UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934

SUN LIFE FINANCIAL INC.

(the "Company")

(Translation of registrant's name into English)

1 York Street, 31st Floor, Toronto, Ontario, M5J 0B6

(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.

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):____

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):____

SIGNATURE

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.

Exhibit 99.1

At Sun Life, we are committed to the highest standards of honesty, integrity and professionalism in all that we do. For more than 150 years, we have proudly served Clients around the globe with our belief that good governance and behaviour are essential for any sustainable business.

Operating as a Trusted and Responsible Business is the foundation for our success, sustainability and our Code of Conduct (the Code). It’s about acting responsibly, complying with laws and regulations, treating our Clients and employees with utmost respect, and instilling confidence in the way we manage our business.

Real people are counting on us to help protect the most important people in their lives. Our Code reflects more than how we work – it is an expression of our culture and core values and speaks to how we think and act. It sets out clear standards for professional behaviour and empowers our employees to do the right thing.

All Sun Life employees, people managers, executives and the directors of our Board, are responsible for upholding our Code. Thank you for doing your part to protect our Clients and achieve our Purpose.

Dean A. Connor

President & Chief Executive Officer

Sun Life is in the business of helping our Clients achieve lifetime financial security and live healthier lives. We have a history of honouring our commitments – to our employees, clients, partners, shareholders and communities. We continue to build that trust through our steady dedication to the principles and values that are outlined in our Code.

We are committed to high standards of business ethics and integrity. Our reputation as an ethical and trustworthy company is our most important asset. We all contribute to operating as a Trusted and Responsible Business and are accountable for upholding the ethical culture of our Company.

Each year, all employees complete a mandatory Code training and declaration by which we confirm our compliance to always adhere to the Code.

We review the Code on an annual basis to ensure content is relevant and aligned with industry standards, best practices, emerging laws and expectations.

People leaders are expected to act as ethical role models of Sun Life. They are responsible for fostering a culture of respect and integrity by:

Sun Life is committed to leading with integrity and takes breaches of the Code seriously. We all play an active role in ensuring the Code is applied across Sun Life and that possible misconduct is investigated and addressed appropriately. Reporting issues and concerns contributes to our ethical culture and helps us to maintain our commitment to our high standards of business ethics and integrity as a Trusted and Responsible Business.

Please speak up if you:

Never attempt to deal with the situation yourself. If you see something or hear something, say something by reporting your concerns.

How do I report a breach of the Code?
If you are not sure how to apply the letter and spirit of the Code in any situation, or if you would like to report a possible breach of the Code, you can talk to your Leader/Manager, your local Compliance team, Human Resources, a member of the Legal team or email the Sun Life Code Office.   If you would like to anonymously report a possible breach of the Code or if you feel your concerns have not been responded to or addressed appropriately using other reporting methods, you may access the Ethics Hotline. You can access the Ethics Hotline several ways, including by mail, through a toll-free telephone number or a secure website.   The Ethics Hotline is provided by an external service provider that specializes in offering confidential and anonymous reporting, and is available to all Sun Life employees, seven days a week, 24 hours a day, in multiple languages.   Sun Life takes all reports of concerns and allegations of breaches of the Code seriously. All reports will be reviewed and investigated lawfully, discreetly, fairly, professionally and in a timely manner. All reports are treated confidentially, so your identity in any follow-up discussions or inquiries will be kept in confidence to the extent appropriate or permitted by law. Your cooperation during the review and investigation contributes to a successful resolution. It is important to speak up by reporting, because failing to do so could be a breach of the Code.

See the “Contact Us” section for more information.

If you experience, encounter or observe any of these behaviors that impact diversity, fairness and safety in the workplace, speak up and report it.

The fair treatment of clients is an integral part of our ethical culture. We are committed to keeping the client in mind when designing, marketing, selling and delivering our products and services, and when conducting all aspects of our business operations. We all have a responsibility to consider the client’s interests in all stages of the product life cycle and to ensure our products and services provide fair value to them.

That is why:

One important way we demonstrate our integrity in doing business is by ensuring that we each act in the best interests of Sun Life, our clients and shareholders. We are committed to not putting our own personal interests ahead of Sun Life, our clients and shareholders, and avoid activities that can harm or reflect negatively on any of them.

