SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of: March, 2020
Commission File Number: 002-09048
THE BANK OF NOVA SCOTIA
(Name of registrant)
44 King Street West, Scotia Plaza 8th floor, Toronto, Ontario, M5H 1H1
Attention: Secretary’s Department (Tel.: (416) 866-3672)
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F ☐ Form 40-F ☒
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
This report on Form 6-K shall be deemed to be incorporated by reference in The Bank of Nova Scotia’s registration statements on Form S-8 (File No. 333-199099) and Form F-3 (File No. 333-228614) and to be a part thereof from the date on which this report is filed, to the extent not superseded by documents or reports subsequently filed or furnished.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| THE BANK OF NOVA SCOTIA | ||||||
| Date: March 20, 2020 | By: | /s/ Nives Gaiotto | ||||
| Name: Nives Gaiotto | ||||||
| Title: Assistant Secretary | ||||||
EXHIBIT INDEX
| Exhibit |
Description of Exhibit | |
| 99.1 | Press release re Joint Statement by Canadian Banks and Life Insurance Companies Regarding Annual Meeting Planning issued on March 20, 2020 | |
| 99.2 | Press release re Scotiabank announces new options for remote shareholder participation at 2020 Annual General Meeting issued on March 20, 2020 | |
Exhibit 99.1
JOINT STATEMENT BY CANADIAN BANKS AND LIFE INSURANCE COMPANIES REGARDING ANNUAL MEETING PLANNING
TORONTO, ON, March 20, 2020 – This is a joint statement issued by BMO, CIBC, Canadian Western Bank, Laurentian Bank, National Bank, RBC, Scotiabank, TD Bank, Great-West Lifeco, Canada Life, Manulife and Sun Life. Each of us is actively monitoring COVID-19 developments and the directives from public health and government authorities for group gatherings and social distancing, and we have been taking a series of proactive precautionary measures to help support the health and well-being of our employees, clients and the general public. This degree of care and concern extends to all of our shareholders and policyholders, and we have been carefully considering alternatives for our respective annual meetings.
The health and well-being of our employees, clients, investors and communities is our collective priority. In line with the latest directives from public health and government authorities, we have jointly obtained a court order that allows us to hold our annual meetings, in whole or in part, using electronic means. The order permits our meetings to be conducted over one or more of webcasting, teleconference or other electronic means, in each case in addition to, or instead of, an in-person meeting, and permits alternative means for distributing meeting materials. The order was obtained because Canadian banks and insurance companies are not permitted to conduct an electronic annual meeting in lieu of an in-person meeting without relief from the court.
We believe these precautions are prudent measures to protect the health and well-being of our stakeholders, while supporting shareholder and policyholder engagement and their ability to attend and exercise their rights.
The specific arrangements for each annual meeting will be announced separately prior to the scheduled date. We encourage our shareholders and policyholders to visit our websites in advance of our annual meetings for the most current information.
