Enbridge Inc. filed this Form 8-K on 3/24/2021
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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(Former Name or Former Address, if Changed Since Last Report)
Securities registered pursuant to Section 12(b) of the Act:
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Events.
On March 24, 2021, Enbridge Inc. (the “Company”) began mailing its Notice of 2021 Annual Meeting and Notice of Availability of Meeting Materials (the “Notice”) to shareholders of the Company. Copies of the Notice mailed to registered shareholders and to beneficial shareholders of the Company are attached as Exhibit 99.1 and Exhibit 99.2, respectively, to this current report on Form 8-K. The Company previously filed its Notice of 2021 Annual Meeting of Shareholders and Management Information Circular (the “Management Information Circular”) as Exhibit 99.1 to the Company’s current report on Form 8-K filed March 8, 2021.
As described in the Management Information Circular, due to the continued global pandemic caused by COVID-19, the Company will again hold its 2021 Annual Meeting of Shareholders in a virtual only format. Information and instructions on how to attend the virtual 2021 Annual Meeting of Shareholders are contained in the Management Information Circular. A user guide for attending the virtual 2021 Annual Meeting of Shareholders is attached as Exhibit 99.3 to this current report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit Number |
Description | |
99.1 | Notice of 2021 Annual Meeting and Notice of Availability of Meeting Materials (Registered) | |
99.2 | Notice of 2021 Annual Meeting and Notice of Availability of Meeting Materials (Beneficial) | |
99.3 | Virtual AGM User Guide | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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 hereunto duly authorized.
ENBRIDGE INC. (Registrant) | ||||
Date: March 24, 2021 |
By: | /s/ Karen K.L. Uehara | ||
Karen K.L. Uehara | ||||
Vice President & Corporate Secretary (Duly Authorized Officer) |
Exhibit 99.1
Notice of 2021 Annual Meeting and
Notice of Availability of Meeting Materials (Registered)
Throughout this notice, Enbridge and our means Enbridge Inc. and you, your, and shareholder mean a registered holder of common shares of Enbridge.
You are receiving this notice because Enbridge is using notice and access to deliver to you our Management Information Circular and other proxy-related materials, including our 2020 Annual Report, for our Annual Meeting of Shareholders by providing you with electronic access to the documents instead of mailing paper copies. Notice-and-access is an environmentally friendly and cost-effective way to distribute the materials because it reduces printing, paper and postage. Enclosed with this notice is a form of proxy so you can vote your shares.
Annual Meeting Date and Location
When: May 5, 2021 1:30 p.m. (Mountain Daylight Time) |
Where: | Virtual Meeting via live audio webcast online at https://web.lumiagm.com/478797703, password enbridge2021 (case sensitive). See How do I attend and participate at the Meeting on page 7 of the Management Information Circular or your form of proxy for instructions on how to attend the Annual Meeting online. |
Items of business to be voted on at the Annual Meeting
The following items of business are described in the Business of the Meeting section of the Management Information Circular.
Refer to the Management | ||||
Information Circular | ||||
1. | Election of Directors Resolution to elect the director nominees identified in the Management Information Circular to serve as directors until the end of our next annual shareholder meeting.
|
Pages 10 - 24
| ||
2. | Appointment of Auditors Resolution to appoint PricewaterhouseCoopers LLP as our independent auditors and authorizing the directors to set their remuneration.
|
Pages 24 - 25
| ||
3. | Advisory Vote on Executive Compensation Non-binding advisory vote to approve our approach to executive compensation.
|
Pages 25 - 26
|
PLEASE REVIEW OUR MANAGEMENT INFORMATION CIRCULAR PRIOR TO VOTING.
The Management Information Circular and 2020 Annual Report are available at:
www.enbridge.com/noticeandaccess or www.sedar.com
How to Request Paper Copies of the Management Information Circular and 2020 Annual Report
Shareholders may request to receive paper copies of the Management Information Circular and/or 2020 Annual Report by mail, at no cost, for up to one year from March 24, 2021, by using the Control Number located on the enclosed form of proxy. You will not be sent another form of proxy, so please retain the one mailed to you so you can vote your shares.
