Directors As of October 31, 1997
Total Page:16
File Type:pdf, Size:1020Kb
directors as of October 31, 1997 Directors JOHN E. CLEGHORN, F.C.A. L.YVES FORTIER, C.C., Q.C. GUY SAINT-PIERRE,O.C. (1990) April 1995, was President of McCain (1987) (1992) Montreal Foods Limited, Mr. David P.O’Brien Toronto Montreal Chairman of the Board who, prior to May 1996, was President Chairman and Chairman SNC-Lavalin Group Inc. and Chief Operating Officer of Canadian Pacific Limited, prior to February 1995, Chief Executive Officer Ogilvy Renault ROBERT T.STEWART (1988) was Chairman and Chief Executive Royal Bank of Canada THE HON. PAULE GAUTHIER, Vancouver Officer of Pan Canadian Petroleum Limited and prior to December 1994 THEODORE M.ALLEN (1992) P.C., O.C., Q.C. (1991) Company Director was Chairman, President and Chief Winnipeg Quebec City ALLAN R.TAYLOR, O.C. (1983) Executive Officer of Pan Canadian President and Partner Toronto Petroleum Limited, Mr. Robert B. Chairman of the Board Desjardins Ducharme Stein Retired Chairman and Peterson who, prior to July 1994, was United Grain Growers Limited Monast Chairman and Chief Executive Officer Chief Executive Officer and prior to September 1992 was * SIR JAMES BALL (1990) * CHARLES H. KNIGHT (1983) Royal Bank of Canada President and Chief Operating Officer London, England Regina of Imperial Oil Limited, Mr. Hartley T. JOHN A.TORY,Q.C. (1971) Emeritus Professor Chief Executive Officer Richardson who, prior to April 1993, Toronto London Business School Denro Holdings Ltd. was President of the Real Estate Division Deputy Chairman of James Richardson & Sons, Limited, JACQUES BOUGIE, O.C. (1991) * THE HON. E. PETER The Thomson Corporation Mr. Kenneth C. Rowe who, prior to Montreal LOUGHEED,P.C., C.C., Q.C. July 1997, was also President of I.M.P. SHEELAGH D.WHITTAKER President and (1986) Group International Inc., Mr. Guy (1993) Chief Executive Officer Calgary Saint-Pierre who, prior to May 1996, Toronto was President and Chief Executive Alcan Aluminium Limited Senior Partner President and Officer of SNC-Lavalin Group Inc., Bennett Jones Verchere RONALD L. CLIFF,C.M., F.C.A. Chief Executive Officer Mr. Robert T.Stewart who, prior to (1987) G.WALLACE F.McCAIN, O.C. EDS Canada January 1994, was Chairman, President and Chief Executive Officer of Scott Vancouver (1986) VICTOR L.YOUNG, O.C. (1991) Paper Limited, Mr.Allan R.Taylor Chairman, President and Toronto St. John’s who, prior to January 26, 1995, was Chief Executive Officer Chairman Chairman and Chairman of Royal Bank of Canada BC Gas Inc. Maple Leaf Foods Inc. and prior to November 1, 1994 was Chief Executive Officer Chairman and Chief Executive Officer GEORGE A. COHON, O.C. (1988) * DAWN R. McKEAG (1978) Fishery Products International and Ms. Sheelagh D.Whittaker who, Toronto Winnipeg Limited prior to November 1993, was President Senior Chairman and Chairman President and Chief Executive Officer of Canadian of the Executive Committee Walford Investments Ltd. * Not standing for re-election on March 5, Satellite Communications Inc. McDonald’s Restaurants of 1998 J. EDWARD NEWALL, O.C. (1984) To the knowledge of the bank, the Canada Limited Calgary The date appearing after the name of each directors and senior officers, as a group, G.N. (MEL) COOPER, C.M., Vice-Chairman and director indicates the year in which the beneficially own or exercise control or O.B.C. (1992) Chief Executive Officer individual became a director.The term of direction over less than [1%] of the common shares of the bank. None of Victoria NOVA Corporation office of each director will expire at the next annual meeting, scheduled for the directors or senior officers of the bank Chairman and DAVID P.O’BRIEN (1996) March 5, 1998. holds shares of its subsidiaries except Chief Executive Officer Calgary where required for qualification as a direc- Seacoast Communications tor of a subsidiary and except with respect Chairman, President and Since November 1, 1991, the directors Group Inc. have held the principal occupations as to RBC Dominion Securities Limited. Chief Executive Officer listed, except Mr. John E. Cleghorn who, To the knowledge of the bank, the senior JOHN R. EVANS, C.C., M.D.