Bank of Montreal (BMO) Earnings Call Transcript & Summary

Good morning, fellow shareholders, and welcome to the 2020 Annual Meeting of the Bank of Montréal. Thank you for participating. We greatly appreciate your interest. My name is Robert Prichard. I have the honor of serving as the Chair of your Board of Directors, and I call this meeting to order. These are extraordinary times, and as a result, we've changed our normal practice of meeting in person at BMO's Institute for Learning. Instead, we are meeting in this virtual format. We regret we needed to make this decision because it's important for us to meet in person with our shareholders and to give shareholders an opportunity to address the meeting in person. It is a foundational aspect of the Board of Directors and senior management's accountability to you, our shareholders, that we have every intention of returning to our usual format next year. This year, however, we are responding to the imperative that we do whatever we can to mitigate the spread of the Coronavirus that is affecting and infecting people across Canada and around the world. We, therefore, decided, as have the other large banks and insurance companies in Canada, to hold our meeting electronically and minimize the risk of anyone transmitting or catching the virus. There's nothing more important to us than the health, safety and well-being of you and all our other stakeholders and the communities in which we live. Naturally, this will have an impact on the way the meeting is conducted, which I will spell out for you shortly. However, our goal is to replicate as best we can the experience you would have had if we were meeting in person and to preserve the rights of shareholders and proxyholders to address the meeting and to vote on each of the resolutions before the meeting. The modifications in our proceedings have been approved in advance by the court's order, which authorized our moving to this virtual format. I'd like to warmly welcome everyone who is joining us remotely either on our online webcast or over our telephone line in both official languages. I would also like to thank that many of you who have expressed your support and understanding for the measures we have had to take to hold our annual meeting on time despite the virus. In our over 200-year history, we have had to overcome many challenges, including wars, economic crisis and pandemics. Bank has always faced them with courage and resolved by working with and for each other we overcame them. Together, we will overcome this moment too. I'm joined on the webcast this morning by Darryl White, our Chief Executive Officer; Simon Fish, our General Counsel; Tom Flynn, our Chief Financial Officer; and Barbara Muir, our Corporate Secretary. The other members of the bank's Board of Directors and members of the bank's senior management team, all of whom are working remotely, are joining us today either by teleconference on a dedicated line or by the webcast. Members of the Board will be introduced when it is time for the election of directors. The secretary has confirmed that notice of this meeting was duly given in accordance with the Bank Act and that a quorum of shareholders, as prescribed by the bylaws of the bank, is present in person or represented by proxy, and I, therefore, declare this meeting to be properly constituted for the transaction of business. I appoint Amanda Castellano and Matthew Gemmell, representatives of the Computershare Trust Company of Canada to act as our scrutineers for the meeting and Barbara Muir, our Corporate Secretary, to act as Secretary. The shareholders' auditors for fiscal 2019, KPMG LLP, are also on the dedicated teleconference line today, represented by their leader, Elio Luongo, CEO of KPMG; Jim Newton, the lead partner for BMO; and their colleague, Abi Varma. These are outstanding professionals who do good work for our shareholders and we appreciate it very much. Now some procedural matters. Closed captioning is being provided over the webcast, and the meeting is being broadcast online in both official languages. Shareholders and proxyholders watching online are able to submit questions or comments to the meeting. Those wishing to do so should follow the instructions on the annual meeting webcast launch page. All questions and comments submitted will be received by our Corporate Secretary, Barbara Muir. She will in turn forward them to me to read them to the meeting or at my request, read them to the meeting herself. Barbara has also received some questions and statements in advance of the meeting that she or I will read at appropriate points. We would ask that any questions or comments submitted online be related to the matters currently before the meeting, and when submitting questions that individuals provide their name and indicate whether they are a shareholder or a proxyholder. We will do our best to respond to all of your questions during the meeting. Any questions not answered during the meeting will be answered following the meeting. For those of you who are registered shareholders who have not voted and who wish to vote during the meeting or who voted by name by naming a proxyholder other than Darryl White or myself, you can vote through investorvote.com or by telephoning 1 (866) 732-8683. I'll repeat that, 1 (866) 732-8683. You will need the control number that was on the proxy form that was either mailed or e-mailed to you with the rest of your meeting materials. The polls will remain open until voting on the last item of business to be voted on has been concluded. For those of you who are beneficial shareholders who did not name a proxyholder or who submitted your voting instructions directly to your intermediary or who named either Darryl White or myself as your proxyholder and who returned your voter information form on time as instructed by your intermediary, your votes have already been registered with the bank's transfer agent. There's nothing further for you to do. We would like to thank the thousands of registered and beneficial shareholders who took the time to vote by proxy prior to the meeting. We very much appreciate your active engagement. The agenda today will consist of an address by the bank's leader, CEO, Darryl White, followed by the submission of the bank's 2019 annual financial statements. Four resolutions proposed by management: First, to elect the Board of Directors for next year; second, to appoint the shareholders' auditors for fiscal 2020; third, to consider an advisory resolution on the bank's approach to executive compensation; and fourth, to amend the Bank of Montréal's amended and restated stock option plan. There were 4 shareholder proposals submitted this year. 3 proposals will be voted on and the fourth was withdrawn. 