To request a paper copy before the meeting date, please call the number below and follow the instructions.
Toll free at 1-866-962-0498 (within North America) or 1-514-982-8716 (outside North America).
To ensure you receive the materials in advance of the voting deadline, all requests should be received no later than 5:00 p.m., Mountain Daylight Time, on Tuesday, April 27, 2021.
We also provide paper copies of the Management Information Circular and/or our 2020 Annual Report to shareholders who have standing instructions to receive, or for whom Enbridge has otherwise received a request to provide, paper copies of materials.
How to Vote Your Shares
YOU CANNOT VOTE BY RETURNING THIS NOTICE. To vote your shares other than by attending the Annual Meeting online you must use one of the following voting methods, which are also outlined in your enclosed form of proxy.
Internet: | www.investorvote.com | |
Telephone: | 1-866-732-VOTE (8683) | |
Mail: | Return the enclosed form of proxy in the accompanying pre-paid envelope to the address indicated thereon. |
To be valid, your voting instructions must be received by 1:30 p.m., Mountain Daylight Time, on Monday, May 3, 2021, or, in the case of any adjournment or postponement of the meeting, not less than 48 hours (excluding Saturdays, Sundays and holidays) before the time of the adjourned or postponed meeting. For instructions on how to attend and vote your Enbridge shares at the Annual Meeting online, see your enclosed form of proxy or How do I attend and participate at the Meeting on page 7 of the Management Information Circular.
To request paper copies of the Management Information Circular and/or 2020 Annual Report after the meeting date, please contact our Investor Relations line at 1-800-481-2804 (within North America).
If you have any questions about notice and access, please call (toll free) 1-866-964-0492.
Exhibit 99.2
Notice of 2021 Annual Meeting and
Notice of Availability of Meeting Materials (Beneficial)
Throughout this notice, Enbridge and our means Enbridge Inc. and you, your, and shareholder mean a beneficial holder of common shares of Enbridge.
You are receiving this notice because Enbridge is using notice and access to deliver to you our Management Information Circular and other proxy-related materials, including our 2020 Annual Report, for our Annual Meeting of Shareholders by providing you with electronic access to the documents instead of mailing paper copies. Notice-and-access is an environmentally friendly and cost-effective way to distribute the materials because it reduces printing, paper and postage. Enclosed with this notice is a voting instruction form so you can vote your shares.
Annual Meeting Date and Location
When: May 5, 2021 1:30 p.m. (Mountain Daylight Time) |
Where: | Virtual Meeting via live audio webcast online at https://web.lumiagm.com/478797703, password enbridge2021 (case sensitive). See How do I attend and participate at the Meeting on page 7 of the Management Information Circular or your voting instruction form for instructions on how to attend the Annual Meeting online. |
Items of business to be voted on at the Annual Meeting
The following items of business are described in the Business of the Meeting section of the Management Information Circular.
Refer to the Management | ||||
Information Circular | ||||
1. | Election of Directors Resolution to elect the director nominees identified in the Management Information Circular to serve as directors until the end of our next annual shareholder meeting.
|
Pages 10 - 24
| ||
2. | Appointment of Auditors Resolution to appoint PricewaterhouseCoopers LLP as our independent auditors and authorizing the directors to set their remuneration.
|
Pages 24 - 25
| ||
3. | Advisory Vote on Executive Compensation Non-binding advisory vote to approve our approach to executive compensation.
|
Pages 25 - 26
|
PLEASE REVIEW OUR MANAGEMENT INFORMATION CIRCULAR PRIOR TO VOTING.
The Management Information Circular and 2020 Annual Report are available at:
www.enbridge.com/noticeandaccess or www.sedar.com
How to Request Paper Copies of the Management Information Circular and 2020 Annual Report
Shareholders may request to receive paper copies of the Management Information Circular and/or 2020 Annual Report by mail, at no cost, for up to one year from March 24, 2021, by using the Control Number located on the enclosed voting instruction form. You will not be sent another voting instruction form, so please retain the one mailed to you so you can vote your shares.
