In May 2008, the board of directors of BCE Inc., one of Canada’s leading integrated communications companies, was dealing with the fallout of a Quebec Court of Appeal decision. The court had ruled to disallow a $50 billion privatization deal as, according to the court, the process was flawed and did not consider the debenture (bond) holders of Bell Canada (a wholly owned subsidiary of BCE). The court had ruled that the board had allowed a deal in which benefits accrued only to the shareholders (a 40 per cent increase in value since the firm was in play) at the expense of the bondholders, who were dealt an 18 per cent decrease in value over the same period. In deciding whether or not to launch a last-ditch appeal to the Supreme Court of Canada, management and the board needed to determine who were the key stakeholders involved in the decision to take the firm private, what their interests were, and how those interests should guide the board.
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