Edward Rogers prevails in a high-stakes judicial battle for control of the family-owned telecommunications conglomerate.
For weeks, the company has been in upheaval following a power play behind the scenes.
A British Columbia court has declared that Edward Rogers is the actual chairman of Rogers Communications Inc., a significant legal success in his fight to reclaim control of the corporation bearing his family name.
The British Columbia Supreme Court’s Justice Shelley Fitzpatrick ruled on Friday that Edward, who orchestrated a plan to fire the business’s CEO Joe Natale in September but was prevented by members of his own family, is entitled to refer to himself as the legitimate chair of the company.
“I am allowing Edward’s motion and awarding him costs,” the court stated.
Edward served as chairman of the board of directors at Rogers Communications Inc. until last month, when the scheme was revealed and other board members voted him out. However, he exploited his position as head of the voting trust that owns 97 percent of the company’s voting shares to dismiss five board members, replace them with hand-picked replacements, and reinstall himself.
The court was asked to determine which board of directors was in charge of the company: the old one that dismissed Edward as chairman or the newly formed one he created. The case was heard in British Columbia because the corporation is incorporated there.
Family feud a la ‘Shakespeare’
The judge acknowledged in her judgement the maelstrom of instability that has engulfed the corporation since the boardroom and family schism were revealed.
“These familial quarrels provide an interesting setting for this conflict that is more akin to a Shakespearean tragedy,” she stated in her verdict.
“They have undoubtedly introduced a voyeuristic element into the life of a very wealthy Canadian family, and this aspect of the disagreement has garnered considerable media attention. However, in my opinion, familial difficulties contribute little to resolving the narrow legal matter at hand and are certainly not required to be addressed or resolved in this court “‘She stated. “At best, they are a source of amusement.”
Camden Hutchison, a law professor at Vancouver’s Allard School of Law, says the verdict was predictable. Edward’s actions are “permitted under the Business Corporations Act of British Columbia and also under the Rogers Communications agreements,” he told CBC News in an interview Friday.
Under an obscure provision of British Columbia’s corporate law, anyone with two-thirds control of shareholders can choose or remove directors with a simple consent motion, bypassing the necessity for a full shareholder meeting.
The company’s lawyers asserted that Edward violated protocol by unilaterally removing board members and so suppressed the preferences of non-voting stockholders, but their position lacked legal support.