Law Society of Ontario Benchers Vote to Release Report on CEO Pay Increase
In a significant move toward transparency, the Law Society of Ontario (LSO) Convocation voted on March 27, 2025, to release a report and legal opinion by former Associate Chief Justice Dennis O’Connor. This report investigates the controversial pay increase of Diana Miles, the LSO’s former CEO, whose salary rose from $595,000 to $936,800 in June 2024.
The decision follows weeks of intense debate and calls for openness from legal organizations and lawyers. The report, finalized in late February 2025, examines the circumstances surrounding the pay hike approved by the Compensation Committee without the knowledge of the LSO’s governing board.
- The increase was approved by a committee including former treasurer Jacqueline Horvat and three other benchers.
- The raise was not communicated to or approved by Convocation, violating LSO rules.
- Miles left her position in early March 2025, shortly after the report was shared with benchers.
- Groups like the Federation of Ontario Law Associations (FOLA) pushed for the report’s release.
- LSO Treasurer Peter Wardle initially cited legal privilege and confidentiality for not disclosing the report.
Releasing the report underscores the LSO’s commitment to transparency and accountability. This move addresses concerns from stakeholders who viewed the issue as a matter of public interest and confidence in the legal profession’s regulator.
The O’Connor report is expected to clarify the processes behind the pay increase and may lead to governance reforms. These could include changes to executive compensation procedures, enhanced decision-making transparency, and updates to the bencher code of conduct.
Details of the Controversy and Implications for LSO Governance
The controversy surrounding Diana Miles’ compensation has raised significant questions about governance and oversight within the Law Society of Ontario. The $341,800 increase, which raised her salary to $936,800, was approved by the Compensation Committee in June 2024 without proper documentation or communication to Convocation. This lack of transparency has sparked concerns about accountability in executive compensation decisions.
The Compensation Committee, chaired by former treasurer Jacqueline Horvat, included three other benchers who approved the raise. However, the decision was not disclosed to the full Convocation, as required by LSO rules, leading to accusations of a lack of oversight. The situation was further complicated by the fact that the increase was retroactive, covering the entire 2024 fiscal year.
Miles’ departure from her role in early March 2025, shortly after the O’Connor report was shared with benchers, has also raised questions about the handling of the situation. Her resignation came amid mounting pressure from legal organizations and individual lawyers who called for greater accountability and transparency in the matter.
The release of the O’Connor report is expected to shed light on the decision-making processes that led to the controversial pay increase. It may also address whether proper procedures were followed and whether the Compensation Committee overstepped its authority. The report’s findings could have far-reaching implications for how executive compensation is handled at the LSO in the future.
Legal organizations such as the Federation of Ontario Law Associations (FOLA) have welcomed the decision to release the report, emphasizing the importance of transparency in maintaining public trust in the legal profession. Stakeholders have argued that the issue goes beyond an internal employment matter, highlighting the need for robust governance reforms to prevent similar controversies in the future.
Some benchers and legal organizations have also called for a broader review of the LSO’s governance structure, including the role of the Compensation Committee and the oversight mechanisms in place for executive compensation. There have been suggestions that the current framework may lack sufficient checks and balances, potentially leading to similar issues if not addressed.
In response to the controversy, LSO Treasurer Peter Wardle initially resisted calls to release the report, citing concerns about legal privilege and employment confidentiality. However, the Convocation’s decision to release the document reflects a growing recognition of the need for openness and accountability within the organization.
The release of the O’Connor report is seen as a step toward restoring confidence in the LSO’s ability to regulate the legal profession effectively. It is also expected to inform discussions about potential reforms to the LSO’s governance framework, including changes to executive compensation procedures, enhanced transparency in decision-making, and updates to the bencher code of conduct.
Conclusion
The decision by the Law Society of Ontario to release the O’Connor report represents a significant step toward transparency and accountability. The controversy surrounding Diana Miles’ pay increase has underscored the need for robust governance reforms within the LSO. By addressing concerns about executive compensation and decision-making processes, the organization has taken an important step toward restoring public trust. The findings of the report are expected to inform meaningful changes to the LSO’s governance framework, ensuring greater oversight and transparency in the future.
Frequently Asked Questions (FAQ)
1. What is the O’Connor report, and why is it significant?
The O’Connor report is an independent legal opinion by former Associate Chief Justice Dennis O’Connor investigating the controversial pay increase of Diana Miles, the former CEO of the Law Society of Ontario. Its release is significant as it promotes transparency and addresses concerns about governance and accountability within the LSO.
2. Why was Diana Miles’ pay increase controversial?
Diana Miles’ pay increase from $595,000 to $936,800 was controversial because it was approved by the Compensation Committee without proper communication to Convocation, violating LSO rules. The lack of transparency and oversight raised concerns among stakeholders.
3. Who approved the pay increase, and was it proper?
The pay increase was approved by the Compensation Committee, chaired by former treasurer Jacqueline Horvat, without the knowledge or approval of Convocation. This violated LSO rules and led to accusations of improper governance.
4. What are the implications for LSO governance?
The controversy has highlighted the need for governance reforms, including changes to executive compensation procedures, enhanced transparency in decision-making, and updates to the bencher code of conduct. Stakeholders have called for a broader review of the LSO’s governance structure.
5. What is next for the Law Society of Ontario?
The release of the O’Connor report is expected to inform discussions about potential reforms. These may include changes to executive compensation processes, improved oversight mechanisms, and updates to the bencher code of conduct to prevent similar controversies in the future.