Many situations could give rise to a potential conflict of interest where our judgment or ability to act can be compromised. Actions we take on behalf of Sun Life cannot be influenced by the possibility of gain for ourselves or for anyone personally associated with us – that would be a conflict of interest. It is also important to avoid even the appearance of a conflict of interest.

Examples of situations that could give rise to a conflict of interest include the following:

Gifts and entertainment are generally recognized as important parts of doing business, developing business relationships and building goodwill. It’s a two-way street. You cannot accept any benefit that may in any way influence, or appear to influence, your judgement or ability to make objective business decisions. You also cannot offer gifts, favours, benefits or entertainment that may be perceived as inappropriately influencing another party’s business dealings with Sun Life.

Consider the following questions when accepting from or offering to external parties any gifts, favours, hospitality, entertainment or other benefits:

Depending on your jurisdiction or position at Sun Life, you can also have an obligation to report or seek pre-approval of gifts and entertainment.

An important component of employee engagement relates to our ability to participate in our communities. We encourage you to be involved with outside organizations, charitable activities, and the political process (see next section), provided your involvement does not create or appear to create a conflict of interest or interfere with your ability to carry out your responsibilities at Sun Life; this can include a second job or serving on a board. When participating in activities unrelated to your work at Sun Life, you are expected to avoid any activity that might compromise Sun Life or our brand and reputation.

You cannot serve on the board or engage in work for any organization that is publicly traded or competes or has a business relationship with Sun Life, without the prior written approval from an Executive level manager and your business group’s General Counsel. Consult a member of the Legal team before joining the board of any company or organization. Otherwise, a second job or board position must be kept completely separate from your Sun Life position and cannot interfere with your responsibilities and performance as a Sun Life employee.

Depending on your position at Sun Life, you may also have a specific regulatory obligation to report outside business activities, certain political contributions and directorships.

Our funds, facilities or services cannot be used for the benefit of other businesses, or political parties and their candidates, except as specifically authorized in advance or as allowed by our Government, Regulatory Affairs & Sustainability team. We also have a separate process for dealing with charitable and philanthropic spending.

As employees, Sun Life respects and is committed to our individual rights to voluntarily participate in the political process for our own personal purposes.

As an organization, we will follow all local laws regarding political activities and campaign financing and, as a practice, will not make any Corporate financial contributions or donations to any political parties, factions or candidates for public office. We cannot communicate support for political candidates, parties or issues unless authorized by Sun Life.

We cannot in any way associate Sun Life or engage in any political activities on Sun Life’s behalf without prior authorization. This includes making political donations, communicating political opinions and supporting political candidates, parties or issues. In addition, we cannot use company resources, logos, trademarks, offices, public events or public initiatives for political purposes or seek reimbursement for any political contributions.

We are committed to communicating honestly, responsibly and in a manner that demonstrates our values. Only certain authorized individuals can speak for Sun Life.

Unless you are specifically authorized, do not speak for Sun Life, or imply you are doing so. In addition to everyday communications with outside persons and organizations, we may occasionally be asked to express our views to the media, if so, immediately contact the communications representative in your area.

In some cases, external communications, such as articles for publication, presentations and remarks made on behalf of Sun Life, require review and approval prior to release. Always be careful how you communicate to others and the effect it can have on Sun Life, our reputation and brand. Threatening, discriminatory, hateful or illegal statements – oral, written, in print or via electronic media – will not be tolerated.

One of our obligations as a Trusted and Responsible Business is to support our industry and encourage fair competition. Although we compete vigorously in every market in which we participate, we are committed to conducting business in compliance with all competition and antitrust laws which prohibit Sun Life from engaging in activities intended to restrict or lessen competition.

This means we cannot make agreements with competitors to fix prices or allocate sales, clients or territories. We cannot discuss with outsiders strategic information on topics such as pricing, product development and client lists. Even if we do not intend these discussions to result in actions that restrict or lessen competition, these discussions could be interpreted that way, and could be illegal whether or not they lead to restricting or lessening of competition.

Competing fairly and ethically in all our business activities is the most effective way to avoid contravening the prohibitions found in these various laws.

