Bank of Montreal 2008 Annual Report Download - page 21

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BMO Financial Group 191st Annual Report 2008 | 17
CORPORATE GOVERNANCE
BMO is committed to doing what is right. By conducting our business honestly and transparently,
acting in accordance with our framework for sound corporate governance and our code of ethical
conduct, we best serve the interests of our many stakeholders –and our business.
Board of Directors
Bank of Montreal’s Board of Directors is responsible for the super -
vision and oversight of the management of our company, with the
objective of enhancing shareholder value. This mandate can best
be achieved by upholding high standards of corporate governance,
which reflect not only all applicable legal and regulatory require-
ments, but also emerging best practices.
FirstPrinciples
FirstPrinciples, our code of business conduct and ethics, is the
foun dation of our governance framework and reflects our commit-
ment to doing what is fair, right and legal. All BMO directors
and employees must abide by the code. Each year, our Corporate
Compliance department conducts a rigorous review of FirstPrinciples,
benchmarking our code against best practices within the global
financial industry and the regulatory environment, and presents
its findings to the Board for review, action and approval. All BMO
employees are required annually to read FirstPrinciples and answer
a series of questions designed to ensure that they understand
its requirements –and are observing them. We also make sure
that our major suppliers are aware of our code.
Compliance Culture
Sound corporate governance involves rigorous oversight of
r
egu latory compliance. Complying with applicable laws, rules and
regulations wherever we operate is a key part of doing what is
right. BMO’s Chief Compliance Officer independently oversees
the operation of an effective compliance framework. This positions
us to satisfy regulatory requirements and respond to emerging
compliance risks on a timely basis worldwide. The Audit Committee
receives regular reports from the Chief Compliance Officer on
issues and trends affecting our compliance framework.
Whistleblowers
We encourage any BMO employee who has concerns relating to a
breach or potential breach of FirstPrinciples, or any laws, regulations
or BMO policy, to immediately report the concern, confidentially
and anonymously, to any of the persons (including BMO’s General
Doing what is right
Counsel, Chief Compliance Officer or Ombudsman) or depart -
ments listed on our FirstPrinciples web site. The Chair of the Audit
Com mittee is notified of all concerns relating to accounting or
auditing matters and then determines any next steps. The Board
believes that by providing a forum for employees and officers
to raise concerns about ethical conduct, and by then treating all
complaints with the appropriate level of seriousness, we foster
a culture of ethical conduct and responsibility.
FOR MORE INFORMATION
Additional information about corporate governance at BMO is posted
on our web site.
Notice of Annual Meeting of Shareholders
Shareholders are invited to attend our annual meeting on
March 3, 2009, in St. John’s, Newfoundland and Labrador, or view
a webcast of the event. Details of the webcast are available on
our web site.
Corporate Governance
Our web site contains information on our corporate governance
practices, including FirstPrinciples (our code of conduct),
our Code of Ethics for the CEO and Senior Financial Officers,
our Director Independence Standards and the Board and
Committee Charters.
Proxy Circular
BMO’s annual proxy circular contains information on each of the
directors, Board committee reports and a discussion of our corporate
governance practices.
BMO Corporate Responsibility Report and Public
Accountability Statement
This annual report documents our corporate citizenship activities
throughout the year. The 2008 report will be released in February 2009.
New York Stock Exchange Governance Requirements
Our web site provides a summary of the significant ways in which
our corporate governance practices differ from the corporate governance
practices required to be followed by U.S. domestic companies under
New York Stock Exchange Listing Standards.
Each of the documents referred to above is available in print to any
shareholder upon request.
www.bmo.com/corporategovernance