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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)
ROYAL GROUP TECHNOLOGIES LIMITED
Subordinate Voting Shares
779915 10 7
December 31, 2003
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1 (b)
x Rule 13d-1 (c)
o Rule 13d-1 (d)
*The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the notes).
13G | ||||||
CUSIP No. 779915 10 7 | Page 2 of 10 | |||||
1. | Name of Reporting Person: The Bank of Nova Scotia |
I.R.S. Identification Nos. of above persons (entities only): |
||||
2. | Check the Appropriate Box if a Member of a Group: | |||||
(a) | o | |||||
(b) | o | |||||
3. | SEC Use Only: | |||||
4. | Citizenship or Place of Organization: Canada |
|||||
Number of Shares Beneficially Owned by Each Reporting Person With | ||||||
5. | Sole Voting Power: 136,724 | |||||
6. | Shared Voting Power: 3,705,090 | |||||
7. | Sole Dispositive Power: 136,724 | |||||
8. | Shared Dispositive Power: 3,705,090 | |||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person: 3,841,814 at December 31, 2003 |
|||||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares: o |
|||||
11. | Percent of Class Represented by Amount in Row (9): 4.75% | |||||
12. | Type of Reporting Person: CO | |||||
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13G | ||||||
CUSIP No. 779915 10 7 | Page 3 of 10 | |||||
1. | Name of Reporting
Person: Scotiabank (Ireland) Limited |
I.R.S. Identification Nos. of above persons (entities only): |
||||
2. | Check the Appropriate Box if a Member of a Group: | |||||
(a) | o | |||||
(b) | o | |||||
3. | SEC Use Only: | |||||
4. | Citizenship or Place of Organization: The Republic of Ireland |
|||||
Number of Shares Beneficially Owned by Each Reporting Person With | ||||||
5. | Sole Voting Power: 0 | |||||
6. | Shared Voting Power: 3,600,000 | |||||
7. | Sole Dispositive Power: 0 | |||||
8. | Shared Dispositive Power: 3,600,000 | |||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person: 3,600,000 at December 31, 2003 |
|||||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares: o |
|||||
11. | Percent of Class Represented by Amount in Row (9): 4.45% | |||||
12. | Type of Reporting Person: CO | |||||
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13G | ||||||
CUSIP No. 779915 10 7 | Page 4 of 10 | |||||
1. | Name of Reporting Person: Scotia Capital Inc. |
I.R.S. Identification Nos. of above persons (entities only): |
||||
2. | Check the Appropriate Box if a Member of a Group: | |||||
(a) | o | |||||
(b) | o | |||||
3. | SEC Use Only: | |||||
4. | Citizenship or Place of Organization: Canada |
|||||
Number of Shares Beneficially Owned by Each Reporting Person With | ||||||
5. | Sole Voting Power: 0 | |||||
6. | Shared Voting Power: 105,090 | |||||
7. | Sole Dispositive Power: 0 | |||||
8. | Shared Dispositive Power: 105,090 | |||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person: 105,090 at December 31, 2003 |
|||||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares: o |
|||||
11. | Percent of Class Represented by Amount in Row (9): 0.13% | |||||
12. | Type of Reporting Person: CO | |||||
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Item 1(a). | Name of Issuer | |
Royal Group Technologies Limited | ||
Item 1(b). | Address of Issuers Principal Executive Offices | |
Royal Group Technologies Limited | ||
1 Royal Gate Boulevard | ||
Woodbridge, Ontario, Canada | ||
L4L 8Z7 | ||
Item 2(a). | Name of Persons Filing | |
The Bank of Nova Scotia (Scotiabank) and Scotia Capital Inc (SCI), a wholly-owned subsidiary of Scotiabank and Scotiabank (Ireland) Limited (SIL), an indirect wholly-owned subsidiary of Scotiabank. | ||
Of the subordinate voting shares reported herein as being the deemed aggregate amount beneficially owned by Scotiabank: | ||
(i) | 136,724 are owned by Scotiabank directly; | |||
(ii) | 105,090 are owned by SCI. | |||
(iii) | 3,600,000 are owned by SIL (by way of an exchangeable debenture). |
Item 2(b). | Address of Principal Business Office or, if None, Residence |
