UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 40-F
☐ | REGISTRATION STATEMENT PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 |
OR
☒ | ANNUAL REPORT PURSUANT TO SECTION 13(A) OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended: December 31, 2019 |
Commission File Number: 1-8481 |
BCE INC.
(Exact name of Registrant as specified in its charter)
Canada
(Province or other jurisdiction of incorporation or organization)
4813
(Primary Standard Industrial Classification Code Number (if applicable))
98-0134477
(I.R.S. Employer Identification Number (if applicable))
1, carrefour Alexander-Graham-Bell, Building A, 7th Floor,
Verdun, Québec, Canada H3E 3B3, (514) 870-8777
(Address and telephone number of Registrants principal executive offices)
CT Corporation System, 28 Liberty St., New York, N.Y. 10005, (212) 894-8940
(Name, address (including zip code) and telephone number (including area code) of agent for service in the United States)
Copies of all correspondence should be sent to:
Michel Lalande Chief Legal Officer and Corporate Secretary BCE Inc. 1, carrefour Alexander-Graham-Bell Building A, 7th Floor Verdun, Québec H3E 3B3 Canada Tel: (514) 786-8424 |
Donald R. Crawshaw Sullivan & Cromwell LLP 125 Broad Street New York, New York 10004-2498 Tel: (212) 558-4000 |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Common shares |
Trading symbol BCE |
Name of each exchange on which registered New York Stock Exchange |
Securities registered pursuant to Section 12(g) of the Act: None
Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None
For annual reports, indicate by check mark the information filed with this form:
☒ Annual Information Form ☒ Audited Annual Financial Statements
Indicate the number of outstanding shares of each of the issuers classes of capital or common stock as of the close of the period covered by the annual report:
Common Shares |
903,908,182 | |||
First Preferred Shares |
||||
Series R |
8,000,000 | |||
Series S |
3,513,448 | |||
Series T |
4,486,552 | |||
Series Y |
8,081,491 | |||
Series Z |
1,918,509 | |||
Series AA |
11,398,396 | |||
Series AB |
8,601,604 | |||
Series AC |
10,029,691 | |||
Series AD |
9,970,309 | |||
Series AE |
9,292,133 | |||
Series AF |
6,707,867 | |||
Series AG |
4,985,351 | |||
Series AH |
9,014,649 | |||
Series AI |
5,949,884 | |||
Series AJ |
8,050,116 | |||
Series AK |
22,745,921 | |||
Series AL |
2,254,079 | |||
Series AM |
9,546,615 | |||
Series AN |
1,953,385 | |||
Series AO |
4,600,000 | |||
Series AQ |
9,200,000 | |||
Total First Preferred Shares |
160,300,000 |
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 (the Exchange Act) during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days.
YES: ☒ NO: ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). |
YES: ☒ NO: ☐
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.
Emerging Growth Company ☐
If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
The term new or revised financial accounting standard refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.
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PRIOR FILINGS MODIFIED AND SUPERSEDED
The annual report on Form 40-F of BCE Inc. (BCE) for the year ended December 31, 2019, at the time of filing with the U.S. Securities and Exchange Commission (the SEC or Commission), modifies and supersedes all prior documents filed pursuant to Sections 13, 14 and 15(d) of the Exchange Act for purposes of any offers or sales of any securities after the date of such filing pursuant to any registration statement or prospectus filed pursuant to the Securities Act of 1933 which incorporates by reference such annual report on Form 40-F.
ANNUAL AUDITED CONSOLIDATED FINANCIAL STATEMENTS AND
MANAGEMENTS DISCUSSION AND ANALYSIS
A. Annual Audited Consolidated Financial Statements
For the BCE annual audited consolidated financial statements for the year ended December 31, 2019 (the BCE 2019 Financial Statements), see pages 111 to 159 of the BCE 2019 Annual Report (the BCE 2019 Annual Report), which BCE 2019 Financial Statements are contained in Exhibit 99.2 and are incorporated herein by reference.
B. Managements Discussion and Analysis
For the BCE managements discussion and analysis for the year ended December 31, 2019 (the BCE 2019 MD&A), see pages 28 to 108 of the BCE 2019 Annual Report, which BCE 2019 MD&A is contained in Exhibit 99.2 and is incorporated herein by reference.
