and Analysis
December 3, 2024
The following Management’s Discussion and Analysis (MD&A) presents the financial
condition and operating results of National Bank of Canada (the
Bank). This
analysis was prepared in accordance with the requirements set
out in
National Instrument 51-102
,
Continuous Disclosure Obligations
, released by the Canadian
Securities Administrators (CSA). It is based on the audited
annual consolidated financial statements for the year ended October
31, 2024 (the Consolidated Financial
Statements) and prepared in accordance with International
Financial Reporting Standards (IFRS
®
Accounting Standards) as issued by the International Accounting
Standards Board (IASB), unless otherwise indicated. IFRS Accounting
Standards represent Canadian generally accepted
accounting principles (GAAP). This MD&A
should be read in conjunction with the Consolidated Financial
Statements and accompanying notes for the year
ended October 31, 2024. All amounts are presented in
Canadian dollars. Additional information about the Bank, including
the
Annual Information Form
, can be obtained from the Bank’s website at nbc.ca and
SEDAR+’s
website at sedarplus.ca. The information found in the various
documents and reports published by the Bank or the information
available on the Bank's website and
mentioned herein is not and should not be considered incorporated
by reference into the
2024 Annual Report
, the Management's Discussion and Analysis, or the
Consolidated Financial Statements,
unless expressly stated otherwise.
Financial Reporting Method
14
Quarterly Financial Information
48
20
Analysis of the Consolidated Balance Sheet
49
Overview
21
Securitization and Off-Balance-Sheet Arrangements
53
Financial Analysis
25
Capital Management
55
Business Segment Analysis
28
Risk Management
65
29
Material Accounting Policies and Accounting Estimates
113
33
Accounting Policy Changes
118
37
Future Accounting Policy Changes
119
U.S. Specialty Finance and International (USSF&I)
42
Additional Financial Information
120
47
Glossary
130
Caution Regarding Forward-Looking Statements
Certain statements in this document are forward-looking statements. These statements are made in accordance with applicable securities
legislation in Canada and the United States. The forward-looking statements in this document may include,
but are not limited to, statements in the messages from management, as well as other statements about the economy, market changes, the Bank’s objectives, outlook, and priorities for fiscal 2025 and beyond, the strategies or actions that the
Bank
will take to achieve them, expectations for the Bank’s financial condition and operations, the regulatory environment in which it operates, its environmental, social, and governance
targets and commitments, the anticipated acquisition of
Canadian Western Bank (CWB) and the impacts and benefits of this transaction, and certain risks to which the Bank is exposed. The Bank may also make forward-looking statements in other documents and regulatory
filings, as well as orally.
These forward-looking statements are typically identified by verbs or words such as “outlook”, “believe”, “foresee”,
“forecast”, “anticipate”, “estimate”, “project”, “expect”, “intend” and “plan”, the use of future or conditional forms, notably
verbs such as “will”, “may”, “should”, “could” or “would”, as well as similar terms and expressions.
These forward-looking statements are intended to assist the security holders of the Bank in understanding the Bank’s financial position and results of operations as at the
dates indicated and for the periods then ended, as well as the Bank’s vision,
strategic objectives, and performance targets, and may not be appropriate for other purposes. These forward-looking statements are based on current
expectations, estimates, assumptions and intentions that the Bank deems reasonable as at the
date thereof and are subject to inherent uncertainty and risks, many of which are beyond the Bank’s control. There is a strong possibility that the Bank’s express or implied predictions, forecasts, projections, expectations, or
conclusions will not
prove to be accurate, that its assumptions will not be confirmed, and that its vision, strategic objectives, and performance
targets will not be achieved. The Bank cautions investors that these forward-looking statements are not guarantees of future
performance and that actual events or results may differ materially from these statements due to a number of factors. Therefore, the Bank recommends
that readers not place undue reliance on these forward-looking statements, as a number of
factors could cause actual results to differ materially from the expectations, estimates, or intentions expressed in these forward-looking statements. Investors and
others who rely on the Bank’s forward-looking statements should carefully
consider the factors listed below as well as other uncertainties and potential events and the risk they entail. Except as required by law, the Bank does not undertake to update any forward-looking
statements, whether written or oral, that may be
made from time to time, by it or on its behalf.
