National Bank of Canada | Formal recognition of the systemic role of the Board of Directors at National Bank of Canada

Status
Filed
AGM date
Previous AGM date
Proposal number
4
Resolution details
Company ticker
NA:CN
Resolution ask
Strengthen board oversight of issue
ESG theme
  • Governance
ESG sub-theme
  • Independent board
Type of vote
Shareholder proposal
Filer type
Shareholder
Company sector
Financials
Company HQ country
Canada
Resolved clause
It is proposed that the Board of Directors establish a permanent advisory committee on the systemic impact of the Bank’s decisions.
Supporting statement
The mandate of this committee would include: 1. Analyzing the systemic impacts of the Bank’s strategic decisions on: • Economic inequalities; • Access to property; • Climate and the energy transition; • Social and territorial stability; • Human rights. 2. Making recommendations to reduce negative externalities and reinforce positive societal effects resulting from financing, investment and risk management activities. 3. The annual publication of a systemic impact report, appended to the ESG report and presented to shareholders and the public, that would include concrete, verifiable indicators. Financial institutions have a decisive influence on the economy, the social fabric and the environment. Through their financing, investment and risk management decisions, they directly influence crucial issues such as access to housing, the fight against inequality, the climate transition and social stability. Big banks in particular are called upon to assume this systemic responsibility in a context where the expectations of shareholders, stakeholders and regulators with respect to responsible corporate governance are steadily increasing. Formally recognizing this systemic role would align the institution’s governance with a modern, proactive approach that accounts for public interest. This would make it possible to: • Anticipate reputational and operational risks related to negative externalities; • Reinforce the Bank’s long-term resilience; • Address growing societal concerns in a structured manner; • Demonstrate credible leadership in terms of responsible finance. Creating an advisory committee on the systemic impact of the Bank’s decisions would provide the Board of Directors with an independent, rigorous framework for analyzing these issues, making concrete recommendations and ensuring transparent follow-up. The systemic impact report, which would be integrated into the ESG report, would strengthen accountability and provide shareholders with a clear view of progress made.

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