`
`BULKY DOCUMENTS
`
`(Exceeds 100 pages)
`
`Filed:
`
`7[26[2011
`
`Title: OPPOSER’S NOTICE OF RELIANCE #5: PRINTED
`
`PUBLICATIONS.
`
`Part
`
`2of
`
`2
`
`
`
`

`

`Corporate Information
`
`Shareholder Information
`
`EX9CUtiV9 0f“Ce"5
`
`Mike Lazaridis
`President and Co—Chief Executive Officer
`
`Annual Meeting of Shareholders
`Tuesday. July 13. 2010 at o.30pm
`The Centre for International Governance Innovation
`57 Erb Street West
`
`Jim Baisiilie
`Co—Chief Executive Officer
`
`Brian Bidutka
`Chief Financial Officer
`
`Robin Bientait
`Chief liifoimciiioit Officer
`(
`Don Morrison
`Chief Operating Officer,
`3)C,Ci\»BQ,,U
`
`‘
`.
`K€i_“TP0t'dLJ
`Cmef Mmkemg Offlcer
`
`David Yoch
`Chief Technology Officer,
`Software
`
`Kcmmc’ BGWO
`Vice-President, Legal
`
`Board of Directors
`
`Mike LOZGVTCNSJ
`President and Co-Chief Executive Officer
`
`John Richardson) FCAL2
`Lead Director
`
`I
`Jim ESUH‘
`Corporate Director
`David Kerri
`Managing Partner.
`Edper Financial Corporation
`
`Roger Martin‘:
`Dean and Professor of Strategy‘
`Joseph L Rotman School of Management.
`U,7,'VQr5;{g of To,-O,-nro
`
`\/\/aterioo. Ontario, Canada
`
`Shareholder Inquiries
`investor Relations
`Research in Motion Limited
`
`2200 University Avenue East
`Waterloo. Ontario, i\t2i< om‘
`Tel: (+1) 519»888—7(:zi5 x’/S950
`Fax (+1) 519-888-6990
`Email investor_relations@rim com
`
`Transfer Agent
`Computershare Investor Services Inc
`
`100 University Avenue, 9th Floor
`Toronto, Ontario MSJ 2Y1
`Tel: (+1) 800-504-6253
`Fax;
`(+1) 866-249-7775
`service@computersharecom
`
`Auditors
`Ernst 8) Young LLP
`Chartered Accountants
`515 Riverbend Drive
`
`Kitchener, Ontario, i\i2K 3S3
`
`Stock Exchange Listings
`
`Nasclaq Global Select Market
`Sgmboll WM M
`The Toronto Stock Exchange
`Stjmboii WM
`
`Corporate Office
`Research in Motion Limited
`295 Phmip St"eet_
`7
`\/\/Otei'lO0.0F1lC1I‘iO,
`i\l2L :3\/\/8
`
`Barbara Stymiest, FCA’
`Group Head. Strategy. Treasury and Corporate Services
`Royal Bank of Canada
`
`Corporate website
`
`Wwwflmvcom
`
`Antonio Viana—Baptista‘
`Corporate Director
`
`John \/\/etmore‘”’
`Corporate Director
`
`1 Membei of the Audit and Risir. Management Committee
`z
`,
`.7 Member 0] the COiT"lf)€iL:CttiOVi. Nomination and Governance
`Committee
`7, Member of the Strategic Planning Committee
`
`' ""
`,
`.
`
`,
`
`_ /
`'
`
`GLOBAL e_SU5TA|NAB”_m,
`|N|1'|A1'|VE
`
`

`

`

`

`EXHIBIT 10
`
`Submitted with Opposer’s Notice of Reliance # 5
`
`Research In Motion Limited v. BerryWav, LLC.
`Opposition No. 91 194928
`
`

