ALAB Astera Labs Inc

SUMMARY

The following is only a summary of the material information contained in this document. To fully understand this proposal, we urge you to review this entire proxy statement/prospectus and the other documents to which we refer you. A copy of the merger agreement is attached as Appendix A to this proxy statement/prospectus. You should read the merger agreement for a complete understanding of the terms of the merger. In addition, we incorporate by reference into this document important business and financial information about RBC and ANB. You may obtain the information incorporated by reference into this document without charge by following the instructions in the section entitled “Where You Can Find More Information” beginning on page 107 . Each item in this summary includes a page reference directing you to a more complete description of that item.

All references to “dollars,” “$” or “U.S.$” mean the lawful currency of the United States, and all references to “Canadian dollars” or “C$” mean the lawful currency of Canada, unless otherwise indicated.

The Companies (page 102)

Alabama National BanCorporation

Alabama National BanCorporation

1927 First Avenue North

Birmingham, Alabama 35203

(205) 583-3600

ANB, a Delaware corporation, is a bank holding company headquartered in Birmingham, Alabama, operating 102 banking locations through ten bank subsidiaries in Alabama, Florida and Georgia. ANB provides full banking services to individuals and businesses. As of September 30, 2007, ANB and its subsidiaries had consolidated assets of $8.0 billion, consolidated total deposits of $5.7 billion and consolidated stockholders’ equity of $881.0 million. ANB common stock is traded on the Nasdaq Global Select Market under the symbol “ALAB.”

Royal Bank of Canada

Royal Bank of Canada

200 Bay Street

Royal Bank Plaza

Toronto, Ontario

Canada M5J 2J5

(416) 974-5151

Royal Bank of Canada is a Schedule I bank under the Bank Act (Canada), which constitutes its charter and governs its operations. Royal Bank of Canada and its subsidiaries operate under the master brand name of RBC. RBC is Canada’s largest bank as measured by assets and market capitalization and one of North America’s leading diversified financial services companies. RBC provides personal and commercial banking, wealth management services, insurance, corporate and investment banking and transaction processing services on a global basis. RBC employs more than 70,000 full- and part-time employees who serve more than 15 million personal, business, public sector and institutional clients through offices in Canada, the U.S. and 36 other countries. RBC provides banking services in the U.S. through RBC Centura. As of October 31, 2007 , RBC had consolidated assets of C$624 billion (U.S.$660 billion ¹ ), consolidated total deposits of C$353 billion (U.S.$374 billion ¹ ) and consolidated shareholders’ equity of C$25 billion (U.S.$26 billion ¹ ) under U.S. GAAP. RBC’s common shares are listed on the New York Stock Exchange, or NYSE, the Toronto Stock Exchange, or TSX, and the Swiss Exchange under the trading symbol “RY.”

RBC Centura Banks, Inc.

RBC Centura Banks, Inc.

3201 Beechleaf Court

Raleigh, North Carolina 27604

RBC Centura serves personal, business and commercial clients in the southeastern U.S. through more than 345 full-service banking centers as of September 30, 2007, an extensive ATM network, and telephone and internet banking. Based in Raleigh, North Carolina, RBC Centura had total assets of more than $25 billion as of September 30, 2007.

RBC Centura offers a wide range of financial advice and services including deposit accounts, credit and debit cards, business and personal loans, credit insurance, small business and commercial products, Knowledge-Based Industries specialty banking, and residential and commercial mortgages. In addition, RBC Centura offers builder finance products through its RBC Builder Finance division.

ANB is holding a special meeting to vote on the merger agreement (page 28)

ANB will hold a special meeting of stockholders on Thursday, January 24, 2008, at 10:00 a.m. (Birmingham, Alabama time) at First American Bank, 1927 First Avenue North, Birmingham, Alabama 35203. At the meeting, you will be asked to approve and adopt the merger agreement.

As of the record date, 20,411,083 shares of ANB’s common stock were outstanding and entitled to receive notice of and vote at the special meeting. Each share of ANB common stock outstanding as of December 11 , 2007 entitles the holder to one vote on any matter to be considered at the special meeting. The presence, in person or by proxy, of a majority of the outstanding shares of ANB common stock is required for a quorum for the transaction of business at the special meeting.

