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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
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For the month of: May 2009
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Commission File Number: 1-8481 |
BCE Inc.
(Translation of registrants name into English)
1000, rue de La Gauchetière Ouest, Bureau 3700, Montréal, Québec H3B 4Y7, (514) 870-8777
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of
Form 20-F or Form 40-F.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(1): ______
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(7): ______
Indicate by check mark whether by furnishing the information contained in this Form, the registrant
is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
If Yes is marked, indicate below the file number assigned to the registrant in connection with
Rule 12g3-2(b): 82-______.
Notwithstanding any reference to BCE Inc.s Web site on the World Wide Web in the documents
attached hereto, the information contained in BCE Inc.s site or any other site on the World Wide
Web referred to in BCE Inc.s site is not a part of this Form 6-K and, therefore, is not furnished
to the Securities and Exchange Commission.
TABLE OF CONTENTS
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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BCE Inc.
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Date: May 13, 2009 |
By: |
(signed) Alain F. Dussault
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Alain F. Dussault |
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Corporate Secretary |
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Bell Canada
1 Carrefour Alexander-Graham-Bell
Building A7
Verdun (Québec)
H3E 3B3
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Alain F. Dussault
Corporate Secretary BCE & Bell
Telephone: 514 786-3891
Facsimile: 514 766-8161
alain.dussault@bell.ca
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TO: |
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British Columbia Securities Commission,
Corporate Finance Department
Alberta Securities Commission
Saskatchewan Financial Services Commission,
Securities Division
Manitoba Securities Commission
Ontario Securities Commission
New Brunswick Securities Commission
Nova Scotia Securities Commission
Registrar of Securities, Prince Edward Island
Securities Commission of Newfoundland & Labrador |
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RE: |
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BCE Inc.
Report of Voting Results pursuant to section 11.3 of National
Instrument
51-102
Continuous Disclosure Obligations (NI 51-102) |
Following the 2009 annual general meeting of shareholders of BCE Inc. (the Corporation) held on
May 7, 2009 (the Meeting), and in accordance with section 11.3 of NI 51-102, we hereby advise you
of the following voting results obtained at the Meeting. According to the scrutineers report,
shareholders were present at the meeting, in person or by proxy, representing 458,667,338 common
shares or 58.66% of the 781,922,981 shares outstanding on the March 19, 2009 record date for the
Meeting.
1. Election of Directors
A ballot was conducted with respect to the election of directors. According to
proxies received and ballots cast, the following individuals were elected as
directors of the Corporation until the next annual shareholder meeting, with the
following results:
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NAME OF NOMINEE |
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VOTES FOR |
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% |
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VOTES WITHHELD |
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% |
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Barry K. Allen |
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431,847,415 |
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94.17 |
% |
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26,713,942 |
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5.83 |
% |
André Bérard |
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418,912,303 |
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91.38 |
% |
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39,525,819 |
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8.62 |
% |
Ronald A. Brenneman |
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398,841,524 |
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87.00 |
% |
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59,575,502 |
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13.00 |
% |
Robert E. Brown |
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419,702,014 |
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91.59 |
% |
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38,528,220 |
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8.41 |
% |
George A. Cope |
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453,542,286 |
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98.91 |
% |
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5,017,763 |
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1.09 |
% |
Anthony S. Fell |
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402,984,687 |
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87.91 |
% |
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55,431,583 |
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12.09 |
% |
Donna Soble Kaufman |
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433,079,496 |
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94.44 |
% |
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25,481,554 |
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5.56 |
% |
Brian M. Levitt |
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433,716,096 |
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94.58 |
% |
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24,846,599 |
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5.42 |
% |
Edward C. Lumley |
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434,035,102 |
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94.65 |
% |
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24,529,009 |
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5.35 |
% |
Thomas C. ONeill |
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419,231,834 |
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91.45 |
% |
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39,209,476 |
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8.55 |
% |
Paul M. Tellier |
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431,729,554 |
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94.15 |
% |
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26,834,518 |
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5.85 |
% |
Paul Raymond Weiss |
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453,929,308 |
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98.99 |
% |
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4,635,169 |
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1.01 |
% |
Victor L. Young |
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433,374,257 |
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94.51 |
% |
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25,188,689 |
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5.49 |
% |
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2. Appointment of Auditor
A ballot was conducted with respect to the appointment of Deloitte & Touche LLP
as the Corporations auditor. According to proxies received and ballots cast,
Deloitte & Touche LLP was appointed the Corporations auditor with the following
results:
Votes For : 455,670,091 (99.37%)
Votes Withheld : 2,868,837 (0.63%)
Total Votes Cast : 458,538,928
3. Shareholder Proposal No. 1
As no one was present at the Meeting to move the proposal, no vote was taken with
respect to the shareholder proposal to cease and desist buying shares pursuant to
the share buyback dated December 12, 2008. Nevertheless, in the spirit of full
disclosure, it should be noted that 97.75% (representing 441,416,963 shares) of
the votes cast by proxy prior to the commencement of the Meeting were directed to
be voted AGAINST the proposal and 2.17% (representing 9,806,559 shares) of such
votes were directed to be voted FOR the proposal. The total number of common
shares directed to be voted as such was 451,223,522 shares.