`

`Research In Motion — Annual Reports, Financial Information, XBRL F...
`
`http://www.rim.com/investors/documents/
`
`.¢ =:§?r’7
`
`Home > investors >
`
`Financial Documents
`
`Access annual reports. annual information forms (AlFs), proxy circulars, financial releases and quarterly financ
`information.
`
`Fiscal Year 2012
`
`Reports
`
`0 Q1 Fiscal 2012 Financial Information (PDF)
`
`Financial Releases
`
`0 RIM and NEI Investments Announce V\fithdrawal of Shareholder Proposal (PDF)
`
`0 Q1 Fiscal 2012 Results Announcement (PDF)
`
`- Research In Motion Provides Updated Q1 Guidance (PDF)
`
`Fiscal Year 2011
`
`Reports
`
`o Fiscal 2011 (XBRL Files)
`
`0 2011 Annual Report (PDF)
`
`0 Prog Circular - Fiscal 2011 (PDF)
`
`o Annual Information Form (AIF) — Fiscal 2011 (PDF)
`
`0 Q3 Fiscal 2011 Financial Information (PDF)
`
`0 Q2 Fiscal 2011 Financial Information (PDF)
`
`0 Q1 Fiscal 2011 Financial Information (PDF)
`
`Financial Releases
`
`0 Q4 Fiscal 2011 Results Announcement (PDF)
`
`0 Q3 Fiscal 2011 Results Announcement (PDF)
`
`0 RIM Executives Adopt Automatic Securities Disposition Plans (PDF)
`
`- Q2 Fiscal 2011 Results Announcement (PDF)
`
`0 RIM Announces Common Share Repurchase (PDF)
`
`0 RIM Announces TSX Approval for Common Share Repurchase Program (PDF)
`
`0 Q1 Results and Share Repurchase Program Announcement (PDF)
`
`- Motorola and Research In Motion Announce Settlement and License Agreement (PDF)
`
`Fiscal Year 2010
`
`Reports
`
`- Fiscal 2010 (XBRL Files)
`
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`Research in Motion — Annual Reports, Financial information, XBRL F...
`
`http://www.rim.com/investors/documents/
`
`- 2010 Annual Regort (PDF)
`
`0 Proxy Circular — Fiscal 2010 (PDF)
`
`0 Annual Information Form (AIF) — Fiscal 2010 (PDF)
`
`0 Q3 Fiscal 2010 Financial Information (PDF)
`
`0 Q2 Fiscal 2010 Financial information (PDF)
`
`0 Q1 Fiscal 2010 Financial Information (PDF)
`
`Financial Releases
`
`~ Q4 Fiscal 2010 Results Announcement (PDF)
`
`0 Q3 Fiscal 2010 Results Announcement (PDF)
`
`4» RIM Announces Common Share Regurchase Program (PDF)
`
`0 Q2 Fiscal 2010 Results Announcement (PDF)
`
`0 RIM Executives Adogt Automatic Securities Disgosition Plans (PDF)
`
`0 Q1 Fiscal 2010 Results Announcement (PDF)
`
`Fiscal Year 2009
`
`Reports
`
`- 2009 Annual Regort (PDF)
`
`0 Pro>_<y Circular — Fiscal 2009 (PDF)
`
`0 Annual information Form (AIF) — Fiscal 2009 (PDF)
`
`0 Q3 Fiscal 2009 Financial Information (PDF)
`
`~ Q2 Fiscal 2009 Financial information (PDF)
`
`0 Q1 Fiscal 2009 Financial Information (PDF)
`
`Financial Releases
`
`0 Q4 Fiscal 2009 Results Announcement (PDF)
`
`0 Research in Motion Provides Ugdated Subscriber Forecast (PDF)
`
`0 Q3 Fiscal 2009 Results Announcement (PDF)
`
`0 RIM Corrects Q2FY09 Geographic Revenue Disclosure (PDF)
`
`- Q2 Fiscal 2009 Results Announcement (PDF)
`
`0 Q1 Fiscal 2009 Results Announcement (PDF)
`
`Fiscal Year 2008
`
`Reports
`
`- 2008 Annual Report (PDF)
`
`0 Prog Circular — Fiscal 2008 (PDF)
`
`0 Annual Information Form (AIF) — Fiscal 2008 (PDF)
`
`0 Q3 Fiscal 2008 Financial Information (PDF)
`
`0 Q2 Fiscal 2008 Financial Information (PDF)
`
`0 Q1 Fiscal 2008 Financial information (PDF)
`
`Financial Releases
`
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`Research In Motion — Annual Reports, Financial Information, XBRL F...
`
`http://www.rim.com/investors/documents/
`
`0 Q4 Fiscal 2008 Results Announcement (PDF)
`
`0 Research In Motion Provides Updated Subscriber Forecast (PDF)
`
`0 RIM Executive Amends Automatic Securities Disposition Plans (PDF)
`
`0 Q3 Fiscal 2008 Results Announcement (PDF)
`
`- Certain RIM Executives Adopt Automatic Securities Disposition Plans (PDF)
`
`- Q2 Fiscal 2008 Results Announcement (PDF)
`
`0 Q1 Fiscal 2008 Results Announcement (PDF)
`
`Fiscal Year 2007
`
`Reports
`
`0 2007 Annual Report (PDF)
`
`0 Proxy Circular — Fiscal 2007 (PDF)
`
`0 Annual Information Form IAIFI —— Fiscal 2007 (PDF)