DISCLOSURE CONTROLS AND PROCEDURES
Our disclosure controls and procedures are designed to provide reasonable assurance that information required to be disclosed by us in reports filed or submitted under Canadian or U.S. securities laws is recorded, processed, summarized and reported within the time periods specified under those laws, and include controls and procedures that are designed to ensure that the information is accumulated and communicated to management, including BCEs President and Chief Executive Officer (CEO) and Executive Vice-President and Chief Financial Officer (CFO), to allow timely decisions regarding required disclosure.
As of December 31, 2019, management evaluated, under the supervision of and with the participation of the CEO and the CFO, the effectiveness of our disclosure controls and procedures, as defined in Rule 13a-15(e) under the Exchange Act, and under National Instrument 52-109 Certification of Disclosure in Issuers Annual and Interim Filings.
Based on that evaluation, the CEO and CFO concluded that our disclosure controls and procedures were effective as of December 31, 2019.
INTERNAL CONTROL OVER FINANCIAL REPORTING
A. Managements report on internal control over financial reporting
The report of BCEs management entitled Managements report on internal control over financial reporting appearing at page 109 of the BCE 2019 Annual Report, which report is contained in Exhibit 99.3, is incorporated herein by reference.
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B. Auditors report on internal control over financial reporting
The report of independent registered public accounting firm concerning the effectiveness of BCEs internal control over financial reporting appearing at page 110 of the BCE 2019 Annual Report, which report is contained in Exhibit 99.3, is incorporated herein by reference.
C. Changes in internal control over financial reporting
There have been no changes during the year ended December 31, 2019 in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. The adoption of IFRS 16, Leases, effective January 1, 2019, required the implementation of new accounting systems, processes and controls, which changed the companys internal controls over lease accounting. No significant changes were made to our internal control over financial reporting due to the adoption of the new standard in 2019.
STATEMENT REGARDING CONTROLS AND PROCEDURES
There can be no assurance that our disclosure controls and procedures will detect or uncover all failures to disclose all material information otherwise required to be set forth in our disclosure. Furthermore, a control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance with respect to the reliability of financial reporting and financial statement preparation. Accordingly, BCE does not expect that BCEs internal control over financial reporting will prevent or detect all errors and all fraud. BCE will continue to periodically review its disclosure controls and procedures and internal control over financial reporting and may make modifications from time to time as considered necessary or desirable.
AUDIT COMMITTEE FINANCIAL EXPERT
In respect of the current members of BCEs Audit Committee (Audit Committee), the board of directors of BCE determined that the current Chair of the Audit Committee, Mr. P.R. Weiss, and Mr. D.F. Denison, Ms. K. Lee and Ms. M.F. Leroux are qualified as audit committee financial experts, and that all members of the Audit Committee are independent under the listing standards of the New York Stock Exchange.
CODE OF ETHICS
All employees, directors and officers must follow Bell Canadas Code of Business Conduct (the Code of Conduct), which provides guidelines for ethical behaviour. The Code of Conduct includes additional guidelines for executive officers and management, including the CEO, CFO, Controller and Treasurer. The Code of Conduct is available in the governance section of BCEs website at BCE.ca and will be provided in print at no charge to any person who sends a written request by mail to BCE Inc. addressed to the Corporate Secretary, at 1, carrefour Alexander-Graham-Bell, Building A, 7th Floor, Verdun, Québec, Canada H3E 3B3.
In 2019 and January 2020, amendments were made to the Code of Conduct in order to:
| update the description of BCEs goal and strategic imperatives, and include a new message from BCEs President and Chief Executive Officer; |
| update the sections entitled Trading in Securities and Public Disclosure of Information to clarify the scope of the relevant rules and guidelines; |
| update the section entitled Information Classification and Records Management to clarify employees obligation to return any equipment entrusted to them upon termination of the employment relationship; |
| update the section entitled Dealing with Customers to clarify and update certain of its content, including as it relates to ethical practices; |
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| update the section entitled Safeguarding Bell Assets Information Security as it relates to external e-mails; and |
| update the section entitled Work Environment to add information and guidelines relating to diversity and inclusion in the workplace, as well as the prevention of workplace violence and harassment, and to reorganize certain of its content. |
In addition to these changes, certain other technical, administrative and non-substantive amendments were made to the Code of Conduct.
