Archived — CPC-2-0-15 — Canadian Ownership and Control

Appendix A - Examples of Types of Licensees

A radiocommunication carrier is defined in the Radiocommunication Regulations as "a person who operates an interconnected radio-based transmission facility used by that person or another person to provide radiocommunication services for compensation." This means that any radio apparatus in the facility may be used for the transmission or reception of intelligence to or from anywhere on a public switched network (PSN).

Note: Appendix A was corrected in February 2010 to reflect the definition of radiocommunication carrier contained in the Radiocommunication Regulations.

Example 1:

Cellular Radio Telephone Licensees
The radio apparatus in the facility of a cellular radio telephone licensee may be used for the transmission or reception of intelligence to or from anywhere on a PSN. The operators of such facilities are therefore considered radiocommunication carriers.

Example 2:

Dispatch Licensees
The radio apparatus in the facility of dispatch radio systems may allow for the transmission or reception of intelligence to or from anywhere on a PSN. The operators who have an interconnected radio-based transmission facility are therefore considered radiocommunication carriers. Operators who do not allow for this capability are considered radiocommunication service providers.

Example 3:

Security Alarm and Data Type Radiocommunication Service Provider Licensees
These radio systems are interconnected to a central controller through a PSN by using radio linking or wireline facilities. Generally speaking, access to a PSN is used only to facilitate message routing and is available only to the master station. Therefore, such systems are not normally interconnected radio-based transmission facilities, as subscriber access to a PSN is available on a restrictive basis. Operators of such facilities are considered radiocommunication service providers and not radiocommunication carriers.

Example 4:

Paging Radiocommunication Service Provider Licensees
Traditional paging systems with operator interface do not allow subscriber dial-up access to or from anywhere on a PSN. Operators of such facilities are considered radiocommunication service providers and not radiocommunication carriers. Enhanced paging systems allowing dial-up access by the public through a PSN are interconnected radio-based transmission facilities and their operators are considered radiocommunication carriers.

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Appendix B - Information Requested Relating to Ownership and Control

1. General

1.1 A narrative and a chart explaining the corporation's Canadian ownership and control structure.

2. Incorporation Documents

2.1 The incorporating documents, including any by-laws, addendums and appendices.

2.2 All agreements between or among any operating corporation, holding corporation and any other affiliated corporation related to the governance or management of these corporations.

3. Shareholdings

3.1 Certified copies of the current Register of Shareholders, for all classes and series of shares, stating the citizenship and ordinary residency of each shareholder, for the corporation and holding corporation(s).

3.2 The details of the rights, privileges, restrictions and conditions of each class of shares for the corporation and any related holding corporation.

3.3 For each shareholder who is an individual and identified as "Canadian" (as defined in the Canadian Telecommunications Common Carrier Ownership and Control Regulations), an affidavit (oath) or statutory declaration (solemn declaration), taken before a commissioner or other person authorized to take affidavits attesting to each shareholder's citizenship or permanent residence and ordinary residence in Canada. Alternatively, a letter from a member in good standing with a Bar of one of the provinces or territories or the Order of Notaries of the Province of Quebec confirming that the member has examined the appropriate documentation and is satisfied that the individual meets the definition of Canadian (as defined in the Canadian Telecommunications Common Carrier Ownership and Control Regulations).

3.4 For each shareholder who is an entity listed in the definition of "Canadian" in section 2 of the CTCCOCR (e.g. a "qualified corporation" or a "qualified trust", documentation demonstrating that the entity is qualified under the relevant definition of the CTCCOCR, including with respect to beneficial ownership and control).

3.5 Any other document identifying the details of the beneficial ownership by Canadians, and by non-Canadians, of each class of shares for the corporation and any related holding corporation.

3.6 However, where shares of the corporation are widely held, and where the Register or the books or records of the corporation include the address of each registered shareholder (other than a depositary or intermediary), a certified copy of the register or records will be sufficient.

3.7 Copies of all shareholder or partnership agreements for the corporation and any related holding corporation.

4. Directors

4.1 Certified copies of the current Register of Directors for the corporation and any related holding corporation, indicating citizenship and ordinary residency.

4.2 If there is a relationship between a director and a non-Canadian shareholder, information regarding the nature of that relationship (e.g. employee, officer, director, shareholder, significant contract; or spouse of employee, officer, director, shareholder).

4.3 The details of any agreements or arrangements related to the nomination, designation or election of directors of the corporation and any related holding corporation.

4.4 An affidavit or statutory declaration, taken before a commissioner or other person authorized to take affidavits attesting to each director's citizenship or permanent residence and ordinary residence in Canada. Alternatively, a letter from a member in good standing with the Bar of one of the provinces or territories or the Order of Notaries of the Province of Quebec confirming that the member has examined the appropriate documentation and is satisfied that the individual meets the definition of Canadian (as defined in the CTCCOCR).

5. Officers

5.1 The name and citizenship of each officer, and office held, of each officer of the corporation and any related holding corporation, and the details of any relationship between the officers and non Canadian shareholders.

5.2 The details of any agreements or arrangements related to the appointment of officers of the corporation and any related holding corporation.

6. Financing

6.1 The complete details of the financial structure of the corporation and any related holding corporation, including the source of debt and equity financing. This includes details on the share structure, sources' of financing (banks, shareholders, passive investors, etc.), and copies of any agreement related to current or future Canadian or non-Canadian equity (voting and non-voting).

7. Agreements

7.1 Copies of any agreements or covenants between the corporation and any non-Canadian shareholder partner or affiliate. This includes agreements or arrangements for the provision of management services, licensing agreements, or instruments granting current or future rights in the corporation's radiocommunication operations and assets.

7.2 The details of any other agreement or arrangement that may relate to control in fact of the corporation or any related holding corporation.

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