Editorial Archive

From the Pensions Office

6/29/13 8:05 AM

Notice of Demutualization Proceeds

The following is an important notice for all current and former employees of the Toronto Transit Commission (TTC) who were insured under one or more of the TTC’s Group Life Insurance policies on Dec. 29, 1997.

The TTC is seeking approval from the Ontario Superior Court of Justice for the distribution of Demutualization Proceeds to eligible active and retired employees who were making premium policy payments to basic, optional or supplemental life insurance under one or more of these three group insurance policies on Dec. 29, 1997.

Eligible individuals may be entitled to receive a distribution of Demutualization Proceeds as explained below. The following notice also appears in the Toronto Star (Sat., June 29, 2013) and the Globe and Mail (Sat., June 29, 2013) print editions:

NOTICE FOR PUBLICATION

IMPORTANT NOTICE

TO: All current and former employees of the Toronto Transit Commission (the “TTC”) who were insured under one or more of the TTC’s group life insurance policies on December 29, 1997.

TAKE NOTICE THAT: The TTC is seeking court approval to distribute Demutualization Proceeds.

TTC employees and former employees who participated in basic, optional, or supplemental life insurance under one of three group insurance policies (the “Policies”) may be eligible to receive a distribution of Demutualization Proceeds—defined below.

Effective December 29, 1997 (the “Demutualization Date”), The Mutual Life Assurance Company—the company that issued the Policies—converted from a mutual insurance company to a demutualized insurance company with share capital in a process called “demutualization”. It became Clarica Life Insurance Company. The TTC was a participating policyholder and thus, was issued shares in the demutualized company based on insurance premiums paid during the calendar years 1988-1997. Those shares were then sold for cash. That cash together with related dividends and interest are referred to as the “Demutualization Proceeds.” The Demutualization Proceeds are currently held by the TTC and are invested in interest bearing instruments.

The TTC has commenced an application in the Ontario Superior Court of Justice asking the Court to approve the proposed distribution of the Demutualization Proceeds (the “Application”). The Application has been certified as a class proceeding under the Class Proceedings Act, 1992, S.O. 1992, c. 6. The TTC is now seeking approval to distribute approximately $5.5 million pursuant to the terms of a Memorandum of Understanding (as amended, the “MOU”).

The TTC negotiated and entered into the MOU with the TTC’s Unions, and a member Committee struck for the purpose of representing unionized employees, non-unionized employees, pensioners, and other former employees in this process. The purpose of the MOU is to provide a fair and reasonable method to distribute the Demutualization Proceeds to eligible employees and former employees. The representatives on the member Committee are Rocco Signorile, Gaetano Franco, Michael Farrell, Pat Daniels and Paul McLaughlin. They have been appointed by the Court as representative respondents in this Application. Koskie Minsky LLP has been appointed as counsel to the Committee and the Class.

Under the proposed distribution, the Demutualization Proceeds will be distributed to the TTC and to certain current and former employees who were insured (“Insured”) under one or more of the Policies on the Demutualization Date, who were employees or former employees of the TTC under such Policies on that date, and who are “eligible employees” or “eligible retirees” as defined in the MOU. There are approximately 10,600 eligible persons who may receive a share of proceeds in the event the Court approves the MOU. Under the terms of the MOU, approximately 58 percent of the Demutualization Proceeds will be shared among eligible employees and former employees, and the remainder (42%) will be distributed to the TTC.

The TTC, has engaged the assistance of Deloitte LLP—a third party administrator—to ensure that the Demutualization Proceeds are distributed in accordance with the terms of the MOU and the approval of the Ontario Superior Court of Justice.  

The terms of this distribution are highlighted in a letter that has been sent to all current and former employees who were Insured under one or more of the Policies on the Demutualization Date, for whom address information was available. The fact that an employee or former employee has received notice of the proposed distribution does not mean that the employee or former employee is eligible for an amount under the proposed distribution.

Where an employee or retiree who was Insured under one or more of the Policies on the Demutualization Date has died, the estate of such deceased employee or retiree is considered to be the “eligible employee” or the “eligible retiree”, as the case may be, for purposes of the proposed distribution if such estate is located as described in the MOU.  Therefore, such estates are included in this notice, but must take the steps described below to be eligible for a distribution.

If you are a current employee, or a former employee with a pension in pay, you do not need to do anything to confirm your eligibility. If you are eligible under the terms of the MOU, you are entitled to a distribution. If you are a former employee who does not currently have a TTC pension in pay or you are the legal representative of the estate of a deceased employee or retiree who was Insured under one or more of the Policies on the Demutualization Date, you must notify the third party administrator, so that your identity and address can be confirmed.

Therefore, if you received a letter indicating that you must confirm your identity and address, or if you did not receive a letter, or if you are the legal representative of the estate of a deceased employee or retiree who was Insured under one or more of the Policies on the Demutualization Date, you need to notify Deloitte LLP —the third party administrator—at the address below, so that your identity and address can be confirmed. If you are not a current TTC employee, or a former employee with a pension in pay, and the parties have not been able to verify your identity and address, you will not be eligible to participate in the proposed distribution.  Accordingly, it is important that you contact Deloitte LLP as soon as possible. To verify your identity and address please contact Deloitte LLP at:

Deloitte LLP, 181 Bay Street, Suite 1400, Toronto, ON, M5J 2V1; ttcclassaction@deloitte.ca; 1-866-669-6615

The parties will be bringing a motion for the Court’s approval of the settlement of the Application on the terms of the MOU, so as to allow the proposed distribution to proceed.  This motion is scheduled to be heard by the Court on October 22, 2013 at [10:00 am] at Osgoode Hall, Courtroom 6,130 Queen Street West, Toronto, Ontario. You are not required to attend this hearing, although you may if you wish.  If you wish to make submissions at the hearing, we recommend you consult with a lawyer.

Opting Out

If you wish to opt-out of this class proceeding and pursue an individual action, you are entitled to do so. In order to opt out you must contact Class Counsel at the following address:

Koskie Minsky LLP
Attention: James Harnum
Barristers and Solicitors
20 Queen Street West
Suite 900
P.O. Box 52
Toronto, ON  M5H 3R3

Facsimile: 416-204-2819

You must contact Class counsel in writing at the address above—by facsimile or registered mail—before the end of the day on September 3, 2013. After this opt-out period expires, if you are eligible to receive a distribution, you will be bound by the terms of the MOU if it is approved at the settlement approval hearing.

If you wish to make any inquiries, please DO NOT contact the Court directly. Instead, please phone our toll-free information line at 1-866-669-6615 to speak with a representative or to leave a message, or visit our website at www.ttcclassaction.com or send an email to ttcclassaction@deloitte.ca, or write to the address for the third party administrator. If you have questions about the negotiation or merits of the MOU agreement, you may contact Class counsel, Koskie Minsky LLP, at 1-855-595-2627 and ttcmembers@kmlaw.ca.

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