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Rogers family trust advisors expected to meet again Thursday in bid to resolve rift

The family and corporate drama is unfolding at a delicate time for Rogers, which is in the midst of the largest transaction in its history — the $26B takeover of Shaw

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A 10-member advisory committee to the Rogers family trust is expected to convene Thursday to discuss whether a negotiated settlement to a family and corporate rift at Rogers Communications Inc. is possible.

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Sources familiar with the matter say the advisory committee to the Rogers Control Trust, which includes family members and outside advisors such as Toronto Mayor John Tory, was also expected to discuss whether conditions should be placed on the chair of the family trust — Edward Rogers — in voting the class A shares through which they control the company.

Among other things, the advisory committee “is responsible for the appointment and removal of the Control Trust Chair,” with preference given to Rogers family members and decisions generally requiring approval by two-thirds of the members, according to Roger Communications Inc.’s 2021 annual information circular.

Thursday’s planned meeting comes on the heels of two days of meetings and discussions involving members of the family, the Rogers board of directors and the trust aimed at addressing the rift.

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In a decision that has divided Edward from his mother Loretta and sisters Martha and Melinda, Edward was in favour of replacing the company’s chief executive Joe Natale, who has been Rogers’ CEO for five years and is expected to remain in that position for several more years.

  1. At Rogers Communications Inc.(RCI), the chairman of the company, Edward Rogers, is attempting to orchestrate a corporate shakeup — from the inside.

    Terence Corcoran: A top-down shareholder revolt at Rogers

  2. Sources familiar with the plans around Tuesday’s meeting said it was to be chaired by Toronto Mayor John Tory, a member of the family trust’s advisory committee.

    Rogers family to meet with board, outside advisors in bid to quell drama

After a majority of the board of directors rejected the move to replace Natale in late September, Edward sought a list of company shareholders in what some believed was part of a plan to replace independent directors in an attempt to exert more control over the direction of the $31-billion company.

The Rogers Control Trust was put in place by the company’s founder Ted, who passed away in 2008 at the age of 75.

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Edward, 52, once held an executive role at the company, but he is now non-executive chair of the board.

The family and corporate drama is unfolding at a delicate time for Rogers, which is in the midst of the largest transaction in its history — the $26 billion takeover of rival Shaw Communications Inc.

Regulators are scrutinizing that deal, and sources close to the Toronto-based telecommunications company say there is urgency to resolve the family situation and solidify corporate unity, particularly now that the internal dispute has spilled out publicly.

Edward Rogers is understood to be concerned about the performance of the company’s perform during the COVID-19 pandemic, and of the wireless division compared to rivals Bell and Telus.

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Rogers Communications is to report third quarter earnings on Thursday and, so far, Bay Street analysts have not appeared overly concerned about the corporate and family drama.

“Natale has a clear mandate from the majority of the Board to continue with his team and his strategy, which includes navigating the recovery from the pandemic as well as closing and successfully integrating a major acquisition,” TD Securities analyst Vince Valentini said in a note to clients last week.

The analyst added that he remained confident in the structure of the Rogers Control Trust.

The company, independent directors, and members of the Rogers family declined to comment on the latest developments or could not be reached for comment.

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