Bank Of Nova Scotia · TSX:BNS
Bank Of Nova Scotia — Shareholder Meeting (March 2018)
12 slides from Bank Of Nova Scotia's shareholder meeting presentation, Mar 7, 2018
Slide 1: Management Proxy Circular, Annual Meeting of Shareholders April 10, 2018
BUILDING THE ECONOMY OF EVERYONE MANAGEMENT PROXY CIRCULAR ANNUAL MEETING OF SHAREHOLDERS APRIL 10, 2018 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. Scotiabank Tabl
Slide 2: Governance: We Are a Corporate Governance Leader
Scotiabank Table of Contents GOVERNANCE WE ARE A CORPORATE GOVERNANCE LEADER Scotiabank is committed to strong corporate governance practices and has a history of being at the forefront of leading practices. The corporate governance committee reviews our corporate governance policies every year agai
Slide 3: We Are Highly Regulated
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 the two stock exchanges where our common shares are traded – the TSX an
Slide 4: Finding the right balance
Finding the right balance Having overseen the bank’s transformational journey over the past few years, the board is pleased with the tremendous progress the management team has made in 2017 in delivering on the pillars of the strategic agenda. This momentum has contributed to consistent earnings gro
Slide 5: Executive Compensation: Reinforcing Accountability
Scotiabank Table of Contents EXECUTIVE COMPENSATION REINFORCING ACCOUNTABILITY by clearly aligning compensation with individual and corporate performance Most of what we pay our executives is awarded as annual, mid-term and long-term incentives. These incentives are variable and not guaranteed. We s
Slide 6: Executive Compensation: 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 7: Ensuring 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 8: About the Human Resources Committee
ABOUT THE HUMAN RESOURCES COMMITTEE The human resources committee has seven independent directors and an average committee tenure of 4.4 years. None of the members has ever been a Scotiabank executive. All committee members bring extensive experience, acquired through their management involvement in
Slide 9: Calculating the business performance factor
Set at the beginning of the year Varies by job level, local market and role Determines the size of the incentive pool Based on our performance against the same financial and non-financial metrics we use to measure our corporate performance The committee can make adjustments at its discretion Determi
Slide 10: New in 2017
New in 2017 As part of our ongoing efforts to become one of the world’s most customer-focused banks, we doubled the weighting on customer goals and reduced the weighting of ROE in our annual incentive plan calibration. While ROE is critical, the focus on ROE needs to be balanced with the focus on ou
Slide 11: 2017 Compensation decisions: Total direct compensation
Objective: increase shareholder value balancing risk and return Why it’s important Measures how efficiently we earn profits on behalf of our shareholders and is a strong indicator of our overall annual performance Objective: increase shareholder value as measured by our share performance relative to
Slide 12: 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. Total compensation includes base salary, the annual incentive plus the grant value of regular PSU and stock option awards for the t
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