We cooperate with lawful investigations and inquiries by regulators, law enforcement agencies, external and internal auditors and investigators acting on behalf of Sun Life.

Sun Life is committed to protecting the privacy and confidentiality of all personal information about our clients, co-workers or other individuals against theft, loss, unauthorized access, disclosure, destruction or misuse. Respecting the privacy of our clients and employees is critical to maintaining our reputation as a Trusted and Responsible Business.

We accumulate a great deal of information about our clients, employees, and others who develop relationships with us. That is why we have an obligation to limit the collection, access, use and disclosure of this information for legitimate business purposes, in accordance with local laws and internal policies.

Respect the principle of need-to-know. We do not access or share confidential client or employee personal information unless needed to perform our job. We must respect and maintain the confidentiality of our employees’ personal information, such as salaries, performance reviews or disabilities.

Protecting personal information is everyone’s responsibility.

Sun Life is required to maintain accurate, reliable and complete records to appropriately manage its affairs and comply with legal, regulatory, financial, accounting and operational obligations. The integrity of our records is essential to the successful operation of our business, and to maintaining the trust and confidence of our shareholders, clients and business partners.

Our financial statements, books and records must accurately reflect all business transactions and be retained in accordance with our record keeping practices. Sun Life must provide accurate, consistent, informative and timely disclosures of information to the market in accordance with applicable laws. Failing to disclose or record revenues, assets or liabilities is prohibited.

For additional guidance on our record keeping requirements and practices, consult the Information Management Risk Enterprise Operating Guideline.

We are committed to actively protecting our products and services from being used for money laundering, financing terrorists or other criminal activity, and protecting the integrity of both Sun Life and the financial systems in the countries in which we operate. Deterring, detecting and preventing money laundering or terrorist financing activity is everyone’s accountability and requires each of us to:

For additional information on your obligations to help combat money laundering and terrorist financing, seek guidance from your local Money Laundering Reporting Officer or the Sun Life Chief Anti-Money Laundering Officer.

We are committed to complying with the letter and spirit of anti-bribery and anti-corruption laws in the countries in which we operate. These laws generally prohibit offering, giving or accepting anything of value that can improperly influence business decisions or result in obtaining improper business advantages. That’s why:

If you are offered or asked for a bribe, no matter how small, refuse it, clearly state that it is our policy to never accept it, and report it immediately to your local Money Laundering Reporting Officer.

We are highly visible in many major financial markets and we are committed to complying with the securities laws and regulations in the countries in which we operate and conduct business. When we invest personally or on behalf of our client accounts, we cannot base our decisions on material information that is not generally available to the public.

Material information is any information that a reasonable investor would consider important in deciding whether to buy, hold or sell the securities of a publicly traded company. There are also certain types of information that can become material over time, such as proposed business transactions. Consult the Disclosure and Securities Trading Policy or a member of the Legal team to determine if information is material.

·   Do not trade in Sun Life securities, or another public company’s securities, no matter how small or large the trade, if this decision is based on material information that is not generally available to the public.

·   Do not “tip” or pass material information on to others, or even share it with co-workers, other than to the Legal or Compliance teams to establish the appropriate ethical walls.

If someone asks you for information about Sun Life that is not generally available to the public, please direct that inquiry to Government, Regulatory Affairs & Sustainability team, or a member of the Legal team.

Depending on your position at Sun Life, you may be subject to additional requirements. These can include pre-clearing and reporting on your personal investments, trading public company securities only during specified periods, and filing insider-trading reports.

The Code is a compass for how we conduct our business. Sun Life enthusiastically believes that if we follow this Code, we can continue to deliver exceptional service to our clients and communities on our Purpose of helping clients achieve lifetime financial security and live healthier lives.

Sun Life has a network of Policies and Operating Guidelines to govern how we, through our employees, carry on our business so that we are a Trusted and Responsible Business. To learn more, all Policies and Operating Guidelines are posted on the Global Source.

Remember, we are all held to the highest standards of honesty, integrity and professionalism in all that we do. Let’s support and empower one another to find our voices to speak up and promptly escalate Code breaches or possible breaches.

If you are not sure how to apply the letter and spirit of the Code in any situation, or if you would like to report a possible breach of the Code, you can: