TIDM32SS

RNS Number : 1278I

National Bank of Canada

30 November 2022

Regulatory Announcement

National Bank of Canada

November 30, 2022

2022 Annual Financial Statements (Part 2)

National Bank of Canada (the "Bank") announces publication of its 2022 Annual Report, including the audited consolidated financial statements for the years ended 31 October 2022 and 2021, together with the notes thereto and independent auditor's report thereon (the "2022 Financial Statements"). The 2022 Financial Statements have been uploaded to the National Storage Mechanism and will shortly be available at https://data.fca.org.uk/#/nsm/nationalstoragemechanism and are available on the Bank's website as part of the 2022 Annual Report at https://www.nbc.ca/en/about-us/investors/investor-relations/annual-reports-proxy-circulars-aif.html .

To view the full PDF of the 2022 Financial Statements, the 2022 Annual Report and the 2022 Annual CEO and CFO Certifications, please click on the following links:

http://www.rns-pdf.londonstockexchange.com/rns/1278I_1-2022-11-30.pdf

Note 8 - Financial Assets Transferred But Not Derecognized

In the normal course of its business, the Bank enters into transactions in which it transfers financial assets such as securities or loans directly to third parties, in particular structured entities. According to the terms of some of those transactions, the Bank retains substantially all of the risks and rewards related to those financial assets. The risks include credit risk, interest rate risk, foreign exchange risk, prepayment risk, and other price risks, whereas the rewards include the income streams associated with the financial assets. As such, those financial assets are not derecognized and the transactions are treated as collateralized or secured borrowings. The nature of those transactions is described below.

Securities Sold Under Repurchase Agreements and Securities Loaned

When securities are sold under repurchase agreements and securities loaned under securities lending agreements, the Bank transfers financial assets to third parties in accordance with the standard terms for such transactions. These third parties may have an unlimited right to resell or repledge the financial assets received. If cash collateral is received, the Bank records the cash along with an obligation to return the cash, which is included in Obligations related to securities sold under repurchase agreements and securities loaned on the Consolidated Balance Sheet. Where securities are received as collateral, the Bank does not record the collateral on the Consolidated Balance Sheet.

Financial Assets Transferred to Structured Entities

Under the Canada Mortgage Bond (CMB) program, the Bank sells securities backed by insured residential mortgages and other securities to Canada Housing Trust (CHT), which finances the purchase through the issuance of insured mortgage bonds. Third-party CMB investors have legal recourse only to the transferred assets. The cash received for these transferred assets is treated as a secured borrowing, and a corresponding liability is recorded in Liabilities related to transferred receivables on the Consolidated Balance Sheet.

The following table provides additional information about the nature of the transferred financial assets that do not qualify for derecognition and the associated liabilities.

 
As at October 31                                           2022    2021 
=====================================================   =======  ====== 
 
Carrying value of financial assets transferred but 
not derecognized 
 Securities(1)                                           76,551  68,296 
 Residential mortgages                                   24,102  22,413 
 ----------------------------------------------------   -------  ------ 
                                                        100,653  90,709 
-----------------------------------------------------   -------  ------ 
 
Carrying value of associated liabilities (2)             56,555  40,779 
-----------------------------------------------------   -------  ------ 
 
Fair value of financial assets transferred but not 
derecognized 
 Securities(1)                                           76,551  68,296 
 Residential mortgages                                   22,954  22,249 
 ----------------------------------------------------   -------  ------ 
                                                         99,505  90,545 
-----------------------------------------------------   -------  ------ 
 
Fair value of associated liabilities (2)                 55,767  40,731 
=====================================================   =======  ====== 
 

(1) The amount related to the securities loaned is the maximum amount of Bank securities that can be lent. For obligations related to securities sold under repurchase agreements, the amount includes the Bank's own financial assets as well as those of third parties and excludes covered bonds issued by the Bank.

(2) Associated liabilities include liabilities related to transferred receivables and obligations related to securities sold under repurchase agreements before the offsetting impact of $3,606 million as at October 31, 2022 ($3,367 million as at October 31, 2021) excluding repurchase agreements guaranteed by covered bonds issued by the Bank. Liabilities related to securities loaned are not included, as the Bank can lend its own financial assets and those of third parties. The carrying value and fair value of liabilities related to securities loaned stood at $8,843 million before the offsetting impact of $2,043 million as at October 31, 2022 ($7,993 million before the offsetting impact of $4,333 million as at October 31, 2021).

The following table specifies the nature of the transactions related to financial assets transferred but not derecognized.

