User agrees to be the sole user of his computer or similar device and not to divulge his Password to anyone, in any manner and for any reason whatsoever, nor to record it on any documentation that is readily accessible. In all cases, the User is solely responsible for all the infractions and omissions of security measures and is solely responsible for all the costs and fees generated and for any operations and transactions made using his Password and for any associated charges and fees. Neither Desjardins Online Brokerage nor Desjardins Securities Inc. may be held responsible for any loss, charges, fees, operations or transactions made following the use of the User’s Password by the User himself, or by any unauthorized person.

The User agrees to immediately notify Desjardins Online Brokerage and to immediately change his Password by accessing the platform of the Desjardins Online Brokerage’s main Web site from the moment he becomes aware of the use of his Password by an unauthorized person, or suspect that another party knows of it and wishes to use it fraudulently and as soon as he is aware of the theft or loss of his computer or similar device or of documentation on which is inscribed the Password.

The User agrees not to let a third party use his computer or similar device or leave his computer or similar device unattended after he has entered his password, unless he first logs off in a secured way from the Internet Services.

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Transaction Orders

The User agrees and acknowledges that all transaction orders are subject to verification of his Desjardins Online Brokerage account, which includes, the sufficiency of funds. The User acknowledges the right of Desjardins Online Brokerage to refuse to execute any transaction orders, at its sole discretion, in accordance with the applicable regulations.

Notwithstanding the above, the User hereby authorizes Desjardins Online Brokerage to execute any transaction order submitted using the Internet Services, and agrees to be solely responsible for any instructions communicated to Desjardins Online Brokerage using the Internet Services.

The User accepts that it is not possible to change, via the Internet Services or otherwise, a transaction order that has already been executed by Desjardins Online Brokerage.

The User agrees and acknowledges that, with respect to subsequent changes to a transaction order that has not yet been executed, Desjardins Online Brokerage is required only to act on a "best efforts" basis, according to the circumstances.

The User agrees that in the case of any inconsistency between the data generated by the User and the data registered by Desjardins Online Brokerage’s systems, the latter shall prevail.

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Confidentiality

Desjardins Online Brokerage cannot guarantee the User the privacy and confidentiality of its Internet Services. Any instructions or messages sent by the User or Desjardins Online Brokerage can be lost, intercepted or modified. The User agrees that they are using the Internet Services at their own risk and that neither Desjardins Online Brokerage nor Desjardins Securities Inc. will be responsible for any damages the User may suffer by the loss of confidential information or transaction orders sent by the User or information that Desjardins Online Brokerage, Desjardins Securities inc. or its suppliers may transmit to the User, unless the damages are the result of a gross or intentional fault or gross negligence or wilful misconduct by Desjardins Securities Inc.

The User also agrees and acknowledges that Desjardins Online Brokerage and Desjardins Securities Inc. will not be responsible for any damages that the User may incur when Desjardins Online Brokerage transmits confidential information to the User, unless the damages are the result of a gross or intentional fault or gross negligence or wilful misconduct by Desjardins Securities Inc.

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Billing

The User agrees to allow Desjardins Online Brokerage to withdraw the amounts required to maintain access to the Internet Service directly from the user’s brokerage account. No matter the date on which the user signs up for the Internet Service, the user agrees to pay the amount of a full month of service excluding the promotional period.

The User who wishes to terminate the Internet Service must advise Desjardins Online Brokerage no later than the day prior to the last working day of the current month, in order to avoid charges for the following month. User fees for the current month must be paid in full by the User. Access to the Internet Service will be withdrawn from the User the last working day of the month in which the User’s request has been made.

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Trademarks and Copyright

The User acknowledges that all information, facts and data conveyed through the Internet Services are proprietary to Desjardins Online Brokerage, Desjardins Securities Inc. and/or to its information suppliers, and are protected by applicable copyright laws, trademarks laws, device marks law and any other applicable intellectual property laws. The User agrees not to download, retransmit, reproduce or modify the information supplied through the Internet Services, under penalty of a legal proceeding for damages, without the prior consent of Desjardins Online Brokerage and its information suppliers, unless such reproduction is made for the User's personal use only.

The User agrees that he shall receive information, facts and data solely for his own use.

In no case shall the User retransmit or otherwise furnish information to any other person. The User acknowledges that said information, facts and data are and shall remain the property of Desjardins Online Brokerage and/or of its information suppliers.

Any names, services, words, phrases, icons or others that are used may constitute trade names, trademarks or service marks of their respective owners, the use of which may have been licensed to them. The display of trade names, trademarks or service marks does not imply that license of any kind has been granted to anyone.

