|
||||||||||||||||||||||||||
| SEC Info℠ | | | Home | | | Search | | | My Interests | | | Help | | | Sign In | | | Please Sign In | |||||||
|
||||||||||||||||||||||||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/08/24 Bce Inc. 40-F 12/31/23 184:26M Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size
1: 40-F Annual Report by a Canadian Issuer HTML 120K
2: EX-97 Policy for the Recovery of Erroneously Awarded HTML 57K
Incentive-Based Compensation
3: EX-99.1 Annual Information Form HTML 881K
4: EX-99.2 Management's Discussion and Analysis HTML 2.11M
5: EX-99.3 Annual Audited Consolidated Financial Statements HTML 3.01M
10: EX-99.31 Certifications of the CEO and CFO Pursuant to HTML 55K
Section 302 of the Sarbanes-Oxley
11: EX-99.32 Certification of the CEO and CFO Pursuant to 18 HTML 48K
U.S.C. Section 1350
6: EX-99.4 Management's Report on Internal Control Over HTML 54K
Financial Reporting and the Report
7: EX-99.5 Consent of Independent Registered Public HTML 46K
Accounting Firm
8: EX-99.6 Bell Canada Unaudited Selected Summary Financial HTML 105K
Information
9: EX-99.7 Exhibit to 2023 Annual Financial Statements - HTML 46K
Earnings Coverage
17: R1 Cover HTML 160K
18: R2 Audit information HTML 52K
19: R3 Consolidated income statements HTML 91K
20: R4 Consolidated statements of comprehensive income HTML 80K
21: R5 Consolidated statements of comprehensive income HTML 58K
(Parenthetical)
22: R6 Consolidated statements of financial position HTML 164K
23: R7 Consolidated statements of changes in equity HTML 86K
24: R8 Consolidated statements of cash flows HTML 143K
25: R9 Corporate information HTML 50K
26: R10 Material accounting policies HTML 152K
27: R11 Segmented information HTML 141K
28: R12 Business acquisitions and disposition HTML 107K
29: R13 Operating costs HTML 61K
30: R14 Severance, acquisition and other costs HTML 54K
31: R15 Interest expense HTML 54K
32: R16 Impairment of assets HTML 54K
33: R17 Other expense HTML 65K
34: R18 Income taxes HTML 124K
35: R19 Earnings per share HTML 57K
36: R20 Trade and other receivables HTML 67K
37: R21 Inventory HTML 54K
38: R22 Contracts assets and liabilities HTML 95K
39: R23 Contract costs HTML 94K
40: R24 Property, plant and equipment HTML 126K
41: R25 Leases HTML 116K
42: R26 Intangible assets HTML 192K
43: R27 Investments in associates and joint ventures HTML 65K
44: R28 Other non-current assets HTML 60K
45: R29 Goodwill HTML 69K
46: R30 Trade payables and other liabilities HTML 63K
47: R31 Debt due within one year HTML 144K
48: R32 Long-term debt HTML 144K
49: R33 Provisions HTML 66K
50: R34 Post-employment benefit plans HTML 225K
51: R35 Other non-current liabilities HTML 59K
52: R36 Financial and capital management HTML 204K
53: R37 Share capital HTML 142K
54: R38 Share-based payments HTML 98K
55: R39 Additional cash flow information HTML 143K
56: R40 Remaining performance obligations HTML 94K
57: R41 Commitments and contingencies HTML 72K
58: R42 Related party transactions HTML 64K
59: R43 Significant partly-owned subsidiary HTML 71K
60: R44 Assets held for sale HTML 59K
61: R45 Material accounting policies (Policies) HTML 198K
62: R46 Material accounting policies (Tables) HTML 279K
63: R47 Segmented information (Tables) HTML 137K
64: R48 Business acquisitions and disposition (Tables) HTML 99K
65: R49 Operating costs (Tables) HTML 60K
66: R50 Severance, acquisition and other costs (Tables) HTML 52K
67: R51 Interest expense (Tables) HTML 53K
68: R52 Other expense (Tables) HTML 60K
69: R53 Income taxes (Tables) HTML 126K
70: R54 Earnings per share (Tables) HTML 56K
71: R55 Trade and other receivables (Tables) HTML 64K
72: R56 Inventory (Tables) HTML 52K
73: R57 Contracts assets and liabilities (Tables) HTML 73K
74: R58 Contract costs (Tables) HTML 55K
75: R59 Property, plant and equipment (Tables) HTML 130K
76: R60 Leases (Tables) HTML 114K
77: R61 Intangible assets (Tables) HTML 195K
78: R62 Investments in associates and joint ventures HTML 82K
(Tables)
79: R63 Other non-current assets (Tables) HTML 58K
80: R64 Goodwill (Tables) HTML 67K
81: R65 Trade payables and other liabilities (Tables) HTML 62K
82: R66 Debt due within one year (Tables) HTML 130K