(1984) Canadian Pacific Limited prior to January 26, 1995 was President officers of the bank, as a group, beneficially Toronto and Chief Executive Officer and prior own or exercise control or direction over, ROBERT B. PETERSON (1992) Chairman, to November 1, 1994, was President and less than [1.9%] of the outstanding Toronto Alcan Aluminium Ltd. and Chief Operating Officer of the bank, Series One Participating shares Chairman, President and [ ] Chairman,Torstar Corporation Mr. Ronald L. Cliff who, prior to (“P Shares”) or 0.5% of the votes Chief Executive Officer September 1997, was Chairman of attaching to all outstanding voting JOHN T.FERGUSON, F.C.A. Imperial Oil Limited BC Gas Inc., Mr. John T.Ferguson who, securities of RBC Dominion Securities (1990) prior to April 1996, was President and Limited.The bank is required to have HARTLEY T.RICHARDSON Edmonton Chief Executive Officer of Princeton an audit committee (see page 105). (1996) Developments Ltd., Mr. L.Yves Fortier Chairman and Winnipeg who, prior to January 1992, was Chief Executive Officer President Canada’s Ambassador and Permanent Princeton Developments Ltd. James Richardson & Sons, Representative to the United Nations, Mr. G.Wallace F.McCain who, prior to Limited KENNETH C. ROWE, F.C.I.S. (1985) Halifax Chairman and Chief Executive Officer I.M.P.Group International Inc. ROYAL BANK of CANADA annual information form Annual Information Form December 3, 1997 Incorporation Royal Bank of Canada (the “bank”) is a Schedule I bank under the Bank Act, and the Act is its charter.The head office is located at Royal Bank of Canada Building, 1 Place Ville-Marie, Montreal, Quebec, Canada. Property At October 31, 1997, the bank owned or leased 1,453 service delivery units in Canada and 105 units in 36 other countries. The bank also owns 7 central processing centres across Canada and major office complexes in Toronto and Ottawa.At October 31, 1997, the net book value of land and buildings worldwide totalled $910 million or .4% of total assets. Additional Information Additional information, including directors’ and officers’ remuneration and indebtedness, principal holders of securities, options to purchase securities, and interests of insiders in material transactions is contained in the bank’s information circular for its most recent annual meeting of shareholders.Additional financial information is provided in the bank’s comparative financial statements for the year ended October 31, 1997.The bank will provide to any person, upon request to the Vice-President of Investor Relations at 123 Front St.West,6th Floor,Toronto, Ontario, M5J 2M2, a copy of this annual information form and any documents incorpo- rated by reference, a copy of the comparative financial statements for the year ended October 31, 1997 together with the accompanying report of the auditors, a copy of any interim financial statements subsequent to the financial statements for the year ended October 31, 1997, and a copy of any other documents incorporated by reference in a preliminary short form prospectus or short form prospectus if securities of the bank are in the course of a distribution. Documents Incorporated by Reference Additional items comprising the bank’s annual information form are disclosed in portions of this Annual Report and are incor- porated by reference as set out below. ITEM REFERENCE Principal subsidiaries .......................................................................page 100 General development of the business ..............................................page 19 Narrative description of business and competitive conditions.........pages 16-17 and 19-35 Impaired loans.................................................................................Note 1, page 74; Note 5, page 80; table 14, page 49; table 15, page 50 Foreign loans ..................................................................................Note 4, page 79 Allowance for credit losses ..............................................................Note 1, page 75; Note 5, page 80; page 49; table 16, page 51; table 17, page 52 Mortgage operations .......................................................................table 8, page 43; table 15, page 50; table 16, page 51 Employees .......................................................................................page 4 Cash dividends ................................................................................page 4; Note 11, page 84 Selected consolidated financial information ....................................page 4 Quarterly financial information ......................................................page 98 Dividend policy ..............................................................................page 39 Management’s discussion and analysis .............................................pages 25, 27, 31, 35, 36-68 Market for securities of the bank ....................................................inside back cover Directors .........................................................................................pages 101, 105 Officers ...........................................................................................pages 106-107 ROYAL BANK of CANADA corporate governance Corporate Governance Profound and rapid change in global markets has placed increasing demands on Canadian corporations as they face unprecedented competition.A strong and effective board of directors can play a key role