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Limits of Liability

1. Desjardins Online Brokerage, Desjardins Securities Inc. and their directors, officers, employees or agents may, at their discretion, use the Internet Services to act in all matters on instructions or transaction orders given or purporting to be given by the User, or on his behalf, and Desjardins Online Brokerage, Desjardins Securities Inc. and their directors, officers, employees or agents shall not incur any liability, by reason of acting or not acting on such instructions or transaction order. Neither Desjardins Online Brokerage, nor Desjardins Securities Inc., nor their directors, officers, employees or agents, nor any information supplier may be held liable for :
   1. any inaccuracy, error, delay, interruption or omission of any information;
   2. any loss or injury caused, in whole or in part, by contingencies beyond their control in procuring, interpreting, compiling, writing, editing, reporting or delivering any information or other services through the Internet Services;
   3. technical hardware or software failures of any kind, lost or unavailable network connections, or failed, incomplete, scrambled or delayed computer transmissions, whether caused by the User, Desjardins Online Brokerage or a third party, or by any of the equipment or programming associated with or utilized by the Internet Services, or by any technical or human error that may occur in processing a transaction order.
   4. any decision made or any action taken by the User in response to information provided through the Internet Services.
2. Notwithstanding the foregoing, the User agrees that Desjardins Online Brokerage, Desjardins Securities Inc. and their directors, officers, employees or agents and its information suppliers shall not be responsible for any kind of legal claim for any loss or damage (whether it be contractual, extra-contractual or otherwise) in any way connected with the Internet Services unless it is caused by intentional or gross fault or gross negligence or wilful misconduct or a breach of legal or regulatory obligations.
3. The User agrees that Desjardins Securities Inc. and their directors, officers, employees or agents and its information suppliers will not be liable for any loss or damage resulting from any cause over which Desjardins Securities Inc. and their directors, officers, employees or agents and its information suppliers have no control, including but not limited to, acts or omissions, failure of electronic or mechanical equipment or communication lines, telephone or other inter-connect problems, unauthorized access, theft, power failure, labour disputes or government intervention.
4. The User agrees to accept full responsibility for any loss caused as a result of the submission of a transaction order.
5. Desjardins Online Brokerage, Desjardins Securities Inc. and their directors, officers, employees or agents and its information suppliers do not warrant the accuracy, completeness, quality, adequacy or content of any information supplied by the Internet Services. Such information is provided "as is" without warranty or condition of any kind, either express or implied, including, without limitation, the implied warranties of merchantability, fitness for a particular purpose, or non-infringement. The Internet Services could include inaccuracies or typographical errors.
6. In no case shall Desjardins Online Brokerage, Desjardins Securities Inc. and their directors, officers, employees or agents and its information suppliers be held liable for any special, direct, indirect, incidental or consequential damages, including without limitation, lost revenues, lost profits or loss of prospective economic advantage, resulting from the use or misuse of the Internet Services, of the information, documents, software or content thereof, even if advised of the possibility of such damages, or for any claim by another party, unless the damages are the result of a gross or intentional fault or gross negligence or wilful misconduct or of a breach of legal or regulatory obligations by Desjardins Securities Inc.

Desjardins Online Brokerage, Desjardins Securities Inc. and their information suppliers offer no guarantees of any kind, express, implied or statutory, with regard to the Internet Services, including the information provided by their information suppliers. In particular, though without limitation, Desjardins Online Brokerage, Desjardins Securities Inc. and their information suppliers offer no guarantees as to the timely, truthful, sequential, complete, accurate, or continuous nature of the information, facts and data transmitter or shared, nor are any implied warranties given arising from trade usage, course of dealing, course of performance, nor are there any implied warranties of merchantability or compliance for a particular practice or use regarding these information or data.

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General Provisions

1. Modifications of provisions: The User agrees that Desjardins Online Brokerage may, at its sole discretion and without delay, modify any provision of this Agreement and inform the User via the Internet Services.
2. Interruption of the Internet Services: The User agrees and acknowledges that the Internet Services may be interrupted for any cause of any kind and the User agrees to undertake all the risks and suffer all the consequences of all interruptions for any cause of any kind.
3. Non Solicitation clause: The information, facts and data provided by the Internet Services do not constitute in any way a solicitation or an offer to buy or sell any securities.
4. Nullity of Provision: The invalidity or unenforceability of a provision or a condition shall attach only to such provision or condition and shall not affect the remainder of the Agreement.
5. Governing Law: This Agreement shall be governed and construed in accordance with the Canadian province where the User resides.
6. The parties acknowledge that they have required the original agreement and all related documents to be prepared exclusively in English. The User expressly acknowledges having read the Desjardins Online Brokerage Internet Services User Agreement, and agrees to abide by its provisions. The User acknowledges that he was given sufficient time and opportunity to obtain satisfactory explanations and clarifications of the nature and scope of the terms and conditions of the Desjardins Online Brokerage Internet Services User Agreement, by consulting the appropriate sections on the web site, or by contacting Desjardins Online Brokerage by phone at 1-866-873-7103, or in writing at 1170 Peel Street, Suite 105, Montreal, QC, H3B 0A9; as a result, the User declares that he understands and accepts all of the provisions of this Agreement.

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Electronic Document Transmission Approval

The User confirms having read and understood the following Electronic Document Transmission Approval, and agrees to the electronic transmission of the documents listed below according to the following terms.