83: R67 Long-term debt (Tables) HTML 94K
84: R68 Provisions (Tables) HTML 64K
85: R69 Post-employment benefit plans (Tables) HTML 231K
86: R70 Other non-current liabilities (Tables) HTML 58K
87: R71 Financial and capital management (Tables) HTML 205K
88: R72 Share capital (Tables) HTML 133K
89: R73 Share-based payments (Tables) HTML 97K
90: R74 Additional cash flow information (Tables) HTML 142K
91: R75 Remaining performance obligations (Tables) HTML 59K
92: R76 Commitments and contingencies (Tables) HTML 65K
93: R77 Related party transactions (Tables) HTML 83K
94: R78 Significant partly-owned subsidiary (Tables) HTML 76K
95: R79 Assets held for sale (Tables) HTML 56K
96: R80 Material accounting policies - Revenue from HTML 55K
Contracts with Customers (Details)
97: R81 Material accounting policies - Share-Based HTML 58K
Payments (Details)
98: R82 Material accounting policies - Depreciation and HTML 68K
Amortization (Details)
99: R83 Material accounting policies - Post-Employment HTML 52K
Benefit Plans (Details)
100: R84 Material accounting policies - Adoption of New or HTML 55K
Amended Accounting Standards (Details)
101: R85 Segmented information - Narrative (Details) HTML 51K
102: R86 Segmented information - Segmented Information HTML 140K
(Details)
103: R87 Segmented information - Revenues by Services and HTML 72K
Products (Details)
104: R88 Business acquisitions and disposition - Narrative HTML 102K
(Details)
105: R89 Business acquisitions and disposition - Summary of HTML 83K
Fair Value of Consideration From FX Innovation
Acquisition (Details)
106: R90 Business acquisitions and disposition - Summary of HTML 90K
Assets and Liabilities Sold (Details)
107: R91 Business acquisitions and disposition - HTML 86K
Acquisition of Distributel (Details)
108: R92 Business acquisitions and disposition - Summary of HTML 75K
Fair Value of Consideration From EBOX Acquisition
(Details)
109: R93 Operating costs (Details) HTML 65K
110: R94 Severance, acquisition and other costs (Details) HTML 60K
111: R95 Interest expense (Details) HTML 62K
112: R96 Impairment of assets (Details) HTML 74K
113: R97 Other expense - Schedule of Other Expense HTML 66K
(Details)
114: R98 Other expense - Narrative (Details) HTML 69K
115: R99 Income taxes - Significant Components of Income HTML 66K
Taxes Deducted from Net Earnings (Details)
116: R100 Income taxes - Narrative (Details) HTML 62K
117: R101 Income taxes - Reconciliation of Reported Income HTML 73K
Taxes in the Income Statement (Details)
118: R102 Income taxes - Disclosure of Current and Deferred HTML 61K
Taxes (Details)
119: R103 Income taxes - Deferred Taxes Resulting From HTML 81K
Temporary Differences (Details)
120: R104 Earnings per share (Details) HTML 61K
121: R105 Trade and other receivables - Schedule of Trade HTML 64K
and Other Receivables (Details)
122: R106 Trade and other receivables - Schedule of Wireless HTML 62K
Device Financing Plan Receivables (Details)
123: R107 Inventory (Details) HTML 55K
124: R108 Contracts assets and liabilities (Details) HTML 82K
125: R109 Contract costs (Details) HTML 60K
126: R110 Property, plant and equipment - Schedule of HTML 108K
Property, Plant and Equipment (Details)
127: R111 Leases - Disclosure of Right-Of-Use Assets HTML 96K
(Details)
128: R112 Leases - Leases Income Statement (Details) HTML 56K
129: R113 Leases - Narrative (Details) HTML 48K
130: R114 Intangible assets (Details) HTML 159K
131: R115 Investments in associates and joint ventures HTML 79K
(Details)
132: R116 Other non-current assets (Details) HTML 60K
133: R117 Goodwill - Changes in carrying amounts of goodwill HTML 66K
(Details)
134: R118 Goodwill - Narrative (Details) HTML 55K
135: R119 Goodwill - Key assumptions used to estimate the HTML 56K
recoverable amounts (Details)
136: R120 Trade payables and other liabilities (Details) HTML 72K
137: R121 Debt due within one year - Schedule of Debt Due HTML 74K
Within One Year (Details)
138: R122 Debt due within one year - Narrative (Details) HTML 63K
139: R123 Debt due within one year - Details of Securitized HTML 50K
Trade Receivables (Details)
140: R124 Debt due within one year - Summary of Total Bank HTML 96K
