C-26, r. 14.1 - Code of ethics of chartered administrators

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chapter C-26, r. 14.1
Code of ethics of chartered administrators
CHARTERED ADMINISTRATORS — CODE OF ETHICS
Professional Code
(chapter C-26, s. 87)
C-26
February 27 2014
CHAPTER I
GENERAL
1. This Code determines the duties of chartered administrators towards the public, their clients and their profession.
O.C. 45-2014, s. 1.
2. Chartered administrators must take reasonable means to ensure that persons who collaborate with them in the practice of their profession and any partnership or joint-stock company in which they practise their profession comply with the Professional Code (chapter C-26) and its regulations, including this Code.
O.C. 45-2014, s. 2.
3. The duties and obligations under the Professional Code (chapter C-26) and its regulations are in no way modified or reduced by the fact that chartered administrators
(1)  carry on their professional activities within a partnership or a joint-stock company; and
(2)  use electronic means of communication, in particular social media or a virtual network.
O.C. 45-2014, s. 3.
CHAPTER II
DUTIES TOWARDS THE PUBLIC
4. No chartered administrator may, in the practice of the profession, commit acts which are contrary to law, nor advise, recommend or induce anyone to do so.
O.C. 45-2014, s. 4.
5. Chartered administrators must bear in mind all the foreseeable consequences of their work, interventions or research in respect of the public.
O.C. 45-2014, s. 5.
6. Chartered administrators must promote measures of education and information in the fields in which they practise.
Chartered administrators must also promote measures likely to encourage the consideration of ethics in decision-making processes.
O.C. 45-2014, s. 6.
CHAPTER III
DUTIES TOWARDS THE CLIENT
DIVISION I
GENERAL DUTIES
7. Chartered administrators must practise their profession in keeping with the generally accepted standards of the science and practice of administration.
To that end, chartered administrators must ensure that they update their skills and their knowledge.
O.C. 45-2014, s. 7.
8. Chartered administrators must act so as to establish and maintain a relationship of mutual trust with the client.
O.C. 45-2014, s. 8.
9. Before accepting to provide professional services, chartered administrators must take into account the limits of their proficiency, skills, knowledge, and the means available to them.
In particular, they must not offer to perform or perform professional services for which they are not sufficiently prepared or do not have the proficiency, skills, knowledge or means required without obtaining the necessary assistance.
O.C. 45-2014, s. 9.
10. Chartered administrators must at all times respect the client’s right to consult another chartered administrator, a member of another professional order or any other competent person.
If the interest of the client so requires, chartered administrators must, with the client’s authorization, consult another chartered administrator, a member of another professional order or any other competent intervener, or refer the client to one of those persons.
O.C. 45-2014, s. 10.
11. Chartered administrators must refrain from interfering in the personal affairs of their client in matters that are not relevant to the profession or that are not relevant to the reasons for which the client retained their services.
O.C. 45-2014, s. 11.
DIVISION II
INTEGRITY AND OBJECTIVITY
12. Chartered administrators must discharge professional duties with integrity and objectivity.
O.C. 45-2014, s. 12.
13. Chartered administrators must refrain from making any false representations as to their level of competence or the quality of their professional services, the services offered by persons who carry on their activities within the same partnership or joint-stock company, and the services generally offered by members of their profession.
O.C. 45-2014, s. 13.
14. Chartered administrators must not use any subterfuge, trick or misleading means when they propose to a person to use their professional services, whether or not that person has required their services.
Chartered administrators must not exert any undue, abusive or repeated pressure when proposing a person to use their professional services.
O.C. 45-2014, s. 14.
15. Chartered administrators must not, in any manner whatsoever, unduly influence or attempt to influence persons who may be physically or mentally vulnerable because of their age, state of health or the occurrence of a specific event.
O.C. 45-2014, s. 15.
16. Chartered administrators must inform their client on the objectives of the professional services, their extent and the conditions for carrying out the services.
Chartered administrators must ensure that the client understands and agrees with the related conditions.
O.C. 45-2014, s. 16.