If you vote your shares of ANB common stock by signing a proxy, your shares will be voted at the special meeting as you indicate on your proxy card. If no instructions are indicated on your signed proxy card, your shares of ANB common stock will be voted “FOR” approval and adoption of the merger agreement. If your shares are held in street name, you should follow the directions provided by your broker or bank regarding how to instruct your broker or bank to vote your shares. An abstention, unreturned proxy or share not voted because your broker or bank lacks the authority to vote that share will have the same effect as a vote “AGAINST” approval and adoption of the merger agreement.

You may revoke your proxy at any time before the vote at the special meeting by submitting a written revocation to the Secretary of ANB at 1927 First Avenue North, Birmingham, Alabama 35203, or by submitting a new proxy, in either case, dated after the date of the proxy that is being revoked. In addition, a proxy may also be revoked by voting in person at the special meeting. Simply attending the special meeting without voting will not revoke your proxy.

Approval and adoption of the merger agreement requires the vote of the holders of a majority of ANB’s shares (page 29)

The affirmative vote of the holders of a majority of the outstanding shares of ANB common stock entitled to vote at the special meeting is necessary for the approval and adoption of the merger agreement.

As of the record date, the directors and executive officers of ANB owned, in the aggregate, 3,344,614 shares of ANB common stock, or approximately 16.4% of the shares of ANB common stock outstanding on that date. To ANB’s knowledge, the directors and executive officers of ANB intend to vote “FOR” approval and adoption of the merger agreement.

Your board of directors unanimously recommends that you vote “FOR” the merger agreement (page 36)

After careful consideration, the ANB board of directors has unanimously determined that the merger agreement and the merger are advisable and in the best interests of ANB and its stockholders, has unanimously approved the merger agreement and unanimously recommends that ANB stockholders vote “FOR” approval and adoption of the merger agreement.

In determining whether to approve the merger agreement, the ANB board of directors consulted with certain of its senior management and with its legal and financial advisors. In arriving at its determination, the ANB board of directors considered the factors described under “The Merger—ANB’s Reasons for the Merger; Recommendation of the Board of Directors” beginning on page 34.

ANB’s financial advisor advises that the merger consideration is fair to stockholders from a financial point of view (page 36)

On September 5, 2007, at a meeting of ANB’s board of directors, Keefe, Bruyette & Woods, Inc. delivered to ANB’s board of directors its oral opinion, subsequently confirmed in writing, that as of that date and based upon and subject to the matters set forth in the opinion and such other matters as Keefe, Bruyette & Woods, Inc. considered relevant, the consideration to be received for the shares of ANB common stock in the merger, in the aggregate, was fair, from a financial point of view, to the holders of ANB common stock. The opinion of Keefe, Bruyette & Woods, Inc. is addressed to the ANB board of directors, is directed only to the consideration to be paid in the merger and does not constitute a recommendation to any ANB stockholder as to how that stockholder should vote with respect to the merger.

A copy of the written opinion of Keefe, Bruyette & Woods, Inc. is attached as Appendix B to this document. You should read the opinion in its entirety for information about the assumptions made, and matters considered, by Keefe, Bruyette & Woods, Inc. in rendering its opinion.

ANB agreed to pay Keefe, Bruyette & Woods, Inc. at the time of closing a cash fee equal to 0.60% of the market value of the aggregate consideration offered to ANB stockholders in exchange for the outstanding shares of common stock of ANB in the merger. ANB also agreed to reimburse Keefe, Bruyette & Woods, Inc. for reasonable out-of-pocket expenses and disbursements incurred in connection with its retention and to indemnify Keefe, Bruyette & Woods, Inc. against certain liabilities, including liabilities under the federal securities laws. ANB currently estimates that the fee payable to Keefe, Bruyette & Woods, Inc. in connection with the merger will be approximately $ 10.1  million. This fee is contingent on the closing of the merger.

