On behalf of those who will be speaking today, I would like to point out that some statements may include forward-looking information. A detailed cautionary note regarding forward-looking information appears on screen and in our management proxy circular dated April 7th, 2026, available on our website. We refer you to it. Please note that forward-looking statements are not guarantees of future performance and involve known and unknown risks and uncertainties that may cause them not to occur. I will now turn the meeting over to our chair.
Thank you, Anna. Good morning, and thank you for joining us today for our annual general meeting. It is a privilege to be here at such a defining moment in our institution's long history. This past year has been characterized by clarity of purpose, the courage to act, and a shared commitment to building a stronger, more resilient future. We made bold decisions, supported by disciplined execution across the organization. Most importantly, we saw clear validation from you, our shareholders, for the strategic direction we are pursuing. Let me begin with some fundamentals. Despite the pace of change in our sector, the bank remains well-capitalized and maintains very strong liquidity. This reflects the rigor of our risk management practices and the prudence that underpins our strategy.
Throughout 2025, the board provided active oversight and strategic guidance as the bank accelerated its transformation agenda under the leadership of our CEO, Éric Provost, culminating in transactions that were announced in December 2025. Management's commitment to advance our strategy while preserving stability, soundness, and clarity has been evident throughout this past year. I am very pleased with the decisions taken over the past year, which has strengthened our operational foundation and positioned us for the future. Our actions were designed to enhance customer experience and improve the long-term sustainability of our organization. Specifically, we deepened our commitment to our commercial business, focusing on targeted markets where our sector expertise differentiates us. This remains our core strength. We continued to streamline our operating model, reducing complexity and focusing on doing fewer things better, faster.
We invested in technology and operational resilience to deliver secure, agile, and scalable services that meet the evolving needs of our customers. [Non-English content] Significant and transformational developments occurred at the end of 2025 and into early 2026.
On December 2nd, 2025, we announced an acceleration of our commercial strategy. In support of this, National Bank entered into definitive agreements to acquire our personal and SME banking portfolios, as well as our syndicated portfolio. The sale of the latter, the syndicated loan portfolio, has since been completed, an important milestone that simplifies our balance sheet and allows us to focus on areas where we create the greatest value. At the same time, Fairstone Bank entered into a definitive agreement to acquire all issued and outstanding common shares of Laurentian Bank, with the intention of combining its commercial lending operations with those of ours. This transaction preserves the Laurentian Bank brand and head office in Montreal, ensuring continuity for customers and employees while positioning the combined platform for accelerated growth.
On February 5th of this year, shareholders voted overwhelmingly in favor of the transaction, a clear endorsement of our strategic direction. These decisions reflect a deliberate and disciplined repositioning of the bank, emerging as a more focused, commercially specialized institution with the scale and capabilities to lead in our chosen markets. [Non-English content]
Finally, I would like to thank our management team for its leadership and focus, and my fellow board members for their continued support and sound judgment throughout the year. You have demonstrated both the courage and the discipline required to make the right decisions. To our customers and partners, thank you for your continued trust and to you, our shareholders, thank you for your trust and patience as we execute our vision at such a pivotal time. I will now turn the meeting over to our CEO, Éric Provost. Éric.
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[Non-English content] Mike Boychuk.
[Non-English content] Éric. All right, let's get down to business. In accordance with the general bylaws of the bank, I will act as chair of the meeting and I appoint Miss Martine Gauthier et Mister Patrick Gauthier of Computershare Trust Company of Canada to act as scrutineers for the meeting. With the consent of the meeting, I appoint Miss Anna Dell'Api , our General Counsel and Corporate Secretary, excuse me, to act as secretary of the meeting. I have received satisfactory proof that the notice calling this meeting was duly publicized and filed, and the management proxy circular and the form of proxy have been duly sent to each director, registered holder of record on February 17th, 2026, and the auditor of the bank. Copies of these materials are also available on our website as well as under the bank's profile on SEDAR+.
The scrutineers have provided a report regarding shareholder attendance. Based on our preliminary tabulation of proxies received to date, we've received proxies representing approximately 40.5% of the issued and outstanding shares, common shares entitled to be voted at this meeting. I accept the scrutineers' report and declare that a quorum of shareholders is present. I also declare this meeting to be properly called and duly constituted for the transaction of business. I direct that the confirmations of mailing of the notice of the meeting and scrutineers' complete report on attendance be annexed to the minutes of this meeting. [Non-English content]
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[Non-English content] Our first item is the presentation of the bank's annual consolidated financial statements for the year ended October 31st, 2025, and their accompanying auditor's report. Unless there is an objection, I will dispense with the reading of the auditor's report. Are there any questions or comments regarding this resolution? There are none. Thank you. The next item of business is the election of directors. The number of directors to be elected at the meeting is 12.
In accordance with the bank's bylaws and the recommendation of the board and its Human Resources and Governance Committee. All nominees are listed in the bank's proxy circular and displayed on your screen for ease of reference. [Non-English content]
[Non-English content] Yannick Gagné [Non-English content]
[Non-English content] Yannick. [Non-English content]
[Non-English content] Kevin Daigneault [Non-English content]
[Non-English content] Kevin. [Non-English content]
There are no questions or comments.
Thank you Anna. Please vote now if you have not already done so. Ok. Next, we will appoint the auditor. On the recommendation of the board and its audit committee, I would like to recommend that Ernst & Young be appointed external auditor of the bank and to authorize the board of directors to fix the auditor's remuneration. [Non-English content]
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[Non-English content] Yannick. [Non-English content]
[Non-English content] Kevin Daigneault [Non-English content]
[Non-English content] Kevin. [Non-English content]
There are no questions or comments.
Thank you. Please vote if you have not already done so. The next item is the vote on the non-binding advisory resolution concerning the bank's approach to executive compensation. The wording of the resolution is set out in the management proxy circular. [Non-English content]
[Non-English content] Yannick Gagné. [Non-English content]
[Non-English content] Yannick. [Non-English content] ?
[Non-English content] Kevin Daigneault [Non-English content]
[Non-English content] Kevin. [Non-English content]
There are no questions or comments.
Thank you. Please vote now if you have not already done so. The next item is a shareholder's proposal. Mr. Deschamps will provide additional details.
[Non-English content] Gagnon.
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Bonjour.
Willie Gagnon. [Non-English content]
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[Non-English content] You may ask your questions in English or French as you prefer. Please provide your name and indicate whether you are a shareholder or a proxyholder before asking your question. I will either respond to your questions directly or have them addressed by another member of our leadership team. Questions received by a webcast will be read in the language used to submit them. Any questions? [Non-English content] Well, seeing none. [Non-English content] Election of directors. [Non-English content]
Sonia Baxendale, Andrea Bolger, Johanne Brunet, Laurent Desmangles, Suzanne Gouin, Jamey Hubbs, David Mowat, Robert Ouellette, Éric Provost, Paul Stinis, Nicholas Zelenczuk and yours truly, Michael Boychuk. [Non-English content]
[Non-English content] Yannick Gagné [Non-English content]
[Non-English content] Yannick. [Non-English content]
[Non-English content] Kevin Daigneault [Non-English content]
[Non-English content] Kevin. [Non-English content] I declare this meeting terminated. Thank you for your attendance today. [Non-English content]