17. Chartered administrators must avoid performing professional acts that are not justified by the needs of the client.
O.C. 45-2014, s. 17.
18. Chartered administrators who consider that the client’s interest requires a change in the professional services agreed on must notify the client and obtain the client’s written consent before amending the services.
O.C. 45-2014, s. 18.
19. Chartered administrators must inform as soon as possible their client of any event likely to have, or that has had, a significant impact on their professional services and take, where applicable, the necessary measures to remedy the situation.
O.C. 45-2014, s. 19.
20. Chartered administrators must take reasonable care of the property entrusted to them by clients and they may not lend or use it for purposes other than those for which it was entrusted to them.
O.C. 45-2014, s. 20.
21. Chartered administrators must submit to the client any offer received for the client.
O.C. 45-2014, s. 21.
DIVISION III
AVAILABILITY AND DILIGENCE
22. Chartered administrators must display reasonable availability, attention and diligence.
O.C. 45-2014, s. 22.
23. In addition to opinions and advice, chartered administrators must provide their client with any explanation necessary to the understanding and appreciation of the services provided to the client.
O.C. 45-2014, s. 23.
24. Chartered administrators must render accounts to their client when so requested by them.
O.C. 45-2014, s. 24.
25. Unless they have a serious reason for doing so, chartered administrators may not cease or refuse to act for the account of a client.
The following, in particular, constitute serious reasons:
(1)  loss of trust between the chartered administrator and the client;
(2)  the client’s failure to cooperate;
(3)  inducement by the client to perform illegal, unfair or fraudulent acts;
(4)  the fact that the chartered administrator is in a situation of conflict of interest or in a situation such that the chartered administrator’s professional independence could be questioned;
(5)  where the chartered administrator has reasonable grounds to believe that he or she is assisting or may assist in the commission of an illegal or fraudulent act;
(6)  refusal by the client to respect an obligation for the fees and expenses or, after being given reasonable notice, to pay an amount to the chartered administrator to cover such fees and expenses;
(7)  the fact that the foreseeable consequences of the work, interventions or research required for the client are not in the interest of the public.
O.C. 45-2014, s. 25.
26. Before ceasing their professional activities with a client, chartered administrators must inform the client in writing within a reasonable time and take the steps necessary to avoid causing any prejudice to the client.
Despite the foregoing, chartered administrators must immediately cease to act for a client when the client induces them to perform illegal or fraudulent acts. They must inform the client of the reasons for the cessation in writing within a reasonable time.
O.C. 45-2014, s. 26.
DIVISION IV
LIABILITY
27. Chartered administrators must assume full civil liability in the practice of their professional activities. They may not evade or attempt to evade the liability, by any means whatsoever, by invoking the liability of the partnership or joint-stock company within which they carry on their activities or that of another person also carrying on activities.
O.C. 45-2014, s. 27.
DIVISION V
INDEPENDENCE AND CONFLICT OF INTEREST
28. Chartered administrators must subordinate their personal interests, those of the partnership or joint-stock company within which they carry on their professional activities or in which they have an interest and those of any other person carrying on activities within the partnership or joint-stock company, to those of the client.
O.C. 45-2014, s. 28.
29. Chartered administrators must at all times safeguard their professional independence.
O.C. 45-2014, s. 29.
30. Chartered administrators must generally only act, in the same matter, for a party representing similar interests. If their professional duties require that they act otherwise, chartered administrators must specify the nature of their duties and responsibilities and must keep all the interested parties informed that they will cease to act if the exceptional situation becomes irreconcilable with their duty to be independent.
O.C. 45-2014, s. 30.
31. Chartered administrators must avoid any situation likely to place them in a conflict of interest.
Without restricting the generality of the foregoing, chartered administrators are in a conflict of interest when
(1)  the interests concerned are such that they might tend to favour certain interests over those of their client or where their judgment, objectivity, professional independence, integrity or loyalty towards the client might be unfavourably affected; or
(2)  the circumstances offer them a direct or indirect, real or possible undue benefit.