| Bank of Montreal | The Bank of Nova Scotia | |
| BMO Life Assurance Company | Media Relations | |
| Media Relations | Laura Mergelas | |
| Paul Gammal | (437) 244-7863 (m) | (416) 285-2639 (o) | |
| (416) 867-3996 | laura.mergelas@scotiabank.com | |
| paul.gammal@bmo.com | ||
| Investor Relations | ||
| Jill Homenuk | ||
| (416) 867-4770 | ||
| jill.homenuk@bmo.com | ||
| Canadian Imperial Bank of Commerce | Canadian Western Bank | |
| Media Relations | Investor Relations | |
| Tom Wallis | Chris Williams | |
| (416) 980-4048 | (780) 508-8229 | |
| tom.wallis@cibc.com | chris.williams@cwbank.com | |
| Laurentian Bank of Canada | National Bank of Canada | |
| Media Relations | Media Relations | |
| Hélène Soulard | Marie-Pierre Jodoin | |
| (514) 926-3295 (m) | (514) 394-4209 | |
| (514) 284-4500 x 40015 (o) | mariepierre.jodoin@nbc.ca | |
| helene.soulard@lbcfg.ca | ||
| Investor Relations | ||
| Marianne Ratté | ||
| 1-866-517-5455 | ||
| investorrelations@nbc.ca / | ||
| relationsinvestisseurs@bnc.ca | ||
| Royal Bank of Canada | The Toronto-Dominion Bank | |
| RBC Life Insurance Company | Media Relations | |
| Media Relations | Julie Bellissimo | |
| Gillian McArdle | (416) 965-6050 | |
| (416) 842-4231 | julie.bellissimo@td.com | |
| gillian.mcardle@rbc.com | ||
| Investor Relations | ||
| Investor Relations | Gillian Manning | |
| Asim Imran | (416) 308-6014 | |
| (416) 955-7804 | gillian.manning@td.com | |
| asim.imran@rbc.com | ||
| Great-West Lifeco Inc. | Manulife Financial Corporation | |
| The Canada Life Assurance Company | The Manufacturers Life Insurance | |
| Media Relations | Company | |
| Liz Kulyk | Media Relations | |
| (204) 926-5012 | Brooke Tucker-Reid | |
| media.relations@canadalife.com | (647) 528-9601 | |
| brooke_tucker-reid@manulife.com | ||
| Investor Relations | Investor Relations | |
| Deirdre Neary | Adrienne O’Neill | |
| (416) 552-3208 | (416) 926-6997 | |
| deirdre.neary@canadalife.com | adrienne_oneill@manulife.com | |
| Sun Life Financial Inc. | ||
| Sun Life Assurance Company of Canada | ||
| Media Relations | ||
| Rajani Kamath | ||
| (416) 979-6070 | ||
| rajani.kamath@sunlife.com | ||
| Investor Relations | ||
| Leigh Chalmers | ||
| (647) 256-8201 | ||
| investor.relations@sunlife.com | ||
Exhibit 99.2
Scotiabank announces new options for remote shareholder participation at
2020 Annual General Meeting
March 20, 2020 [Toronto] – Scotiabank today announced several new options for shareholders to participate remotely in the Bank’s 188th annual general meeting. These measures were introduced following the joint statement issued by Canadian banks and life insurance companies regarding annual meeting planning.
Scotiabank’s 188th Annual Meeting of Common Shareholders will be held on April 7, 2020, at 9:00 a.m. EDT.
“Considering the potential impact of the COVID-19 pandemic on the Bank’s stakeholders, and the directives from public health officials on large group settings, the Board of Directors believes the safest way to participate in the upcoming annual meeting is remotely and we are providing additional ways to enable this for all shareholders,” said Julie Walsh, SVP, Corporate Secretary and Chief Corporate Governance Officer, Scotiabank. “The health and well-being of our shareholders, employees and community is of utmost priority to Scotiabank. This decision is consistent with our goal of ensuring the wellbeing of all of our stakeholders, while enabling our shareholders to participate in the annual meeting.”
Shareholders are strongly encouraged to vote in advance of the meeting. Scotiabank has also enabled the following remote channels to facilitate shareholder participation:
| • | All shareholders are invited to join the annual meeting and pose questions through a live webcast as well as a conference call |
| • | Non-registered (beneficial) owners who hold shares through an intermediary such as a securities broker, trustee or financial institution can vote their shares and pose questions via an audio webcast using the control number on their voting instruction form |
| • | Registered owners who hold shares directly can use the control number on their form of proxy to vote their shares using the online and fax options outlined on the form, or via telephone – the number will be posted on the Scotiabank website in advance of the meeting |
Please note: the proxy materials previously distributed will not be updated and may continue to be used to vote individual shares in connection with the annual meeting.
Shareholders can visit www.scotiabank.com/annualmeeting or contact Investor Relations at 416-775-0798 or investor.relations@scotiabank.com for more information.
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For media inquiries (only):
Laura Mergelas, Global Communications
437-244-7863 (m) | 416-285-2639 (o)
laura.mergelas@scotiabank.com