Credit Facilities (Details)
141: R125 Long-term debt - Summary of Long-Term Debt HTML 104K
(Details)
142: R126 Long-term debt - Narrative (Details) HTML 128K
143: R127 Provisions (Details) HTML 68K
144: R128 Post-employment benefit plans - Components of HTML 59K
Post-Employment Benefit Plans Service Cost
(Details)
145: R129 Post-employment benefit plans - Components of HTML 53K
Post-Employment Benefit Plans Financing Cost
(Details)
146: R130 Post-employment benefit plans - Defined Benefit HTML 57K
Plans Recognized in Comprehensive Income (Details)
147: R131 Post-employment benefit plans - Components of HTML 121K
Post-Employment Benefit (Obligations) Assets
(Details)
148: R132 Post-employment benefit plans - Funded Status of HTML 77K
Post-Employment Benefit Plans Cost (Details)
149: R133 Post-employment benefit plans - Significant HTML 82K
Assumptions (Details)
150: R134 Post-employment benefit plans - Healthcare Cost HTML 76K
Trend Rates and Sensitivity Analysis (Details)
151: R135 Post-employment benefit plans - Post-Employment HTML 114K
Benefit Plan Assets (Details)
152: R136 Post-employment benefit plans - Disclosure of HTML 63K
Contributions to Post-Employment Benefit Plans
(Details)
153: R137 Other non-current liabilities (Details) HTML 58K
154: R138 Financial and capital management - Fair Value HTML 55K
Details of Financial Instruments Measured at
Amortized Cost (Details)
155: R139 Financial and capital management - Financial HTML 84K
Instruments Measured at Fair Value (Details)
156: R140 Financial and capital management - Change in HTML 63K
Allowance for Doubtful Accounts (Details)
157: R141 Financial and capital management - Details on HTML 62K
Trade Receivables Not Impaired (Details)
158: R142 Financial and capital management - Maturity HTML 134K
Analysis for Recognized Financial Liabilities
(Details)
159: R143 Financial and capital management - Market Risk HTML 215K
Narrative (Details)
160: R144 Financial and capital management - Schedule of HTML 103K
Foreign Currency Forward Contracts and Options
(Details)
161: R145 Financial and capital management - Capital HTML 75K
Management (Details)
162: R146 Share capital - Summary of Principal Terms of HTML 165K
Preference Shares (Details)
163: R147 Share capital - Narrative (Details) HTML 122K
164: R148 Share capital - Summary of Outstanding Common HTML 68K
Shares (Details)
165: R149 Share-based payments - Share-based Payment Amounts HTML 56K
Included in the Income Statements as Operating
Costs (Details)
166: R150 Share-based payments - Narrative (Details) HTML 83K
167: R151 Share-based payments - Outstanding RSUs/PSUs HTML 63K
Activity (Details)
168: R152 Share-based payments - Outstanding Stock Options HTML 68K
(Details)
169: R153 Share-based payments - Stock Options Exercise HTML 70K
Prices and Weighted Average Remaining Life
(Details)
170: R154 Additional cash flow information (Details) HTML 128K
171: R155 Remaining performance obligations (Details) HTML 75K
172: R156 Commitments and contingencies (Details) HTML 94K
173: R157 Related party transactions - Summary of HTML 56K
Significant Subsidiaries (Details)
174: R158 Related party transactions - Narrative (Details) HTML 55K
175: R159 Related party transactions - Compensation of Key HTML 55K
Management Personnel (Details)
176: R160 Significant partly-owned subsidiary - Summarized HTML 78K
Statements of Financial Position (Details)
177: R161 Significant partly-owned subsidiary - Selected HTML 70K
Income and Cash Flow Information (Details)
178: R162 Assets held for sale - Narrative (Details) HTML 67K
179: R163 Assets held for sale - Schedule of Assets and HTML 76K
Liabilities Held For Sale (Details)
181: XML IDEA XML File -- Filing Summary XML 344K
184: XML XBRL Instance -- d758244d40f_htm XML 6.61M
180: EXCEL IDEA Workbook of Financial Report Info XLSX 397K
13: EX-101.CAL XBRL Calculations -- bce-20231231_cal XML 453K
14: EX-101.DEF XBRL Definitions -- bce-20231231_def XML 1.99M
15: EX-101.LAB XBRL Labels -- bce-20231231_lab XML 3.56M
16: EX-101.PRE XBRL Presentations -- bce-20231231_pre XML 2.59M
12: EX-101.SCH XBRL Schema -- bce-20231231 XSD 562K
182: JSON XBRL Instance as JSON Data -- MetaLinks 762± 1.18M
