Bank of Montreal | Responsible, Performance-Aligned Executive Compensation Policy at Bank of Montreal

Status
Filed
AGM date
Previous AGM date
Proposal number
3
Resolution details
Company ticker
BMO:CN
Resolution ask
Adopt or amend a policy
ESG theme
  • Governance
ESG sub-theme
  • Remuneration or pay
Type of vote
Shareholder proposal
Filer type
Shareholder
Company sector
Financials
Company HQ country
Canada
Resolved clause
Be it proposed that the Bank adopt a more responsible compensation policy aligned with the Bank’s overall performance.Be it proposed that the Bank adopt a more responsible compensation policy aligned with the Bank’s overall performance.
Supporting statement
In a context where wage moderation is expected across all sectors, it is essential that executive compensation reflects not only the company’s actual performance but also the broader economic and social environment. To strengthen the legitimacy of compensation decisions and maintain stakeholder trust, it is proposed that the Board adopt, by the next annual meeting, a policy of moderation and responsibility governing executive pay. This policy should include the following elements: 1. 2. Alignment with Performance and Internal Equity The growth in total compensation for senior executives (base salary, bonuses, long-term incentives) should follow clear and comparable benchmarks, notably: - the year-over-year increase in the Bank’s adjusted net income; - the median employee salary growth; - the evolution of dividends paid per share. This alignment ensures that executive recognition to the organization’s actual performance and to employees’ lived experience. 3. 4. 5. Temporary Cap During Economic Pressure - During periods of significant inflation, housing crises, or stagnation in real-economy incomes, the Bank should consider implementing a temporary cap on annual executive compensation increases (e.g., 3% to 5%, except in clearly justified exceptional cases). Enhanced Transparency in Public Reports The annual compensation report should explicitly compare: - the evolution of executive compensation; - the median employee wage growth; - financial and non-financial performance indicators. Adopting such a policy would promote responsible governance, ensure equitable value sharing, and prevent tensions linked to excessive pay gaps. It would also signal rigor, transparency, and commitment to sustainable performance.

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