Citing the continuing impact of the pandemic, Canada’s biggest banks and insurers are once again heading to court for permission to hold annual meetings online in 2021.
According to a court filing obtained by The Globe and Mail, a group of 16 applicants that includes the country’s six biggest banks and three largest insurance companies has applied for an order allowing them to hold virtual shareholder or policyholder meetings next year.
The matter is set to be heard via Zoom on Tuesday by the Ontario Superior Court of Justice in Toronto. The financial institutions are represented by the law firm Torys LLP.
The banks were among the first organizations to confront the challenge of moving annual general meetings online amid the early shutdowns spurred by the pandemic. The major lenders, as well as their life-insurance subsidiaries, gather shareholders together early in AGM season as they must hold meetings by April 30, six months after the end of their fiscal years. Life Insurance companies such as Sun Life Financial Inc. and Manulife Financial Corp. must hold policyholder meetings by June 30.
Faced with new protocols around physical distancing and bans on large gatherings, the banks and insurers jointly went to court in mid-March to get a similar order as the one they seek now. As they pivoted online, they were forced to abandon existing plans for in-person AGMs, which are large undertakings and traditionally well attended as bank stocks are among the most widely held in the country.
Around the same time, the Canadian Securities Administrators (CSA), an umbrella group representing provincial securities regulators, released new guidelines to support companies holding virtual AGMs. Most major corporations scrambled to move their meetings online.
Now, almost nine months later and with little reason to think restrictions on gathering will be lifted by the spring, the financial institutions are planning ahead. In the current application, they are again seeking permission to hold virtual meetings and to forgo in-person meetings (which are sometimes held in conjunction with online AGMs).
The notice of application cites COVID-19 and directions by public-health officials to prevent its spread, stating, “The applicants want to protect the health of stakeholders who would attend the shareholder meetings and policyholder meetings if they are held in whole or in part as in-person meetings.”
The applicants are The Bank of Montreal, BMO Life Assurance Company, Bank of Nova Scotia, Canadian Imperial Bank of Commerce, Canadian Western Bank, Laurentian Bank of Canada, National Bank of Canada, Royal Bank of Canada, RBC Life Insurance Company, Toronto-Dominion Bank, Great-West Lifeco Inc., Canada Life Assurance Company, Manulife Financial Corp., The Manufacturers Life Insurance Company, Sun Life Financial Inc., and Sun Life Assurance Company of Canada.
They note that the Bank Act and Insurance Companies Act do not allow them to hold meetings online in lieu of in-person gatherings. In the case of Great-West Lifeco, which is governed by different legislation, its corporate bylaws do not permit virtual meetings.
The banks and insurance companies as well as their legal counsel Torys did not immediately comment on Thursday.
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