O.C. 45-2014, s. 31.
32. As soon as chartered administrators become aware that they are likely to be in a situation of conflict of interest, they must enter the conflict in their record, disclose the conflict in writing to the persons involved and ask them if they allow the chartered administrators to act or continue to act. They must obtain, where applicable, written authorization from the persons involved.
O.C. 45-2014, s. 32.
33. A chartered administrator may share his or her fees only with a chartered administrator or another person, a trust or an enterprise referred to in paragraph 1 of section 4 of the Règlement sur l’exercice de la profession d’administrateur agréé en société (chapter C-26, r. 17.1).
Such sharing corresponds to a distribution of services and responsibilities.
O.C. 45-2014, s. 33.
34. Subject to the fees and costs to which they are entitled, tokens of appreciation and gifts of small value, chartered administrators must not accept or offer a benefit in relation to the practice of the profession.
O.C. 45-2014, s. 34.
35. For a given service, chartered administrators may accept fees from only one source, unless explicitly agreed otherwise by all the parties concerned. Chartered administrators may accept payment of their fees only from the client or the client’s representative, unless the client gives different instructions.
O.C. 45-2014, s. 35.
DIVISION VI
PROFESSIONAL SECRECY AND CONFIDENTIALITY
36. Chartered administrators must preserve the secrecy of all confidential information that becomes known to them in the practice of their profession. They must take reasonable means to ensure that the personnel working with them and any person collaborating with them preserve professional secrecy.
O.C. 45-2014, s. 36.
37. Chartered administrators must not use confidential information to the detriment of a client or with a view to obtaining, directly or indirectly, a benefit for themselves or another person.
O.C. 45-2014, s. 37.
38. Chartered administrators may be released from their obligation of professional secrecy only with the written authorization of their client or where so ordered or expressly authorized by law.
O.C. 45-2014, s. 38.
39. Chartered administrators who, pursuant to section 60.4 of the Professional Code (chapter C-26), communicate information that is protected by professional secrecy in order to prevent an act of violence must, as soon as possible,
(1)  if the information was communicated orally, send a written confirmation to the person to whom it was communicated;
(2)  enter the following information in the client’s record:
(a)  the date and time that the information was communicated and the name of every person to whom the information was given;
(b)  the means of communication;
(c)  the content of the information;
(d)  the circumstances under which the information became known to the chartered administrator;
(e)  the reasons supporting the decision to communicate the information, including the name of the person who caused the chartered administrator to communicate the information and the name of the person exposed to a danger;
(3)  send the syndic of the Ordre des administrateurs agréés du Québec a notice regarding the communication that includes the information referred to in paragraph 2.
O.C. 45-2014, s. 39.
DIVISION VII
ACCESSIBILITY AND CORRECTION OF RECORDS
40. Chartered administrators must respond free of charge, promptly and at the latest within 30 days to any request made by a client to consult documents that concern the client in any record made in his or her respect or to obtain a copy of the documents.
Chartered administrators, who respond to a request made under the first paragraph, may charge the client a reasonable fee not exceeding the cost of transmitting, transcribing or reproducing documents, provided that they inform the client of the approximate amount to be paid before incurring them.
O.C. 45-2014, s. 40.
41. Chartered administrators must respond promptly and at the latest within 30 days to any request made by a client with a view
(1)  to cause to be corrected any information that is inaccurate, incomplete or ambiguous with regard to the purposes for which it was collected, contained in a document concerning the client in any record established in the client’s respect;
(2)  to cause to be deleted any information that is outdated or not justified by the object of the record established in the client’s respect;
(3)  to prepare written comments and file them in the record established in the client’s respect.
Chartered administrators who respond to a request made under the first paragraph must, in addition to the requirements provided for in the second paragraph of article 40 of the Civil Code, give the applicant a copy free of charge of the corrected information or, as the case may be, an attestation that the information has been deleted or that comments have been filed in the record.
O.C. 45-2014, s. 41.
42. Chartered administrators must respond promptly and at the latest within 30 days to any written request made by a client, whose purpose is to take back a document entrusted to them by the client, even if their fees have not been paid.
