British Columbia Supreme Court Justice Shelley Fitzpatrick ruled on Friday that Edward, who was the architect of a plan to oust the company’s CEO in September, which was only blocked by members of his own family, has the right to call himself the legitimate president of the company. “I grant the order requested by Edward,” said the judge.
Edward was chairman of the board of directors of Rogers Communications Inc. until last month, when the plan was unveiled and other board members rejected him for the presidency. But he used his power as head of the voting trust that controls 97% of the company’s voting stock to fire five board members, replace them with his handpicked picks and reintegrate.
The court had to decide who was in charge of the business: the original board that removed Edward as chairman, or the newly formed one he created. The case was heard in British Columbia because that’s where the company is incorporated.
Camden Hutchison, a law professor at the Allard School of Law in Vancouver, said the decision was what he expected. Because Edward controls 97% of the voting rights, what he did is “permitted under the Business Corporations Act of British Columbia and also under the articles of Rogers Communications,” he said. Friday to CBC News in an interview.
Lawyers for the company argued that Edward did not follow proper protocol in unilaterally replacing board members and silenced the wishes of non-voting shareholders, but this argument carried no weight. legal.
“It’s not a legal argument,” he said.
The company’s lawyers have asked the judge to suspend the coming into force of his decision, in order to give them time to appeal. But this request was refused; the decision is immediately effective.
It’s not immediately clear whether the company plans to appeal, but until then the move is a major victory for Edward in his plans to overhaul the business.
His family members who opposed him strongly denounced the decision. “We are very disappointed with the court’s decision, which casts a black eye on good governance and shareholder rights and sets a dangerous new precedent for Canada’s financial markets by allowing independent directors of a public company to be removed with the stroke of a pen, ”Edward’s sisters, Martha and Melinda, and his mother Loretta, said in a statement to CBC News.
“The business now faces a very real prospect of management upheaval and a prolonged period of uncertainty, perhaps at the worst possible time. “