183: ZIP XBRL Zipped Folder -- 0001193125-24-063019-xbrl Zip 751K
| POLICY FOR THE RECOVERY OF ERRONEOUSLY AWARDED INCENTIVE-BASED COMPENSATION |
Exhibit 97
BCE INC. POLICY FOR THE
RECOVERY OF ERRONEOUSLY AWARDED INCENTIVE-BASED COMPENSATION
FROM EXECUTIVE OFFICERS
I. BACKGROUND
BCE Inc. (the “Company”) has adopted this policy (this “Policy”) to provide for the recovery or “clawback” of certain incentive compensation in the event of a Restatement (as defined below). This Policy is intended to comply with, and will be interpreted to be consistent with, the requirements of Section 303A.14 of the New York Stock Exchange (“NYSE”) Listed Company Manual (the “Listing Standard”).
II. STATEMENT OF POLICY
The Company shall recover reasonably promptly the amount of erroneously awarded Incentive-Based Compensation in the event that the Company is required to prepare an accounting restatement due to the material noncompliance of the Company with any financial reporting requirement under applicable securities laws, including any required accounting restatement to correct an error in previously issued financial statements that is material to the previously issued financial statements, or that would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period (a “Restatement”).
The Company shall recover erroneously awarded Incentive-Based Compensation in compliance with this Policy except to the extent provided under the section entitled “V. Exceptions” herein.
III. SCOPE OF POLICY
A. Covered Persons and Recovery Period. This Policy applies to all Incentive-Based Compensation received by a person:
| ● | after beginning service as an Executive Officer, |
| ● | who served as an Executive Officer at any time during the performance period for that Incentive-Based Compensation, |
| ● | while the Company has a class of securities listed on NYSE, and |
| ● | during the three completed fiscal years immediately preceding the date that the Company is required to prepare a Restatement (the “Recovery Period”). |
Notwithstanding this look-back requirement, the Company is only required to apply this Policy to Incentive-Based Compensation received on or after October 2, 2023.
For purposes of this Policy, Incentive-Based Compensation shall be deemed “received” in the Company’s fiscal period during which the Financial Reporting Measure (as defined herein) specified in the Incentive-Based Compensation award is attained, even if the payment or grant of the Incentive-Based Compensation occurs after the end of that period.
B. Transition Period. In addition to the Recovery Period, this Policy applies to any transition period (that results from a change in the Company’s fiscal year) within or immediately following the Recovery Period (a “Transition Period”), provided that a
-1-
Transition Period between the last day of the Company’s previous fiscal year end and the first day of the Company’s new fiscal year that comprises a period of nine to 12 months will be deemed a completed fiscal year. For clarity, the Company’s obligation to recover erroneously awarded Incentive-Based Compensation under this Policy is not dependent on if or when a Restatement is filed.
C. Determining Recovery Period. For purposes of determining the relevant Recovery Period, the date that the Company is required to prepare the Restatement is the earlier to occur of:
| ● | the date the board of directors of the Company (the “Board”), a committee of the Board, or the officer or officers of the Company authorized to take such action if Board action is not required, concludes, or reasonably should have concluded, that the Company is required to prepare a Restatement, and |
| ● | the date a court, regulator, or other legally authorized body directs the Company to prepare a Restatement. |
IV. AMOUNT SUBJECT TO RECOVERY
A. Recoverable Amount. The amount of Incentive-Based Compensation subject to recovery under this Policy is the amount of Incentive-Based Compensation received that exceeds the amount of Incentive-Based Compensation that otherwise would have been received had it been determined based on the restated amounts, computed without regard to any taxes paid.