Chartered administrators may, with respect to the request, charge the client reasonable fees not exceeding the cost of transmitting the document requested.
O.C. 45-2014, s. 42.
DIVISION VIII
DETERMINATION AND PAYMENT OF FEES AND COSTS
43. Chartered administrators must charge and accept fair and reasonable fees warranted under the circumstances, and proportional to the services provided.
To determine their fees, chartered administrators must consider the following factors:
(1)  the time devoted to the performance of the professional services;
(2)  the complexity and extent of the services;
(3)  their experience or expertise;
(4)  the importance of the responsibility assumed;
(5)  the desired result;
(6)  the performance of professional services that are unusual or require exceptional competence or celerity.
O.C. 45-2014, s. 43.
44. Chartered administrators must ensure that the client is aware of the approximate and foreseeable cost of the services before the services are undertaken.
O.C. 45-2014, s. 44.
45. Chartered administrators may not charge fees to a client for interviews, communications or correspondence with the syndic or assistant syndic following requests made by the assistant syndic for information or explanations about a matter concerning them.
O.C. 45-2014, s. 45.
46. Chartered administrators may only charge fees for professional services provided.
O.C. 45-2014, s. 46.
47. Chartered administrators who practise within a partnership or joint-stock company must ensure that the fees relating to the professional services provided by chartered administrators are always indicated separately on every invoice or statement of fees that is sent to the client by the partnership or joint-stock company.
O.C. 45-2014, s. 47.
48. Where chartered administrators carry on their professional activities within a joint-stock company, the fees relating to the professional services they have rendered within and on behalf of the company belong to the company, unless otherwise agreed.
O.C. 45-2014, s. 48.
49. Chartered administrators may collect interest on outstanding accounts only after notifying the client in writing. The interest thus charged must be at a reasonable rate.
O.C. 45-2014, s. 49.
50. Chartered administrators who entrust the collection of their fees to a third person must ensure that that person will act with tact and moderation.
O.C. 45-2014, s. 50.
CHAPTER IV
DUTIES TOWARDS THE PROFESSION
DIVISION I
DEROGATORY ACTS
51. In addition to the derogatory acts referred to in the Professional Code (chapter C-26) or that may be determined pursuant to subparagraph 1 of the second paragraph of section 152 of the Code, the following acts are derogatory to the dignity of the profession of chartered administrator:
(1)  practising in circumstances or a state likely to compromise the quality of their services or the dignity of the profession;
(2)  communicating with the plaintiff without the prior written permission of the syndic or assistant syndic once informed of an investigation into the chartered administrator’s professional conduct or a complaint has been served on the chartered administrator;
(3)  refusing or neglecting to fulfill the requirements of the syndic or assistant syndic;
(4)  continuing to act in violation of provisions of the Professional Code or a regulation made under the Code or a resolution of the board of directors;
(5)  carrying on professional activities within a partnership or joint-stock company or having interest in a partnership or joint-stock company, where a partner, shareholder, director, officer or employee of the partnership or joint-stock company has been struck off the roll for more than 3 months or has had his or her professional permit revoked, unless the partner, shareholder, director, officer or employee
(a)  ceases to hold the position of director or officer within 15 days of the date on which the striking off the roll or permit revocation becomes executory;
(b)  ceases, if applicable, to attend all shareholders meetings and to exercise his or her voting right within 15 days of the date on which the striking off the roll or permit revocation becomes executory;
(c)  disposes of his or her company shares with voting rights or leaves them in the care of a trustee within 15 days of the date on which the striking off the roll or permit revocation becomes executory.
O.C. 45-2014, s. 51.
DIVISION II
RELATIONS WITH THE ORDER
52. Chartered administrators must ensure the accuracy and integrity of the information they provide to the Order. They must, at all times, honour their commitments to the Order in respect of the supervision of the practice of the profession.
O.C. 45-2014, s. 52.
