Jarislowsky jabs at BCE

Diane Francis of the Financial Post sits down with one of Canada's top money men to discuss the latest opinions of BCE. With Michael Sabia out, and George Cope in, as well as the supreme court's ruling on the legality of the BCE Board of Directors actions regarding bond-holder rights, Stephen Jarislowsky speaks his mind.

Q: BCE?
A: “It’s outrageous that the board of directors took $1 billion from BCE’s bondholders. It’s also just plain stupid that the Supreme Court of Canada, in a 7 to 0 opinion, briefly heard the case and overturned the Quebec Appeal Court’s unanimous 5 to 0 opinion upholding the rights of bondholders.”

Q: The Supreme Court’s overturning of the Quebec Appeal Court’s unanimous decision in any other issue would have sparked a constitutional crisis? What was this all about?
A: “The whole field of investor law is a joke in Canada. What was allowed to happen to BCE bondholders is unbelievable. The dividends were cut for BCE shareholders to reduce the price paid. The board did not look after the bondholders as well as the shareholders. The Quebec Appeal Court’s decision was the correct one.”

Q: Wasn’t this lack of protection for bondholders in the fine print of the deal?
A: “In Canada, the board is responsible to the company and not the shareholders or bondholders. Thomson Reuters just sold bonds and had a clause which stated that bondholders were not protected or subordinate to shareholders. We would not buy bonds like that which mean that they can go from As to junk based on board decisions in the future.”

Q: How is it that BCE is now run by the buyers even though the deal hasn’t closed?
A: “It’s unacceptable.”

Q: Will BCE get the debt it needs to close the deal?
A: “I don’t know. The banks have been out of control and are now having difficulties.”

Q: What legal reforms should occur in Canada?
A: “Much work needs to be done and I am setting up a foundation with others to come up with legislative ideas. Take Conrad Black. He stole more money in Canada than he did in the U.S. and he wasn’t even pursued here. We do not have police or securities commissions who are on the ball. We do not have specialized courts who understand what to do. Suing in Canadian courts is not a remedy because it takes ten years to get anywhere and why should shareholders have to suffer when a board has done something wrong?”
“Arbitration, not lawsuits, is the best way to handle disagreements and problems.”

Q: Why has BCE been so badly managed for so long?
A: “All the company did for decades was go to Ottawa and ask for higher rates of return. They blew money on bad investments and never fixed their customer relations problem. This is a company that has been disliked as much as Air Canada with its hated, high-handed employee behaviour toward customers. That still hasn’t been fixed. I used to have lunch with Michael [Sabia, former CEO]. I like him but he never fixed it.”