1. The User agrees that order confirmations, account statements, or any other document Desjardins Online Brokerage chooses to provide him with in connection with the Internet Service and securities trading accounts opened via the Internet Service (“the Documents”), will be transmitted to him entirely by electronic means, including, access to these documents on the Internet Service site.
2. The user agrees to verify the order confirmations and account statements that Desjardins Online Brokerage makes available to him on the Internet Service site (www.disnat.com) and to advise Desjardins Online Brokerage of any error in accordance with the terms of the account. As for other documents to be issued electronically, Desjardins Online Brokerage will advise the User by e-mail.
3. The User must be equipped with a computer and Internet connection meeting the minimum configuration requirements for the Internet Service; these minimum requirements are outlined at (www.disnat.com);
4. Documents can be screened using the software specified at (www.disnat.com);
5. The User can obtain a hard copy of all Documents issued electronically by making a request by phone, regular mail or by e-mail to one of the telephone numbers and addresses mentioned at the end of this agreement by paying the fees indicated on the fee schedule, posted on the site and updated periodically, at (www.disnat.com). This clause may not apply in certain situations. It is recommended however that the User print out and retain all order confirmations and account statements for future use, especially tax purposes;
6. The Documents can be consulted and downloaded for a period of twelve (12) months after their date of issue;
7. In the event that the Internet Service is not accessible, and service can not be reinstated within a reasonable time, Desjardins Online Brokerage will supply the User with hard copy of order confirmations and account statements free-of-charge, for as long as and until a connection can be re-established;
8. Documents are kept in a secure environment which only the User can access with his Password;
9. The User may, at any time, change the e-mail address to which Documents are transmitted, by writing to one of the Desjardins Online Brokerage addresses indicated at the end of this agreement;
10. The User understands that he is not obliged to consent to the electronic transmission of documents. However, a User who wants to take advantage of the Internet Service, must necessarily accept to use this method of transmission;
11. The User understands that at any time he can withdraw his consent, by notifying Desjardins Online Brokerage, by telephone, by regular mail or by e-mail to one of the addresses or phone numbers at the end of this agreement; however, given the electronic nature of the Internet Service, the User who withdraws consent, agrees to no longer have access to the Internet Service.

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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 (VMD) therefore prepared an informative document describing the changes applying to various trade types.

For any question, please contact your Desjardins Securities Investment Advisor.

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’s trading staff is available for order execution between the hours of 9:30 a.m. and 4:00 p.m., 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 Desjardins Online Brokerage, the trading service is generally available from 8 a.m. to 5 p.m. ET.

Please be advised that unless otherwise stated, or unless otherwise agreed to between an Investment Advisor or Registered Representative of Desjardins Securities and the client:

1. an order received prior to 9:30 a.m. ET will route into the opening sequence of the marketplace for execution on the opening; and
2. an order received after 4:00 p.m. 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.

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 4:00 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 favorable 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.

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 VMD 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 4:00 p.m. 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 a.m. and 4:00 p.m. 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’s 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 Investment Advisor/Registered Representative on the expiry date should they wish the order to be re-instated.

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 VMD 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 a.m. ET, if a limit order is not immediately executable on any marketplace, the order will be sent to a marketplace determined by VMD’s 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 Investment Advisor/Registered Representative to obtain further information.

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Desjardins Securities Inc. uses the trade name “Desjardins Online Brokerage” for its discount brokerage activities. Discount brokerage products and services are consolidated under the trademark “Disnat”. 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 AgreementsThis link opens in a new tab includes the following:

• Terms of the relationship between Desjardins Online Brokerage and its client
• Description of products and services
• Fees and commissions schedules
• Description of the account activity documents the client will receive
• Protection of personal information
• Handling of complaints
• Statement of Principles on Conflicts of Interest
• Information on multiple marketplaces
• Disclosure: leverage
• Disclosure: strip bonds and strip bond packages
• Disclosure: options and futures trading

You can contact a Desjardins Online Brokerage representative for any questions on the content of this document.

Introduction

Desjardins Securities Inc. (“we,” “our,” “us,” or “the firm”) 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”, “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 representatives (directors, officers, partners, employees, agents), 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 assesses 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’s or its representatives’ 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, as the case may be.

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:

• For advisory accounts, we advise you on the purchase or sale of securities of a related or connected issuer, and we will notify you of our relationship with the issuer when giving you advice.
• For managed accounts, 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 or connected issuer or to view a current list of our related and connected issuers, see the Related and Connected Issuers Disclosure section below.

2. Proprietary products

As part of its business activities, Desjardins Securities may buy or sell, on behalf of its clients and when applicable, 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, investment 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 representatives when assessing the suitability or quality of exclusive products.

We usually manage these conflicts of interest as follows:

• We implement a process to review and understand the products that takes into account various factors in assessing whether proprietary products should be included in the firm’s product offering 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 representatives to favour proprietary products over other products.
• We disclose related and connected issuer relationships to clients. See also the Related and Connected Issuers Disclosure section 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, 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 representatives 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:

1. They are not guaranteed by a government deposit insurer.
2. They are not guaranteed by the caisses.
3. 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 representatives.