2 of the ones that will be voted on were from MÉDAC, one from Harrington Investments and withdrawn proposal was from the B.C. Government and Service Employees' Union General Fund and Defense Fund. The proposals will be addressed following the votes on the 4 resolutions proposed by management. And following that, we will have time for a question-and-answer period. On behalf of those speaking today, I note that their comments may include forward-looking statements, unless otherwise noted, they will be referring to non-GAAP financial measures referred to as-adjusted results. Details regarding forward-looking statements and non-GAAP financial measures are on screen and can also be found in the bank's 2019 annual report as updated in our first quarter 2020 report to shareholders. Actual results could differ materially from the forecast, projections and conclusions in the forward-looking statements made today. During the meeting, I may pause from time to time to review messages from the Corporate Secretary as we coordinate our roles at a distance. Please bear with us and be patient. Now some introductory comments from myself. The current moment is an extraordinary one for all of us and is presenting unprecedented challenges. The bank enjoys no immunity from any of this, but your bank remains strong and resilient. We have a long and distinguished history going back over 200 years. We have not only weathered many storms, but we have played a prominent role in the recovery of our communities and country after each of them. We will do so this time again. We have an outstanding leadership team, led by our CEO, Darryl White, and they are doing a remarkable job. We also have a commitment shared by all of our 45,000 employees to boldly grow the good business and in life. This powerful statement of purpose and the culture throughout the bank that brings it to life has never been more important than this moment. The response of our employees has been astonishing in the commitment and resilience that they have shown in recent weeks. Their collective efforts have kept the bank strong and allowed us to serve our customers and help them navigate the unique financial challenges they face in these times. On behalf of the Board and on behalf of all shareholders, I thank them for their special efforts. Turning to the Board of Directors. Shortly, you will be asked to elect the women and men who will represent your interest in the coming year. With your support, the bank will have a Board of 11 independent directors, 5 women and 6 men, who have a broad diversity of experience and expertise. They are an excellent group, and they will represent you very well indeed. I want to take note of the retirement today of 2 of our directors who have served the bank with great distinction. Phil Orsino joined the Board in 1999 and is our most senior director. He is the highly accomplished business leader and entrepreneur who, for 2 decades, has provided wise and strategic business advice for the bank. Phil also chaired the audit and conduct review committee for a dozen years, and in this role, he has worked hand-in-hand with management in establishing BMO's enviable reputation for financial reporting. Don Wilson has served on the Board since 2008. Don has devoted his entire distinguished career to banking, serving in the United States, Japan and the United Kingdom and earning a global reputation for his stature and expertise. We recruited Don to lead our risk review committee as one of the banking world's leading experts in risk management. With his leadership, the Board's oversight of risk has been significantly enhanced, which has made us a stronger and more resilient bank. On behalf of the Board and all of our shareholders, I want to express our deep appreciation to Don and Phil for their outstanding service. We anticipated these retirements and recruited terrific replacements over the past 3 years to ensure the Board would remain strong despite losing the special strengths of Don and Phil. Jan Babiak, a global expert in accounting, technology and sustainability assumed the leadership of the Audit and Conduct Review Committee 2 years ago. Later today, Craig Broderick, the former Chief Risk Officer of Goldman Sachs, and at the time of his retirement, the longest-serving CRO on Wall Street, will assume the Chair of the Risk Review Committee. In both cases, we are going from strength to strength. This is also my final year as Chair and as a director, having reached my term limits in both roles. Been one of the great honors of my life to serve, and I thank all shareholders and my colleagues on the Board for making it possible. I will miss the bank, but I will always proudly champion it as one of Canada's most enduring and constructive institutions. I know I leave the bank in superb hands. George Cope will succeed me as Chair at the end of this meeting. He was the Board's unanimous choice. George is one of Canada's most accomplished and respected business leaders with a record of delivering superior performance everywhere he has served. He knows the bank well, having served as a director for 14 years, and I know he will be a terrific leader for the Board and a strong partner and counselor for our CEO. I'm so pleased that George has agreed to serve. I will leave it to our CEO to describe the bank's performance over the past year and our plans to meet the challenges presented by the current pandemic. Suffice it for me to say, the bank performed well and we have made significant progress on our principal strategic objectives. Each of our businesses is serving customers better, earning revenue faster and doing so more cost competitively. Management set out to grow the bank more efficiently and it is succeeding. At the same time, our customers are happier and more loyal. Customer satisfaction and accelerated growth are not mutually exclusive. Indeed, they've been shown to be mutually reinforcing. And even though your bank has accomplished a great deal, the best is yet to come. We need to beat this pandemic along with all citizens of the world, and we will. Once that is behind us, growth and opportunity will again abound in this world, and we have never been stronger or better positioned to realize the full possibilities for the bank. We will boldly grow the good in business and in life, just as our people have done all along throughout this bank's long history. And as I refer to our long history, we're fortunate that an eminent Canadian business historian goes to explore our 200-year journey in detail and prepare a definitive history of this great institution. The product of its 8 years of research will be available in bookstores in a couple of weeks' time. The book is entitled Whom Fortune Favors, the Bank of Montréal and the Rise of North American Finance, and its author is Dr. Laurence Mussio. I recommend the book to you. It helps put in context the current crisis and demonstrate how enduring great institutions are. Your Board of Directors has great confidence in our senior management team. They are first-class in every respect. And they're giving every ounce of themselves to steer the bank through these very challenging times. Darryl White leads the team with a compelling vision, great financial acuity and steely determination. It gives me great pleasure now to call on Darryl to address the meeting. Darryl, thank you for all you are doing so well. Darryl White.

