We own Toronto Hydro. What aren’t they telling us?
Over two years ago, according to the Toronto Star’s reporting, Toronto Hydro spent some money, and may have given some of it to some politically connected people, to study the possibility of privatizing itself. That is, getting the people of Toronto, who through the city government are the utility’s only shareholder, to sell off some or all of the company.
How much did they spend? They’re keeping it a secret. Who did they pay? They’re keeping it a secret. What con- clusions did this study reach? They’re keeping it a secret.
Did any money go to the immediate family members of executives? Was it billions of dollars? Did the consulting process include bribes for politicians?
The answers to those last three questions, I would guess, are probably all “no.” I have no reason whatsoever to suspect that any of those particular bad things happened. But, we can’t know, can we? Toronto Hydro is keeping it all a secret.
They maintain that a strange loophole in securities law prevents Toronto Hydro, as a debenture-issuing company, from releasing this information to the Star in response to a Municipal Freedom of Information and Protection of Privacy Act request. They will neither confirm nor deny that any records of such a process even exist. And this spring, an adjudicator in the information and privacy commissioner’s office upheld their contention.
They don’t have to release such information, he ruled, and in fact cannot confirm to us whether or not it exists because of rules that are meant to prevent insider trading.
This is not good. That’s our company. It is spending our money. In our name. Its employees and managers work for us. It shouldn’t be operating in secret. I have read the ruling, and think I understand the logic in it, even though I’m not sure I agree with all of it. The adjudicator no doubt knows the law and how it technically applies better than I do. But if the adjudicator is interpreting the law correctly in this case, then the law is a bad one.
Governments, their agencies and government-owned corporations should be making virtually all information public by default. They should be posting all of these itemized receipts, lists of contractors hired, and deliberative documents and reports on their websites for the general public to see every quarter or every year, as a matter of course, not in response to expensive and time-consuming media requests. They should do that, though they do not — instead they act as if information should be concealed by default and often go to great lengths to fight requests from the press.
Provincial politicians should get to work immediately after the election to ensure government-owned companies are bound to release information of this nature swiftly and broadly, modifying the Securi- ties Act as needed.
But before that happens — and frankly, I’m not going to leave the car idling while I wait for legislation — there’s another loophole that means we could know that information. Right away. It was pointed out directly in the tribunal arguments by Toronto Hydro.
The utility seems to be advised on this matter by Bay Street lawyers from Norton Rose Fulbright Canada. They are, I would guess based on their reputation, very expensive lawyers. How expensive? Well, we don’t know, because Toronto Hydro is fighting the Star’s request to reveal how much of our money they’ve spent defending this. But they are an international firm, top notch, obviously. I suspect Toronto Hydro finds itself well advised, legally, on this matter.
And, according to the adjudicator, in response to the Star’s argument that the utility could just issue a news release to the general public containing this information in order to remove any chance of insider trading of its bonds that might come from giving information to one party first, Toronto Hydro’s own argument was that “any decision to release material information to the public is an issue for Toronto Hydro’s board of directors alone.”
Well, OK. That can work. The members of that board of directors are our representatives overseeing the management of the company. They are appointed by Toronto city council (and three of them actually are city councillors). They work for us.
According to Hydro’s own argument, the decision about whether to release the information — not to the Toronto Star, but to the general public in a news release or some other broad announcement fulfilling the requirements of the Securities Act — is up to the board of directors to make. I suggest they ought to make it.
Now, right now. If they don’t want anyone to suspect that there was something shady, or wasteful, or otherwise contrary to the public interest going on, release all the documents related to this. Then we’ll see for ourselves.
It’s been a long time since Mayor John Tory, CEO of the company’s only shareholder, declared that the idea of privatizing Hydro was no longer an option — off the table as long as he was mayor. So these are historical documents we want to see. They show what deliberations our employees took on our behalf about a possibility that no longer exists.
It seems natural that they would have discussed this and studied it at some point. Nothing wrong with that. But what raises suspicion is the apparent impulse to hide it, and to spend years and dollars finding legal cover to keep the public from seeing it.
Make the information public. Then change the law to require things like this to be made public in the future. Give us confidence that our assets are in good hands.