Scotiabank: | The Bank of Nova Scotia | |
Attention: Group Compliance | ||
44 King Street West | ||
Toronto, Ontario, Canada M5H 1H1 | ||
SCI: | Scotia Capital Inc. | |
40 King Street West, 65th Floor | ||
Toronto, Ontario, Canada M5H 1H1 | ||
Attention: Institutional Equity Sales & Trading | ||
SIL | Scotiabank (Ireland) Limited | |
I.F.S.C. House | ||
Custom House Quay | ||
Dublin 1, The Republic of Ireland |
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Item 2(c). | Citizenship | |||
Scotiabank: | Organized under the laws of Canada. | |||
SCI: | Organized under the laws of the Province of Ontario, Canada. | |||
SIL: | Organized under the laws of The Republic of Ireland. | |||
Item 2(d). | Title of Class of Securities | |||
Subordinate Voting Shares | ||||
Item 2(e). | CUSIP Number | |||
779915 10 7 | ||||
Item 3. | Filing Category | |||
Not applicable | ||||
Item 4(a). | Amount Beneficially Owned | |||
Scotiabank: | 136,724 | |||
SCI: | 105,090 | |||
SIL: | 3,600,000 | |||
Item 4(b). | Percent of Class | |||
Scotiabank: | 0.17% | |||
SCI: | 0.13% | |||
SIL: | 4.45% | |||
Item 4(c). | Number of shares as to which the Reporting Person has: | |||
(i) sole power to vote or direct the vote: | ||||
Scotiabank: | 136,724 | |||
SCI: | 0 | |||
SIL: | 0 |
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(ii) | shared power to vote or direct the vote: | |||
Scotiabank: | 3,705,090 | |||
SCI: | 105,090 | |||
SIL: | 3,600,000 | |||
(iii) | sole power to dispose or to direct the disposition: | |||
Scotiabank: | 136,724 | |||
SCI: | 0 | |||
SIL: | 0 | |||
(iv) | shared power to dispose or to direct the disposition: | |||
Scotiabank: | 3,705,090 | |||
SCI: | 105,090 | |||
SIL: | 3,600,000 |
Item 5. | Ownership of Five Percent or Less of a Class | |
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ X ] | ||
Item 6. | Ownership of More Than Five Percent on Behalf of Another Person | |
Not applicable | ||
Item 7. | Identification and Classification of the Subsidiary Which Acquired The Security Being Reported on By the Parent Holding Company | |
Not applicable | ||
Item 8. | Identification and Classification of Members of the Group | |
Not applicable. | ||
Item 9. | Notice of Dissolution of Group | |
Not applicable |
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Item 10. | Certification | |
By signing below, each signatory certifies that, to the best of the signatorys knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. |
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SIGNATURE
After reasonable inquiry and to the best of the signatorys knowledge and belief, each signatory certifies that the information set forth in this statement is true, complete and correct.
Dated: February 5, 2004 | ||||
THE BANK OF NOVA SCOTIA | ||||
By: | /s/ David Smith | |||
Name: | David Smith | |||
Title: | Vice-President, Group Compliance | |||
SCOTIA CAPITAL INC. | ||||
By: | /s/ James Mountain | |||
Name: | James Mountain | |||
Title: | Managing Director | |||
SCOTIABANK (IRELAND) LIMITED | ||||
By: | /s/ Robert Masters | |||
Name: | Robert Masters | |||
Title: | Unit Head |
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EXHIBIT A
FILING AGREEMENT
AMONG
THE BANK OF NOVA SCOTIA,
SCOTIA CAPITAL INC. AND
SCOTIABANK (IRELAND) LIMITED
The undersigned hereby agree that the Schedule 13G with respect to the Subordinate Voting Shares of Royal Group Technologies Limited dated of even date herewith is and shall be filed on behalf of each of us pursuant to and in accordance with the provisions of Rules 13d-1(c) and 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.
Dated: February 5, 2004 | ||||
THE BANK OF NOVA SCOTIA | ||||
By: | /s/ David Smith | |||
Name: | David Smith | |||
Title: | Vice-President, Group Compliance | |||
SCOTIA CAPITAL INC. | ||||
By: | /s/ James Mountain | |||
Name: | James Mountain | |||
Title: | Managing Director | |||
SCOTIABANK (IRELAND) LIMITED | ||||
By: | /s/ Robert Masters | |||
Name: | Robert Masters | |||
Title: | Unit Head |
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