Thank you, Chairman, and good morning, everyone. [Foreign Language] While our annual meeting has been webcast for many years, this is the first time it's been entirely virtual. And it's the first meeting of shareholders with all participants observing public health guidance on physical distancing. As the Chairman noted, we're meeting today at a time of extraordinary disruption and uncertainty. The COVID-19 pandemic is not only a serious public health challenge, it has already had dramatic social and economic consequences, the full extent of which won't be clear for some time. But here is where BMO has total clarity. We are committed to protecting the health and safety of our employees to ensuring the stability and the continuity of our operations and to doing our part to sustain the health of the economy. And we're staying focused on the needs of our customers as we uphold our simple promise, we're here to help. Through 203 years in business, we stood alongside our customers and other stakeholders as we faced and overcome many challenges together, from economic downturns to military conflicts, to natural disasters. And while the current situation is without precedent, those who know BMO well and the values we live by, also know that they can count on us, always. There are 3 main points I'd like to touch on this morning. First, how we are working together with our customers and supporting our employees and communities as we face the COVID-19 challenge together. Second, how the strength and stability of our bank will see us through this difficult time. And lastly, the confidence that we have in the future, with an eye to the horizon, because BMO is driven by purpose. So let's start by looking more closely at our response to recent events. And let me start by saying our foremost concern is the health of our employees, our customers and our communities. We took immediate steps to protect them, guided by public health authorities and our own medical advisers. And while I know we've said a lot about this already, it's too important not to emphasize the key points again here today. Everyone who can work remotely is doing so. We've temporarily closed all nonessential facilities, along with select branches. And because banks provide core services that are the foundation of the economy, some employees must be on site, in branches and contact centers to deliver our customers and to maintain critical facilities like data and operation centers. At our branches that remain open, we've implemented shorter business hours and social distancing measures, and we're installing protective barriers. Managers have been trained on how to advise customers and employees with health concerns. At all locations, we have rigorous cleaning, health and safety protocols in place. We've also expanded virtual health care support to BMO employees across North America. And while some transactions still need to happen in a branch, we're encouraging customers wherever possible to bank with us online via our mobile app or over the phone. And of course, our ATM network is always open. In challenging times, our people step up in extraordinary ways. Right now, our teams are working hard to serve customers while adapting to constant change and keeping one another safe. I couldn't be more grateful and proud of how our employees are supporting our customers, all while taking care of their loved ones. I'd also like to recognize the extraordinary efforts and resilience of our customers. As bankers, we have the privilege of working alongside clients when the going gets tough and celebrating with them when the sun is shining again. The way our customers are responding to the impacts of this pandemic is truly inspiring. Whether it's a company quickly retooling production lines to provide medical supplies or a doctor risking her life every day to save others, we're witnessing displays of courage, selflessness and sacrifice that will stay with us for generations. We thank them. As for BMO, we're working to fulfill the critical role that banks play in sustaining the overall economy. Our customers and all of our stakeholders can count on us to do exactly that. We've put in place hardship programs to address specific needs across the spectrum of services and products we offer our customers. And we're providing supports, including vital business continuity planning for individuals and families as well as for our business banking, commercial, wealth management and capital markets clients. Through this period, we've been working with an unprecedented number of customers, finding solutions for them that will help. Across the business community, we're seeing the same spirit of partnership. Faced with the most serious public health threat out of our time, business leaders have moved proactively to take protective measures, maintain core services and share trusted information and advice. And here, I especially want to acknowledge my peers at the other major Canadian banks. While we are fierce competitors when the business community is called on to respond to enormous challenges like this one, we put aside rivalries, and we work together to quickly solve problems for customers and for society. The good work being done between the banks the Minister of Finance, Bill Morneau, the Government of Canada and indeed, the Parliament of Canada to deliver relief to small- and medium-sized business owners is a critical part of the economic response to COVID-19. It will take all of us, the public, private and not-for-profit sectors pulling together like never before to bring us through this period, and those efforts are well underway. Both in Canada and the U.S., we've seen robust fiscal monetary and regulatory measures designed to ease economic hardship today while providing individuals and businesses with a bridge to tomorrow. All of these efforts are anchored by the fundamental strength of the North American Banking System, one of the strongest and best regulated in the world. And the system draws on the underlying strength of individual banks like BMO, who have been there since the beginning and helped to build it, which brings me to my second theme, the strength and stability of our bank. I'll forgo most of the detailed financial results typically presented at shareholders' meetings. These numbers -- the numbers are readily accessible from our annual and quarterly disclosures. Just to quickly summarize our 2019 performance, I would say, BMO finished the year with very strong results, delivering adjusted earnings per share of $9.43, up 5% year-over-year, reflecting good revenue and income growth. Net revenue of $22.8 billion, was up 6% year-over-year. And adjusted pre-provision pretax earnings of $8.8 billion, was up 7% year-over-year. And adjusted net income of $6.25 billion, was up 4% year-over-year. These results reflect the strength and quality of our diversified businesses. We maintained that operating momentum coming into 2020. All of our businesses performed well in the first quarter, focusing sharply on key areas of competitive strength. Each group achieved positive operating leverage in the 2 most recent quarters, and this will serve us well going forward. While our business mix is designed to deliver market-leading growth in more predictable environments, it also provides valuable resilience during this period of heightened stress, just as it did when we emerged from the global financial crisis of 2008, ready to continue building and growing. Resilience is in BMO's character. Our 191-year legacy of paying out dividends to our shareholders is one of the longest unbroken records among companies anywhere in the world. Over the past decade, we've strengthened our balance sheet and our capital position. Through prudent management action and by working with regulators on effective responses to a changing environment, we fortified our capital and our liquidity resources. As a result, BMO is today one of the world's most highly rated banks. We've planned methodically against the types of stress we're now seeing. And in fact, throughout the bank's history, I don't believe we've ever been better positioned to tackle a challenge like the one we're now facing together. BMO is North America's eighth largest bank by assets. Our flagship Canadian personal and commercial banking business is a top performer. Our U.S. businesses have matured and have made significant gains over the past 2 years. BMO Capital Markets has been demonstrating its earnings potential, and BMO Wealth Management has delivered strong performance by balancing revenue growth with disciplined expense management. BMO is a driving force in commercial banking. We have a top 10 market share in North America. With credibility and market power, anchored by our disciplined approach to risk, we're well positioned to support our customers in key sectors because we've always been there through every part of the business cycle. Another key strategic advantage is the investments that we've made in digitizing BMO. The architecture we've built over many years has given us the agility to keep pace with a dramatic amount of change and the resilience to sustain critical services. This is all part of our strategy, to invest in areas of highest growth potential where we can deliver leading customer experiences. Because our first priority is to earn and retain our customers' loyalty, it's great to see that they feel that we are delivering. We're proud of the value our bank delivers. What makes that value sustainable is the fact that it benefits not just customers and shareholders, but all stakeholders because we know that success can and must be mutual. It's gratifying to see how many organizations are now expanding the scope of corporate responsibility, recognizing areas where they need to take action. This is something BMO has understood for a long time. Our commitment to advance positive change has always extended to society as a whole. Achieving broad-based economic growth requires far more than efficiently deploying capital to the benefit of our shareholders. Rather than just reacting to events, BMO leans in to influence the forces that shape economic conditions, and this ultimately grows the good for all. That's what we mean when we say boldly grow the good in business and life. Our purpose is core to all that we do. Our expansive sense of purpose not only ensures all of our efforts have conviction and focus at a time like this, it drives our bank's long-term growth by tying business performance to broader shared value. And at the heart of it all, our BMO's people who turn collective aspiration into mutual success. Our award-winning culture is shaped by a workforce deeply committed to our customers and to our communities. And this has never been clearer than in the past few weeks as team BMO has rallied to address a fast-moving public health crisis with great empathy and a spirit of collective action in the face of enormous challenge. Our culture drives us to aim higher, but it's also thoughtful and principled. In the countless decisions we make every day, we adhere to the exceptionally high standards of business conduct that we've set for ourselves. Being a leader means choosing to do what's right, always. That's what wins the trust of our stakeholders and trust that matters now more than ever. This essential link between corporate leadership and deep personal values is exemplified by Rob Prichard, who steps down today after serving since 2012 as Chair of our Board. In nearly 20 years as an independent director, Rob has helped steer BMO through a period of remarkable change, including the great financial crisis, the digital revolution and the series of economic shifts and acquisitions that accelerated our growth into a leading North American bank. Throughout, he has also been a committed and tireless community builder. On behalf of everyone at BMO, thank you, Rob, for your wise counsel and principled governance. We will miss your guiding hand, including at our annual meetings which you oversee so skillfully. I'm also pleased to welcome Rob's designated successor as Chair. George Cope, who has served on our Board since 2006. George, is one of Canada's most respected business leaders, notably as Chief Executive Officer of BCE, the Media and Telecommunications icon that he led through more than a decade of transformative change. George knows BMO very well. His astute judgment will be invaluable as we implement an innovative next-generation business model across the bank. As I've said, we're meeting this morning at a time of great uncertainty. But although many challenges still lie ahead, we have many reasons to be hopeful. I'm inspired by the empathy and the tireless energy of BMO's employees by the fundamental optimism and the entrepreneurial spirit of our customers and by our productive collaborations with governments, policymakers and business partners. I'm sure everyone on the line today will join me in paying tribute to our health care workers, the heroes, whose tireless efforts and selfless dedication epitomize the best in us and demonstrate what it will take to get through this. Let me conclude by reinforcing the 3 main points I hope you'll take away from our time together this morning. First, our bank is responding quickly and nimbly to an extraordinary challenge. Second, we know that BMO's strength and stability will see us through this difficult time. And lastly, our belief in the future because our bank is driven by purpose. Every day, thousands of BMO employees come together to serve our customers, united by the conviction that we're in business to fuel the progress of all stakeholders. Building on our strong performance from 2019, our bank has never been better positioned to face this challenge. As we've done for over 200 years working alongside and supporting our customers and communities, we will get through this together and emerge even stronger. Thank you [Foreign Language]

