IN THE MATTER OF the Pension Benefits Act, R.S.O. 1990, c. P.8, as amended (the “PBA”)
AND IN THE MATTER OF a Proposal by the Superintendent of Financial Services to make an Order under section 78(1) of the PBA consenting to a payment out of the Vivendi Universal Canada Inc. Retirement Plan for Salaried Employees, (the Plan) formerly named the Retirement Plan for Salaried Employees of Joseph E. Seagram & Sons, Limited and Affiliated Companies), Registration Number 586362.
Vivendi Canada Inc.
800 Third Avenue
New York, NY
Attention: Robert Greenberg
Osler, Hoskin & Harcourt
Box 50, 1 First Canadian Place
Attention: Evan Howard
Koski Minsky LLP
20 Queen Street West
Suite 900, Box 52
Attention: Mark Zigler
NOTICE OF PROPOSAL
I PROPOSE TO MAKE AN ORDER under section 78(1) of the PBA, consenting to
the payment out of the Plan to Vivendi Canada Inc. (the Applicant), in the amount of 43.7% of $41,355,700 (the estimated amount of surplus in the Plan as at December 31, 2006), plus investment earnings and less expenses thereon to the actual date of payment.
I PROPOSE TO MAKE THE ORDER effective only after the Applicant satisfies me that all benefits, benefit enhancements, including enhancements pursuant to the Surplus Sharing Agreement, and any other payments to which the members, former members and any other persons entitled to such payments have been paid, purchased or otherwise provided for.
I PROPOSE TO MAKE THIS ORDER FOR THE FOLLOWING REASONS:
Vivendi Canada Inc. (formerly known as Vivendi Universal Canada Inc.), is the employer as defined in the Plan.
The Plan was wound up, effective December 31, 2006.
- As at December 31, 2006 the surplus in the Plan was estimated at $41,355,700.
- The Plan provides for payment of surplus to the employer on wind up of the Plan.
- The Applicant has applied, pursuant to section 78 of the PBA, and section 8(1)(b) of Regulation 909, R.R.O.1990 (Regulation), for consent of the Superintendent of Financial Services to the payment of 43.7 % of the surplus to be distributed from the Plan to the Applicant as of the date of the wind up, after adjusting for interest and expenses related to the wind up of the Plan (the Application).
- There were no active members in the Plan as at December 3, 2006. The Application discloses that by written agreement made by the Applicant, and more than 80% of the Ontario former members and other persons entitled to benefits from the Plan and more than 80% of the members affected by the Waterloo and Beamsville, Ontario, partial wind ups of the Plan, the surplus in the Plan at the date of payment, after deduction of expenses is to be distributed:
a. 43.7 % to the Employer; and
b. 56.3 % to the Participants as defined in the Application.
- The Application appears to comply with sections 78 and 79(3) (a) & (b) of the PBA and with sections 8(1)(b), 28(5), 28(5.1) and 28(6) of the Regulation.
- Such further and other reasons as come to my attention.
YOU ARE ENTITLED TO A HEARING by the Financial Services Tribunal (the “Tribunal”) pursuant to section 89(6) of the PBA. To request a hearing, you must deliver to the Tribunal a written notice that you require a hearing, within thirty (30) days after this Notice of Proposal is served on you.*
YOUR WRITTEN NOTICE must be delivered to:
Financial Services Tribunal
5160 Yonge Street
Attention: The Registrar
FOR FURTHER INFORMATION on a Form for the written notice, please see the Tribunal website at www.fstontario.ca or contact the Registrar of the Tribunal by phone at 416- 590-7294, toll free at 1-800-668-0128, ext. 7294, or by fax at 416-226-7750.
IF YOU FAIL TO REQUEST A HEARING WITHIN THIRTY (30) DAYS, I MAY CARRY OUT THE PROPOSAL AS DESCRIBED IN THIS NOTICE.
DATED at Toronto, Ontario, this 11th day of October, 2007
K. David Gordon
Deputy Superintendent, Pensions
* NOTE - Pursuant to section 112 of the PBA any Notice, Order or other document is sufficiently given, served or delivered if delivered personally or sent by regular mail and any document sent by regular mail shall be deemed to be given, served or delivered on the seventh day after the date of mailing.