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Royal Bank of Canada (RY) details legal, tax opinions for new senior notes

(Neutral)
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Royal Bank of Canada reports the issuance of Senior Global Medium-Term Notes, Series J under its shelf registration statement on Form F-3 (File No. 333-275898). The report primarily provides legal and tax opinions from U.S. and Canadian counsel regarding the validity of the Notes and related U.S. and Canadian income tax matters.

Opinions are supplied by Sullivan & Cromwell LLP and Norton Rose Fulbright Canada LLP, along with their related consents. The document is signed by the Executive Vice-President and Treasurer on July 10, 2026, confirming the Bank’s authorization of this disclosure around the new Series J issuance.

Positive

  • None.

Negative

  • None.
Senior Global Medium-Term Notes, Series J financial
"issuance of the following Senior Global Medium-Term Notes, Series J (the “Notes”)"
shelf registration statement regulatory
"pursuant to the Bank’s shelf registration statement on Form F-3"
A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.
Form F-3 regulatory
"pursuant to the Bank’s shelf registration statement on Form F-3 (File No. 333-275898)"
Form F-3 is a U.S. securities filing that lets eligible foreign companies pre-register and then quickly sell shares or other securities to raise money, because they already meet ongoing reporting and size tests. For investors it signals that the company is up-to-date with regulatory disclosure and has an efficient way to issue new securities — similar to a pre-approved credit line — which can mean faster capital raises but also potential dilution of existing holdings.
federal income taxation financial
"as to certain matters of United States federal income taxation"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What does Royal Bank of Canada (RY) report in this Form 6-K?

Royal Bank of Canada reports the issuance of Senior Global Medium-Term Notes, Series J and provides related legal and tax opinions from U.S. and Canadian counsel supporting the validity and tax treatment of these Notes.

What type of securities are mentioned for Royal Bank of Canada (RY)?

The report concerns Senior Global Medium-Term Notes, Series J issued by Royal Bank of Canada under its Form F-3 shelf registration, supported by legal and tax opinions from Sullivan & Cromwell LLP and Norton Rose Fulbright Canada LLP.

Which law firms provided opinions for Royal Bank of Canada (RY) in connection with the Notes?

Sullivan & Cromwell LLP and Norton Rose Fulbright Canada LLP provided legal and tax opinions covering New York law, Canadian federal and provincial law, and U.S. and Canadian income taxation for the Senior Global Medium-Term Notes, Series J.

Under what registration statement were Royal Bank of Canada (RY) Notes issued?

The Senior Global Medium-Term Notes, Series J were issued under Royal Bank of Canada’s shelf registration statement on Form F-3 (File No. 333-275898), which allows registered offerings of securities over time.

 

 

 

FORM 6-K

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of a Foreign Private Issuer

 

Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934

 

    For the month of July, 2026
Commission File Number: 001-13928

Royal Bank of Canada

 

(Name of registrant)

     
200 Bay Street
Royal Bank Plaza
Toronto, Ontario
Canada M5J 2J5
Attention: Senior Vice-President,
Deputy General Counsel
& Secretary
  1 Place Ville Marie
Montreal, Quebec
Canada H3B 3A9
Attention: Senior Vice-President,
Deputy General Counsel
& Secretary  

 

(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 o   Form 40-F x

 

    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): o

 

    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): o

 

   

 

THIS REPORT ON FORM 6-K AND THE EXHIBITS HERETO SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE AS EXHIBITS TO ROYAL BANK OF CANADA’S REGISTRATION STATEMENT ON FORM F-3 (FILE NO. 333-275898) AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.

 

 

 

   
 

 

Exhibits are filed herewith in connection with the issuance of the following Senior Global Medium-Term Notes, Series J (the “Notes”) by Royal Bank of Canada (the “Bank”) on the date of this report on Form 6-K, pursuant to the Bank’s shelf registration statement on Form F-3 (File No. 333-275898):

 

·$1,000,000,000 aggregate principal amount of 4.652% Senior Fixed Rate/Floating Rate Notes, Due July 10, 2029

 

·$300,000,000 aggregate principal amount of Senior Floating Rate Notes, Due July 10, 2029

 

·$1,000,000,000 aggregate principal amount of 4.950% Senior Fixed Rate/Floating Rate Notes, Due August 5, 2032

 

EXHIBITS

 

     

Exhibit


 

Description of Exhibit


5.1   Opinion of Sullivan & Cromwell LLP, U.S. counsel for the Bank, as to the validity of the Notes under New York law.
     
5.2   Opinion of Norton Rose Fulbright Canada LLP, Canadian counsel for the Bank, as to certain matters under Canadian, Ontario and Québec law.
     
8.1  

Opinion of Sullivan & Cromwell LLP, U.S. counsel for the Bank, as to certain matters of United States federal income taxation.

     
8.2   Opinion of Norton Rose Fulbright Canada LLP, Canadian counsel for the Bank, as to certain matters of Canadian federal income taxation.
     
23.1   Consent of Sullivan & Cromwell LLP (included in Exhibits 5.1 and 8.1 above).
   
23.2   Consent of Norton Rose Fulbright Canada LLP (included in Exhibits 5.2 and 8.2 above).

 

   
 

 

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.

 

         
    ROYAL BANK OF CANADA
         
    By:   /s/ Jason Drysdale
    Name:
Title:
 

Jason Drysdale
Executive Vice-President and Treasurer

         
         
        Date: July 10, 2026

 

 

 

 

 

 

Filing Exhibits & Attachments

4 documents