Published in the National Post, July 15, 2005, p. A-15.

 

Big Brother, Inc.
by
Pierre Lemieux

 

Nowadays, corporate whistleblowers usually work for, not against, the Surveillance State. But an employee of Computershare recently decided to do some useful whistle blowing and leaked a memo that was e-mailed on May 31 to all the company’s Canadian employees. In the memo, Nancy Greer, Computershare’s vice-president for the North American region, advised Canadian employees that they must provide their fingerprints, as well as other personal information, to the U.S. Federal Bureau of Investigation (FBI). “ What if I don’t want to be fingerprinted?” an FAQ accompanying the memo asks. The reply is that the company “is committed to ensuring that all employees participate in this initiative.” According to the whistle-blower, it has been made clear to Computershare employees that everybody must comply or be fired. Probed about this threat, Juli Bark, another North American Computershare vice-president, based in Chicago, wrote to me, cryptically: “While the Company has communicated that it must comply with [U.S. Security and Exchange Commission] rules, we believe your proposed statement ‘or be fired’ is factually incorrect, at least as most people would understand that term.” Computershare is an Australian company that provides IT services and share registry (or “transfer agent” services) to customers all over the world, including many large Canadian banks, Magna, Nortel, BCE and Rogers. The May 31 memo explains that the company “must meet the SEC’s rule that employees of transfer agents be fingerprinted.” Indeed, this requirement has been on the books for decades in Section 17(f )(2) of the U.S. Securities Exchange Act of 1934, which reads: “Every member of a national securities exchange, broker, dealer, registered transfer agent and registered clearing agency, shall require that each of its partners, directors, officers, and employees be fingerprinted and shall submit such fingerprints, or cause the same to be submitted, to the Attorney General of the United States for identification and appropriate processing.” The SEC may exempt some companies if “such action is not inconsistent with the public interest or the protection of investors.” According to the Computershare memo, the “FBI only wants to check for criminal convictions in the U.S.,” and will not keep the employees’ personal information after this verification is made. However, the company will keep a copy of the information, including the fingerprints, “in a secure cabinet, in a separate file, distinct from your personnel file, and [it] will be used for audit purposes if requested by the SEC.” So why are Canadians affected? Because the rule covers all companies that, like Computershare, act as transfer agents for shares registered in the United States. While it may be appalling that a private company should act in this way as an accomplice of the Surveillance State and thereby contribute to the undermining of our liberties, Computershare is just following orders. When asked about the Computershare case, a spokesperson for the Privacy Commissioner of Canada said there was no violation of federal privacy legislation. A spokesperson for the Quebec Commission d’accès à l’information said that, if a formal complaint is made about the Computershare situation (only inquiries have been received thus far), the agency would have to analyze “the necessity of the data collection” before determining if the province’s privacy legislation is violated. The securities industry is also under high surveillance in Canada. And criminal record checks (which involve fingerprinting by the RCMP) are not unknown. But there are no formal fingerprinting requirements for employees at large in this country. This is one of the surprisingly frequent instances in which individual liberty has been better protected in Canada than in the United States.