Thank you very much, Darryl, excellent remarks, and thank you for your very kind remarks about me. Appreciate. I've been informed by our transfer agent that over 305,100,000 votes have been cast or received by proxy from both registered and beneficial shareholders in respect of the matters of business to come before this meeting, representing approximately 47% of the total outstanding shares eligible to be voted. We will conduct all the votes in sequence later when the votes are tallied. The scrutineer will report the outcome of each vote to the meeting. Now to our first item of business, the submission of the financial statements. In March 2020, copies of our annual report for 2019 were forwarded to shareholders together with the management proxy circular and notice of this meeting. The financial statements for the October 31, 2019, year-end were included on Pages 137 to 207 of the annual report, and the auditor's report thereon can be found on Page 131. I will take it as read. Barbara, have we received any questions or comments online or in advance regarding the financial statements?

Chair, there are no questions on the financial statements.

Thank you very much. This then brings me to the election of directors for the ensuing year. As determined by the Board, the number of directors to be elected today is 12, all nominated directors have been elected previously. You will find biographical information about each of the nominated directors in the management proxy circular. I would like to take this opportunity to thank the continuing members of the Board for their service. They are a special and immensely talented and dedicated group. They work hard and well for all of you, and I have been so proud to serve with all of them. I especially want to note the contributions of Jan Babiak, Christine Edwards, Ron Farmer and Don Wilson, who chaired our standing committees over the past year and did so to great effect. They are terrific leaders of our Board, and they have made outstanding contributions to our governance. Now I call on Barbara Muir, our Corporate Secretary, to present the nominees for election. Barbara?

Thank you, Chair. I now nominate the following persons to be elected as directors of the bank until the next succeeding annual meeting of shareholders or until their successors are elected or appointed. Janice Babiak, Sophie Brochu, Craig Broderick, George Cope, Christine Edwards, Martin Eichenbaum, Ronald Farmer, David Harquail, Linda Huber, Eric La Flèche, Lorraine Mitchelmore, Darryl White.

Thank you, Barbara. And I now call on Neil Puddicombe to second the nomination. Neil?

Thank you, Chair. My name is Neil Puddicombe, and I'm a shareholder. I second the nominations.

Thank you, Neil, Barbara, have we received any questions or comments online or in advance on the election of the directors?

We have not, Chair. Thank you.

