Bank of Montreal 1998 Annual Report Download - page 103

Download and view the complete annual report

Please find page 103 of the 1998 Bank of Montreal annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 106

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106

Board
The Directors’ Stock Plan requires directors to take a minimum of 50% of their retainer in Bank
stock or deferred share units and offers the option of taking up to 100% of both retainer and
meeting fees in this manner. For 1998, more than 80% of directors received their entire retainer
and their meeting fees in stock or deferred share units.
Directors’ compensation is annually benchmarked against Canadian and North American peer groups.
Governance Committee recommends to the Board the level and nature of directors’ compensation.
Management
Executive compensation is determined by Human Resources and Management Compensation
Committee, which relies on independent consultants to gauge market competitiveness.
Rigorous corporate, individual and team performance thresholds for both long-term and short-
term incentive plans ensure that the total compensation of executive officers is aligned with
maximizing shareholder value.
Base salaries are set relative to the practices of comparable financial institutions.
The Bank is committed to fair treatment of shareholders, irrespective of size of their holdings.
Governance Committee, not management, assesses merits of shareholder proposals and
recommends to the Board their appropriateness for inclusion in the Proxy Circular.
Shareholder communications include updates on governance issues.
Regular investor relations reports are given to the Board.
Regular meetings are held with institutional shareholders.
Compensation
95
BANK OF MONTREAL GROUP OF COMPANIES
Shareholder
Communications
Management
A comprehensive job description is in place for CEO.
An annual assessment of the Chairman and CEO’s performance in his role as CEO is conducted
by Human Resources and Management Compensation Committee. His performance is measured
against predetermined quantitative and qualitative criteria.
A separate annual assessment of the Chairman and CEO’s performance in his role as Chairman
is conducted by Governance Committee.
For a more detailed report on our Corporate Governance Program, please refer to the Bank’s Proxy Circular.