Interests of ANB’s executive officers and directors in the merger (page 53)

The directors and executive officers of ANB have financial interests in the merger that are different from, or in addition to, the interests of ANB stockholders. These interests include rights of certain executive officers under employment continuation agreements with ANB, rights of executive officers and directors under stock-based benefit programs and awards of ANB, rights of executive officers and directors under deferral of compensation plans of ANB, and rights of directors and officers to continued indemnification and insurance coverage after the merger for acts and omissions occurring before the completion of the merger. In addition, RBC Centura Bank, the bank subsidiary of RBC Centura, entered into employment agreements with certain executive officers of ANB as described more fully under “Interests of ANB’s Executive Officers and Directors in the Merger—New Employment Agreements.” As more fully described under “Interests of ANB’s Executive Officers and Directors in the Merger,” in connection with the merger, it was agreed that the six executive officers of ANB with employment continuation agreements will be paid at the closing of the merger an amount based upon the change-in-control cash severance benefits under their existing employment continuation agreements

with ANB (calculated using available amounts, as if the merger had occurred in 2007), which payment will equal $3,842,300 for John H. Holcomb, III, $1,241,000 for Dan M. David, $2,081,100 for Richard Murray, IV, $1,982,000 for William E. Matthews, V, $1,487,000 for James R. Thompson, III and $990,500 for John R. Bragg. It was also agreed that these executive officers will receive a payment at the closing of the merger based on the change-in-control provisions of ANB’s performance share plan, which payment will result in the cancellation of the executive’s unpaid awards under this plan and will equal $2,237,402 for Mr. Holcomb, $373,392 for Mr. David, $1,524,438 for Mr. Murray, $1,524,438 for Mr. Matthews, $957,856 for Mr. Thompson and $517,226 for Mr. Bragg. Consistent with the existing employment continuation agreements between ANB and these executives, it was further agreed that these executive officers will receive a full income tax gross-up in respect of the payment received for cancellation of the executive’s ANB performance share awards and a full excise tax gross-up in respect of any payments and benefits received in connection with a change in control that exceed the limit under Section 280G of the Internal Revenue Code.

Two of ANB’s executive officers do not have employment continuation agreements with ANB and did not sign employment agreements with RBC Centura Bank. The aggregate amount of cash and equity-based incentives that these two executive officers will receive from an employee bonus pool to be established by RBC and RBC Centura in connection with the merger is $300,000. The aggregate amount payable to these two executive officers of ANB in exchange for cancellation of their performance share awards under ANB’s performance share plan is $704,000.

The aggregate consideration that the eight executive officers of ANB will receive for their stock options to acquire ANB common stock as a result of the merger is $1,864,313. All of these stock options were fully vested prior to ANB’s entering into the merger agreement. The aggregate amount that the eight executive officers of ANB will be entitled to receive due to distribution of their accounts under ANB’s deferral of compensation plan for key employees as a result of the merger is $9,583,361, none of which will be received from amounts that will vest due to the completion of the merger. The aggregate amount that the 13 non-employee directors of ANB will be entitled to receive due to distribution of their accounts under ANB’s deferral of compensation plans for non-employee directors as a result of the merger is approximately $5,720,422, none of which will be received from amounts that will vest due to the completion of the merger.

The aggregate amount of all such interests (other than the salaries to be paid for a three-year period and the guaranteed bonuses to be paid for fiscal 2008 under the new employment agreements) is approximately $50.7 million. The aggregate amount of guaranteed salaries and guaranteed bonuses under the new employment agreements for ANB executive officers is approximately $6.4 million. The ANB board of directors was aware of these interests and considered them in approving the merger agreement and the merger.

We expect to complete the merger during the second quarter of RBC’s 2008 fiscal year (page 57)

Because the merger is subject to various regulatory approvals and the approval of ANB’s stockholders, as well as other conditions, we cannot predict the exact timing of its completion. We expect, however, to complete the merger during the second quarter of RBC’s 2008 fiscal year, which runs from February 1, 2008 to April 30, 2008.

ANB stockholders will receive cash or RBC common shares in the merger depending on their election and subject to the proration provisions of the merger agreement (page 60)

For each share of ANB common stock you hold immediately prior to completion of the merger, you will receive, at your election, either $80.00 in cash or $80.00 in RBC common shares, but subject to certain proration procedures designed to ensure that the aggregate consideration to be paid by RBC to all ANB stockholders will be, as nearly as practicable, 50% cash and 50% RBC common shares. If you elect to receive RBC common

shares for your ANB shares, the number of RBC common shares you receive for each share of ANB common stock will be equal to $80.00 divided by the volume-weighted average market price of RBC common shares on the NYSE over the five-trading-day period ending on the last full trading day immediately before the closing date of the merger.

