Bell Canada’s hopes of overhauling itself through privatization have moved a giant step forward with the approval by the Canadian Radio-television and Telecommunications Commission of a take-over by a group led by the Ontario Teachers' Pension Plan. But it has come with some conditions aimed at what the commission hopes will cement Canadian control over the telcommunications giant. In its ruling, released Thursday after the markets closed, CRTC chairmam Konrad von Finckenstein said noted the $35 billion deal includes “significant” foreign ownership through minority shareholdings of three American private-equity firms, Providence Equity Partners L.P., Madison Dearborn Capital Partners L.P. and Merrill Lynch Global Partners Inc. The conditions being imposed by the commission “will ensure that control of BCE remains in Canadian hands once the transaction is completed,” the ruling said. The transaction will receive the commission's approval if the conditions are met. The Commission has ordered the investors to ensure the following changes in the governance structure are made: --the number of directors on the board of directors is fixed at 13; --six of those have to be nominated by Canadian investors. Non-Canadian investors can only designate five directors; --the chairman of the board must be Canadian and cannot be the chief executive officer or a director nominated by a non-Canadian investor; -- a second Teachers' representative must sit on the board’s executive committee; Because Bell also include broadcasting properties such as Bell ExpressVu, cable assets in the province of Quebec and a minority stake in CTVglobemedia Inc., the CRTC also made two more conditions: -- the board’s independent programming committee must consist of Canadians who are not affiliated with non-Canadian investors; and -- the threshold for veto rights must be raised to $110 million, approximately five per cent of the value of the broadcasting assets, which were set by the board at about $219 million. |