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.
• When applicable, 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 inform you whether we acted as principal or agent for each transaction on the trade confirmation.

5. Compensation and incentives

Desjardins Securities and its representatives 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 investment fund securities, bonds, principal-protected notes or newly issued securities sold by Desjardins Securities as underwriter or agent.

Except as part of online brokerage activities (order execution services), investment fund managers may pay ongoing trailing commissions to Desjardins Securities for the services and advice that we provide you. You are not directly charged the trailing commissions. However, these commissions 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 Pricing section of this document.

Desjardins Securities representatives may also receive incentives (monetary or otherwise) for the achievement of individual or business unit objectives with regard to business development or income generated.

In general, compensation and incentives may have the effect of encouraging an investment dealer or its representatives 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 Desjardins Securities representatives and clients with regard 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 obtained 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, 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, when applicable, and assess 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 Desjardins Securities referral arrangements, please see the Referral arrangements disclosure section below.

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

Desjardins Securities representatives 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 representatives may be offered or receive a gift or entertainment that could compromise or give the impression of compromising their independence.
• Desjardins Securities representatives 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 representatives 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.
• Our representatives could also put themselves in a conflict of interest situation by carrying out transactions in their personal account using confidential information about Desjardins Securities or its 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 representatives as a matter of basic principle.

Desjardins Securities’ Code of Professional Conduct and Compliance Handbook sets forth standards that guide the conduct of its representatives. These standards prohibit the following:

• Using confidential 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 the firm without prior approval of the firm.
• 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 representatives 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, where appropriate.

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

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

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

Desjardins Securities ensures that its practices with regard to representative 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 issuers related or connected to Desjardins Securities.

Issuers	Issuer Description
Caisses Desjardins	Members of the Fédération and the Caisse Desjardins Ontario Credit Union Inc.
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 (“the 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 Desjardins and other components of Desjardins Group. In this regard, it is mandated with providing institutional funds to the Desjardins network and acting as financial agent, in particular by providing interbank exchange services, including the financial settlement of compensation.
Desjardins Trust Inc.	An indirect wholly owned subsidiary of the Fédération, this company is a trust institution of Desjardins Group.
Desjardins Funds	A family of investment funds for which the trustee and custodian is Desjardins Trust Inc., an indirectly wholly owned subsidiary of the Fédération. Desjardins Investments Inc. (“Desjardins Investments”), 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.
Trust Company DGAM Funds	A family of investment funds aimed at institutional clients, for which DGAM is the investment fund manager and portfolio manager. Trust Company DGAM Funds are not reporting issuers. Desjardins Trust Inc. is the trustee and custodian of Trust Company DGAM Funds.
Limited Partnership DGAM Funds	A family of private limited partnership funds for which a company wholly owned by DGAM is every fund’s sole general partner. Limited Partnership DGAM 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, 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 ETFs as of 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. Before February 1, 2024, DGAM was also the investment fund manager and sponsor of Desjardins ETFs.
NEI Funds	A family of investment 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 certain funds. NEI Investments is wholly owned by Aviso Wealth Inc., an entity whose sole shareholder is equally owned by Desjardins Financial Holding Inc. and a partnership made up of the five provincial credit union centrals and 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 aimed at private wealth 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 aimed at 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 activities, Desjardins Securities has entered into client referral arrangements 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 Québec, DFSI operates under the business name “SFL Investments” and is registered with the AMF, particularly, as a mutual fund dealer, an exempt market 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 DFS. 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 Desjardins and BT staff may refer clients to Desjardins Securities, which will be able to provide them with any private wealth management services they offer.

The representatives of Desjardins Securities 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’ Securities Brokerage, Signature Service and Private Wealth Management networks, the member caisses Desjardins 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 Desjardins Securities’ Securities Brokerage network, Caisse Alliance receives compensation equal to 24% of the revenue generated, or of net fees under the Discretionary Management Service Program, amounting to $1,500 or more for all referred members.

3. Client referrals to DFS by Desjardins Securities

As consideration for client referrals to DFS, Desjardins Securities receives, in the year following the signing of a new insurance contract, compensation equal to 27.5% of the insurance premium collected. No compensation will be paid on renewals

4. Client referrals to DGI by Desjardins Securities

As consideration for client referrals to DGI, Desjardins Securities receives compensation of $50 per referral in the case of individuals and $300 per referral in the case of businesses.

5. Client referrals to Desjardins Securities by DSFI

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

6. Client referrals to DSFS by 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

1. Securities Brokerage network:

   As consideration for the referral of clients who engaged the services of Desjardins Securities for opening an account, BT receives, as 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.

2. 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 referral fee, the following 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 Desjardins caisse 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 representative:

• 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.

By signing up for the Service, you accept the following terms of use. These terms are in addition to the Desjardins Online Brokerage Internet terms of use and are deemed to be an integral part thereof. In the terms below, “you” means “the user” within the meaning of the Internet terms of use.

