United States

Securities and Exchange Commission

Washington, D.C. 20549

Form F-X

APPOINTMENT OF AGENT FOR SERVICE OF PROCESS

AND UNDERTAKING

 

A.	Name of issuer or persons filing (collectively, the “Filer”): CIBC Mellon Trust Company

 

B.	(1) This is

 

x

an original filing for the Filers

 

¨

an amended filing for the Filers

 

C.	Identify the filing in conjunction with which this Form is being filed:

 

Names of registrants:		Bell Canada and BCE Inc.
Form type:		F-10
File number (if known):		333-213603
Filed by:		Bell Canada and BCE Inc.
Date Filed (if filed concurrently, so indicate):		September 13, 2016 (concurrently with Form F-10)

 

D.	The Filer is incorporated or organized under the laws of Canada. The Filer has its principal place of business at 320 Bay Street, P.O. Box 1, Toronto, Ontario, Canada M5H 4A6; phone number: 416-933-8500.

 

E.	(1) The Filer designates and appoints CT Corporation System (“Agent”) located at 111 Eighth Avenue, New York, NY 10011 (phone number: 212-590-9070) as the agent of such Filer upon whom may be served any process, pleadings, subpoenas, or other papers in:

 

(a)

Any investigation or administrative proceeding conducted by the Securities and Exchange Commission (the “Commission”); and

 

(b)

Any civil suit or action brought against such Filer or to which the Filer has been joined as defendant or respondent, in any appropriate court in any place subject to the jurisdiction of any state or of the United States, or of any of its territories or possessions, or of the District of Columbia, where the investigation, proceeding or cause of action arises out of or relates to or concerns any offering made or purported to be made in connection with the securities registered or qualified by such Filer on Form F-10 on September 13, 2016 or any purchases or sales of any security in connection therewith. The Filer stipulates and agrees that any such civil suit or action or administrative proceeding may be commenced by the service of process upon, and that service of an administrative subpoena shall be effected by service upon such agent for service of process, and that service as aforesaid shall be taken and held in all courts and administrative tribunals to be valid and binding as if personal service thereof had been made.

---

F.

The Filer stipulates and agrees to appoint a successor agent for service of process and file an amended Form F-X if the Filer discharges the Agent or the Agent is unwilling or unable to accept service on behalf of the Filer at any time until six years have elapsed from the date BCE Inc. has ceased reporting under the Securities Exchange Act of 1934. The Filer further undertakes to advise the Commission promptly of any change to the Agent’s name or address during the applicable period by amendment of this form, referencing the file number of the relevant form in conjunction with which the amendment is being filed.

 

G.

The Filer undertakes to make available, in person or by telephone, representatives to respond to inquiries made by the Commission staff, and to furnish promptly, when requested to do so by the Commission staff, information relating to the Form F-10, the securities to which the Form F-10 relates, and the transactions in such securities.

---

The Filer certifies that it has duly caused this power of attorney, consent, stipulation and agreement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Toronto, Province of Ontario, Country of Canada, this 13^th day of September, 2016.

 

---

This statement has been signed by the following person in the capacity and on the date indicated.