You may make different elections with respect to different shares that you hold (if, for example, you own 100 ANB shares, you could make a cash election with respect to 60 shares and a stock election with respect to the other 40 shares). If you do not submit a properly completed form of election prior to the election deadline, you will be allocated RBC common shares or cash pursuant to the procedures described in the section entitled “The Merger Agreement—Proration Procedures” beginning on page 60.

In the event of proration, you may receive a portion of your merger consideration in a form other than that which you elected. For a summary of the circumstances under which proration may occur, please see the section entitled “The Merger Agreement—Proration Procedures” beginning on page 60.

Based on the formula used to calculate the number of RBC common shares to be exchanged for shares of ANB common stock for those so electing, ANB stockholders may be entitled to fractional RBC common shares in exchange for their ANB shares. However, RBC will not issue any fractional common shares in the merger. An ANB stockholder who would receive a fraction of a RBC common share will instead receive an amount in cash (without interest) equal to the fraction of such RBC common share multiplied by the volume-weighted average market price of RBC common shares on the NYSE over the five-trading-day period ending on the last full trading day immediately before the closing date of the merger.

Comparative market price information

The table below presents the NYSE closing market prices for RBC common shares and the Nasdaq Global Select Market closing market prices for shares of ANB common stock. These prices are presented on two dates:

Based on the closing price of ANB common stock on September 5, 2007, the merger consideration represented a premium of approximately 51% over the last closing price per share of ANB common stock on September 5, 2007, the last trading day before the day on which the merger was publicly announced.

Set forth below is a table showing a hypothetical range of prices for RBC common shares and the corresponding consideration that an ANB stockholder would receive in a stock election and in a cash election in the merger. The table does not reflect the fact that RBC will not issue fractional shares in the merger, and will instead pay cash.

The amounts set forth above are hypothetical and are intended only to demonstrate the calculation of consideration payable under the merger agreement. The actual market prices of RBC common shares will fluctuate prior to completion of the merger.

We urge you to obtain current market quotations for both RBC common shares and ANB common stock before making a decision with respect to the merger. Past price performance is not necessarily indicative of future price performance.

In order to make an election, ANB stockholders must properly complete and deliver an election form (page 58)

At least 26 business days prior to the anticipated completion date of the merger (or on such other earlier date as RBC and ANB mutually agree), a form of election and customary transmittal materials will be mailed to all ANB stockholders of record as of the fifth business day prior to the mailing date. You must properly complete and deliver to the exchange agent the election materials along with your stock certificates (or customary affidavits and indemnification regarding the loss or destruction of such certificates or the guaranteed delivery of such certificates). Please DO NOT send your stock certificates or your form of election for stock consideration or cash consideration with your proxy card. Forms of election and stock certificates (or customary affidavits and indemnification regarding the loss or destruction of such certificates or the guaranteed delivery of certificates) must be received by the exchange agent by the election deadline, which is 5:00 p.m., Birmingham, Alabama time, on January 31, 2008. RBC and ANB will issue a press release announcing any extension of the election deadline.

If you hold your ANB shares in certificated form and you do not return your form of election, together with your stock certificates (or customary affidavits and indemnification regarding the loss or destruction of such certificates or the guaranteed delivery of such certificates), prior to the election deadline, properly completed and signed, or if you hold your ANB shares in “street name” through a bank, broker, or financial intermediary and you do not provide instructions to your bank, broker, or financial intermediary to make an election on your behalf through the Depository Trust Company, you will be deemed to have made NO ELECTION regarding your ANB shares. As a non-electing holder, you will receive consideration valued at $80.00 for each of your ANB shares, but you may be paid all in cash, all in RBC common shares, or part in cash and part in RBC common shares, depending on the remaining pool of cash and RBC common shares available for paying the merger consideration after giving effect to the proration procedures in the merger agreement.

If your shares are held in a brokerage or other custodial account, you should receive instructions from the entity where your shares are held advising you of the procedures for making your election.

The RBC common shares to be issued in the merger will be listed and traded on various exchanges (page 57)

The RBC common shares to be issued in the merger will be listed and traded on the NYSE, the TSX and the Swiss Exchange under the trading symbol “RY.”

