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Free CIRO Director and Executive Exam Practice Questions

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  1. 1In CSA terminology, what is an instrument adopted in more than one but not all Canadian provinces and territories called?

    1. A.A National Instrument
    2. B.A Multilateral InstrumentCorrect answer: B
    3. C.A National Policy
    4. D.A Companion Policy

    Explanation: The CSA states: "A Multilateral Instrument is an instrument that has been adopted in more than one, but not all Canadian provinces and territories." A National Instrument is adopted in all thirteen jurisdictions; the policy names do not denote this category of instrument.

    Reference: CSA National and Multilateral Instruments — Introduction

  2. 2An order-execution-only dealer reviews its client onboarding controls. Which account assessment must it make before opening the account and on an ongoing basis?

    1. A.Whether the investor is an accredited investor for every product
    2. B.Whether it is appropriate for the investor to become or remain its clientCorrect answer: B
    3. C.Whether every individual order satisfies a personalized recommendation
    4. D.Whether the investor's investment objective matches the issuer's strategy

    Explanation: CIRO states: "Prior to opening an account and on an ongoing basis, an OEO Dealer must determine that it is appropriate for an investor to become or remain a client of the OEO Dealer." This account-appropriateness assessment is distinct from assessing the suitability of each individual order or requiring that every client be accredited.

    Reference: CIRO Guidance on Order Execution Only Account Services — 2.2 Account appropriateness

  3. 3Under Ontario securities law, what standard must a prospectus meet for material facts relating to securities proposed for distribution?

    1. A.Plain disclosure limited to facts previously made public
    2. B.Full and plain disclosure of selected favourable facts
    3. C.Accurate disclosure limited to facts requested by buyers
    4. D.Full, true and plain disclosure of material factsCorrect answer: D

    Explanation: Ontario’s Securities Act requires that "A prospectus shall provide full, true and plain disclosure of all material facts relating to the securities issued or proposed to be distributed". The alternatives improperly limit material-fact disclosure to favourable, requested or previously public facts.

    Reference: Ontario Securities Act — section 56(1)

  4. 4A federally incorporated dealer's board has delegated day-to-day work to executives. Subject to any unanimous shareholder agreement, what does the CBCA require of the directors?

    1. A.Manage or supervise management of the corporation's business and affairs.Correct answer: A
    2. B.Directly perform every day-to-day management activity without delegation.
    3. C.Confine board oversight to the corporation's external audit engagement.
    4. D.Confine board authority to selecting the executives who manage the dealer.

    Explanation: Section 102(1) states: "Subject to any unanimous shareholder agreement, the directors shall manage, or supervise the management of, the business and affairs of a corporation." Delegation does not make board oversight disappear.

    Reference: Canada Business Corporations Act — section 102(1)

  5. 5A dealer uses a SWOT analysis before expanding. A new rival has entered its existing market and may take clients. How should the board classify this development?

    1. A.An external threat to the businessCorrect answer: A
    2. B.An internal weakness in the business
    3. C.An internal strength of the business
    4. D.An external opportunity for the business

    Explanation: "internal strengths and weaknesses and examining the external opportunities and threats" The entrant is outside the dealer and threatens its existing business; it is neither an internal capability nor a favourable external opportunity.

    Reference: BDC, SWOT analysis — SWOT analysis definition

  6. 6In a risk assessment for a dealer's expansion objective, what does the term risk describe?

    1. A.The objective's outcome after uncertainty is resolved
    2. B.The effect of uncertainty on the objectiveCorrect answer: B
    3. C.The likelihood of an event without regard to its impact
    4. D.The impact of an event without regard to its likelihood

    Explanation: "refers to the effect of uncertainty on objectives." The same definition describes risk in terms of likelihood and impact, so either likelihood or impact alone is incomplete. A resolved outcome is no longer the effect of uncertainty itself.