A copy of the Code of Conduct, as amended, has been posted on BCEs website at BCE.ca.
PRINCIPAL ACCOUNTANT FEES AND SERVICES
A brief description of our pre-approval policies and procedures and information about principal accountant fees and services can be found under the sections entitled Pre-approval policies and procedures and External auditors fees on page 34 of our Annual Information Form contained in Exhibit 99.1, which sections are incorporated by reference in this annual report on Form 40-F.
In 2019 and 2018, no audit-related, tax or other services were submitted to BCEs Audit Committee for approval pursuant to the pre-approval requirement waiver provision set out in paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
OFF-BALANCE SHEET ARRANGEMENTS
Please see the sections entitled Contractual obligations and Indemnifications and guarantees (off-balance sheet) at page 82 of the BCE 2019 MD&A contained in Exhibit 99.2 (which sections are incorporated by reference in this annual report on Form 40-F) for a discussion of certain off-balance sheet arrangements.
TABULAR DISCLOSURE OF CONTRACTUAL OBLIGATIONS
Please see the section entitled Contractual obligations at page 82 of the BCE 2019 MD&A contained in Exhibit 99.2 (which section is incorporated by reference in this annual report on Form 40-F) for a tabular disclosure and discussion of contractual obligations.
IDENTIFICATION OF THE AUDIT COMMITTEE
BCE has a separately designated standing Audit Committee established in accordance with section 3(a)(58)(A) of the Exchange Act. BCEs Audit Committee is comprised of seven independent members: Mr. P.R. Weiss (Chair), Mr. D.F. Denison, Mr. R.P. Dexter, Mr. I. Greenberg, Ms. K. Lee, Ms. M.F. Leroux and Mr. R.C. Simmonds.
MINE SAFETY DISCLOSURE
Not applicable.
UNDERTAKING
BCE undertakes to make available, in person or by telephone, representatives to respond to inquiries made by the Commission staff, and to furnish promptly, when requested to do so by the Commission staff, information relating to: the securities in relation to which the obligation to file this annual report on Form 40-F arises or transactions in said securities.
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WEBSITE INFORMATION
Notwithstanding any reference to BCEs website or other websites on the World Wide Web in this annual report on Form 40-F or in the documents attached as Exhibits hereto, the information contained in BCEs website or any other site on the World Wide Web referred to in this annual report on Form 40-F or in the documents attached as Exhibits hereto, or referred to in BCEs website, is not a part of this annual report on Form 40-F and, therefore, is not filed with the Commission.
SUMMARY OF SIGNIFICANT DIFFERENCES FROM
NYSE CORPORATE GOVERNANCE RULES
A summary of significant differences between corporate governance practices followed by BCE and corporate governance practices required to be followed by U.S. domestic companies under the New York Stock Exchanges Listing Standards (disclosure required by section 303A.11 of the NYSE Listed Company Manual) is available in the governance section of BCEs website at BCE.ca.
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SIGNATURES
Pursuant to the requirements of the Exchange Act, the registrant certifies that it meets all of the requirements for filing on Form 40-F and has duly caused this annual report to be signed on its behalf by the undersigned, thereto duly authorized.