There are several conditions to completion of the merger (page 63)

RBC, RBC Centura and ANB are obligated to complete the merger only if several conditions are satisfied or waived. Some of these conditions include:

Non-solicitation (page 70)

ANB has agreed that it will not solicit or encourage any inquiries or proposals regarding any acquisition proposals by third parties. ANB may respond to unsolicited proposals in certain circumstances if required by the ANB board of directors’ fiduciary duties. ANB must promptly notify RBC if it receives any acquisition proposals.

RBC Centura and ANB can terminate the merger agreement in some circumstances (page 71)

ANB’s and RBC Centura’s boards of directors may mutually agree to terminate the merger agreement at any time before the closing of the merger, whether before or after approval of the merger by ANB stockholders, by mutual written consent. Also, either ANB or RBC Centura may unilaterally terminate the merger agreement:

Additionally, RBC Centura may terminate the merger agreement if the ANB board of directors fails to recommend that the stockholders approve and adopt the merger agreement or, if after recommending the approval and adoption of the merger agreement, the ANB board of directors withdraws, modifies or qualifies, or

proposes to withdraw, modify or qualify, its recommendation; takes any public action or makes any public statement inconsistent with its recommendation; or recommends any alternative acquisition proposal.

ANB may also terminate the merger agreement, prior to the receipt of the requisite stockholder vote, in order to enter into a definitive agreement with respect to a superior acquisition proposal.

If the merger agreement is terminated, a cash fee may be payable (page 72)

ANB has agreed to pay a termination fee of $60,000,000 to RBC Centura if the merger agreement is terminated under any of the circumstances specified in “The Merger Agreement—Termination of the Merger Agreement; Termination Fee.”

There are required regulatory approvals to complete the merger (page 44)

The merger cannot be completed unless it is approved by the Board of Governors of the Federal Reserve System. Once the Federal Reserve Board approves the merger, there will be a waiting period from 15 to 30 days before we can complete it. During that time, the U.S. Department of Justice can challenge the merger.

In Canada, the merger must be approved by the Office of the Superintendent of Financial Institutions (Canada).

The merger is also subject to the approval of, or notice to, state and other regulatory authorities in the U.S. and Canada. RBC has filed all of the required applications and notices with the Federal Reserve Board and these other U.S. and Canadian regulatory authorities.

As of the date of this document, RBC has not yet received the required approvals. Although RBC believes that it will be able to obtain these regulatory approvals, RBC cannot be certain whether these approvals will be obtained within the period of time contemplated by the merger agreement or on conditions that would not be detrimental to the combined company, or at all.

RBC expects to account for the merger under the purchase method of accounting (page 52)

RBC expects to account for the merger by use of the purchase method of accounting, in accordance with both Canadian Generally Accepted Accounting Principles (“Canadian GAAP”) and U.S. Generally Accepted Accounting Principles (“U.S. GAAP”). This means that RBC will record as goodwill the excess of the purchase price of ANB over the fair value of ANB’s identifiable assets, including intangible assets, net of its liabilities.

Tax considerations (page 46)

In the opinion of Sullivan & Cromwell LLP, U.S. counsel to RBC, the merger will be treated for U.S. federal income tax purposes as a reorganization within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended, or the Internal Revenue Code. The opinion of Sullivan & Cromwell LLP is subject to the assumptions, qualifications and limitations set forth in the section entitled “Material Tax Considerations.” Holders of ANB common stock who receive RBC common shares, or a combination of RBC common shares and cash, in the merger generally will only recognize gain (but not loss) in an amount not to exceed any cash received in the merger, including any cash received in lieu of fractional share interests. Holders of ANB common stock who receive only cash in the merger generally will recognize gain or loss equal to the difference between the amount of cash received by a holder and such holder’s tax basis in its shares. Neither RBC nor ANB will be required to complete the merger unless it receives a legal opinion to the effect that the merger will be treated as a “reorganization” for U.S. federal income tax purposes. For a more detailed discussion of the U.S. federal income

tax consequences of the merger to U.S. holders of ANB stock, please see the section entitled “Material Tax Considerations.”

