Common shares, preferred shares and other equity instruments (Tables)

12 Months Ended

Oct. 31, 2021

Text Block [Abstract]

Schedule of Common Shares (Detail)

An unlimited number of common shares without nominal or par value.

Issued and fully paid:

	2021					2020
As at October 31 ($ millions)	Number of shares			Amount		Number of shares			Amount
Outstanding at beginning of year		1,211,479,297		$	18,239		1,216,132,250		$	18,264
Issued in relation to share-based payments, net (Note 26)		3,016,072			200		941,847			59
Issued in relation to the acquisition of a subsidiary or associated corporation		842,154			68		–			–
Repurchased for cancellation under the Normal Course Issuer Bid		–			–		(5,594,800	)		(84	)
Outstanding at end of year		1,215,337,523	(1)	$	18,507		1,211,479,297	(1)	$	18,239

(1) In the normal course of business, the Bank’s regulated Dealer subsidiary purchases and sells the Bank’s common shares to facilitate trading/institutional client activity. During fiscal 2021, the number of such shares bought and sold was 18,532,448 (2020 – 20,290,297).

Schedule of Preferred Shares (Detail)

An unlimited number of preferred shares without nominal or par value.

Issued and fully paid:

	2021								2020
As at October 31 ($ millions)	Number of shares		Amount		Dividends declared per share(1)		Conversion feature		Number of shares		Amount		Dividends declared per share		Conversion feature
Preferred shares:(a)
Series 30(b)		–		–		–		–		–		–		0.227500		Series 31
Series 31(b)		–		–		–		–		–		–		0.331828		Series 30
Series 32(c)		–		–		0.138829		Series 33		11,161,422		279		0.515752		Series 33
Series 33(c)		–		–		0.100614		Series 32		5,184,345		130		0.579323		Series 32
Series 34(d)		–		–		0.687500		Series 35		14,000,000		350		1.375000		Series 35
Series 36(e)		–		–		1.031250		Series 37		20,000,000		500		1.375000		Series 37
Series 38(f)(g)(h)		20,000,000		500		1.212500		Series 39		20,000,000		500		1.212500		Series 39
Series 40(f)(g)(i)		12,000,000		300		1.212500		Series 41		12,000,000		300		1.212500		Series 41
Total preferred shares		32,000,000	$	800						82,345,767	$	2,059

(1) Dividends declared from November 1, 2020 to October 31, 2021.

Terms of preferred shares

	First issue date		Issue price		Initial dividend		Initial dividend payment date		Rate reset spread			Redemption date		Redemption price
Preferred shares(a):
Series 32(c)		February 28, 2011		25.00		0.215410		April 27, 2011		1.34	%		February 2, 2021		25.00
Series 33(c)		February 2, 2016		25.00		0.105690		April 27, 2016		1.34	%		February 2, 2021		25.00
Series 34(d)		December 17, 2015		25.00		0.497300		April 27, 2016		4.51	%		April 26, 2021		25.00
Series 36(e)		March 14, 2016		25.00		0.508600		July 27, 2016		4.72	%		July 26, 2021		25.00
Series 38(f)(g)(h)		September 16, 2016		25.00		0.441800		January 27, 2017		4.19	%		January 27, 2022		25.00
Series 40(f)(g)(i)		October 12, 2018		25.00		0.362100		January 29, 2019		2.43	%		January 27, 2024		25.00

(a) Non-cumulative preferential cash dividends on all series are payable quarterly, as and when declared by the Board. Dividends on the Non-cumulative 5-Year Rate Reset Non-cumulative 5-Year Rate Reset Preferred Shares Non Viability Contingent Capital (NVCC) (Series 38 and 40) are payable at the applicable rate for the initial five-year fixed rate period ending one day prior to the redemption date. Subsequent to the initial five-year fixed rate period, and resetting every five years thereafter, the dividend on such Rate Reset Preferred Shares will be determined by the sum of the 5-year Government of Canada Yield plus the indicated rate reset spread, multiplied by $25.00. If outstanding, non-cumulative preferential cash dividends on the Series 39 and 41 are payable quarterly, as and when declared by the Board. Dividends on the Non-cumulative 5-Year Rate Reset Preferred Shares NVCC (Series 39 and 41) are payable, at a rate equal to the sum of the three month Government of Canada Treasury Bill rate plus the rate reset spread of the converted preferred shares, multiplied by $25.00. For each of the years presented, the Bank paid all of the non-cumulative preferred share dividends.