BCE Inc. |
By: (signed) Glen LeBlanc |
Glen LeBlanc |
Executive Vice-President and Chief Financial Officer |
Date: March 11, 2020 |
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LIST OF EXHIBITS TO FORM 40-F | ||
Annual Information Form of BCE Inc. for the year ended December 31, 2019 | Exhibit 99.1 | |
Annual audited consolidated financial statements of BCE Inc. for the year ended December 31, 2019 and the related managements discussion and analysis | Exhibit 99.2 | |
Managements report on internal control over financial reporting and the Report of Independent Registered Public Accounting Firm thereon | Exhibit 99.3 | |
Consent of Independent Registered Public Accounting Firm
Bell Canada Unaudited Selected Summary Financial Information |
Exhibit 99.4
Exhibit 99.5 | |
Exhibit to 2019 Annual Financial Statements Earnings Coverage | Exhibit 99.6 | |
Certifications of the Chief Executive Officer and the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | Exhibit 99.31 | |
Certification of the Chief Executive Officer and the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | Exhibit 99.32 | |
XBRL Instance Document |
Exhibit 101 |
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Exhibit 99.1
Building Better Experiences Annual Information Form for the year ended December 31, 2019 March 5, 2020 BCE
In this Annual Information Form, we, us, our and BCE mean, as the context may require, either BCE Inc. or, collectively, BCE Inc., Bell Canada, their subsidiaries, joint arrangements and associates. Bell means, as the context may require, either Bell Canada or, collectively, Bell Canada, its subsidiaries, joint arrangements and associates.
Each section of BCEs 2017, 2018 and 2019 managements discussion and analysis (BCE 2017 MD&A, BCE 2018 MD&A and BCE 2019 MD&A, respectively) and each section of BCEs 2019 consolidated financial statements referred to in this Annual Information Form is incorporated by reference herein. No other document shall be considered to be incorporated by reference in this Annual Information Form. The BCE 2017 MD&A, BCE 2018 MD&A, BCE 2019 MD&A and BCE 2019 consolidated financial statements have been filed with the Canadian provincial securities regulatory authorities (available at sedar.com) and with the United States (U.S.) Securities and Exchange Commission (SEC) as exhibits to BCEs annual reports on Form 40-F (available at sec.gov). They are also available on BCEs website at BCE.ca.
Documents and other information contained in BCEs website or in any other site referred to in BCEs website or in this Annual Information Form are not part of this Annual Information Form and are not incorporated by reference herein.
All dollar figures are in Canadian dollars, unless stated otherwise. The information in this Annual Information Form is as of March 5, 2020, unless stated otherwise, and except for information in documents incorporated by reference that have a different date.
Effective January 1, 2019, we adopted International Financial Reporting Standard (IFRS) 16 Leases, as described in section 10.1, Our accounting policies of the BCE 2019 MD&A, using a modified retrospective approach whereby the financial statements of prior periods presented were not restated and continue to be reported under International Accounting Standard (IAS) 17 Leases, as permitted by the specific transition provisions of IFRS 16.
To align with changes in how we manage our business and assess performance, the operating results of The Source (Bell) Electronics Inc. (The Source) are now entirely included within our Wireless segment effective January 1, 2019, with prior periods restated for comparative purposes. Previously, The Sources results were included within our Wireless and Wireline segments. |
Trademarks in this Annual Information Form which are owned or used under license by BCE Inc., Bell Canada or their subsidiaries include, without limitation, BCE, BELL Design, BELL MOBILITY and BELL MEDIA. This Annual Information Form also includes trademarks of other parties. The trademarks referred to in this Annual Information Form may be listed without the ® and TM symbols.
© BCE Inc., 2020. All rights reserved.
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Exhibit 99.4
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the incorporation by reference in Registration Statement No. 333-12130 on Form F-3, Registration Statement No. 333-231698 on Form F-10 and Registration Statements Nos. 333-12780 and 333-12802 on Form S-8 and to the use of our reports dated March 5, 2020, relating to the consolidated financial statements of BCE Inc. (the Company) and the effectiveness of the Companys internal control over financial reporting, appearing in this Annual Report on Form 40-F for the year ended December 31, 2019.
/s/ Deloitte LLP[1]
March 11, 2020
Montréal, Canada
1 CPA auditor, CA, public accountancy permit No. A124391
Exhibit 99.5
NOTICE OF RELIANCE
SECTION 13.4 OF NATIONAL INSTRUMENT 51-102
CONTINUOUS DISCLOSURE OBLIGATIONS
To: | Alberta Securities Commission |
British Columbia Securities Commission
Manitoba Securities Commission
Financial and Consumer Services Commission, New Brunswick
Office of the Superintendent of Securities, Newfoundland and Labrador
Nova Scotia Securities Commission
Ontario Securities Commission
Office of the Superintendent of Securities, Prince Edward Island
Autorité des marchés financiers
Financial and Consumer Affairs Authority of Saskatchewan
Toronto Stock Exchange
Notice is hereby given that Bell Canada relies on the continuous disclosure documents filed by BCE Inc. pursuant to the exemption from the requirements of National Instrument 51-102 Continuous Disclosure Obligations (NI 51-102) provided in Section 13.4 of NI 51-102.