Given there are no such comments, we will now proceed to a vote. The bank provides for individual voting for directors. The Bank Act provides that you may vote for or withhold your vote for the election of each of the director nominees. I remind you that the Board of Directors and management recommend voting for all the nominees set out in the management proxy circular. We will now proceed with the voting. Reminder, just for those of you who are registered shareholders who have not voted and wish to vote during the meeting or who have voted by naming a proxyholder other than Darryl White or myself, you can vote now through investorvote.com or by telephoning 1 (866) 732-8683. You will need the control number that was on the proxy form that was either mailed or e-mailed to you with the rest of your meetings material. [Voting]

I'll now proceed to the appointment of shareholders' auditors, the next item of business. I call on Neil Puddicombe to present the motion. Neil?

Thank you, Chair. I propose that the firm of KPMG LLP be appointed as auditors of the bank for the ensuing year.

Thank you, Neil. And I call on Kristina Germain to second the motion. Kristina?

Thank you, Chair. My name is Kristina Germain, and I am a shareholder. I second the motion.

Thank you, Kristina. Barbara, have we received any questions or comments online or in advance on this matter?

We have not, Chair. Thank you.

Thank you, then. We'll -- I remind you that the Board of Directors and management recommend voting for the appointment of shareholders' auditors, and we'll now proceed with the voting on this matter. [Voting]

The third item on the agenda is the consideration of an advisory vote on the bank's approach to executive compensation. I call on Neil Puddicombe to present the motion. Neil?

Thank you, Chair. I move that the advisory resolution on the bank's approach to executive compensation, as set out on Page 6 of the management proxy circular, be approved.

Thank you, Neil, and I call on Kristina Germain to second the motion.

Thank you, Chair. I second the motion.

Thank you, Kristina. And Barbara, have we received any questions or comments online or in advance on this matter?

Not on this matter, Chair.

Thank you very much. I remind you that the Board of Directors and management recommend voting for the advisory resolution on the bank's approach to executive compensation, and we will now proceed to a vote on this matter. [Voting]

The fourth item on the agenda is the approval of the amendment to the Bank of Montréal amended and restated stock option plan. And again, I call on Neil Puddicombe to present the motion. Neil?

Thank you, Chair. I move that the Bank of Montréal amended and restated stock option plan be amended to provide that the number of common shares of Bank of Montréal issuable pursuant to the exercise of options under the plan, be increased by an additional 12 million common shares such that the reserve will be 82 million -- 84,200,000, as set out on Page 8 of the management proxy circular be approved.

Thank you very much, Neil, and I call on Kristina Germain to second the motion.

Thank you, Chair. I second the motion.

Barbara, are there any questions or comments online or in advance on this matter?

Not on this matter, Chair. Thank you.

Thank you. I remind you that the Board of Directors and management recommend voting for the amendment to the Bank of Montréal amended and restated stock option plan, and we will now proceed with voting on this matter. [Voting]

With those 4 matters dealt with, we now turn to the shareholder proposals. The proponents of these resolutions are not able to be present in person due to the virtual meeting format. Therefore, the bank has agreed to arrange to have each resolution moved and seconded so that they can be voted on by shareholders. In addition, the Corporate Secretary will read statements in support of the resolution submitted by the proponents. First item of business in this section is shareholder proposal #1, relating to the competitiveness and protection of personal information. The shareholder proposal to be voted on today was submitted by MÉDAC. MÉDAC's proposal and their supporting comments as well as the bank's position on the proposal are set out in full on Pages 52 and 53 and of the English management Proxy Circular and Pages 57 and 58 of the French version. Mr. Willie Gagnon, representing MÉDAC has submitted a statement in advance, which our Corporate Secretary will now read. Barbara?

Thank you, Chair. Mr. Gagnon asked that I read to the meeting additional information that was the response to the proposal in the proxy circular, but which the bank had provided to him in January in the course of our discussions on this proposal. I will read it in French. [Foreign Language]

[Interpreted] Every incident such as the one that occurred in another financial institution last fall is reviewed internally to evaluate whether the same risk exists in our institution in order to draw lessons and advance our controls and procedures. I can confirm that following such a review last fall we have improved some of our internal controls and procedures. I will be happy to discuss this with you.

Thank you very much, Barbara. As agreed in advance of the meeting, the bank has agreed to move and second MÉDAC motion, and I call on Neil Puddicombe to present the motion.

Thank you, Chairman. On behalf of MÉDAC, I move that shareholder proposal #1 relating to the competitiveness and protection of personal information, as set out on Page 52 of the management proxy circular be approved.

Thank you, Neil, and I call on Kristina Germain to second the motion.

Thank you, Chair. On behalf of MÉDAC, I second the motion.

Thank you, Kristina. Barbara, have there been any questions or comments online or in advance on this resolution?

There have not been any, Chair. Thank you.

Thank you very much. In the absence of comments, we will move to vote on this matter, is a shareholder proposal #1, dealing with the competitiveness and protection of personal information. I remind you that the Board of Directors and management recommend voting by against this proposal for the reasons outlined in the management proxy circular, and we will now proceed with the voting on this shareholder proposal #1. [Voting]

The next item of business is shareholder proposal #2, relating to a "diversity target." This shareholder proposal was also submitted by MÉDAC. MÉDAC's proposal and their supporting comments as well as the bank's position on the proposal are set out in full on Pages 53 and 54 of the English management proxy circular and Pages 59 and 60 of the French version. Mr. Willie Gagnon, representing MÉDAC, has submitted a statement in advance, which our Corporate Secretary will now read. Barbara?

Thank you, Chair. I will read the statement in French as provided Mr. Gagnon.

[Interpreted] Hello, my name is Willie Gagnon, and I represent the Mouvement d'éducation et de défense des actionaires, or MÉDAC, which is a shareholder of the bank. Diversity target, it is proposed that the bank adopt a target over 50% -- sorry, over 40% of the board members for the next 5 years. As you can see in the table that accompanies our proposal in the circular, all banks have set targets for the proportion of women on the board. Those targets are either 30% or 1/3. All banks are exceeding their own targets. We would like those targets to rise to 40% for each gender. Banks play an important role in the country's financial ecosystem. They must give an example. So we would invite all shareholders to vote in favor of this proposal.

