Bank Of Nova Scotia · TSX:BNS
Bank Of Nova Scotia — Shareholder Meeting (March 2017)
11 slides from Bank Of Nova Scotia's shareholder meeting presentation, Mar 2, 2017
Slide 1: Management Proxy Circular - Annual Meeting of Shareholders
Management Proxy Circular ANNUAL MEETING OF SHAREHOLDERS APRIL 4, 2017 YOUR VOTE IS IMPORTANT Please take some time to read this management proxy circular for important information about the business of the meeting and to learn more about Scotiabank. Table of Contents
Slide 2: Important things to know
Management proxy circular Table of Contents Important things to know WE ARE HIGHLY REGULATED Our corporate governance policies and practices are regulated by the Office of the Superintendent of Financial Institutions (OSFI), the Bank Act, the Canadian Securities Administrators (CSA), the SEC, and th
Slide 3: CEO compensation and building leadership depth
The area of the graph in darker grey shows Mr. Porter’s realized or realizable compensation as President and CEO – he was appointed to that role on November 1, 2013. • The total CEO pay line increased from 2015 to 2016 in line with our strong operating performance, as well as the increase in shareho
Slide 4: Our compensation strategy
Our compensation strategy Our executive compensation strategy supports our goal of delivering strong, consistent and predictable results to shareholders over the longer term. We pay for performance, with a strong emphasis on variable incentive compensation. Our compensation program is built with fiv
Slide 5: Share ownership requirements
Scotiabank Table of Contents EXECUTIVE COMPENSATION Share ownership requirements We require our executives to hold equity in Scotiabank to make sure their interests are aligned with those of shareholders. Share ownership requirements vary by level, and our most senior executives must maintain their
Slide 6: Comparator group and prudent compensation risk management
Bank of Montreal ✓ ✓ CIBC ✓ ✓ Royal Bank of Canada ✓ ✓ TD Bank ✓ ✓ Manulife Financial ✓ ✓ Sun Life Financial ✓ ✓ Great-West Lifeco ✓ Power Financial Corporation ✓ Management proxy circular Table of Contents ENSURING PRUDENT COMPENSATION RISK MANAGEMENT by balancing risk and reward in our compensatio
Slide 7: About the Human Resources Committee
ABOUT THE HUMAN RESOURCES COMMITTEE The human resources committee has eight independent directors and an average committee tenure of 5 years. None of the members has ever been a Scotiabank executive. On the committee since Aaron Regent (Chair) 2014 Nora Aufreiter 2016 Ronald Brenneman 2004 William F
Slide 8: Calculating the business performance factor
Management proxy circular Table of Contents Calculating the business performance factor We calculate the business performance factor in three steps. 1. Assess performance against financial metrics First we calculate a preliminary performance factor based on performance against four corporate perform
Slide 9: Adjust based on relative financial performance
2. Adjust based on relative financial performance Next we adjust the factor up or down based on how we performed against our relative performance metrics.
Slide 10: 2016 Compensation decisions
Management proxy circular Table of Contents 5. 2016 Compensation decisions 2016 TOTAL DIRECT COMPENSATION Variable compensation 2016 Annual incentive Deferred compensation Total direct compensation % variable % variable deferred Base salary ($) Cash ($) PSUs ($) Stock options ($) ($) Brian Porter 1,
Slide 11: Performance comparator group and cost of management
Our performance comparator group includes Bank of Montreal, CIBC, Royal Bank of Canada, TD Bank, Manulife Financial, Sun Life Financial and Power Financial Corporation. We have indexed total compensation to $100 for comparison purposes. It includes base salary, the annual incentive plus the grant va
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