All fingerprints recorded in your device allow you to identify and authenticate yourself to gain access to the Internet service. It is both your access code/user code and password. You must therefore ensure that only your fingerprints are recorded in the device on which you are activating the Service.

You may sign up for the Service on only one device. If you wish to add a device to the Service, you must sign up again on the other device and the other device must be eligible for the Service.

For security reasons, if you add a new fingerprint to your device after having signed up for the Service, the Service will automatically be deactivated on the device and you will have to sign up for the Service again to be able to use it. Signing up for the Service is optional. At no time do Desjardins Group components have access to your fingerprint data.

Adding your fingerprint to your device is subject to other terms of use that are not established by Desjardins Group entities (i.e., manufacturer's terms and conditions). Desjardins Group has no control over these terms, which you must also have accepted before you can sign up for the Service.

Client acknowledges that Desjardins Online Brokerage, a division of Desjardins Securities Inc., is solely providing an order execution service. Desjardins Online Brokerage does not and will not provide any recommendations to its customers, and will not be responsible for making a suitability determination of trades when accepting orders from a customer, nor shall Desjardins Online Brokerage be liable for any losses or damages incurred by Client in relation to unfulfilled orders, or errors of any kind resulting from incomplete or erroneous inputting of trade order data by Client. Furthermore, as a customer of Desjardins Online Brokerage, Client acknowledges and agrees that it is alone responsible for its investment decisions and that Desjardins Online Brokerage does not and will not consider my financial situation, investment knowledge, investment objectives and risk tolerance when accepting orders from Client.

Client also understands and agrees herein that electronic securities trading is inherently subject to risks and uncertainties beyond Desjardins Online Brokerage's control that may lead to trading losses on the part of Client and / or its customers. These risks include, without limitation, temporary or permanent breakdown or loss of telecommunication connections, delayed, inaccurate or incomplete market data, sabotage, hacker attacks, malfunction of hardware and equipment not located on Desjardins Online Brokerage premises, as well as operating system and application software not owned by Desjardins Online Brokerage. Accordingly, in no event shall Desjardins Online Brokerage, nor Desjardins Securities Inc. (including its directors, officers, employees or agents), nor its information suppliers be liable in any way to the Client or to any other person whatsoever for indirect, direct, special, punitive, consequential or incidental loss or damage (including, but not limited to, trading losses, loss of anticipated profits, loss by reason of shutdown in operation or increased expenses of operation, or other indirect loss or damage) or any other loss or damage of any nature arising from any cause whatsoever even if Desjardins Online Brokerage, Desjardins Securities Inc. or its information suppliers were advised of the possibility of such damages.

At Desjardins Online Brokerage, 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 Online Brokerage
• The property has not been claimed, transacted, or instructed upon within the period provided by applicable regulations (generally 3 years)
• Despite reasonable efforts, Desjardins Online Brokerage has not been able to locate the property owner

What efforts are made to locate property owners?

Desjardins Online Brokerage 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 Online Brokerage.

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 Online Brokerage 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 Online Brokerage 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 Online Brokerage 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 Online Brokerage 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 Online Brokerage and the related information is recorded in a register.

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

Contact our team

Summary

The Best Execution of Client Orders and Transactions Policy (the “Policy”) aims to provide an overview of the policy and approach to Desjardins Securities Inc. (“Desjardins Securities, “we,” “our”) orders allowing for the best execution (term defined below) of clients’ orders and transactions.

Desjardins Securities is an indirect wholly owned subsidiary of the Fédération des caisses Desjardins du Québec (the “Federation”). Desjardins Securities is an investment dealer registered in all Canadian provinces and territories.

Desjardins Securities conducts its securities brokerage activities under the trade names Desjardins Wealth Management, Desjardins Wealth Management Securities and Desjardins Wealth Management Private Wealth Management, according to the network. Its online brokerage activities are carried out under the trade name Desjardins Online Brokerage. Desjardins Securities products and services for institutional sector clients are offered under the trade name Desjardins Capital Markets. Through its wholly owned subsidiary, Desjardins Securities International Inc., Desjardins Securities provides trading services on Canadian markets to institutional clients in the United States.

The policy is posted and updated as needed on our website at: https://www.vmdconseil.ca/en/legal-notices.

Definitions

Derivative: Option, swap, futures contract, forward contract, futures contract option, contract for difference or any other financial or commodity contract or instrument whose market price, value or delivery, payment or settlement obligations depend on an underlying interest, including a value, price, rate, variable, index, event, probability or thing.

Listed derivative: A derivative traded on an exchange pursuant to standardized terms and conditions set out by that exchange and whose trades are cleared and settled by a clearing agency.

Over-the-counter derivative: Any derivative other than a listed derivative.

