Following a confidential meeting Wednesday evening, the LSO announced her departure
Hours before Law Society of Ontario benchers were slated to meet Wednesday evening to discuss an investigation into chief executive officer Diana Miles’ controversial pay raise, the LSO gave the majority of benchers access to the investigation’s results for the first time.
To view the report – which was produced by Dennis O’Connor, a former associate chief justice of Ontario whom the LSO retained to conduct the investigation – benchers had to submit to certain conditions.
They were required to sign an undertaking and stay inside a room that had been designated for reviewing the report. Copies of the report were individually watermarked. Benchers were permitted to take notes on the report, but all notes had to be placed in envelopes, which were then sealed. At the 5 p.m. meeting, benchers were given their notes back, which they had access to throughout the evening – but not the report.
Approximately half an hour before the meeting, benchers were presented with a motion on how the LSO should proceed given the O’Connor report’s results.
These details were related to Law Times on Thursday by multiple sources with direct knowledge of the situation but who are not authorized to speak about it. According to the sources, the precautions the LSO took around the O’Connor report were unusual, even remarkable, for meetings between the benchers, who make up the LSO’s governing board.
Shortly after 10 p.m. on Wednesday, the LSO announced that Miles was no longer employed by the legal regulator. In a statement, the regulator said Priya Bhatia, the LSO’s executive director of professional development and competence, would serve as acting CEO.
On Thursday, LSO Treasurer Peter Wardle would not confirm the meeting details or say who decided that Miles should depart. However, Wardle said in an email that the LSO made changes to its leadership after the meeting and plans to make more changes to its governance.
Under the legal regulator’s bylaws, Convocation – the governing board of benchers – has the authority to appoint the LSO’s CEO “on such terms as it considers appropriate.” The rules also state that the CEO “shall be responsible to Convocation.”
Miles’ departure is the latest development in the controversy that erupted in February when news broke that O’Connor had been hired to investigate the circumstances of an employment contract Miles signed last June. That contract raised Miles’ base salary to nearly $1 million from just under $600,000, tossed out a 20 percent performance bonus incentive, and included a lump sum payment of $226,000 for a pension adjustment.
Former Treasurer Jacqueline Horvat signed off on the contract without notifying Convocation, which did not learn of Miles’ raise until the end of November.
Weeks later, Wardle hired a consulting firm to review a compensation benchmarking report prepared by Arthur Gallagher & Co., which had been used to justify Miles’ pay increase. That consulting firm told the LSO that Gallagher’s pay hike recommendations were “unusual in the market and uncharacteristic for a senior executive role,” according to documents obtained by Law Times.
Wardle said the legal regulator would not release the O’Connor report since O’Connor’s opinion “is privileged legal advice.” He added that Convocation decided to keep the report confidential.
Wardle said that moving forward, “The Law Society is going to make improvements to its governance to support effective regulation of the legal professions in the public interest.
“We’re going to enhance how treasurers and benchers are trained and oriented when they take up their positions,” he added. “We’re going to clarify the roles and responsibilities of committees. We’re going to improve how our records, minutes and other governing documents are stored and accessed.”
Miles did not respond to a request for comment. 