Assumptions about the performance of the Canadian and U.S. economies in 2025 and how that performance will affect the Bank’s business are among the factors considered in setting the Bank’s strategic priorities and objectives, including
allowances for credit losses. These assumptions appear in the Economic Review and Outlook section and, for each business segment, in the Economic
and Market Review sections, and may be updated in the quarterly reports to shareholders filed
The forward-looking statements made in this document are based on a number of assumptions and their future outcome is subject to a variety of risk factors,
many of which are beyond the Bank's control and the impacts of which are difficult to
predict. These risk factors include, among others, risks and uncertainties related to the expected regulatory processes
and outcomes in connection with the proposed acquisition of CWB (the proposed transaction), such as the possibility that the
proposed transaction may fail to materialize or may not materialize within the time periods anticipated, the failure to obtain the required approvals
in a timely manner or at all, the Bank’s ability to successfully integrate CWB upon completion of
the proposed transaction, the potential failure to realize the anticipated synergies and benefits from the proposed transaction, and potential undisclosed costs or
liability associated with the proposed transaction; the general economic environment
and business and financial market conditions in Canada, the United States, and the other countries where the Bank operates; exchange rate and interest rate
fluctuations; inflation; global supply chain disruptions; higher funding costs and greater
market volatility; changes to fiscal, monetary, and other public policies; regulatory oversight and changes to regulations that affect the Bank’s business; geopolitical and sociopolitical uncertainty; climate change, including physical risks and
risks
related to the transition to a low-carbon economy; the Bank’s ability to meet stakeholder expectations on environmental and social issues, the need for active and continued stakeholder engagement;
the availability of comprehensive and high-
quality information from customers and other third parties, including greenhouse gas emissions; the ability of the Bank to develop indicators to effectively monitor our
progress; the development and deployment of new technologies and
sustainable products; the ability of the Bank to identify climate-related opportunities as well as to assess and manage climate-related
risks; significant changes in consumer behaviour; the housing situation, real estate market, and household
indebtedness in Canada; the Bank’s ability to achieve its key short-term priorities and long-term strategies; the timely development and launch of new products and services; the ability of
the Bank to recruit and retain key personnel;
technological innovation, including open banking and the use of artificial intelligence; heightened competition from established companies and
from competitors offering non-traditional services; model risk; changes in the performance and
creditworthiness of the Bank’s clients and counterparties; the Bank’s exposure to significant regulatory issues or litigation; changes made to the accounting policies used by the Bank to report its financial position, including
the uncertainty
related to assumptions and significant accounting estimates; changes to tax legislation in the countries where the Bank operates; changes to capital and liquidity
guidelines as well as to the instructions related to the presentation and interpretation
thereof; changes to the credit ratings assigned to the Bank by financial and extra-financial rating agencies; potential disruptions to key suppliers of
goods and services to the Bank; third-party risk, including failure by third parties to fulfil their
obligations to the Bank; the potential impacts of disruptions to the Bank’s information technology systems due to cyberattacks and theft or disclosure of data, including personal information and
identity theft; the risk of fraudulent activity; and
possible impacts of major events on the economy, market conditions, or the Bank's outlook, including international conflicts, natural disasters, public health crises, and the measures taken
in response to these events; and the ability of the Bank to
anticipate and successfully manage risks arising from all of the foregoing factors.
The foregoing list of risk factors is not exhaustive, and the forward-looking statements made in this document are also subject to credit risk, market
risk, liquidity and funding risk, operational risk, regulatory compliance risk, reputation risk,
strategic risk, and social and environmental risk as well as certain emerging risks or risks deemed significant. Additional information about these factors is
provided in the Risk Management section of the
2024 Annual Report
in the quarterly reports to shareholders filed thereafter.