`
`0 Q3 Fiscal 2007 Financial Information (PDF)
`
`0 Q2 Fiscal 2007 Financial Information (PDF)
`
`0 Q1 Fiscal 2007 Financial Information (PDF)
`
`Financial Releases
`
`- Q4 Fiscal 2007 Results Announcement (PDF)
`
`0 Q3 Fiscal 2007 Results Announcement (PDF)
`
`o RIM Provides Update on Management-Initiated, Voluntary Review of Historical Stock Option Grants (PE
`
`0 Q2 Fiscal 2007 Results Announcement (PDF)
`
`- RIM Announces Management—lnitiated, Voluntary Review of Historical Stock Option Grants (PDF)
`
`0 Q1 Fiscal 2007 Results Announcement (PDF)
`
`Status Updates
`
`0 RIM Completes Restatement and Provides Status Update (PDF)
`
`- RIM Provides Status Update —- May 9 2007 (PDF)
`
`- RIM Provides Status Update — April 25, 2007 (PDF)
`
`0 RIM Provides Status Update — March 30, 2007 (PDF)
`
`0 RIM Provides Status Update —- March 16, 2007 (PDF)
`
`0 RIM Provides Status Update and Reports on Results of Internal Review of Stock Option Grants
`by Special Committee (PDF)
`
`0 RIM Provides Status Update — February 27, 2007 (PDF)
`
`0 RIM Provides Status Update — February 16 2007 (PDF)
`
`- RIM Provides Status Update — February 2, 2007 (PDF)
`
`- RIM Provides Status Update — January 19, 2007 (PDF)
`
`- RIM Provides Status Update — Januam 5 2007 (PDF)
`
`0 RIM Provides Status Update — December 21, 2006 (PDF)
`
`0 RIM Provides Status Update — December 8, 2006 (PDF)
`
`0 RIM Provides Status Update — November 24 2006 (PDF)
`
`0 RIM Provides Status Update — November 10, 2006 (PDF)
`
`0 RIM Provides Status Update - October 27, 2006 (PDF)
`
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`Research in Motion — Annual Reports, Financial lnfomiation, XBRL F...
`
`http://www.rim.com/investors/documents/
`
`Fiscal Year 2006
`
`Reports
`
`0 2006 Annual Report (PDF)
`
`0 Proxy Circular — Fiscal 2006 (PDF)
`
`0 Annual Information Form (AIF) — Fiscal 2006 (PDF)
`
`0 Q3 Fiscal 2006 Financial Information (PDF)
`
`- Q2 Fiscal 2006 Financial Information (PDF)
`
`0 Q1 Fiscal 2006 Financial Information (PDF)
`
`Financial Releases
`
`- Q4 Fiscal 2006 Results Announcement (PDF)
`
`0 Q3 Fiscal 2006 Results Announcement (PDF)
`
`- Research In Motion Announces a Common Share Repurchase Program (PDF)
`
`0 Q2 Fiscal 2006 Results Announcement (PDF)
`
`0 Q1 Fiscal 2006 Results Announcement (PDF)
`
`Fiscal Year 2005
`
`Reports
`
`- 2005 Annual Report (PDF)
`
`- Prom Circular — Fiscal 2005 (PDF)
`
`o Annual Information Form (AIF) — Fiscal 2005 (PDF)
`
`Financial Releases
`
`0 Q4 Fiscal 2005 Results Announcement (PDF)
`
`0 Q3 Fiscal 2005 Results Announcement (PDF)
`
`0 Q2 Fiscal 2005 Results Announcement (PDF)
`
`0 Q1 Fiscal 2005 Results Announcement (PDF)
`
`Fiscal Year 2004
`
`Reports
`
`- 2004 Annual Report (PDF)
`
`a Proxy Circular — Fiscal 2004 (PDF)
`
`0 Annual Information Form (AlF) — Fiscal 2004 (PDF)
`
`Financial Releases
`
`0 Q4 Fiscal 2004 Results Announcement (PDF)
`
`0 Q3 Fiscal 2004 Results Announcement (PDF)
`
`, - Q2 Fiscal 2004 Results Announcement (PDF)
`
`0 Q1 Fiscal 2004 Results Announcement (PDF)
`
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`Research In Motion — Annual Reports, Financial lnfomiation, XBRL F...
`
`http://www.rim.com/investors/documents/
`
`Fiscal Year 2003
`
`Reports
`
`0 2003 Annual Report (PDF)
`
`0 Prom Circular — Fiscal 2003 (PDF)
`
`0 Annual information Form (AIF) — Fiscal 2003 (PDF)
`
`Financial Releases
`
`0 Q4 Fiscal 2003 Results Announcement (PDF)
`
`0 Q3 Fiscal 2003 Results Announcement (PDF)
`
`0 Q2 Fiscal 2003 Results Announcement (PDF)
`
`0 Q1 Fiscal 2003 Results Announcement (PDF)
`
`Fiscal Year 2002
`
`Reports
`
`0 2002 Annual Report (PDF)
`
`Fiscal Year 2001
`
`Reports
`
`0 2001 Annual Report (PDF)
`
`Fiscal Year 2000
`
`Reports
`
`0 2000 Annual Report (PDF)
`
`Fiscal Year 1999
`
`Reports
`
`0
`
`999 Annual Report (PDF)
`
`Fiscal Year 1998
`
`Reports
`
`- 1998 Annual Report (PDF)
`
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`

