Rogers Communications Inc. The U.S.’s independent directors are pushing against efforts to change the leadership of the telecommunications and media giant by chairman Edward Rogers, and the company’s family trust will hold an emergency meeting to consider limiting Rogers’ ability to control the vote. .
Boardroom rifts erupted in the midst of the $26-billion acquisition of Shaw Communications Inc. when Mr. Rogers sought to replace Rogers’ chief executive officer Joe Natale with chief financial officer Tony Stafieri and oust other members of the company’s leadership team. Tried. This pits Mister Rogers against his mother, Loretta Rogers, and sisters Martha Rogers and Deputy Chair Melinda Rogers-Hickson. The Rogers family and most of the company’s board opposed Mr. Rogers’ plan, and Mr. Staffieri left the company.
Several independent Rogers board members, including principal director John McDonald, presented their case for curtailing the chairman’s powers at a meeting of Rogers family members and advisors late Tuesday, according to a source close to the board. Not identifying the person because they are not authorized to speak publicly about it.
The source said an emergency meeting of the family trust, which controls voting over Rogers, has been called on Thursday morning. Members of the advisory committee that oversees the Rogers Control Trust plan to discuss whether to place any conditions on Mr. Rogers’ ability to vote for proxies associated with Class A voting shares, which are owned by the trust. , said the source.
According to the source, Mr Rogers is due to address the group on the possibility of resolving the standoff through talks. Rogers Communications is also set to release its third-quarter results Thursday morning.
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Mr. Rogers did not respond to a request for comment. Rogers spokesman Andrew Garras declined to comment.
The Rogers family controls the telecommunications company founded by the late Ted Rogers through a dual share structure. The family owns 97.5 percent of the company’s Class A voting shares, mostly through the Rogers Control Trust, while the majority of investors own Class B non-voting Rogers stock.
Edward Rogers is the chairman of the trust, in addition to being the chairman of the company’s board, and is responsible for liaising with other family members and voting proxy on the election of the company’s directors, among other duties. As the trust’s vice president, Ms. Rogers-Hickson assists him in that role.
The Granthshala reported on Monday that Mister Rogers has made a formal request to list the company’s shareholders and is in discussion with potential candidates to replace board members. Such a request for a list of shareholders usually precedes an attempt to make changes to the company’s board of directors. According to two sources, the shareholder list has been provided to Mr. Rogers.
Loretta Rogers, the 82-year-old widow of Ted Rogers and a member of the company’s board of advisors and board, said last week that she supports Mr Natale.
Ms. Rogers said in an e-mailed statement that her role is to represent Ted’s wishes and carry on his legacy. He said he remains very confident about Rogers’ future under Mr. Natale and his leadership team.
Earlier this week, Mister Rogers said in a statement that his primary focus is on the company’s long-term performance. “At this point, industry veterans, controlling and minority shareholders, employees, analysts and market observers agree: there is room for improvement,” said Mr. Rogers. “In my role as president of the Rogers Control Trust, it is my responsibility to put the interests of the company’s controlling shareholder, Rogers Communications, first. It is disappointing that others have lost focus on what is best for the business,” he said.
The Rogers Trust’s 10-person advisory committee is made up of six Rogers family members and four longtime executives and family friends, including Toronto Mayor John Tory, who presided over Tuesday’s meeting, two sources said. The decisions of the committee generally require approval by two-thirds of its members.
Asked whether it was appropriate and the best use of time for the mayor to chair a meeting deciding the future of the country’s largest wireless carrier, Tory said he had put in a 12- to three-hour meeting. participated in. Hourly working day.
“If I had a hobby, if I had any other type of activity that I did, then frankly, if I wanted to spend time with my family, I don’t think anyone would give me that opportunity after a 12-hour day. I choose to perform a solemn fiduciary obligation that I have promised late [Ted] Rogers will do what I do, to help his family and his company,” Mr Tory said, noting that if there was a city case during that time that needed his attention, he It would be given priority.
“I don’t think there are too many people who question my dedication to my job,” he said.
Mr Tory declined to comment on whether he supports Edward Rogers’ push to oust Mr Natale and other Rogers officials, saying “these are private matters.”
Oliver Moore. with a report of
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