The continuous disclosure documents of BCE Inc. can be found for viewing in electronic format at www.sedar.com.
Attached to this notice and forming part thereof is the consolidating summary financial information for BCE Inc. as required by Section 13.4 of NI 51-102.
Dated: March 11, 2020
BELL CANADA | ||||||
By: |
(signed) Thierry Chaumont | |||||
Name: |
Thierry Chaumont | |||||
Title: |
Senior Vice-President, Controller and Tax |
Bell Canada
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UNAUDITED SELECTED SUMMARY FINANCIAL INFORMATION(1)
For the periods ended December 31, 2019 and 2018
(in millions of Canadian dollars)
BCE Inc. fully and unconditionally guarantees the payment obligations of its 100% owned subsidiary Bell Canada under the public debt issued by Bell Canada. Accordingly, the following summary financial information is provided by Bell Canada in compliance with the requirements of section 13.4 of National Instrument 51-102 (Continuous Disclosure Obligations) providing for an exemption for certain credit support issuers. The tables below contain selected summary financial information for (i) BCE Inc. (as credit supporter), (ii) Bell Canada (as credit support issuer) on a consolidated basis, (iii) BCE Inc.s subsidiaries, other than Bell Canada, on a combined basis, (iv) consolidating adjustments, and (v) BCE Inc. and all of its subsidiaries on a consolidated basis, in each case for the periods indicated. Such summary financial information for BCE Inc. and Bell Canada and all other subsidiaries is intended to provide investors with meaningful and comparable financial information about BCE Inc. and its subsidiaries. This summary financial information should be read in conjunction with BCE Inc.s audited consolidated financial statements for the year ended December 31, 2019.
For the periods ended December 31:
BCE
INC. (CREDIT SUPPORTER)(2) |
BELL CANADA CONSOLIDATED (CREDIT SUPPORT ISSUER) |
SUBSIDIARIES OF BCE INC. OTHER THAN BELL CANADA(3) |
CONSOLIDATING ADJUSTMENTS(4) |
BCE INC. CONSOLIDATED |
||||||||||||||||||||||||||||||||||||
2019 | 2018 | 2019 | 2018 | 2019 | 2018 | 2019 | 2018 | 2019 | 2018 | |||||||||||||||||||||||||||||||
Operating revenues |
| | 23,966 | 23,470 | | | (2 | ) | (2 | ) | 23,964 | 23,468 | ||||||||||||||||||||||||||||
Net earnings from continuing operations attributable to owners |
3,191 | 2,929 | 3,386 | 3,009 | 137 | 124 | (3,523 | ) | (3,133 | ) | 3,191 | 2,929 | ||||||||||||||||||||||||||||
Net earnings attributable to owners |
3,191 | 2,929 | 3,386 | 3,009 | 137 | 124 | (3,523 | ) | (3,133 | ) | 3,191 | 2,929 |
As at December 31, 2019 and December 31, 2018, respectively:
BCE INC. (CREDIT SUPPORTER)(2) |
BELL CANADA CONSOLIDATED (CREDIT SUPPORT ISSUER) |
SUBSIDIARIES OF BCE INC. OTHER THAN BELL CANADA(3) |
CONSOLIDATING ADJUSTMENTS(4) |
BCE INC. CONSOLIDATED |
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Dec. 31, 2019 |
Dec. 31, 2018 |
Dec. 31, 2019 |
Dec. 31, 2018 |
Dec. 31, 2019 |
Dec. 31, 2018 |
Dec. 31, 2019 |
Dec. 31, 2018 |
Dec. 31, 2019 |
Dec. 31, 2018 | |||||||||||||||||||||||||||||||
Total Current Assets |
651 | 576 | 7,687 | 7,400 | 420 | 286 | (3,238 | ) | (2,469 | ) | 5,520 | 5,793 | ||||||||||||||||||||||||||||
Total Non-current Assets |
23,745 | 22,429 | 48,030 | 44,616 | 39 | 53 | (17,188 | ) | (15,791 | ) | 54,626 | 51,307 | ||||||||||||||||||||||||||||
Total Current Liabilities |
3,219 | 2,531 | 9,721 | 10,317 | 75 | 50 | (3,238 | ) | (2,469 | ) | 9,777 | 10,429 | ||||||||||||||||||||||||||||
Total Non-current Liabilities |
103 | 113 | 28,254 | 25,231 | 29 | 84 | 575 | 554 | 28,961 | 25,982 |
(1) | The summary financial information is prepared in accordance with International Financial Reporting Standards (IFRS) and is in accordance with generally accepted accounting principles issued by the Canadian Accounting Standards Board for publicly-accountable enterprises. As required, BCE adopted IFRS 16 - Leases effective January 1, 2019 using a modified retrospective approach whereby the financial results of prior periods presented were not restated and continue to be reported under IAS 17 - Leases, as permitted by IFRS 16. |