`

`EXHIBIT 11
`
`Submitted with Opposer’s Notice of Reliance # 5
`
`Research In Motion Limited v. Berrywav, LLC.
`Opposition No. 91 194928
`
`

`

`40-F
`
`http://www.sec.gov/Archives/edgar/data/ I 070235/00009095670900...
`
`40-F 1 o54602e40vf.htm 40-F
`
`UNITED STATES
`
`SECURITIES AND EXCHANGE COMMISSION
`
`Washington, D.C. 20549
`
`FORM 40-F
`
`0
`
`b
`
`REGISTRATION STATEMENT PURSUANT TO SECTION 12 OFTHE SECURITIES
`EXCHANGE ACT OF 1934
`
`0|’
`
`ANNUAL REPORT PURSUANT TO SECTION 13(a) OR l5(d) OFTHE SECURITIES
`EXCHANGE ACT OF 1934
`
`For the fiscal year ended February 28, 2009
`
`Commission File Number 0-29898
`
`Research In Motion Limited
`(Exact name of Registrant as specified in its charter)
`
`Ontario
`(Province or other Jurisdiction
`of Incorporation or 0rgani:ation)
`
`3661
`(Primary Standard Industrial
`Classification Code Number)
`
`Not Applicable
`(l.RS. Employer
`ldeniyication No.)
`
`295 Phillip Street
`Waterloo, Ontario
`Canada, N2L 3W8
`(519) 888-7465
`(Address and telephone number ofRegistrant ‘s principal executive offices)
`
`Research In Motion Corporation
`122 West John Carpenter Parkway, Suite 430
`Irving, Texas 75039
`(972) 650-6126
`(Name, address and telephone number ofagentfor service in the United States)
`
`Securities registered or to be registered pursuant to Section l2(b) of the Act:
`Common Shares, without par value
`
`Securities registered or to be registered pursuant to Section l2(g) of the Act:
`None
`
`Securities for which there is a reporting obligation pursuant to Section l5(d) of the Act:
`None
`
`For annual reports, indicate by check mark the information filed with this Form:
`
`1) Annual infomtation form
`
`1) Audited annual financial statements
`
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`40-F
`
`http://www.sec.gov/Archives/edgar/data/ l 070235/O0O09095670900...
`
`Indicate the number of outstanding shares of each of the Registrant’s classes of capital or common stock as of the close of
`the period covered by this annual report.
`
`The Registrant had 566,218,819 Common Shares outstanding as at February 28, 2009.
`
`Indicate by check mark whether the Registrant by filing the information contained in this Form is also thereby furnishing
`the information to the Commission pursuant to Rule l2g3-2(b) under the Securities Exchange Act of 1934 (the “Exchange
`Act”). If “Yes” is marked, indicate the file number assigned to the Registrant in connection with such Rule.
`
`Yes
`
`82-
`
`No p
`
`Indicate by check mark whether the Registrant (I) has filed all reports required to be filed by Section 13 or l5(d) of the
`Exchange Act during the preceding 12 months (or for such shorter period that the Registrant was required to file such
`reports) and (2) has been subject to such filing requirements for the past 90 days.
`
`No 0
`1)
`Yes
`
`
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`