 
As at October 31                                          2022    2021 
====================================================   =======  ====== 
Carrying value of financial assets transferred but 
 not derecognized 
 Securities backed by insured residential mortgages 
  and other securities sold to CHT                      25,468  24,034 
 Securities sold under repurchase agreements            33,880  17,553 
 Securities loaned                                      41,305  49,122 
                                                       100,653  90,709 
====================================================   =======  ====== 
 

Note 9 - Investments in Associates and Joint Ventures

 
As at October 31                        2022      2021 
======================  =========   ========  ======== 
                        Business    Carrying  Carrying 
                         segment       value     value 
======================  =========   ========  ======== 
 
Listed associate 
 TMX Group Limited(1)   Other             96       184 
 
Unlisted associates                       44        41 
                                         140       225 
======================   =========  ========  ======== 
 

(1) The Bank exercises significant influence over TMX Group Limited (TMX) mainly through its equity interest, debt financing, and presence on TMX's board of directors. As at October 31, 2022, the Bank's ownership interest in TMX was 2.5% (5.2% as at October 31, 2021), and the fair value of this investment based on quoted prices in active markets was $178 million ($390 million as at October 31, 2021).

As at October 31, 2022 and 2021, there were no significant restrictions limiting the ability of associates to transfer funds to the Bank in the form of dividends or to repay any loans or advances. Furthermore, the Bank has not made any specific commitment or contracted any contingent liability with respect to associates.

TMX Group Limited

TMX is a Canadian corporation that directly or indirectly controls a number of entities that operate stock exchanges and clearing houses and provide clearing and settlement services. During the year ended October 31, 2022 , TMX paid $7 million in dividends to the Bank ($12 million for the year ended October 31, 2021). The following table provides summarized financial information on TMX.

 
As at October 31 or for the year ended October 31(1)       2022    2021 
======================================================   ======  ====== 
 
Balance sheet 
 Current assets                                          56,811  36,077 
 Non-current assets                                       5,671   5,387 
 Current liabilities                                     56,382  35,817 
 Non-current liabilities                                  1,992   1,971 
 ------------------------------------------------------  ------  ------ 
 
Income statement 
 Total revenues                                           1,095     948 
 Net income                                                 559     322 
 Other comprehensive income                                (49)     (1) 
 Comprehensive income                                       510     321 
 ======================================================  ======  ====== 
 

(1) The balance sheet amounts are the balances reported in the unaudited financial statements as at September 30, 2022 and 2021, i.e., the most recent available, and the income statement amounts are based on the cumulative balances for the 12-month periods ended September 30, 2022 and 2021.

The table below provides summarized financial information related to the Bank's proportionate share in all unlisted associates that are not individually significant.

 
Year ended October 31(1)        2022   2021 
============================   =====   ==== 
 
Net income                          5     1 
Other comprehensive income         -      - 
Comprehensive income                5     1 
============================   ======  ==== 
 
 

(1) The amounts are based on the cumulative balances for the 12-month periods ended September 30, 2022 and 2021.

Note 10 - Premises and Equipment

 
                                                                                           Right-of-use 
                                            Owned assets held                                    assets  Total 
 --------------  ------------------------------------------------------------------------  ------------  ----- 
                               Head 
                             office 
                           building 
                              under                        Equipment 
                       construction              Computer        and     Leasehold                 Real 
                 Land           (1)  Buildings  equipment  furniture  improvements  Total        estate 
===============  ====  ============  =========  =========  =========  ============  =====  ============  ===== 
 
Cost 
As at October 
 31, 
 2020              71           120         71        340        112           331  1,045           698  1,743 
 Additions and 
  modifications     -           128          6         44         13            32    223            48    271 
 Disposals          -             -        (3)        (3)        (2)           (4)   (12)                 (12) 
 Impairment 
  losses            -             -          -          -          -             -      -           (5)    (5) 
 Fully 
  depreciated 
  assets                                   (6)      (124)       (10)          (18)  (158)           (3)  (161) 
 Impact of 
  foreign 
  currency 
  translation       -             -          -        (2)        (3)           (3)    (8)           (6)   (14) 
 --------------  ----  ------------  ---------  ---------  ---------  ------------  -----  ------------  ----- 
As at October 
 31, 
 2021              71           248         68        255        110           338  1,090           732  1,822 
 Additions and 
  modifications     3           183          2         53         14            46    301            69    370 
 Disposals          -             -        (7)          -        (3)           (2)   (12)                 (12) 
 Fully 
  depreciated 
  assets                                   (7)       (38)        (7)          (10)   (62)           (8)   (70) 
 Impact of 
  foreign 
  currency 
  translation       -             -          -          6          3             5     14            12     26 
 --------------  ----  ------------  ---------  ---------  ---------  ------------  -----  ------------  ----- 
As at October 
 31, 
 2022              74           431         56        276        117           377  1,331           805  2,136 
---------------  ----  ------------  ---------  ---------  ---------  ------------  -----  ------------  ----- 
 
