17 Feb 2025

You can find the article in the physical paper on the front page and here online in the e-reader

https://torontostar.pressreader.com/1038/20250217/281483577105053

or now on the Star’s website here:

https://www.thestar.com/news/gta/law-society-of-ontario-hires-retired-senior-judge-to-investigate-ceo-s-new-near-/article_2d92d516-ea50-11ef-bdb7-13c159694a03.html

CEO’s dra­matic pay hike under review

Salary was boos­ted to almost $1 mil­lion without board’s OK

BETSY POWELL

17 Feb 2025

The Law Soci­ety of Ontario has retained out­side coun­sel to con­duct an inde­pend­ent review of an employ­ment con­tract that raised CEO Diana Miles’s annual salary by more than 50 per cent to nearly $1 mil­lion without the approval of the soci­ety’s gov­ern­ing board.

Most of the “bench­ers” who make up the Law Soci­ety’s board have expressed con­cern over the new con­tract that was nego­ti­ated by the LSO’s former treas­urer, Jac­queline Hor­vat, say three people with dir­ect know­ledge of the mat­ter but who are not author­ized to speak pub­licly about it.

The Law Soci­ety reg­u­lates the province’s law­yers and paralegals; law­yers are required to pay annual dues — around $2,600 — in order to prac­tise in the province.

The dis­pute erup­ted out­side the aware­ness of most Ontario law­yers in Novem­ber, when the Law Soci­ety’s com­pens­a­tion com­mit­tee received a con­fid­en­tial con­sult­ant’s report out­lining changes to Miles’s con­tract fol­low­ing nego­ti­ations with Hor­vat, includ­ing that the CEO’s base salary would jump to $936,000, from just under $600,000.

Cur­rent treas­urer Peter Wardle, who speaks on behalf of the Law Soci­ety on mat­ters of pub­lic interest, did not respond to the Star’s ques­tions about the CEO’s com­pens­a­tion, but con­firmed the board approved the hir­ing of former asso­ciate chief justice Den­nis O’Con­nor to con­duct an inde­pend­ent review of the mat­ter.

His report is expec­ted to be delivered to the Law Soci­ety’s board by the end of Feb­ru­ary.

“We fully respect this pro­cess and have con­fid­ence in Mr. O’Con­nor’s thor­ough and impar­tial review. We will provide fur­ther updates as appro­pri­ate,” Wardle stated in an emailed state­ment sent Fri­day.

Tre­vor Guy, spokes­per­son for the Office of the Chief Justice of the Ontario Super­ior Court, said Hor­vat would not be provid­ing any com­ment.

Hor­vat signed off on the con­tract shortly before her appoint­ment as a justice of the Ontario Super­ior Court in Wind­sor last sum­mer. Wardle noti­fied the board six months later.

In a Dec. 18 email to his fel­low bench­ers, Lake­head Uni­versity law pro­fessor Ryan Alford wrote that a major con­tract such as Miles’s “could not be entered into without con­sid­er­a­tion and approval by the board.”

In his email, which has been obtained by the Star, Alford fur­ther alleges that after the board ini­ti­ated the review, Miles offered to res­cind her new con­tract so long as “the internal invest­ig­a­tion we author­ized be ter­min­ated.” This, he wrote, was a “brazen attempt to derail the invest­ig­a­tion … which we all recog­nize as essen­tial to the pre­ser­va­tion of con­fid­ence in the Law Soci­ety and the self­reg­u­la­tion of the legal pro­fes­sion.”

Alford’s email called on Wardle and Miles to step aside while the invest­ig­a­tion is under­way. He declined an inter­view request.

Con­fid­en­ti­al­ity rules mean the major­ity of Ontario’s 60,000 law­yers and 11,000 paralegals have been unaware of the con­tro­versy.

An April 2024 report pre­pared by a human resources and com­pens­a­tion firm — engaged by the Law Soci­ety to con­duct a com­pre­hens­ive review of the CEO’s pos­i­tion — con­cluded that, based on mar­ket data, the “trans­form­a­tional expect­a­tions” of the role and Miles’s exper­i­ence and ten­ure, the CEO’s com­pens­a­tion had been “sig­ni­fic­antly below mar­ket.”

In 2023, Miles’s base salary was $595,000 with the pos­sib­il­ity for a 20 per cent per­form­ance bonus, upon review of the board’s com­pens­a­tion com­mit­tee. The report recom­men­ded that her total com­pens­a­tion be increased to between $749,400 and $1,124,100 (with a mid­point of $936,000.)

The new con­tract res­ul­ted in a base salary increase of 57 per cent, but did away with the per­form­ance bonus; Miles also received a ret­ro­act­ive pay­ment of $226,000 for a pen­sion adjust­ment.

The con­sult­ant’s report com­pared exec­ut­ive com­pens­a­tion in organ­iz­a­tions with total annual rev­en­ues of between $400 mil­lion and $1 bil­lion. (The Law Soci­ety’s annual rev­en­ues are about $100 mil­lion.)

Accord­ing to an online bio­graphy, Miles joined the Law Soci­ety in 2001 and held sev­eral pos­i­tions before being appoin­ted CEO in 2018.

O’Con­nor served as Asso­ciate Chief Justice of Ontario from 2001 until he retired in 2012. He also con­duc­ted the Walker­ton inquiry and the Maher Arar inquiry.

After the article was published, the Law Society of Ontario posted a statement to its website under News here;

https://lso.ca/news-events/news/latest-news-2025/law-society-statement-on-independent-review

This is what it says:

Law Society statement on independent review

February 17, 2025

Print Version

In response to questions raised regarding the remuneration of the CEO of the Law Society and the process by which it was determined, the Law Society engaged Dennis O’Connor, former Associate Chief Justice of Ontario to conduct an independent review of the matter. His report is expected to be delivered to the Treasurer and Convocation by the end of February.

We fully respect this process and have confidence in Mr. O’Connor’s thorough and impartial review. We will provide further updates as appropriate.

And on March 5, 2025 the LSO announced CEO Diana Miles is “no longer employed” at the LSO

https://lso.ca/news-events/news/latest-news-2025/2

Changes to Law Society’s Leadership

March 05, 2025

Print Version

TORONTO, ON — The Chief Executive Officer, Diana Miles, is no longer employed with the Law Society of Ontario. The Society’s board has appointed Priya Bhatia, Executive Director of Professional Development and Competence, as Acting CEO.

“I thank Diana for her many years of service to the Law Society and welcome Priya into her new role,” said Treasurer Peter Wardle. “Priya is a highly accomplished leader and administrator. The benchers and I look forward to working with her.”

The Law Society regulates lawyers and paralegals in Ontario in the public interest. The Law Society has a mandate to protect the public interest, to maintain and advance the cause of justice and the rule of law, to facilitate access to justice for the people of Ontario and to act in a timely, open and efficient manner.