`

`40-F
`
`http://www.sec.gov/Archives/edgar/data/l 070235/O0009095670900...
`
`A. Disclosure Controls and Procedures
`
`Disclosure controls and procedures are defined by the Securities and Exchange Commission (the “Commission”) as those
`controls and other procedures that are designed to ensure that infomiation required to be disclosed by the Registrant in
`reports filed or submitted by it under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded,
`processed, summarized and reported within the time periods specified in the Commission’s rules and fomis.
`
`The Registrant’s co-Chief Executive Officers and Chief Accounting Officer have evaluated the Registrant’s disclosure
`controls and procedures as of the end of the period covered by this Annual Report and have determined that such disclosure
`controls and procedures were effective. A discussion of the Registrant’s disclosure controls and procedures can be found in
`its Management’s Discussion and Analysis of Financial Condition and Results of Operations for the fiscal year ended
`February 28, 2009, included in Exhibit No. 1.3 to this Annual Report, under the heading “Disclosure Controls and
`Procedures and Internal Controls — Disclosure Controls and Procedures”.
`
`B. Management’s Annual Report on lntemal Control Over Financial Reporting
`
`See Management’s Discussion and Analysis of Financial Condition and Results of Operations for the fiscal year ended
`February 28, 2009, included in Exhibit No. 1.3 to this Annual Report, under the heading “Disclosure Controls and
`Procedures and lntemal Controls —— Management’s Report on lntemal Control Over Financial Reporting”.
`
`C. Attestation Report of the Registered Public Accounting F‘irm
`
`The attestation report of Ernst & Young LLP (“E&Y”) is included in E&Y’s report, dated April 7, 2009, to the
`shareholders of the Registrant, which accompanies the Registrant’s audited consolidated financial statements for the fiscal
`year ended February 28, 2009, filed as Exhibit 1.2 to this Annual Report.
`
`D. Changes in lntemal Control Over Financial Reporting
`
`See Management’s Discussion and Analysis of Financial Condition and Results of Operations for the fiscal year ended
`February 28, 2009, included in Exhibit No. 1.3 to this Annual Report, under the heading “Disclosure Controls and
`Procedures and lntemal Controls —- Changes in lntemal Control Over Financial Reporting”.
`
`E. Notice of Pension Fund Blackout Period
`
`The Registrant was not required by Rule 104 of Regulation BTR to send any notice to any of its directors or executive
`officers during the fiscal year ended February 28, 2009.
`
`F. Audit Committee Financial Expert
`
`The Registrant’s Board of Directors has determined that each of Barbara Stymiest, David Kerr and John Richardson,
`individuals serving on the Audit Committee of the Registrant’s Board of Directors, is an audit committee financial expert,
`within the meaning of General Instruction B(8)(a) of Form 40-F.
`
`The Commission has indicated that the designation of a person as an audit committee financial expert does not make such
`person an “expert” for any purpose, impose any duties, obligations or liability on such person that are greater than those
`imposed on members of the Audit Committee and the Board of Directors who do not carry this designation or affect the
`duties, obligations or liability of any other member of the Audit Committee or Board of Directors.
`
`
`
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`40-F
`
`http://www.sec.gov/Archives/edgar/data/ l 070235/00009095670900...
`
`G. Code of Ethics
`
`The Registrant’s Board of Directors has adopted a code of ethics (the “Code”) that applies to all directors, officers and
`employees. A copy of the Code may be obtained at www.rim.com. The Registrant will provide a copy of the Code without
`charge to any person that requests a copy by contacting the Corporate Secretary at the address that appears on the cover of
`this Annual Report on Form 40-F.
`
`H. Principal Accountant Fees and Services
`
`Audit Fees
`
`The aggregate fees billed by E&Y, the Company’s independent auditor, for the fiscal years ended February 28, 2009 and
`March I, 2008, respectively, for professional services rendered by E&Y for the audit of the Company’s annual financial
`statements or services that are normally provided by E&Y in connection with statutory and regulatory filings or engagements
`for such fiscal years were $1,955,000 and $1,777,000, respectively.
`
`Audit-Related Fees
`
`The aggregate fees billed by E&Y for the fiscal years ended February 28, 2009 and March I, 2008, respectively, for
`assurance and related services rendered by E&Y that are reasonably related to the perfomiance of the audit review of the
`Company’s financial statements and are not reported above as audit fees were $108,000 and $124,000. Professional