(2) | This column accounts for investments in all subsidiaries of BCE Inc. under the equity method. |
(3) | This column accounts for investments in all subsidiaries of BCE Inc. (other than Bell Canada) on a consolidated basis. |
(4) | This column includes the necessary amounts to eliminate the intercompany balances between BCE Inc., Bell Canada and other subsidiaries and other adjustments to arrive at the information for BCE Inc. on a consolidated basis. |
Exhibit 99.6
BCE Inc.
EXHIBIT TO 2019 ANNUAL FINANCIAL STATEMENTS
EARNINGS COVERAGE
The following consolidated financial ratios are calculated for the twelve months ended December 31, 2019, give effect to the issuance and redemption of all long-term debt since January 1, 2019 as if these transactions occurred on January 1, 2019, and are based on unaudited financial information of BCE Inc.
December 31, 2019 | ||
Earnings coverage of interest on debt requirements based on net earnings attributable to owners of BCE Inc. before interest expense and income tax: |
4.5 times | |
Earnings coverage of interest on debt requirements based on net earnings attributable to owners of BCE Inc. before interest expense, income tax and non-controlling interest: |
4.5 times |
Exhibit 99.31
CERTIFICATIONS
I, Mirko Bibic, certify that:
1. | I have reviewed this annual report on Form 40-F of BCE Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the issuer as of, and for, the periods presented in this report; |
4. | The issuers other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the issuer and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the issuers disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
(d) | Disclosed in this report any change in the issuers internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the issuers internal control over financial reporting; and |
5. | The issuers other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the issuers auditors and the audit committee of the issuers board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the issuers ability to record, process, summarize and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the issuers internal control over financial reporting. |
Date: March 11, 2020
(signed) Mirko Bibic
Mirko Bibic
President and Chief Executive Officer
BCE Inc.
CERTIFICATIONS
I, Glen LeBlanc, certify that:
1. | I have reviewed this annual report on Form 40-F of BCE Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the issuer as of, and for, the periods presented in this report; |
4. | The issuers other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the issuer and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the issuers disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
(d) | Disclosed in this report any change in the issuers internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the issuers internal control over financial reporting; and |
5. | The issuers other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the issuers auditors and the audit committee of the issuers board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the issuers ability to record, process, summarize and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the issuers internal control over financial reporting. |
Date: March 11, 2020
(signed) Glen LeBlanc
Glen LeBlanc
Executive Vice-President and Chief Financial Officer
BCE Inc.
Exhibit 99.32
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. Section 1350), as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned officers of BCE Inc. (the Company), does hereby certify that:
the annual report on Form 40-F for the year ended December 31, 2019 of the Company (the Form 40-F) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and the information contained in the Form 40-F fairly presents, in all material respects, the financial condition and results of operations of the Company.
Date: March 11, 2020 |
(signed) Mirko Bibic | |
Mirko Bibic | ||
President and Chief Executive Officer | ||
BCE Inc. | ||
Date: March 11, 2020 |
(signed) Glen LeBlanc | |
Glen LeBlanc | ||
Executive Vice-President and Chief Financial Officer | ||
BCE Inc. |
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