CWB-Management Proxy Circular-2023-EN

DIRECTOR DEVELOPMENT AND ASSESSMENT

NEW DIRECTOR ORIENTATION

We provide each new director with multi-day orientation programming where the director meets with senior management. During these meetings, management provides the new director with an overview of our business, strategic direction, operations, initiatives, and risk management framework. New directors receive an orientation package, which includes all Board and committee mandates as well as key CWB policies and other reference material about us and the banking industry. We encourage each new director to attend at least one meeting of each Board committee during their first year as a director of CWB.

ONGOING DIRECTOR EDUCATION

Our continuing education program assists directors to maintain and enhance their knowledge, skills, and abilities. During fiscal 2022, the GCR Committee approved the Director Education Policy. We provide directors an educational allowance of $2,500 annually to support the cost of external educational opportunities. Expenses for one- time courses or designations are supported to a maximum of either one-third the total cost or $7,500, whichever is less. Directors are encouraged to participate in external programs related to Board governance. To assist directors in such participation, we maintain a group membership with the ICD. We also make internal employee training available to our directors. Directors are required to complete certain training modules on cybersecurity, the Code and ethical conduct, and unconscious bias and inclusion. Directors are kept informed through reports and presentations at the quarterly Board meetings as to matters that impact or may impact our operations, and that are specific to the Board’s oversight responsibilities, including cybersecurity developments, and economic and regulatory updates. The presentations provided to the Board and/or its committees during fiscal 2022 follow.

Date

Provided To

Topic

Presented By

Senior Manager, Compliance & Occupational Health and Safety

November 15, 2021

Board

Federal Pay Equity Overview

Group Head, CS&SB SVP, Equipment, Digital & Client Solutions SVP, Equipment Finance

December 2, 2021

Board

OneEquipment Deep Dive

Client Experience (CWBx): A deeper dive into our voice of the client research

Group Head, CS&SB Vice President, Marketing

December 2, 2021

Board

President & CEO Vice President, Strategy & Investor Relations

December 1, 2021

Board

Crypto Currency – Central Bank Digital Currencies

CPCO SVP, Human Resources

December 1, 2021

Board

Future Workforce: The War on Talent

Group Head, CPW Chief Risk Officer

February 23, 2022

Board

General Commercial Loan Portfolio Deep Dive

April 6, 2022

Board

Cyber Threat Briefing

Mandiant

President & CEO CFO Group Head, CPW Vice President, Strategy & Investor Relations

April 7, 2022

Board

2023 - 2026 CWB Strategic Direction

Group Head, CPW CRO President & CEO, CWB Wealth

May 25, 2022

Board

CWB Wealth Deep Dive

Group Head, CS&SB Vice President, Digital & Alternative Channels Senior Assistant Vice President, Application Services

May 26, 2022

Board

Digital Deep Dive

Operational Scope 1 and 2 Greenhouse Gas Emissions Education

May 26, 2022

Board

Head of Sustainability Strategy

CRO SVP, Risk Management Programs

May 26, 2022

Board

Credit Risk Model Education

CRO Vice President, Integration Risk Management Vice President, Risk Analytics CIO Vice President & Chief Information Security Officer

August 24, 2022

Board

Macro Economic Stress Test Deep Dive

August 25, 2022

Board

2023 Technology Roadmap

August 25, 2022

Board

Deloitte Cyber Risk Appetite Statement Training

Deloitte

Korn Ferry

November 21, 2022

Board

Future of Work Session

27 | Canadian Western Bank- Management Proxy Circular

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