`services provided included procedures in support of stock option investigations.
`
`Tax Fees
`
`The aggregate fees billed by E&Y for the fiscal years ended February 28, 2009 and March 1, 2008, respectively, for
`professional services rendered by E&Y for tax compliance, tax advice, tax planning and other services were $4,000 and
`$96,000 respectively. Tax services provided included international tax compliance engagements.
`
`All Other Fees
`
`There were no fees billed by E&Y for the fiscal years ended February 28, 2009 and March I, 2008, except as described
`above.
`
`Audit Committee Pre-Approval Policies and Procedures
`
`Since the enactment of the Sarbanes-Oxley Act of 2002 on July 30, 2002, all audit and non-audit services performed by
`the Registrant’s outside auditors are pre-approved by the audit committee of the Registrant.
`
`I. Off-Balance Sheet Arrangements
`
`The Registrant is not a party to any off—balance sheet arrangements that have or are reasonably likely to have a current or
`filture efi°ect on its financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity,
`capital expenditures or capital resources that is material to investors.
`
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`40-F
`
`http://www.sec.gov/Archives/edgar/data/ l 070235/00009095670900...
`
`J. Tabular Disclosure of Contractual Obligations
`
`Tabular disclosure of the Registrant’s contractual obligations can be found in its Management’s Discussion and Analysis
`of Financial Condition and Results of Operations for the fiscal year ended February 28, 2009, included in Exhibit No. l.3 to
`this Annual Report, under the heading “Liquidity and Capital Resources — Aggregate Contractual Obligations”.
`
`K.
`
`Identification of Audit Committee
`
`The Registrant has an audit committee comprised of three individuals: Barbara Stymiest (Chair), David Kerr and John E.
`Richardson. Each of the members of the audit committee is independent as that term is defined by the rules and regulations of
`the Nasdaq Stock Market, Inc. (“Nasdaq”).
`
`L. Critical Accounting Policies
`
`A discussion of the Registrant’s critical accounting policies can be found in its Management’s Discussion and Analysis of
`Financial Condition and Results of Operations for the fiscal year ended February 28, 2009, included in Exhibit No. 1.3 to
`this Annual Report, under the heading “Critical Accotmting Policies and Estimates”.
`
`M. Nasdaq Exemptions
`
`On November 5, 2002, the Registrant requested an exemption from Nasdaq’s quorum requirements (which provide that a
`quorum for a shareholder meeting of a Nasdaq-listed company must be at least 33- 1/3% of the outstanding common shares of
`the company) on the basis that such requirements were contrary to generally accepted business practices in Canada. The
`Registrant’s by-laws provide that the quorum requirements for the transaction of business at any meeting of shareholders
`shall be two persons present in person, each being a shareholder entitled to vote thereat or a duly appointed proxyholder or
`representative for a shareholder so entitled, holding or representing not less than 20% of the issued shares of the Registrant,
`of the class or classes respectively (if there is more than one class of shares outstanding at the time), enjoying voting rights at
`such meeting. The Registrant’s quorum requirements comply with the requirements of the Business Corporations Act
`(Ontario) and are consistent with the quorum requirements of other Canadian public companies. On November 25, 2002,
`based on the Registrant’s representations, Nasdaq granted the requested exemption.
`
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`40-F
`
`http://www.sec.gov/Archives/edgar/data/ l 070235/000O9095670900...
`
`UNDERTAKING AND CONSENT TO SERVICE OF PROCESS
`
`A. Undertaking
`
`The Registrant 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
`securities in relation to which the obligation to file an annual report on Form 40—F arises or transactions in said securities.
`
`B. Consent to Service of Process
`
`The Registrant has previously filed with the Commission a Form F—X in connection with its Common Shares.
`
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`40-F
`
`http://www.sec.gov/Archives/edgar/data/ l 070235/00009095670900...
`
`SIGNATURE
`
`Pursuant to the requirements of the Exchange Act, the Registrant certifies that it meets all of the requirements for filing on
`Form 40-F and has duly caused this annual report to be signed on its behalf by the undersigned, thereto duly authorized.
`
`RESEARCH IN MOTION LIMITED
`
`Date: April 7, 2009
`
`By:
`
`/s/ Brian Bidulka
`Name: Brian Bidulka
`
`Title: Chief Accounting Ofli cer
`
`7 0f3
`
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`
`