Last sale price: The price of the last sale of at least one standard trading unit of:

a) A particular security displayed in a consolidated market display but does not include the price of a sale resulting from an order that is a:

1. Basis order
2. Call market order
3. Closing price order
4. Special terms order, unless the order has been executed with an order or orders other than a special terms order
5. Volume-weighted average price order

b) A particular option traded on an exchange

Marketplace: The following entities:

a) A recognized exchange or a commodity futures exchange registered in a jurisdiction of Canada

b) A recognized quotation and trade reporting system

c) A person or company not included in clause a) or b) above that facilitates the trading of securities or derivatives in a jurisdiction of Canada and meets the following conditions:

1. Constitutes, maintains or provides a market or facility for bringing together buyers and sellers of securities or derivatives
2. Brings together the orders for securities or derivatives of multiple buyers and sellers
3. Uses established, non-discretionary methods under which the orders interact with each other, and the buyers and sellers entering the orders agree to the terms of a trade.

Unprotected marketplace: A marketplace where orders are not protected, either because it does not offer automated trading functionality, does not meet the established market share threshold or does not display orders.

Foreign organized regulated market: A marketplace located outside Canada that functions as an exchange, a trade reporting and quotation system, an alternative trading system, or a similar facility or function recognized by or registered with a securities regulatory authority that is an ordinary member of the International Organization of Securities Commissions (IOSCO).

Protected marketplace: A marketplace that displays orders in accordance with the Order Protection Rule (OPR), either because it meets the established market share threshold or because the orders pertain to securities that are listed by and traded on that marketplace.

Smart order router: Software that optimizes execution by using advanced routing rules and algorithms to direct orders to multiple markets.

Speed bump: A systematic delay in order processing.

Best execution: The most advantageous execution terms that can reasonably be obtained under the circumstances.

Opening order: An order for the purchase or sale of a security entered on a marketplace prior to the opening of trading on that marketplace on a trading day for the purpose of calculating and executing at the opening price of the security on that marketplace on that trading day provided an order shall cease to be an opening order if the order does not trade at the opening of trading of that security on that marketplace on that trading day.

Order Protection Rule (OPR): The Order Protection Rule requires markets to establish and maintain written policies and procedures that are reasonably designed to prevent off-market trades at inferior prices or the execution of orders ahead of better-priced, visible and directly accessible limit orders.

Security: Any security as defined within the relevant securities law other than a derivative.

Foreign exchange-traded security: A security, other than a listed security, that is listed on a foreign organized regulated market.

Over-the-counter security: Any security other than a listed security, a foreign exchange-traded security, a security that is undergoing a primary market transaction and a derivative.

Scope

The Policy applies to all Desjardins Securities business networks and Desjardins Securities International. It presents the process designed to ensure the best execution for all clients (retail or institutional).

Best execution – Overview

Best execution represents Desjardins Securities’ obligation to execute each client order and transaction on the most advantageous terms that can reasonably be obtained according to the state of the market at the time of execution.

Accordingly, Desjardins Securities commits to making all reasonable efforts to ensure that clients obtain the best execution of their orders for listed securities, foreign exchange-traded securities, listed derivatives, over-the-counter securities and over-the-counter derivatives.

The Policy complies with the requirements of Part C of Rule 3100 of the Canadian Investment Regulatory Organization (CIRO) – Best Execution of Client Orders and Transactions.

The Policy also takes into account the best execution requirements from the following Rules:

• Rules of the Montréal Exchange, Article 7.3 – Best Execution Required
• FINRA Rule 5310 – Best Execution and Interpositioning
• FINRA Rule 2121 – Fair Prices and Commissions

Best execution factors taken into consideration

Listed securities, foreign exchange-traded securities or listed derivatives

When executing client orders for listed securities, foreign exchange-traded securities or listed derivatives, Desjardins Securities considers the following factors (the “Broad Factors”):

• The price at which the client’s order would be executed
• The speed of execution of the client’s order
• The certainty of execution/percentage of execution of the client’s orders
• The overall cost of the transaction, when costs are passed on to clients

Listed securities and foreign exchange-traded securities (other factors)

When executing client orders for listed securities and foreign exchange-traded securities, in addition to the Broad Factors, Desjardins Securities considers:

1. The considerations taken into account when determining appropriate routing strategies for client orders
2. The considerations for fair pricing of opening orders when determining where to enter an opening order
3. The considerations when not all marketplaces are open and available for trading
4. How order and trade information from all appropriate marketplaces, including unprotected marketplaces and foreign organized regulated markets, is taken into account
5. The factors related to executing client orders on unprotected marketplaces
6. The factors related to sending client orders to a foreign intermediary for execution

When manually handling client orders for trades on a marketplace, Desjardins Securities takes into account factors used to achieve best execution, including the following factors related to “prevailing market conditions:”

1. The direction of the market for the security or derivative
2. The depth of the posted market
3. The last sale price and the prices and volumes of previous trades
4. The size of the spread
5. The liquidity of the security or derivative

Over-the-counter security or derivative transactions

Regarding transactions involving over-the-counter securities or derivatives, Desjardins Securities has implemented best execution measures to ensure client transactions are executed in a manner that establishes a fair price.