    Reference: Treasury Board Framework for the Management of Risk — Appendix A, definitions

  7. 7A dealer evaluates a function whose uncontrolled failure could materially harm client assets. Under the CIRO definition, how should it view that function?

    1. A.It can be a significant area of riskCorrect answer: A
    2. B.It is significant only if a loss has already occurred
    3. C.It is significant only if it affects every business line
    4. D.It is significant only if it threatens reported profit

    Explanation: "A function, process or an activity within a Dealer Member in which a failure to mitigate or control its risk could lead to material harm to the Dealer Member’s liquidity, solvency, operational capabilities, clients, client assets and other client positions." The definition covers a function whose uncontrolled risk could materially harm client assets without requiring actual loss or an effect on every business line.

    Reference: CIRO Investment Dealer and Partially Consolidated Rules — section 1201(2), significant area of risk

  8. 8A dealer's UDP is setting expectations for everyone acting on the dealer's behalf. What compliance role does CIRO Rule 3910 assign to the UDP?

    1. A.Promote compliance only by those whose work is in the compliance department.
    2. B.Promote compliance by approved persons but not other agents of the dealer.
    3. C.Promote compliance by the dealer and those acting on its behalf.Correct answer: C
    4. D.Promote compliance only after an individual has breached a rule.

    Explanation: "promote compliance by the Dealer Member, and each individual acting on its behalf, with Corporation requirements and securities laws." The UDP promotes compliance by the dealer and individuals acting on its behalf.

    Reference: CIRO Investment Dealer and Partially Consolidated Rules — section 3910(2)

  9. 9How are harmonized CSA national and multilateral instruments given local legislative effect?

    1. A.Direct enactment as federal legislation by the CSA as a federal agency
    2. B.Adoption as subordinate legislation under each applicable jurisdiction’s legislationCorrect answer: B
    3. C.Automatic application of CIRO dealer rules in all participating jurisdictions
    4. D.Adoption by the CSA alone, without any local legislative mechanism

    Explanation: The CSA says that "they are adopted as local subordinate legislation under each Canadian province’s or territory’s Securities Act or other applicable acts." Harmonized drafting does not itself create federal legislation, make a CIRO rule, or replace adoption under the relevant local law.

    Reference: CSA National and Multilateral Instruments — Introduction

  10. 10A director evaluates a leveraged ETF designed to meet a daily performance objective. What risk should the director recognize when considering a buy-and-hold client base?

    1. A.Returns over longer periods may differ substantially from the stated daily objective.Correct answer: A
    2. B.Returns over longer periods must equal the stated daily multiple of the benchmark.
    3. C.Compounding ensures a constant multi-period multiple even when daily returns vary.
    4. D.Daily rebalancing guarantees the benchmark's total return over the holding period.

    Explanation: The SEC explains that "performance of these ETFs over a period longer than one day can differ significantly from their stated daily performance objectives". A daily objective does not assure the stated multiple or the benchmark’s return over a longer period. The source explains that differences can be magnified by volatility.

    Reference: SEC Updated Investor Bulletin: Leveraged and Inverse ETFs — Leveraged and Inverse ETFs: Specialized Products with Extra Risks for Buy-and-Hold Investors

Exam Review

About CIRO Director and Executive Exam

CIRO Director and Executive Exam · CA

Key exam facts

Format
Proctored multiple choice
Exam questions
Total questions: 75.
Time limit
2.5 hours

Topics covered

  • General regulatory framework (9.33%)

    • Role and authority of the CSA and provincial/territorial securities and derivatives regulators
    • Role and authority of CIRO
    • Role and authority of exchanges and other marketplaces
    • Role of the Canadian Investor Protection Fund
    • Function and purpose of other financial regulators and agencies
    • Purpose of specified federal statutes
    • Purpose of specified federal statutes
  • Investment Dealer business models and related areas (12%)