Tax matters are very complicated and the consequences of the merger to any particular ANB stockholder will depend on that stockholder’s particular facts and circumstances. You are urged to consult your own tax advisors to determine your own tax consequences from the merger.

What holders of ANB stock options and other equity-based awards will receive (page 62)

All outstanding ANB stock options will be converted into cash equal to $80.00 per share less the exercise price for each such share subject to the stock option or award. Additionally, all deferred amounts held in stock equivalent accounts or otherwise pursuant to ANB’s or its subsidiaries’ deferral of compensation plans will be converted into cash equal to the number of stock equivalents in such deferral account multiplied by $80.00. All outstanding performance share awards under the ANB performance share plan will be converted into cash in such amounts determined pursuant to the terms of the performance share plan.

You have dissenters’ rights of appraisal (page 74)

In the merger, ANB stockholders will have dissenters’ appraisal rights with respect to their shares under Delaware law. Under Delaware law, if ANB stockholders want to assert their right to dissent from the merger and seek the appraisal value of their shares of ANB common stock, ANB stockholders must follow carefully the procedures summarized at pages 74-77 of this document. A copy of Delaware’s statutory provision regarding dissenters’ appraisal rights is included as Appendix C to this document. Failure to precisely follow such provisions will result in the loss of your dissenters’ appraisal rights.

The rights associated with owning RBC common shares are different from those associated with owning ANB common stock (page 84)

The rights of holders of RBC common shares are governed by the Bank Act (Canada) (the “Bank Act”) and by RBC’s bylaws. The rights of ANB stockholders are governed by Delaware law, by ANB’s amended and restated certificate of incorporation, as amended, and ANB’s amended and restated bylaws. Upon completion of the merger, some ANB stockholders will become holders of RBC common shares, and their rights as RBC shareholders will be governed by the Bank Act and RBC’s bylaws. For a comparison of the rights of holders of RBC common shares with the rights of holders of ANB common stock, see “Comparison of Rights of ANB Stockholders and RBC Shareholders.”

Risk factors (page 23)

In evaluating the merger and the merger agreement and before deciding how to vote your shares of ANB common stock at the special meeting, you should read this proxy statement/prospectus carefully and especially consider the factors, risks and uncertainties discussed in the section entitled “Risk Factors” beginning on page 23.

Currencies and exchange rates

In this proxy statement/prospectus, all references to “dollars,” “$” or “U.S.$” mean the lawful currency of the United States, and all references to “Canadian dollars” or “C$” mean the lawful currency of Canada, unless otherwise indicated. The tables below set forth, for the periods and dates indicated, information concerning the Bank of Canada Daily Closing Foreign Exchange closing rate for the Canadian

dollar, expressed in U.S. dollars per one Canadian dollar. On December 11, 2007, the last practicable date before printing this proxy statement/prospectus, the closing rate was C$1.00 equals U.S. $0.9858.

Selected consolidated historical financial data for RBC

Set forth below is selected financial information of RBC as of and for the years ended October 31, 2003 through 2007. This information has been derived from the audited consolidated financial statements of RBC and the notes thereto as filed with the SEC. You should read this information in conjunction with RBC’s audited consolidated financial statements and related notes included in RBC’s Annual Report on Form 40-F for the year ended October 31, 2007, which is incorporated by reference in this document. See “Where You Can Find More Information” beginning on page 107 .

Selected consolidated historical financial data for ANB

Set forth below is selected historical financial information from ANB’s consolidated financial statements as of and for the years ended December 31, 2002 through 2006, and the nine months ended September 30, 2006 and September 30, 2007. This information as at and for each of the years in the five year period ended December 31, 2006 has been derived from the consolidated financial statements of ANB and notes to the consolidated financial statements as filed with the SEC. The information as at and for the nine-month periods ended September 30, 2007 and September 30, 2006 has been derived from the unaudited consolidated financial statements of ANB and the notes thereto filed by ANB with the SEC. You should read this information in conjunction with ANB’s consolidated financial statements and related notes included in ANB’s Annual Report on Form 10-K for the year ended December 31, 2006, as updated by Exhibits 99.1, 99.2 and 99.3 to the Current Report on Form 8-K dated November 27, 2007, which are incorporated by reference in this document and from which this information is derived. See “Where You Can Find More Information” beginning on page 107.