Fair pricing when Desjardins Securities acts as a principal

To ensure fair pricing, when acting as a principal, Desjardins Securities:

• Does not purchase over-the-counter securities from a client for its own account
• Does not sell over-the-counter securities from its own account to a client
• Does not transact in over-the-counter derivatives with a client

However, the factors above do not apply when a transaction is executed by Desjardins Securities as a principal if the transaction is executed at an aggregate price (including any markup or markdown) that is fair and reasonable, taking into consideration all relevant factors, including the following:

• In the case of a transaction in over-the-counter securities, the fair market value of the securities and of any securities exchanged or traded in connection with the transaction at the time of the transaction
• In the case of transactions in over-the-counter derivatives:
  • The fair market value or settlement price of the equivalent listed derivative
  • The fair market value of the derivatives underlying interest and of any related derivatives involved in the same trading strategy, at the time of the transaction
• The expense involved in effecting the transaction or transactions
• The fact that Desjardins Securities is entitled to a profit
• The total dollar amount or dollar amount at risk of the transaction or transactions

Fair pricing when Desjardins Securities acts as an agent

To ensure fair pricing when acting as an agent, Desjardins Securities does not purchase over-the-counter securities, sell over-the-counter securities, or transact in over-the-counter derivatives on behalf of a client for a commission or service charge in excess of a fair and reasonable amount, taking into consideration all relevant factors, including the following:

• The availability of the securities or derivatives involved in the transaction
• The expense involved in effecting the transaction or transactions
• The value of the services rendered by Desjardins Securities
• The amount of any other compensation received or to be received by Desjardins Securities in connection with the transaction

Order handling and routing practice

Background

Subject to its obligations under CIRO requirements and securities laws, Desjardins Securities is required to consider client instructions for orders or transactions.

In compliance with these obligations, Desjardins Securities has implemented policies and procedures that specifically address how to ensure best execution and that we execute and allocate your orders promptly and fairly, while managing any material conflicts of interest that may arise.

We will execute your order in conjunction with other comparable client orders on a sequential basis and promptly, unless: i) it is not possible due to features of your order or market conditions; or ii) your interests require a different approach.

In accordance with our obligation to ensure best execution, we may refuse or modify your order when we deem it necessary, without having to notify you of such refusal or change. We are not liable for any loss, fees or damage you may incur if we reject or modify any instructions related to your order.

During the execution of your order, we may decide to aggregate it with a transaction for our own account or that of another client. This aggregation may occur, for example, to obtain a better price or reduce costs by executing a larger number of transactions. If we are unable to execute an aggregated order in full, we will allocate the executed portion fairly and equitably. We will make reasonable efforts to notify you of the status of your order’s execution and allocation as soon as reasonably possible.

When you do not provide specific instructions, we will execute and allocate your order as soon as reasonably possible unless we believe it is in your best interest to delay execution.

Markets and intermediaries

Appendix 1 lists the markets where we route our clients’ listed security orders for handling and execution. This list may be updated from time to time.

The factors considered in selecting these markets may include the level of liquidity a particular market can offer, the probability of execution, execution speed, system reliability and availability, and historical trading activity.

Appendix 2 lists the US and Canadian intermediaries through which Desjardins Securities may route client orders for handling and execution. In these cases, the orders will be subject to the intermediaries’ order handling and routing practices.

Desjardins Securities, the Federation, or any other affiliated entity do not hold any ownership interest in any market or intermediary listed in appendixes 1 and 2. Additionally, Desjardins Securities, the Federation, or any other affiliated entity have not entered into any agreements of any kind with an intermediary listed in Appendix 2.

Primary market

Securities listed on the Toronto Stock Exchange (TSX), TSX Venture Exchange, Canadian Securities Exchange (CSE) or the Aequitas NEO Exchange may be traded on parallel markets.

Trading hours for Canadian-listed securities

The trading staff at Desjardins Securities is available to process orders between 9 a.m. and 4 p.m. (Eastern Time), Monday to Friday, excluding Canadian holidays. Although staff may be available beyond these hours, Desjardins Securities cannot guarantee the entry of orders or execution of transactions outside of the hours specified above.

Please note that, unless the specifics of a transaction require otherwise or an agreement has been made between a representative and the client:

a) An order received before 9:30 AM (Eastern Time) will be routed to the pre-market session.

b) An order received after 4 PM (Eastern Time) may be routed to after-hours trading if the market offers this and the specifics of the transaction allow for it. If received at a time when this is no longer available, the order will be registered for the pre-market session on the next business day.

Transaction details

Day order

A day order is an order that is valid only during the market’s trading hours for the duration of the day it is placed. A day order received after the opening of the primary market will be registered at the best market at the time of entry. The order may then be traded on any market to which Desjardins Securities has access or can access to ensure best execution. If the order is not executed in full, it will expire at the market’s close.

Special terms order

A special terms order cannot be executed on regular markets. This type of order will be registered only on the primary market’s special terms order market, currently the TSX, unless it can be executed on a parallel market upon entry, and will only be valid between 9:30 AM and 4 PM (Eastern Time).