(b) On April 26, 2020 the Bank redeemed all outstanding Non-cumulative Preferred Shares Series 30 and 31 and paid dividends of $0.227500 and $0.331828, respectively, per share.

(c) On February 2, 2021, the Bank redeemed all outstanding Non-cumulative Preferred Shares Series 32 and Series 33 at a price equal to $25.00 per share plus dividends declared on January 26, 2021 of $0.009891 per Series 32 share and $0.006976 per Series 33 share.

(d) On April 26, 2021, the Bank redeemed all outstanding Non-cumulative Preferred Shares Series 34 at a price equal to $25.00 per share plus dividends declared on February 23, 2021 of $0.343750 per Series 34 share.

(e) On July 26, 2021, the Bank redeemed all outstanding Non-cumulative Preferred Shares Series 36 at a price equal to $25.00 per share plus dividends declared on June 1, 2021 of $0.343750 per Series 36 share.

(f) Holders of Fixed Rate Reset Preferred Shares (Series 38 and 40) will have the option to convert shares into an equal number of the relevant series of Floating Rate Preferred Shares on the applicable Rate Reset Series conversion date and every five years thereafter. Holders of Floating Rate Reset Preferred Shares (Series 39 and 41, if outstanding) have reciprocal conversion options into the relevant series of Fixed Rate Reset Preferred Shares. With respect to Series 38 and 39, and 40 and 41, if the Bank determines that, after giving effect to any Election Notices received, there would be less than 1,000,000 Fixed Rate or Floating Rate Preferred Shares of such Series issued and outstanding on an applicable conversion date, then all of the issued and outstanding preferred shares of such Series will automatically be converted into an equal number of the preferred shares of the other relevant Series.

(g) These preferred shares contain NVCC provisions necessary for the shares to qualify as Tier 1 regulatory capital under Basel III.

(h) Holders of Series 38 Non-cumulative 5-Year Rate Reset Preferred Shares (NVCC) will have the option to convert shares into an equal number of Series 39 non-cumulative floating rate preferred shares (NVCC) on January 27, 2022, and on January 27 every five years thereafter. With regulatory approval, Series 38 preferred shares may be redeemed by the Bank on January 27, 2022 and every five years thereafter, and for Series 39 preferred shares, if applicable, on January 27, 2027 and every five years thereafter, at $25.00 per share, together with declared and unpaid dividends.

(i) Holders of Series 40 Non-cumulative 5-Year Rate Reset Preferred Shares (NVCC) will have the option to convert shares into an equal number of Series 41 non-cumulative floating rate preferred shares (NVCC) on January 27, 2024, and on January 27 every five years thereafter. With regulatory approval, Series 40 preferred shares may be redeemed by the Bank on January 27, 2024 and every five years thereafter, and for Series 41 preferred shares, if applicable, on January 27, 2029 and every five years thereafter, at $25.00 per share, together with declared and unpaid dividends.

