CWB-Management Proxy Circular-2024-EN

Invitation to Shareholders DEAR FELLOW SHAREHOLDERS:

On behalf of the Board and our team at CWB Financial Group, we are pleased to invite you to attend the 2024 annual meeting of shareholders on April 4, 2024 at 1:00 p.m. (Mountain Time). The meeting will be held in-person at The Westin Hotel in Edmonton, Alberta and details for the webcast and live audio are available on our website at www.cwb.com/annual-report-and-annual-meeting. At the meeting you will gain insight from CWB's leadership about our fiscal 2023 performance and our strategic direction, and have the opportunity to ask questions of the Board and management. We encourage you to read this Management Proxy Circular in combination with our 2023 Annual Report and vote your shares. The Circular describes the business to be conducted at the meeting and provides information on CWB’s approach to corporate governance and executive compensation. Instructions on how you may exercise your voting rights are found in the form of proxy or voting form and are also found on page 3 of this Circular. Our performance in 2023 confirmed the strength and resilience of our strategy as the best full-service bank for business owners in Canada. We faced a challenging external environment that included persistent inflation, increasing interest rates, lower economic growth, and significant volatility in the global banking industry. In spite of these challenges, we successfully adapted by targeting lending opportunities to optimize returns within a prudent risk appetite and proactively managed our expenses. Our financial performance improved as the year progressed and we continued our trend of low levels of credit losses resulting from our secured lending model, prudent underwriting practices, and proactive loan management. We exited the fiscal year with positive earnings momentum, increased capital ratios, and a resilient balance sheet. Through a year of economic volatility, your Board placed its attention on funding, liquidity, capital, and credit risk. We also focused on CWB’s emerging risks, including our evolving approach to address climate risk. Earlier this year, CWB disclosed operational greenhouse gas emissions across our national footprint, and we support management’s development of targets and a reduction plan. We are also providing oversight of management’s phased approach to estimate our financed emissions. We believe that monitoring and prudent management of emerged and emerging risks to mitigate potential impacts will position CWB to deliver strong, sustainable returns for years to come.

This year, we would like to recognize Dr. Marie Delorme for her dedicated service on your Board. Dr. Delorme will not be standing for re-election to the Board at the annual meeting and we thank her for her contributions over the last three years.

Thank you to our fellow shareholders for your continued support of CWB and we look forward to your participation at our annual meeting this year. We are confident in CWB’s resilience, differentiated strategy and ability to deliver strong financial performance through the potential uncertain ty in the economy. Our conviction reflects the strength of our risk culture and focused performance of our teams across the organization. Through their efforts we are delivering unrivaled experiences for our business owner clients and are well positioned to deliver long-term value for all our stakeholders.

Sincerely,

Sarah A. Morgan-Silvester Chair of the Board

Christopher H. Fowler President and Chief Executive Officer

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