Good till cancelled (GTC) order

A GTC order is an order that the client wants to remain open until a specified expiration date. These orders are routed to a market determined by Desjardins Securities’ smart order routing mechanism. The order will remain on the primary market until it is either executed or expires, whichever comes first. It is the client’s responsibility to be aware of the expiration date and contact their representative when that date arrives if they wish for the order to be renewed.

All or none order

An all or none order must be executed in full; no partial execution will be made or registered while awaiting its full execution. In a multi-market environment, an all or none order may not be executed due to limited volume spread across several markets. While the total volume across all markets may be sufficient to complete the order, the conditions of this type of order only apply to the market where it was registered. An all or none order received after the opening of the primary market will be registered at the best available market at that time.

An institutional all or none order is an order representing a large block of securities that can be executed in full at the time of receipt; otherwise, it cannot be registered on the markets. It can be executed on any market agreed upon between the parties at the time the order is received.

Market order

A market order instructs the dealer to buy or sell at any price currently available on a market that ensures the order is fully executed. These orders must be executed immediately. A market order received after the opening of the primary market will be registered at the best available market at that time. To avoid adverse market impacts, all market orders will be converted into limit orders with a reasonably high price before being completed on a market. This measure ensures that every market order is fully executed, except in cases of unusual liquidity conditions, erroneous trades materially affecting the markets, or when there is a high probability of breaching market liquidity thresholds. The order may be traded on any market to which Desjardins Securities has access or can access to ensure best execution. If the order is not fully executed and remains pending on a market, it will expire at market close.

Limit order

A limit order is an order with a maximum purchase price or minimum sale price set by the client. If a limit order cannot be immediately completed on a market as at 9:30 AM (Eastern Time), it will be routed to a designated market through Desjardins Securities’ smart order routing system. If not fully executed, the order will expire at the closing time of the market where the remaining portion remains pending.

Market disclosure

If an order is executed on one or more parallel markets in Canada or the United States, the client will be notified via a purchase or sale confirmation on a North American market. If the order was executed on multiple markets or at different prices, a statement to that effect will also be provided. Clients receiving such notifications are encouraged to contact their representative for further details.

Extended trading hours

Some markets offer extended trading hours for dealers and investors, allowing orders to be executed outside of primary markets’ regular hours (9:30 AM to 4 PM [Eastern Time]). Generally favoured by investment professionals, these trading sessions often feature low liquidity and wide bid-ask spreads, running the risk of obtaining less favourable prices compared to regular trading hours. An order placed during extended trading hours may not be executed at the desired time and could be executed at a lower or higher price than that quoted on another trading system during extended or regular market hours. Additionally, security prices during extended trading sessions do not always match closing market prices and can be highly volatile. Orders placed during extended trading hours are only valid for that specific session at the price at which they were placed. They will expire at its close.

Execution of orders on foreign organized regulated markets

Desjardins Securities will access liquidity on foreign organized regulated markets for securities or derivatives when market conditions indicate that this can be done on terms favourable to the client, considering both price and other best execution factors, taking into account Canadian market conditions.

Handling of market rebates and fees

Desjardins Securities incurs fees for executing client orders on Canadian and US markets. However, certain intermediaries may provide Desjardins Securities with cash rebates, which vary by market and security and are often based on factors such as the total volume of routed orders, the liquidity created by orders, or whether the order originates from a retail or institutional client. These fees and rebates are not directly charged or credited to clients. Desjardins Securities may consider execution costs (fees paid by Desjardins Securities and potential rebates) when determining its order routing strategy.

Use of smart order routing technology

Desjardins Securities will use the most advanced and relevant smart order routing technology available for its trading strategy and execution framework. Desjardins Securities also uses third-party smart order routing mechanisms and typically employs a spray strategy for order routing purposes.

Unprotected marketplaces

Unprotected marketplaces are considered if they have demonstrated a reasonable probability of liquidity for a given security based on the client’s order size.

Speed bumps

Markets with speed bumps are considered if they have demonstrated a reasonable probability of liquidity for a given security based on the client’s order size.

Review of intermediary order handling and routing practices

Desjardins Securities continuously reviews the order handling and routing practices of intermediaries involved in best execution to implement any necessary improvements. This includes reviewing how intermediaries handle and route client orders to ensure that their execution aligns as closely as possible with Desjardins Securities’ best execution standards.

Following its most recent review, Desjardins Securities is confident that its intermediaries’ order handling and routing practices provide reasonable assurance that best execution is achieved for client orders.

Policy review

Desjardins Securities conducts an annual review of this Policy to assess opportunities for improving the quality of client order execution. This may include adding or changing marketplaces, assessing the relative importance of execution factors in different circumstances or modifying other aspects of the Policy.

Additionally, the Policy is reviewed whenever material changes occur in the trading environment or market structure that could impact our ability to achieve best execution for our clients.

Information requests

If you have any questions about the Policy, email us External link..

Appendix 1 – Markets

The table below lists the markets that allow Desjardins Securities to achieve the best possible outcome when executing client orders and transactions.

Appendix 2 – Intermediaries

The table below lists the intermediaries to whom Desjardins Securities may route client orders for handling or execution.