`

`40-F
`
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`EXHIBIT INDEX
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`Ex hibit
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`1.1
`1.2
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`1.3
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`Document
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`Annual Information Form for the fiscal year ended February 28, 2009, dated April 7, 2009
`Audited Consolidated Financial Statements for the fiscal year ended February 28, 2009, prepared in
`accordance with U.S. generally accepted accounting principles
`Management’s Discussion and Analysis of Financial Condition and Results of Operations for the fiscal year
`ended February 28, 2009
`Consent of Ernst & Young LLP
`Certification of the co-Chief Executive Officers and Chief Accounting Ofiicer pursuant to Section 302 of
`the Sarbanes-Oxley Act of 2002
`Certification of the co-Chief Executive Officers and Chief Accounting Oflicer pursuant to Section 906 of
`the Sarbanes-Oxley Act of 2002
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`EX-1.1
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`EX-1.1 2 054602exv1w1.htm EX-1.1
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`Exhibit 1.1
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`Annual Information Form for the fiscal year ended February 28, 2009
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`EX-1.1
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`RESEARCH IN MOTION LIMITED
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`295 Phillip Street
`Waterloo, Ontario
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`N2L 3W8
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`Annual Information Form
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`For the fiscal year ended
`February 28, 2009
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`DATE: April 7, 2009
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`EX-1.1
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`TABLE OF CONTENTS
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`CORPORATE STRUCTURE
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`THE COMPANY
`INTERCORPORATE RELATIONSHIPS
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`GENERAL DEVELOPMENT OF THE BUSINESS
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`NARRATIVE DESCRIPTION OF THE BUSINESS
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`OVERVIEW
`INDUSTRY BACKGROUND
`SUCCESS FACTORS
`STRATEGY
`PRODUCTS AND SERVICES
`THIRD PARTY SOFTWARE DEVELOPERS
`INDUSTRY ASSOCIATIONS
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`SALES, MARKETING AND DISTRIBUTION
`CUSTOMERS
`COMPETITION
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`PRODUCT DESIGN, ENGINEERING AND RESEARCH & DEVELOPMENT
`INTELLECTUAL PROPERTY
`PRODUCTION
`REGULATORY MATTERS
`ENVIRONMENTAL REGULATIONS AND COSTS
`EMPLOYEES
`FACILITIES
`LEGAL PROCEEDINGS AND REGULATORY ACTIONS
`RISK FACTORS
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`DIVIDEND POLICY
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`DESCRIPTION OF SHARE CAPITAL
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`COMMON SHARES
`CLASS A COMMON SHARES
`PREFERRED SHARES
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`MARKET FOR SECURITIES OF THE COMPANY
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`DIRECTORS AND OFFICERS
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`INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS
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`TRANSFER AGENTS AND REGISTRARS
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`MATERIAL CONTRACTS
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`INTERESTS OF EXPERTS
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`ADDITIONAL INFORMATION & DOCUMENTS INCORPORATED BY REFERENCE
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`GLOSSARY
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`APPENDD( A
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`CHARTER OF THE AUDIT COMMITTEE
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`1. AUTHORITY
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`2. PURPOSE OF THE COMMITTEE
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`3. COMPOSITION OF THE COMMITTEE
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`4. MEETINGS OF THE COMMITTEE
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`5. DUTIES AND RESPONSIBILITIES OF THE COMMITTEE
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`6. FUNDING
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`7. DISCLOSURE AND REVIEW OF CHARTER
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`ANNUAL INFORMATION FORM
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`CERTAIN INTERPRETATION MATTERS
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`Unless the context otherwise requires, all references to the “Company” or “RIM” include Research In Motion
`Limited and its predecessors. Certain terms have the meanings specified in the Glossary. All dollar references,
`unless otherwise noted, are in United States dollars.
`
`BlackBerry®, RIM®, Research In Motion®, SureType® and related trademarks, names and logos are the property of Research In
`Motion Limited and are registered and/or used in the U.S. and countries aroimd the world. All other trademarks are the property
`of their respective owners.
`
`Special Note Regarding Forward-Looking Statements
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`This Annual Information Form (“AIF”) contains forward-looking statements within the meaning of the U.S. Private Securities
`Litigation Reform Act of 1995 and applicable Canadian securities laws, including statements relating to:
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`business trends;
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`the company’s expectations with respect to the demand for wireless devices and services;
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`the Company’s expectations with respect to factors influencing the commercial success in the wireless solutions and
`services market;
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`competition and changes in the competitive landscape;
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`the Company’s management and protection of intellectual property and other proprietary rights;
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`the Company’s expectations regarding foreign sales;
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`potential legal proceedings and the Company’s liability under current legal proceedings; and
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`the Company’s dividend policy and sufficiency of its financial resources.
`
`The words “expect”, “anticipate”, “estimate”, “may”, “will”, “should”, “intend”, “believe”, “plan” and similar expressions are
`intended to identify forward-looking statements. Forward-looking statements are based on estimates and assumptions made by
`RIM in light of its experience and its perception of historical trends, current conditions and expected fixture developments, as
`well as other factors that RIM believes are appropriate in the circumstances. Many factors could cause RIM’s actual results,