Thank you, Madam Secretary. As agreed in advance of the meeting, the bank has agreed to move and second MÉDAC's motion. I call out Neil Puddicombe to present the motion.

Thank you, Chair. On behalf of MÉDAC, I move that shareholder proposal #2, relating to the diversity target as set out on Page 53 of the management proxy circular be approved.

Thank you, Neil. And I call on Kristina Germain to second the motion.

Thank you, Chair. On behalf of MÉDAC, I second the motion.

Thank you very much, Kristina. Barbara, have we received any questions or comments online or in advance on this resolution?

We have not, Chair. Thank you.

Thank you very much. And in light of there being no comments or questions, we'll move a vote on this matter, is the shareholder proposal #2, dealing with a diversity target, and I remind you that the Board of Directors and management recommend voting against this proposal for the reasons outlined in the management proxy circular, and we will now proceed with voting on this matter. [Voting]

We will now turn to shareholder proposal #3, relating to the "suggested incongruity between fossil fuel lending history, financing criteria and public statements." This shareholder proposal to be voted on today was submitted by Harrington Investments. Harrington's proposal and their supporting comments as well as the bank's position on the proposal are set out in full on Pages 55 and 56 of the English management Proxy Circular and Pages 60 and 61 of the French version. The bank has agreed to read a statement on behalf of Harrington at the meeting, and I call on Barbara Muir to do so.

Thank you, Chair. This is the statement provided by Brianna Harrington of Harrington Investments, Inc. As stated in banking on climate change, fossil fuel finance report card 2020, by increasing financing of fossil fuels, banks are responsible for an extremely high-risk of massive harm to the planet and its people. That is banks in the financial industry at large have enormous climate impact. Financiers need to cut their climate impact with the same urgency as they may act to reduce the risks of their exposure to areas impacted by repeated floods and fires. According to the fossil fuel finance report card 2020, BMO ranks fifth in the world in bank financing for 30 top tar sands production companies and key tar sands pipeline companies, totaling over $8.5 billion from 2016 to 2019. From 2016 to 2019, BMO has financed a total of $589 million to top coal mining companies. In 2019 alone, BMO financed $132 million to the top coal power companies. In bank financing for over 2,100 companies active across the fossil fuel life cycle, BMO has contributed $82.115 billion from 2016 to 2019. In many instances, Bank of Montréal's financing for the fossil fuel industry has increased during this time frame. Ultimately, there is nothing in BMO governance documents ensuring a commitment to end, phase out or even reduce fossil fuel financing. We believe that it's an obligation of the Board of Directors as fiduciaries to consider the impact on global warming and climate change in all forms of applicable financing. Until BMO commits to phase out bank support to fossil fuel and make proper amendments to its governance documents recent experience suggests our bank will continue to sign agreements, make loans for pipeline projects, and support the fossil fuel industry doing business as usual without regard or accountability for the increasing damage inflicted. We urge shareholders to vote in favor of shareholder proposal #3, to bring our bank's policies into better alignment with its public statements on sustainability and climate change.

Thank you very much, Madam Secretary. As agreed in advance of the meeting, the bank has agreed to move and second Harrington's motion, and I call on Neil Puddicombe to present the motion. Neil?

Thank you, Chair. On behalf of Harrington Investments, Inc., I move that shareholder proposal #3 relating to suggested incongruity between fossil fuel lending history, financing criteria and public statements be approved.

Thank you, Neil, and I call on Kristina Germain to second the motion.

Thank you, Chair. On behalf of Harrington Investments, Inc., I second the motion.

Thank you, Kristina. Barbara, are there -- have there been any questions received or comments received online or in advance on this matter?

Yes, there is one, Chair. It is from Willie Gagnon of MÉDAC, who wishes to express that he supports Harrington Investments' proposal.

Thank you for that. Are there any other comments or questions?

That's the only one. Thank you.

Thank you. In light there being no further comments or questions, we will move to vote on this matter. This is shareholder proposal #3, dealing with the suggested incongruity between fossil fuel lending history, financing criteria and public statements. I remind you that the Board of Directors and management recommend voting against this proposal for the reasons clearly outlined in the management proxy circular, and we will now proceed with voting on this matter. [Voting]

That brings us to the end of voting on the items of business before this meeting. And I, therefore, declare that the polls are now going to close with respect to all items of business. Hope everybody has had an opportunity to vote. The scrutineers will now vote -- will now count the vote and report back shortly to the meeting. There was another shareholder proposal submitted but withdrawn this year. The B.C. Government and Service Employees' Union General Fund and Defense Fund submitted a proposal regarding a request that the bank set targets and make annual disclosures related to finance commissions. After discussion with management on the bank's current practices and the bank's agreement to take certain actions the B.C. Government and Service Employees' Union General Fund and Defense Fund agreed to withdraw its proposal. Management has included information on the withdrawn proposal and the bank's response to it in the management proxy circular, which you will find on Page 56 of the English proxy circular and on Page 62 of the French proxy circular. We've been advised that the scrutineers have now completed their preliminary report on the results of the voting, and I call on Amanda Castellano to read these results. Scrutineer's report in final form will be available after the meeting. Amanda?

Mr. Chair, Matthew Gemmell and I, as scrutineers, confirm the preliminary results. No director standing for election today received less than 95% of the votes cast for a director. Appointment of shareholders' auditor, approximately 96% for, approximately 3% withheld. Advisory resolution on the bank's approach to executive compensation, approximately 94% for, approximately 5% against. Amendment to the bank's amended and restated stock option plan, approximately 74% for, approximately 25% against. Shareholder proposal #1, approximately 2% for, approximately 97% against, less than 1% abstain. Shareholder proposal #2, approximately 4% for, approximately 94% against, less than 1% abstain. Shareholder proposal #3, approximately 10% for, approximately 89% against, less than 1% abstain.

