Bank Of Montreal - Shareholder/Analyst Call

BMO Financial Group (BMO)

March 20, 2012 8:30 am ET


David A. Galloway - Chairman, Member of Audit Committee, Member of Governance & Nominating Committee, Member of Human Resources Committee and Member of Risk Review Committee

William A. Downe - Chief Executive Officer, President, Director, Chief Executive Officer of BMO Financial Group and President of BMO Financial Group


David A. Galloway

Good morning, fellow shareholders, and welcome to the 194th Annual Meeting of the Bank of Montreal. I am David Galloway, Chairman of the Board, and I call this meeting to order.

On behalf of all members of the Board of Directors, I want to say how pleased we are to be here in Halifax and to express our appreciation for the genuine hospitality we have received. The last time we had our annual meeting in Halifax was 13 years ago, in February 1999.

BMO's ties with Halifax are as old as Confederation. In fact, we opened our first branch here at the request of the fledging Dominion government in 1867, a rather modest and temporary location on the 4th floor of a building on Bedford Row.

I am delighted to be joined on stage this morning. On my immediate right, Bill Downe, President and Chief Executive Officer; Tom Flynn, Chief Financial Officer; Simon Fish, Executive Vice President and General Counsel; and Barbara Muir, Senior Vice President, Deputy General Counsel, Corporate Affairs and Corporate Secretary. Also joining me here today, seated in the front rows of the ballroom are members of the Board of Directors and the bank's senior management team.

I appoint Steve Gilbert and Joseph Chirico, representatives of the ComputerShare Trust Company of Canada, to act as scrutineers for the meeting; and Barbara Muir to act as Secretary. 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 is represented by proxy. Therefore, I declare this meeting to be properly constituted for the transaction of such business as may be properly brought before it. The shareholders' auditors for 2011, KPMG LLP, are present today and represented by Bill Thomas, Reinhard Dotzlaw and Jim Newton.

Now on to some procedural matters. Closed captioning is being provided here in the room for those who are hearing-impaired. The meeting is being broadcast live on the Internet in both official languages, and shareholders watching on the Internet are able to submit questions to the -- or comments to the meeting. Those wishing to do so should follow the instructions on the Annual Meeting webcast launch page. We would ask that any questions or comments 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 proxy holder. We will do our best to respond to all such questions during the meeting, but any questions not answered will be responded to by e-mail following the meeting. Facilities for simultaneous English-French interpretation have been provided, and you will find English on channel 1 and French on channel 2. You are welcome, of course, to address your questions or comments in either English or French.

At the appropriate time, any shareholder or proxy holder wishing to speak should raise their hand, move to the closest aisle and wait for an attendant to approach them with a microphone. Each microphone is numbered, and once your microphone is recognized by the Chairman, you should ask your question.

In order to allow as many shareholders as possible to have the opportunity to speak, we would ask that you observe the following guidelines: each shareholder will be allowed to speak once on the matter before the meeting. Please keep any comments to a maximum of 5 minutes.

Regarding the physical layout of the room, in the event of any unforeseen emergency, I would like to point out that there are exits on both sides of the room.

The agenda today will consist of an address by Bill Downe followed by 4 resolutions proposed by management to elect the Board of Directors for 2012, to appoint the shareholders' auditors for 2012, to consider an advisory resolution on the bank's approach to executive compensation and to consider amendments to the bank's Qualified Employee Share Purchase Plan, as well as 3 shareholder proposals.

Finally, I caution those attending this meeting by stating the following on behalf of those speaking today: forward-looking statements may be made during this meeting. They are subject to risks and uncertainties. Actual results could differ materially from forecasts, projections or conclusions in the forward-looking statements. Information about material factors that could cause results to differ and material factors and assumptions underlying those forward-looking statements can be found in our 2011 annual MD&A and our first quarter 2012 report to shareholders.

I would like to begin the formal part of our agenda, and I will do so by calling on our Chief Executive Officer, Bill Downe, to address the meeting.

William A. Downe

Well, thank you, Chairman, and good morning, everyone. On behalf of our entire team in Nova Scotia and 47,000 employees across Canada, in the U.S. and our locations outside of North America, welcome to the 194th Meeting of the BMO Financial Group.

In particular, let me welcome one of the bank's honorary directors, John Ellis, who, at 96 years of age, has been attending our annual meeting for more than 5 decades. Mr. Ellis? Mr. Ellis retired in 1975 as Vice Chairman of the Board and continued to serve as the Director until 1986. And he managed all of the bank's branches here in Atlantic Canada between 1954 and 1958, and he does us a great honor by joining us today. And it's a pleasure to have so many other shareholders here with us this morning in the room and online via our webcast.

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