To request a paper copy before the meeting date, please call the number below and follow the instructions.
Toll free at 1-877-907-7643 (within North America) or direct at 303-562-9305 (English) / 303-562-9306 (French) (outside North America).
To ensure you receive the materials in advance of the voting deadline, all requests should be received no later than 5:00 p.m., Mountain Daylight Time, on Tuesday, April 27, 2021.
We also provide paper copies of the Management Information Circular and/or our 2020 Annual Report to shareholders who have standing instructions to receive, or for whom Enbridge has otherwise received a request to provide, paper copies of materials.
How to Vote Your Shares
YOU CANNOT VOTE BY RETURNING THIS NOTICE. To vote your shares you must use one of the following voting methods, which are also outlined in your enclosed voting instruction form.
Canada (and elsewhere other than the U.S.) |
United States | |||
Internet: | Follow the instructions at www.proxyvote.com using the 16-digit Control Number from your voting instruction form. | |||
Telephone: | 1-800-474-7493 (English) | 1-800-454-8683 (United States) | ||
1-800-474-7501 (French) | ||||
You will need the 16-digit Control Number on your voting instruction form to vote by telephone. | ||||
Mail: | Return your voting instruction form in the accompanying pre-paid envelope to: | |||
Data Processing Centre | Proxy Services | |||
P.O. Box 3700, Stn Industrial Park | P.O. Box 9104 | |||
Markham, Ontario L3R 9Z9 | Farmingdale, New York | |||
Canada | 11735-9533 USA |
Subject to the next paragraph, to be valid, your voting instructions must be received by 1:30 p.m., Mountain Daylight Time, on Monday, May 3, 2021, or, in the case of any adjournment or postponement of the meeting, not less than 48 hours (excluding Saturdays, Sundays and holidays) before the time of the adjourned or postponed meeting.
Notwithstanding the previous paragraph, your voting instruction form may provide for an earlier voting deadline in order to process your votes in a timely manner. To ensure your votes are counted, you should ensure your voting instruction form is submitted in the timeline provided for on such voting instruction form.
For instructions on how to attend the Annual Meeting online and vote your Enbridge shares as the proxyholder of the registered shareholder at the Annual Meeting online, see your enclosed voting instruction form or How do I attend and participate at the Meeting on page 7 of the Management Information Circular.
To request paper copies of the Management Information Circular and/or 2020 Annual Report after the meeting date, or if you have any questions about notice and access, please contact our Investor Relations line at 1-800-481-2804 (within North America).
Exhibit 99.3
VIRTUAL AGM USER GUIDE
The broadcast bar: Allows you to view and listen to the proceedings. Home page icon: Displays meeting information Questions icon: Used to ask questions Voting icon: Used to vote. Only visible when the chairperson opens poll. 1 To proceed to the meeting, you 2 Registered holders: Your user will need to read and accept the name is the 15 digit control Terms and Conditions. number printed on your proxy form. Appointed proxy holders: Your user name can be found in the email sent to you from Computershare. 01PD3A
Once logged in, you will see
the home page, which
displays the meeting documents and information on the meeting.
Icons will be displayed in different areas, depending on the device you are using.
To view proceedings you must tap the broadcast arrow on
your screen.
Toggle between the up and down arrow to view another screen.
TO VOTE
When the Chair declares the poll open:
> A voting icon will appear on your
device and the Meeting Resolutions will be displayed.
> To vote, tap one of the voting options. Your response will be highlighted.
TO ASK QUESTIONS
Tap on the Questions icon then press the button to submit a question.
Compose your question and select the send icon . Confirmation that your message has been received
will appear.
The number of items you have voted on, or are yet to vote on, is displayed at the
top of the screen.
Votes may be changed up to the time the chair closes the poll.
NOTE: On some devices, in order to vote, you may need to minimize the audio cast by selecting the arrow in the broadcast bar. Audio will still be available.
To return to the audio cast after voting, select the arrow again.