Thank you very much, Amanda. I, therefore, declare that the 12 nominees listed in the management proxy circular are all duly elected as directors. Thank you for vesting your confidence in them. KPMG LLP is duly appointed as auditors for the ensuing year. The advisory resolution on the bank's approach to executive compensation has been approved. The amendment to the Bank of Montréal's amended and restated stock option plan is approved. And shareholder proposals #1, #2 and #3 have not been approved. We will now move to the question-and-answer portion of the meeting. Questions should be by shareholders or proxyholders only and should be of interest to all shareholders and not of a personal nature. If you have a customer-related question, management would be pleased to contact you after the meeting. If you do have a question that is more general in nature, please submit it through the message box on the webcast. Please be sure to state your name and confirm that you are a shareholder of the bank or a proxyholder. We will also read these -- those questions received by the Corporate Secretary prior to the meeting that have not already been raised. Questions with common themes may be grouped together for efficiency over this broadcast. If you are a shareholder or proxyholder and your question is not answered during the question-and-answer period, we will respond to your questions following the meeting.

The first question comes from MÉDAC with respect to the holding of an electronic meeting this year. The question is, what would be different in the way our virtual meeting is organized if the bank had prepared for it in the normal course of business without a health crisis or emergency. I will ask our General Counsel, Simon Fish, to respond. Simon?

Thank you for raising the matter, Mr. Gagnon. The answer in short is very little. Our overriding objective has been to ensure that our shareholders continue to enjoy the same rights to vote and to participate in the meeting as they would have done in an uninterrupted year. Additionally, I expect that next year, our shareholders will have the opportunity to address the meeting verbally, as they have done in the past. Our team has worked hard to arrange this meeting, and I'm pleased with what we have accomplished in a few weeks. Thank you.

Thank you very much, Simon. We've received another question from shareholder, [ Linda Sheu ]. Question is, will BMO be extremely receptive to mortgage holders request for a 6-month moratorium on their mortgage? I understand some mortgage holders are being told by their financial institutions that they have not held the mortgage long enough to qualify. Thank you, [ Ms. Sheu ] for your question, and I'll ask our CEO, Darryl White, to respond to it. Darryl?

Thank you, Chairman, and thank you, [ Ms. Sheu ] for the question. The short answer is yes, we introduced a financial relief program to help Canadians affected by the virus. And as part of that, BMO is offering a mortgage payment relief program to customers by way of deferred mortgage payments for up to 6 months. The program is designed to help customers with short-term cash flow issues. We do want to help them. So if there is a fundamental financial impact and the customer is in good standing, regardless of the duration of the mortgage, they will be eligible, and you can contact us through various channels, including mobile, including online, including our contact centers. And if you need to go into a branch, we can help you that way as well.

Thank you, Darryl. We've received 2 questions, at least on the same theme. So I'm going to group them together. [ Mr. Sebastian Dechen ] and [ Ms. Pauline Honan ] both ask, what is the risk to the dividend or put differently, does BMO anticipate a cut in its common share dividend? Perhaps I could turn to you, Darryl, and ask you to respond to these 2 questions together.

Sure. Thank you, Chairman, and thank you for the question. When we think about the dividend, this is a question, of course, that we addressed from time to time around the financial crisis in 2008. And as we think about it today, the framework that I think and I hope will be useful to shareholders is that as we think about the moment that we're in now, we're in a health crisis with some serious significant economic consequences, not a banking-led crisis, and that is a material difference. Dividend at BMO reflects the strong capital position that we have, the success of our business strategies. And as I mentioned in my prepared remarks, it's a very long track record of maintaining that payout, which at our company is 191 years and counting. So we take that commitment very seriously. I will say that the Canadian banks went into this crisis with payout ratios which we've maintained for a while, below 50%, which gives us a certain level of comfort. And if you look back to the financial crisis, I think it is significant that there was no dividend reduction at BMO or any other Canadian bank for that matter, and that was a pretty significant test. And we passed that test then, and there's no reason to believe that we won't pass it now. I should say that during the period of disruption, our macro prudential regulator, OSFI, expects federally regulated financial institutions not to increase their dividends for the time being. But in the meantime, I'll go back to where I was on your question of the risk of decreasing the dividend, which is that we feel pretty good that we've passed this test before, and we'll pass it again. Thank you for the question.

Thank you very much, Darryl. The next question comes from [ Steven Michon ], and he asks, can you please go into details about how you are assisting your customers who are being impacted by the Coronavirus? What can BMO do to be a leader in how they are assisting their customers to limit the damage to the bank, the country and the bank customers through this difficult time? [ Mr. Michon ] is a shareholder. Darryl, would you like to take that one as well?

Thank you, Chair, and thank you for this question. It's particularly a good one in the way it's phrased because it is a question of the bank, the customer and the country and all the countries that we operate in. I did mention in my prepared remarks, the amount of time our people are spending through all of our channels with our customers. It's an unprecedented amount of engagement through the crisis. I'm very proud of that. In particular, there are very specific issues, whether it's a personal customer at the retail level or whether it's a business customer through all of our lines of business that we're adapting very quickly to. If you think about a personal customer who might be having disruption through self-isolation, a change in employment circumstance, childcare, illness, dealing with elders, there's quite a waterfront of issues that we're dealing with as far as our customers are concerned. To help alleviate some of those financial pressures, we are introducing financial relief programs affected -- for those affected by COVID-19. For example, in Canada, the deferral, as I mentioned earlier, to an earlier question of mortgage -- of payments on mortgages for up to 6 months as well as deferral payments on loans and credit cards on a case-by-case basis. In the U.S., we've got deferral of payments and fee waivers on loans, on mortgages, on credit cards and fee waivers for checking and savings accounts. In the business sector, we're working actively for tailored relief programs for businesses, which may include, for example, payment deferral on loans, lines of credit, access to additional working capital as well as working with the programs that government agencies in the jurisdictions where we operate have put in place as we seek to help them get those funds in the market. So I would wrap up, Chairman, by saying we've always prided ourselves on advice and guidance as being the core pillar that we stand on to serve our customers. And at a time like this, whether, as I said earlier, whether it's person to person, whether it's digital, we're looking for ways to adapt and we're looking for ways to help our customers all the way through the chain of customer channels.