B. Covered Compensation Based on the Company’s Common Share Price or TSR. For Incentive-Based Compensation based on the price of the Company’s common shares or total shareholder return (“TSR”), where the amount of erroneously awarded Incentive-Based Compensation is not subject to mathematical recalculation directly from the information in a Restatement, the recoverable amount shall be based on a reasonable estimate of the effect of the Restatement on the share price or TSR upon which the Incentive-Based Compensation was received. In such event, the Company shall maintain documentation of the determination of that reasonable estimate and provide such documentation to the NYSE.
V. EXCEPTIONS
The Company shall recover erroneously awarded Incentive-Based Compensation in compliance with this Policy except to the extent that the conditions set out below are met and the Management Resources and Compensation Committee (the “Committee”) has made a determination that recovery would be impracticable:
A. Direct Expense Exceeds Recoverable Amount. The direct expense paid to a third party to assist in enforcing this Policy would exceed the amount to be recovered; provided, however, that before concluding it would be impracticable to recover any amount of erroneously awarded Incentive-Based Compensation based on the anticipated expense of enforcement, the Company shall make a reasonable attempt to recover such erroneously awarded Incentive-Based Compensation, document such reasonable attempt(s) to recover, and provide that documentation to the NYSE.
B. Violation of Home Country Law. Recovery would violate applicable Canadian federal or provincial law (“Canadian law”) where that law was adopted prior to November
-2-
28, 2022; provided, however, that before concluding it would be impracticable to recover any amount of erroneously awarded Incentive-Based Compensation based on violation of Canadian law, the Company shall obtain an opinion of Canadian counsel, acceptable to the NYSE, that recovery would result in such a violation, and shall provide such opinion to NYSE.
C. Recovery from Certain Tax-Qualified Retirement Plans. Recovery would likely cause an otherwise tax-qualified retirement plan, under which benefits are broadly available to employees of the Company, to fail to meet the requirements of 26 U.S.C. 401(a)(13) or 26 U.S.C. 411(a) and regulations thereunder.
VI. PROHIBITION AGAINST INDEMNIFICATION
The Company shall not indemnify any Executive Officer or former Executive Officer against the loss of erroneously awarded Incentive-Based Compensation.
VII. DISCLOSURE
The Company shall file all disclosures with respect to recoveries under this Policy in accordance with the requirements of all applicable Canadian and U.S. Federal securities laws, including the disclosure required to be included in applicable Securities and Exchange Commission (“SEC”) filings.
VIII. DEFINITIONS
Unless the context otherwise requires, the following definitions apply for purposes of this Policy:
“Executive Officer” means the Company’s president, principal financial officer, principal accounting officer (or if there is no such accounting officer, the controller), any vice-president of the Company in charge of a principal business unit, division, or function (such as sales, administration, or finance), any other officer who performs a policy-making function, or any other person who performs similar policymaking functions for the Company. Executive officers of the Company’s subsidiaries are deemed Executive Officers of the Company if they perform such policy making functions for the Company. Policy-making function is not intended to include policymaking functions that are not significant. Identification of an Executive Officer for purposes of this Policy will include at a minimum executive officers identified pursuant to 17 CFR 229.401(b).
“Financial Reporting Measures” means any of the following: (i) measures that are determined and presented in accordance with the accounting principles used in preparing the Company’s financial statements, and any measures that are derived wholly or in part from such measures, (ii) stock price and (iii) TSR. A Financial Reporting Measure need not be presented within the Company’s financial statements or included in a filing with the SEC.
“Incentive-Based Compensation” means any compensation that is granted, earned, or vested based wholly or in part upon the attainment of a Financial Reporting Measure.
-3-
IX. ADMINISTRATION; AMENDMENT; TERMINATION.
All determinations under this Policy will be made by the Committee, including determinations regarding how any recovery under this Policy is effected. Any determinations of the Committee will be final, binding and conclusive and need not be uniform with respect to each individual covered by this Policy.
The Committee may amend this Policy from time to time and may terminate this Policy at any time, in each case in its sole discretion.
X. EFFECTIVENESS; OTHER RECOUPMENT RIGHTS
This Policy shall be effective as of December 1, 2023. Any right of recoupment under this Policy is in addition to, and not in lieu of, any other remedies or rights of recoupment that may be available to the Company and its subsidiaries and affiliates under applicable law or pursuant to the terms of any similar policy or similar provision in any employment agreement, equity award agreement or similar agreement.
-4-
| This ‘40-F’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 3/8/24 | 6-K | ||
| For Period end: | 12/31/23 | |||
| 12/1/23 | 6-K | |||
| 10/2/23 | ||||
| List all Filings | ||||