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What's the difference between potash and intellectual property?

Chances are you've never given it much thought.

But Stephen Harper and Industry Minister Tony Clement might want to start pondering the differences, and quickly.

The debate over the proposed foreign takeover of Potash Corp. of Saskatchewan is already a political morass, of well, fertilizer.

So imagine the hysteria that a hostile run at Research In Motion would unleash, from sea to sea.

It's a hypothetical scenario, of course. But a foreign takeover of the iconic BlackBerry maker is less far-fetched than you might think.

Consider this: RIM is widely held (insiders control just 11 per cent of the company), its stock is severely depressed (more than 60 per cent off its 2009 high) and the company is facing an uncertain future in the face of aggressive new competition.

RIM also boasts a coveted global brand, an intensely loyal customer base and a treasure trove of intellectual property.

All of that would make RIM a nice catch for any rival. Not surprisingly, its competitors are all foreign - Nokia (Finland), Apple (U.S.), HTC (Taiwan), Samsung (South Korea), Motorola (U.S.), Sony Ericsson (Japan-Sweden) or LG (South Korea). Voracious Microsoft (U.S.) might also find RIM attractive.

A RIM takeover would make Ottawa's decision this week on Potash Corp. look like a casual coin flip. In RIM, you have one of the country's most valuable companies, an innovation champion and the hub of Waterloo, Ont.'s thriving technology cluster. The company is also a major supplier of equipment and secure communications to federal and provincial governments.

It's rare that a Canadian politician, Prime Minister Harper included, doesn't brag about RIM when they're on the road in the world, talking trade. The BlackBerry is a source of national pride, just as Nortel once was.

If Potash Corp. is put off limits, surely RIM would be too. Fertilizer versus BlackBerrys.

The case for protecting RIM is considerably more compelling.

Potash Corp. would be a lot less affected by a foreign takeover than RIM. Nokia, Samsung or Motorola wouldn't need to keep much of a presence in Canada after acquiring the company. Thousands of RIM jobs in Canada would vanish almost overnight.

"RIM is a more mobile company," agreed Brian Richter, an assistant business professor at the University of Western Ontario's Richard Ivey School of Business. "You can do that business anywhere."

Not so with potash, which remains buried in the ground in Saskatchewan, owned by the province, regardless of who mines the stuff and where their headquarters is located. Even if Potash Corp. is acquired by Anglo-Australian BHP Billiton, Saskatchewan can hike royalties and control potash exports.

And no Potash Corp. jobs are at risk in the takeover.

"RIM is a very different issue," pointed out Joseph D'Cruz, a professor at the Rotman School of Management at the University of Toronto.

"If a key flagship like that falls to foreign ownership, the national interest is diminished significantly. The head office would probably move. And key strategic decisions would move outside the company."

A RIM takeover would put Ottawa in a sensitive spot. For decades, through both Liberal and Conservative regimes, the Canadian government has maintained an increasingly open policy on foreign investment. In the past few years, Investment Canada has okayed foreign takeovers of Alcan, Stelco, Inco, Falconbridge, Ipsco, Dofasco, Cognos, Westcoast, Axcan Pharma and part of the remains of Nortel.

Under current law, Mr. Clement and the Harper government must determine whether a takeover is of "net benefit" to Canada. The criteria, as set out in the Investment Canada Act, include such tests as jobs, exports, productivity, technology development and compatibility with national industrial and economic policies.

The Harper government later added a national security test. And that, arguably, could be used in the event of a RIM takeover. The company owns valuable intellectual property and its secure servers are used by governments around the world for their internal messaging.

There's a good case to be made that RIM is Canada's Intel - a company too important to let go.

So while Mr. Harper and Mr. Clement deliberate over Potash Corp., they would be wise to start thinking about the next big takeover that might come down the pipe.

The world is watching, and important principles at stake.

Mr. Harper just might want to save his veto power for a deal that could really send shock waves through the Canadian economy - for a deal that matters beyond the next election.

Bombardier, Magna, EnCana, RIM. There aren't that many Canadian champions left.

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