Schedule of Other equity instruments

Other equity instruments are comprised of NVCC additional Tier 1 qualifying regulatory capital notes:

															2021				2020
First issue date	Notional Amount (millions)		Reset date		Interest rate			Payment frequency		Interest rate after reset			Redemption frequency after reset(1)		Amount		Distributions paid per Note(2)		Amount		Distributions paid per Note(2)
October 12, 2017, Subordinated Additional Tier 1 Capital Notes(3)(4)	US$	1,250		October 12, 2022		4.65	%		Semi- annually		LIBOR +2.648	(5)  %		Quarterly	$	1,560	US$	46.50	$	1,560	US$	46.50
June 4, 2020, Subordinated Additional Tier 1 Capital Notes(3)(4)	US$	1,250		June 4, 2025		4.90	%		Quarterly		UST +4.551	(6)  %		Every five years	$	1,689	US$	49.00	$	1,689	US$	12.25
June 15, 2021, Limited Recourse Capital Notes(3)(8)(9)	$	1,250		July 27, 2026		3.70	%		Quarterly		GOC +2.761	(7)  %		Every five years	$	1,250	$	13.51	$	–	$	–
October 7, 2021, Limited Recourse Capital Notes(3)(8)(10)	US$	600		October 27, 2026		3.625	%		Quarterly		UST +2.613	(6)  %		Quarterly	$	753	US$	–	$	–	US$	–
Total other equity instruments															$	5,252			$	3,249

(1) Each security is redeemable at the sole discretion of the Bank five years after its issuance and every quarter or five years, as applicable, thereafter. The securities are also redeemable following a regulatory or tax event, as described in the offering documents. All redemptions are subject to regulatory consent and occur at a redemption price of par plus accrued and unpaid interest (unless canceled, where applicable).

(2) Distributions paid from November 1 to October 31 in the relevant fiscal year per face amount of $1,000 or US$1,000, as applicable.

(3) The securities rank pari passu to each other and are the Bank’s direct unsecured obligations, ranking subordinate to Bank’s other subordinated indebtedness.

(4) While interest is payable on the securities when it becomes due, the Bank may, at its sole discretion and with notice, cancel interest payments. Refer to Note 24(c) – Restriction on payment of dividends and retirement of shares.

(5) Three-month US$ LIBOR.

(6) The then-prevailing five-year U.S. Treasury Rate.

(7) The then-prevailing five-year Government of Canada yield.

(8) Interest on Limited Recourse Capital Notes is non-deferrable, however, non-payment of interest that is not cured within five business days results in a Recourse Event. A Recourse Event of the respective Series occurs if (a) there is non-payment in cash by the Bank of the principal amount, together with any accrued and unpaid interest, on the maturity date, (b) there is non-payment in cash of interest which is not cured within 5 business days, (c) there is non-payment in cash of the redemption price in connection with the redemption of the LRCNs, (d) an event of default occurs (i.e. bankruptcy, insolvency, or liquidation of the Bank), or (e) there is an NVCC Trigger Event. Upon the occurrence of a Recourse Event, the noteholder’s sole recourse will be limited to their proportionate share of the Series’ respective assets held in Scotiabank LRCN Trust, a consolidated entity, which consist initially of the respective AT1 Notes or, following an NVCC Trigger Event, common shares.

(9) On June 15, 2021, the Bank issued $1,250 million 3.70% Fixed Rate Resetting Limited Recourse Capital Notes Series 1 (NVCC) (“LRCN Series 1”). In connection with the issuance of LRCN Series 1, the Bank issued $1,250 million of Fixed Rate Resetting Perpetual Subordinated Additional Tier 1 Capital Notes (NVCC) (“the Series 1 AT1 Notes”) at a price of $1,000 per Series 1 AT1 Note, to Scotiabank LRCN Trust to be held as trust assets in connection with the Limited Recourse Capital Notes (LRCN) structure.

(10) On October 7, 2021, the Bank issued US$600 million 3.625% Fixed Rate Resetting Limited Recourse Capital Notes Series 2 (NVCC) (“LRCN Series 2”). In connection with the issuance of LRCN Series 2, the Bank issued US$600 million of Fixed Rate Resetting Perpetual Subordinated Additional Tier 1 Capital Notes (NVCC) (“the Series 2 AT1 Notes”) at a price of US$1,000 per Series 2 AT1 Note, to Scotiabank LRCN Trust to be held as trust assets in connection with the LRCN structure.