`performance or achievements to difl°er materially from those expressed or implied by the forward-looking statements, including,
`without limitation, the following factors, which are discussed in greater detail in the “Risk Factors” section of this AIF.
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`third-party claims for infringement of intellectual property rights by RIM and the outcome of any litigation with
`respect thereto;
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`RIlVI’s ability to successfiilly obtain patent or other proprietary or statutory protection for its technologies and
`products;
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`RllVl’s ability to obtain rights to use software or components supplied by third parties;
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`reduced spending by customers due to the uncertainty of economic and geopolitical conditions;
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`R1M’s ability to enhance current products and develop new products;
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`RIM’s ability to establish new, and to build on existing, relationships with its network carrier partners and
`distributors;
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`RIM’s dependence on its carrier partners to grow its BlackBerry subscriber account base;
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`RIM’s dependence on a limited number of significant customers;
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`the efficient and uninterrupted operation ofRIM’s network operations center and the networks of its carrier partners;
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`the occurrence or perception of a breach of RIM’s security measures, or an inappropriate disclosure of confidential or
`personal information;
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`RIM’s ability to manage production facilities and its reliance on third-party manufacturers for certain products;
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`RIM’s reliance on its suppliers for functional components and the risk that suppliers will not be able to supply
`components on a timely basis or in sufficient quantities;
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`the continued quality and reliability of RIM’s products and services;
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`risks associated with RIM’s expanding foreign operations;
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`restrictions on import and use of RllVl’s products in certain countries due to encryption ofthe products and services;
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`foreign exchange risks;
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`effective management of growth and ongoing development of RIM’s service and support operations;
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`risks associated with acquisitions, investments and other business initiatives;
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`intense competition within RIM’s industry, including the possibility that strategic transactions by RIM’s competitors
`or carrier partners could weaken RIM’s competitive position or that RIM may be required to reduce its prices to
`compete effectively;
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`dependence on key personnel and RIM’s ability to attract and retain key personnel;
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`reliance on third-party network infrastructure developers and software platform vendors;
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`changes in interest rates affecting RIM’s investment portfolio and the creditworthiness of its investment portfolio;
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`government regulation of wireless spectrum and radio frequencies;
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`continued use and expansion of the Internet;
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`regulation, certification and health risks, and risks relating to the misuse of RIM’s products;
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`tax liabilities, resulting from changes in tax laws or otherwise, associated with RIM’s worldwide operations;
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`difficulties in forecasting RIM’s quarterly financial results and the growth of its subscriber base; and
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`risks related to RlM’s historical stock option granting practices.
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`These factors should be considered carefully, and readers should not place tmdue reliance on RIM’s forward-looking
`statements. RIM has no intention and undertakes no obligation to update or revise any forward-looking statements, whether as a
`result of new information, future events or otherwise, except as required by law.
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`EX-1.1
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`CORPORATE STRUCTURE
`
`The Company
`
`The Company was incorporated under the Business Corporations Act (Ontario) (“OBCA”) on March 7, 1984 and commenced
`operations at that time. The Company has amalgamated with several of its wholly-owned subsidiaries, the last amalgamation
`occurring on February 24, 2003 through the filing of articles of amalgamation under the OBCA on February 24, 2003. RIM’s
`registered and principal business office is 295 Phillip Street, Waterloo, Ontario, N2L 3W8, telephone: (519) 888-7465, fax:
`(519) 888-6906.
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`lntercorporate Relationships
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`The Company has three material subsidiaries. All are wholly owned, directly or indirectly, by RIM.
`
`Name ofsubsidiary
`Research In Motion Corporation
`Research In Motion UK Limited
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`RIM Finance, LLC
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`Jurisdiction of lncormmtion or Oganization
`Delaware, U.S.A.
`England and Wales
`Delaware, U.S.A.
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`GENERAL DEVELOPMENT OF THE BUSINESS
`
`RIM is a leading designer, manufacturer and marketer of innovative wireless solutions for the worldwide mobile
`communications market. Through the development of integrated hardware, software and services that support multiple wireless
`network standards, RIM provides platforms and solutions for seamless access to time-sensitive information including email,
`phone, short message service (“SMS”), intemet and intranet-based applications. RIM technology also enables a broad array of
`third party developers and manufacturers to enhance their products and services with wireless connectivity to data.
`
`RIM’s portfolio of award-winning products, services and embedded technologies are used by thousands of organizations around
`the world and include the BlackBer1y® wireless solution, the RIM Wireless Handheld” product line, software development
`tools and software.
`
`Product and business developments which have influenced the general development of the Company’s business over the last
`three fiscal years have been as follows:
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`Fiscal 2009
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`The BlackBerry subs