4. Shareholder Proposal No. 2
As no one was present at the Meeting to move the proposal, no vote was taken with
respect to the shareholder proposal to declare as a special dividend an amount
equal to the dividend of the BCE common shares that would have been paid in July
and October 2008. Nevertheless, in the spirit of full disclosure, it should be
noted that 92.53% (representing 417,833,433 shares) of the votes cast by proxy
prior to the commencement of the Meeting were directed to be voted AGAINST the
proposal and 7.47% (representing 33,701,406 shares) of such votes were directed
to be voted FOR the proposal. The total number of common shares directed to be
voted as such was 451,534,839 shares.
5. Shareholder Proposal No. 3
As no one was present at the Meeting to move the proposal, no vote was taken with
respect to the shareholder proposal to the missed dividend payments to
shareholders for the periods of July 15, 2008 and October 15, 2008.
Nevertheless, in the spirit of full disclosure, it should be noted that 93.62%
(representing 422,787,984 shares) of the votes cast by proxy prior to the
commencement of the Meeting were directed to be voted AGAINST the proposal and
6.38% (representing 28,774,168 shares) of such votes were directed to be voted
FOR the proposal. The total number of common shares directed to be voted as such
was 451,562,152 shares.
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6. Shareholder Proposal No. 4
As no one was present at the Meeting to move the proposal, no vote was taken
with respect to cut board of directors, President and CEO, and top management
salaries, bonuses, stock option benefits, other benefits and perks by 50% in
2009 and 2010, and cap them to a maximum of $500,000 Canadian, per person, per
year for 2009 and 2010. Nevertheless, in the spirit of full disclosure, it
should be noted that 95.90% (representing 433,052,437 shares) of the votes cast
by proxy prior to the commencement of the Meeting were directed to be voted
AGAINST the proposal and 4.02% (representing 18,133,236 shares) of such votes
were directed to be voted FOR the proposal. The total number of common shares
directed to be voted as such was 451,185,673 shares.
7. Shareholder Proposal No. 5
A ballot was conducted with respect to the shareholder proposal with respect to
independence of compensation committee members and external compensation
advisors. Accordingly, the proxies received and ballot cast, the proposal was
defeated with the following results:
Votes For : 43,588,370 (9.66%)
Votes Against : 407,741,788 (90.34%)
Total Votes Cast : 451,330,158
8. Shareholder Proposal No. 6
A ballot was conducted with respect to the shareholder proposal with respect to
shareholder advisory vote on the executive compensation policy. Accordingly,
the proxies received and ballot cast, the proposal was approved with the
following results:
Votes For : 426,906,689 (93.14%)
Votes Against : 31,425,380 (6.86%)
Total Votes Cast : 458,332,069
9. Shareholder Proposal No. 7
A ballot was conducted with respect to the shareholder proposal with respect to
female representation on boards of directors. Accordingly, the proxies
received and ballot cast, the proposal was defeated with the following results:
Votes For : 35,060,098 (7.76%)
Votes Against : 416,626,142 (92.24%)
Total Votes Cast : 451,686,240
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10. Shareholder Proposal No. 8
A ballot was conducted with respect to the shareholder proposal with respect to
limit on the number of directorships. Accordingly, the proxies received and
ballot cast, the proposal was defeated with the following results:
Votes For : 22,400,762 (4.96%)
Votes Against : 429,300,002 (95.04%)
Total Votes Cast : 451,700,764
Yours truly,
(signed) Alain F. Dussault
Corporate Secretary
BCE Inc.