    • Analyze risks, opportunities and requirements associated with client types
    • Analyze risks, opportunities and requirements associated with business models
    • Analyze risks, opportunities and requirements associated with services
    • Analyze risks, opportunities and requirements associated with account types
    • Analyze risks, opportunities and requirements associated with basic types of securities
    • Analyze risks, opportunities and requirements associated with complex securities and products
    • Analyze risks, opportunities and requirements associated with types of derivatives
    • Analyze risks, opportunities and requirements associated with compensation structures
    • Analyze risks, opportunities and requirements associated with profitability measures
    • Understand requirements for development, evaluation and delivery of products and services
    • Understand product due diligence requirements and exemptions
    • Understand requirements for product due diligence policies and procedures
  • Offering and distribution of securities (9.33%)

    • Understand prospectus and securities distribution requirements
    • Understand selective disclosure in securities issuance
    • Understand commonly used prospectus exemptions
    • Understand investor information and protections in securities issuance
    • Analyze investment dealer rights and obligations in underwriting securities issuers
    • Understand public company continuous disclosure requirements
    • Understand public company requirements relating to statutory shareholder rights
    • Remember additional common and civil law liabilities applicable to issuers
  • Corporate governance and ethics (16%)

    • Analyze components of effective corporate governance
    • Understand the impact of company bylaws
    • Remember the relevance and impact of environmental, social and governance considerations
    • Analyze ethics and integrity in the securities industry for directors and executives
    • Analyze ethics and integrity in corporate governance for directors and executives
    • Analyze consequences and risks of unethical behaviour
    • Analyze CIRO requirements relating to conflicts of interest
    • Apply outside activities requirements to directors and executives
    • Apply personal financial dealing with clients requirements to directors and executives
    • Analyze policies and procedures for containment of confidential and material non-public information
  • Duties, liabilities and defences (10.67%)

    • Analyze factors relating to strategic company objectives and positions
    • Analyze situations and obligations relating to directors' or executives' duties
    • Analyze fiduciary legal obligations of corporate directors or executives
    • Analyze situations and potential legal liabilities
    • Remember securities-related criminal penalties
    • Understand limitation of liability
    • Understand legal defences available to officers and directors in specific situations
  • Risk management and internal controls (16%)

    • Understand the definition and objectives of risk management
    • Analyze risk management in a principles-based regulatory environment
    • Understand regulatory expectations of risk management
    • Understand definition and objectives of internal controls
    • Analyze an investment dealer's use of risk management frameworks
    • Apply actions required for independent risk management from a director or executive perspective
    • Understand the auditor's role and reports in internal controls
    • Analyze risk in growth and value creation and risk management in preservation of value
    • Understand reporting requirements for legal actions filed against the dealer
    • Analyze risk identification, measurement, monitoring, control and reporting
    • Analyze effectiveness of risk management tools
    • Understand credit risk management policy and procedure requirements
  • Significant areas of risk (13.33%)

    • Understand the definition of significant areas of risk
    • Apply requirements for managing significant areas of risk to specific scenarios
    • Analyze significant risk areas specific to the investment dealer and business lines
    • Analyze the impact of significant areas of risk and ways to mitigate them
  • Ultimate Designated Person (UDP) responsibilities (13.33%)

    • Analyze situations highlighting specific UDP responsibilities
    • Analyze situations highlighting UDP monitoring and supervision responsibilities
    • Analyze the UDP role in oversight of executives managing significant areas of risk
    • Apply impact and risks of early warning rules to specific situations
    • Understand UDP responsibility to address issues raised by examination reports
    • Understand the purpose of annual risk questionnaires and risk trend reports

How to prepare

Work through the topics, read the explanation after each answer, and revisit the areas where you miss questions. Use the official outline and reference materials below to guide your study.

These independent practice questions are not actual exam items and do not guarantee a passing result.

Frequently asked questions

What is the exam format?

Proctored multiple choice

How many questions are on the exam?

Total questions: 75.

How long is the exam?

2.5 hours

Official sources and references

Confirm current exam arrangements with the exam provider.