53. Chartered administrators must promptly reply to all requests and correspondence from the secretary of the Order, a syndic, an inspector, an investigator or a member of the professional inspection committee and make themselves available for any meeting required by any of them.
O.C. 45-2014, s. 53.
54. Upon request of the Order and wherever possible, chartered administrators must participate in a council of arbitration of accounts, a disciplinary council, a review committee or a professional inspection committee. Chartered administrators may request an exemption for exceptional reasons.
O.C. 45-2014, s. 54.
DIVISION III
RELATIONS WITH CHARTERED ADMINISTRATORS AND OTHER PERSONS
55. Chartered administrators must conduct themselves with dignity, courtesy, respect and integrity in their relations with other chartered administrators, and any person who has dealings with them in the practice of their profession.
O.C. 45-2014, s. 55.
56. Chartered administrators must immediately inform the syndic or assistant syndic when they have reason to believe that a derogatory act to the Professional Code (chapter C-26) or one of its regulations has been committed by another chartered administrator.
O.C. 45-2014, s. 56.
57. Chartered administrators must, in the practice of their profession, identify themselves in relation to the client as chartered administrators. They must, in particular, sign and make known their capacity as chartered administrators on any report or document produced in the practice of their profession.
O.C. 45-2014, s. 57.
DIVISION IV
CONTRIBUTION TO THE ADVANCEMENT OF THE PROFESSION
58. Chartered administrators must, to the extent possible, participate in the advancement of their profession by sharing their knowledge and experience with the public, other chartered administrators and students.
O.C. 45-2014, s. 58.
CHAPTER V
ADVERTISEMENT
DIVISION I
GENERAL
59. No chartered administrator may make or allow to be made, by whatever means, false or misleading advertisement or advertisement likely to mislead or go against the honour or dignity of the profession.
O.C. 45-2014, s. 59.
60. No chartered administrator may, in the advertisement, claim to possess specific qualities or skills, in particular as to their level of competence or the scope or effectiveness of their services, unless they can substantiate such claim.
O.C. 45-2014, s. 60.
61. Chartered administrators who advertise the cost of their services must provide such explanations and information that are necessary, so that the person to whom it is addressed is as fully informed as possible of the professional services offered and their cost. The advertisement must specify:
(1)  the fees not included in the cost of the services;
(2)  the additional services that might be required for which additional costs can be charged.
Any offer on the cost of services must remain in force for a period of at least 45 days following its last broadcast or publication.
Advertising by chartered administrators must not give more importance to the professional fees than to the professional services offered.
O.C. 45-2014, s. 61.
62. Chartered administrators must refrain from using an endorsement or statement of gratitude in advertising for the public.
O.C. 45-2014, s. 62.
DIVISION II
GRAPHIC SYMBOLS OF THE PROFESSION
§ 1.  — Graphic symbol of the Order
63. Chartered administrators who use the graphic symbol of the Order in advertising must ensure that it complies with the graphic symbol authorized by the Order.
Where chartered administrators use the graphic symbol of the Order in their advertising, they may not suggest that such advertising emanates from the Order.
O.C. 45-2014, s. 63.
§ 2.  — Graphic symbol of management consultants
64. Chartered administrators who use the graphic symbol of the Canadian Association of Certified Management Consultants must ensure that its use complies with the licence held by the Order.
O.C. 45-2014, s. 64.
DIVISION III
NAME OF THE PARTNERSHIP OR JOINT-STOCK COMPANY FOR THE PRACTICE OF THE PROFESSION
65. No chartered administrator may practise the profession within a partnership or joint-stock company under a name that is deceptive or contrary to the honour or dignity of the profession, or that is a number name.
Only a partnership or joint-stock company in which all the services are provided by chartered administrators may use in its name the titles reserved for the profession.
O.C. 45-2014, s. 65.
CHAPTER VI
FINAL
66. This Code replaces the Code of ethics of chartered administrators (chapter C-26, r. 14).
O.C. 45-2014, s. 66.
67. (Omitted).
O.C. 45-2014, s. 67.
REFERENCES
O.C. 45-2014, 2014 G.O. 2, 272