• Introduction to Interpretations by the Council Relative to the Rules of Professional Conduct
• IC 104.1 Requirement to Co-operate
• IC 105.1 Hindrance, Inappropriate Influence and Intimidation
• IC 201.1 Maintenance of Reputation of Profession
• IC 201.4 Advocacy Services
• IC 202 Integrity and Objectivity
• IC 204.1 to 204.6 Independence
• IC 204.6 Firms to Ensure Compliance by Partners and Professional Employees
• IC 204.7 Members Acting as Trustee Under the Bankruptcy and Insolvency Act or as Liquidator Receiver or Receiver/Manager
• IC 204.8 Disclosure of Impairment of Independence - Professional Services Other than Assurance or Specified Auditing Procedures and Insolvency Engagements
• IC 204 Canada Elections Act
• IC 205 False or Misleading Documents and Oral Representations
• IC 206.1 to 206.3 Compliance with Professional Standards
• Glossary: IC 207 through 210
• IC 208 Confidentiality of Information
• IC 209 Borrowing from Clients
• IC 210 Conflict of Interest
• IC 211 Duty to Report Breach of Rules of Professional Conduct
• IC 212.1 Handling of Trust Funds and Other Property
• IC 214 Fee Quotations
• IC 215 Contingent Fees
• IC 216 Payment or Receipt of Commissions
• IC 217.1 Advertising and Promotion
• IC 217.2 Solicitation
• IC 217.3 Endorsements
• IC 218 Retention of Documentation and Working Papers
• IC 302 Communication with Predecessor
• IC 303 Cooperation with Successor
• IC 401 Practice Names
• IC 404.2 Operation of Members' Offices

Borrowing from Clients

209/1  It is a fundamental principle of the profession that members, students and firms provide advice to their clients that is free of prejudice, conflict of interest or undue influence that may impair sound professional judgment. When a member, student or firm borrows money from a client, there is an inherent conflict between the interests of the member, student or firm and those of the client. Accordingly, members, students and firms who enter into the types of financing or borrowing arrangements that are allowed under Rule 209.1 or 209.2 are cautioned that they must comply with all of the other Rules of Professional Conduct including, but not limited to:

(a) 201 – Maintenance of reputation of profession;
(b) 202 – Integrity and due care, and objectivity;
(c) 204 – Independence;
(d) 208 – Confidentiality of information; and
(e) 210 – Conflict of interest

209/2  When a member or student borrows money from or has a loan guaranteed by a client who is a family member or an entity over which a family member exercises significant influence, the member or student should consider setting out the terms and conditions of the loan or guarantee in writing. Before the loan or guarantee is made, the member or student should also consider advising the client to obtain independent advice with respect to the matter. Similar considerations should apply when a firm borrows money from or has a loan guaranteed by a family member of a partner or shareholder of the firm or an entity over which a family member of a partner or shareholder of the firm exercises significant influence.

209/3  For purposes of Rule 209.1(b), a family member means any of the following persons
(a) a spouse (or equivalent); or
(b) a parent, child, sibling, grandparent, grandchild, aunt, uncle, niece, nephew or first cousin who is related to the member or the member’s spouse (or equivalent) by blood, marriage or adoption.

209/4  Rule 209.1 applies only to new borrowings or guarantees or amendments to the terms of existing borrowings or guarantees that occur after the lender becomes a client. When an existing lender or guarantor becomes a client, the member, student or firm should be mindful of the need to provide services with due care and an objective state of mind and, accordingly, should consider whether the loan should be repaid or the guarantee released.

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