Thank you for that thorough answer. The next question comes to us from [indiscernible] and he asks, and this is for you Darryl, what is the intrinsic value of BMO from CEO, Darryl White's perspective? I would appreciate Darryl's thoughts as far as what the intrinsic value would be?

Yes, I -- thank you for that question. It's also a good one. Here, when we look to the trading value of shares of financial institutions, I would start by reminding all of us that capital markets are efficient over time, but not necessarily all the time. And in periods of heightened volatility, which is exactly what we've been in for the past few weeks, we've certainly experienced some inefficiencies in the market. Prior to the disruption, the shares of the Bank of Montréal were trading in the range of $100, a little over $100. And to me, that wasn't an unreasonable level when looking at the multiple of the forward earnings that the environment expected of us at the time. Currently, that trading level is lower, and that reflects the impact of the virus on the expectation of bank's earnings, us and others. And to that, I would say there is going to be a period of lower earnings for us and others and all of our customers. And at the same time, as I said in my remarks, we're effectively on a bridge, and we will get through this. And so the real question to me on intrinsic value is what the price is when we get through it. And if you anticipate an environment on the other side of this, which is similar to the one that we had as we went into this, then I don't think it's unreasonable to get to the other side and expect that the price would be similar to where it is, and that would assume no fundamental change to the business composition and the business strategy, which I would not anticipate at this point.

Thank you very much. I should note that [ Mr. Dechen ] whose question we answered earlier, has indicated he had a challenge of voting, and I ask that the Corporate Secretary follow-up on that one as an individual matter. That brings us to the next question, which comes from [ Paul Buchen ]. He asks, he's a shareholder and a BMO pensioner. Thank you, Paul, for your service to BMO. He asks, the Canadian oil and gas industry is a big critical Canadian industry and with record low prices and COVID-19 they need help. Can you speak to how BMO views the industry and how BMO is helping this critical industry. Darryl, I think that's for you as well.

Yes, and thank you for the question. We view sustainability as one of our core principles, and we recognize that climate change is a critical global issue with one of the most complex disruptions since the industrial revolution. But at the same time, I've been clear on this before, and I'll be clear on it now, we do not believe that divesting from the fossil fuel industry is a productive solution to the climate challenge. So instead, in response to your question, I would say we're committed to supporting Canada's energy sector, North America's energy sector, engaging with our energy clients to navigate the transition overall to a lower carbon economy in a way that accounts for the socioeconomic impacts and energy needs of today while, of course, addressing the needs of the planet for tomorrow. And in this period of heightened stress when we consider the pressure on the commodity price itself, those positions are more than ever going to be important. So in the meantime, we're working with our energy clients on a case-by-case basis. We're working to help them, and we're working as we would with other sectors to deal with their stress as they go through this particularly heightened period where we've got economic pressure on all sectors. But in the energy sector, we have the particular, almost idiosyncratic confluence of a supply shock and a demand shock at the same time, which has impacted the energy price. So I would wrap up my answer, Chairman, by saying we'll continue to work with our clients in that sector. This is a particular time of need, and we are here for our clients in times of need.

Thank you very much Darryl. We have the next question comes from [ Ray Acken ] and he asks what layoffs are being planned by BMO in anticipation of the COVID-19 recession? Could you take that one, Darryl?

I'm happy to Chairman. The short answer is none. We have not had any employees laid off as a consequence of COVID-19, and we have no intention to. I should also say that any employees who have needed to be home as a consequence of COVID-19 or needed to be off work as a consequence of COVID-19 are continuing to receive full pay from BMO through this crisis, and these are important commitments that we have to our employees.

Thank you for that very direct reply. The next question comes from [ Raghav Mani ], and he asks and again, it's for you, Darryl, when will you be worried about Canadian banking system during the current cycle, i.e., unemployment above certain levels, continuation of current lockdown for a few months, et cetera. Darryl?

Yes, thank you for the question. We're, without question, in the midst of a very sharp decline in the economic activity. I think we all know that. But at the same time, the response that we've seen from a stimulus perspective, the fiscal response, the monetary policy response, the regulatory response has been swift. It's been profound. And I think it will have its desired effect. This will take some time, but I would expect, as we look out that over the course of the next few quarters and by the end of this year, we'll be in an environment where we'll start to see some resumption of growth in the economy, which, of course, is something that the banks support and the banks benefit from all the same. And as far as the strength of the banking system, in the meantime, we're very proud, and we proved it through 2008 that we've got one of the strongest banking systems in the world, and that very system is even stronger today as we've gone into this particular crisis. So that is the strength that I am counting on to get us through this particular bridge.

Thank you, Darryl. Barbara, I have no further questions here at my end to read to the meeting. Do you have any further ones at your end?

No further questions, Chairman.

Thank you very much. In the absence of any further questions or comments from our shareholders and proxyholders, I'd like to close the meeting by thanking everyone who is involved in supporting today's event, including those who handled the closed captioning and the English and French interpretation, not easy assignments particularly in this format. I'd also like to thank our production crew and the others who are behind the scenes to ensure that our shareholders have had an opportunity to participate and exercise their rights regarding the bank. Most importantly, I'd like to thank all of you for taking the time today to join us online or over the telephone. I'd say to all of you, be safe, stay safe, good luck for you and your loved ones and may you all stay healthy. That concludes the meeting and its formalities. I declare the meeting terminated, and I thank all of you for your participation. [Portions of this transcript that are marked [Interpreted] were spoken by an interpreter present on the live call.]