Accumulated 
amortization 
As at October 
 31, 
 2020                                       54        230         56           149    489            99    588 
 Depreciation 
  for 
  the year                                   2         48         12            30     92           103    195 
 Disposals                                 (3)        (3)        (2)           (4)   (12)                 (12) 
 Impairment 
  losses                                     -          -          -             -      -           (1)    (1) 
 Fully 
  depreciated 
  assets                                   (6)      (124)       (10)          (18)  (158)           (3)  (161) 
 Impact of 
  foreign 
  currency 
  translation                                -        (1)        (1)           (1)    (3)             -    (3) 
 --------------  ----  ------------  ---------  ---------  ---------  ------------  -----  ------------  ----- 
As at October 
 31, 
 2021                                       47        150         55           156    408           198    606 
 Depreciation 
  for 
  the year                                   2         48         15            32     97           105    202 
 Disposals                                 (4)          -        (3)           (2)    (9)                  (9) 
 Fully 
  depreciated 
  assets                                   (7)       (38)        (7)          (10)   (62)           (8)   (70) 
 Impact of 
  foreign 
  currency 
  translation                                -          2          1             3      6             4     10 
 --------------  ----  ------------  ---------  ---------  ---------  ------------  -----  ------------  ----- 
As at October 
 31, 
 2022                                       38        162         61           179    440           299    739 
---------------  ----  ------------  ---------  ---------  ---------  ------------  -----  ------------  ----- 
 
Carrying value 
 as 
 at October 31, 
 2021              71           248         21        105         55           182    682           534  1,216 
---------------  ----  ------------  ---------  ---------  ---------  ------------  -----  ------------  ----- 
Carrying value 
 as 
 at October 31, 
 2022              74           431         18        114         56           198    891           506  1,397 
===============  ====  ============  =========  =========  =========  ============  =====  ============  ===== 
 

(1) As at October 31, 2022, contractual commitments related to the head office building under construction stood at $197 million, covering a period up to 2023.

Assets Leased Under Operating Leases

The Bank is a lessor under operating lease agreements for certain buildings. These leases have terms varying from one year to five years and do not contain any bargain purchase options or contingent rent.

The following table breaks down the future minimum payments receivable under these operating leases. These amounts include sublease revenues of $6 million related to real estate right-of-use assets.

 
                           As at October 
                                31, 2022 
=======================    ============= 
 
1 year or less                         2 
Over 1 year to 2 years                 2 
Over 2 years to 3 years                1 
Over 3 years to 4 years                1 
Over 4 years to 5 years                1 
Over 5 years                           - 
-----------------------    ------------- 
                                       7 
=======================    ============= 
 

Note 10 - Premises and Equipment (cont.)

Leases Recognized in the Consolidated Statement of Income

 
                                               As at October 
                                                    31, 2022 
============================================   ============= 
 
Interest expense                                          16 
Expense for leases of low-value assets(1)                  9 
Expense relating to variable lease payments               94 
Income from leasing and subleasing(2)                      4 
=============================================  ============= 
 

(1) The expense relates to lease payments for low-value assets that are part of the exemptions permitted by the practical expedients of IFRS 16.

   (2)    This amount includes variable lease payments of $2 million. 

For the year ended October 31, 2022, the cash outflows for leases amounted to $218 million (2021: $214 million).

Note 11 - Goodwill and Intangible Assets

Goodwill

The following table presents changes in the carrying amounts of goodwill by cash-generating unit (CGU) and by business segment for the years ended October 31, 2022 and 2021.

 
                  Personal 
                       and                                              Financial 
                Commercial                                     Wealth     Markets 
                       (1)                                 Management         (1)                    USSF&I       Other   Total 
  ------------  ----------  -----------------------------------------  ----------  ------------------------  ----------  ------ 
                                                                                            Advanced 
                                                                                                Bank             Flinks 
                            Third-Party  Securities    Managed                     Credigy   of Asia         Technology 
                              Solutions   Brokerage  Solutions                        Ltd.   Limited               Inc. 
                                    (1)         (1)        (1)  Total                  (1)       (1)  Total         (1) 
  ============  ==========  ===========  ==========  =========  =====  ==========  =======  ========  =====  ==========  ====== 
 
Balance as at 
 October 31, 
 2020                   54          256         434        269    959         235       33       133    166           -   1,414 
 Acquisition 
  of 
  Flinks(2)                                                                                                         101     101 
 Impact of 
  foreign 
  currency 
  translation            -            -           -          -      -           -      (2)       (9)   (11)           -    (11) 
 -------------  ----------  -----------  ----------  ---------  -----  ----------  -------  --------  -----  ----------  ------ 
Balance as at 
 October 31, 
 2021                   54          256         434        269    959         235       31       124    155         101   1,504 
 Impact of 
  foreign 
  currency 
  translation            -            -           -          -      -           -        3        12     15           -      15 
 -------------  ----------  -----------  ----------  ---------  -----  ----------  -------  --------  -----  ----------  ------ 
Balance as at 
 October 31, 
 2022                   54          256         434        269    959         235       34       136    170         101   1,519 
==============  ==========  ===========  ==========  =========  =====  ==========  =======  ========  =====  ==========  ====== 
 
   (1)       Constitutes a CGU. 

(2) On September 8, 2021, the Bank finalized the acquisition of Flinks. For additional information, see Note 31 to these consolidated financial statements.

Goodwill Impairment Testing and Significant Assumptions

For impairment testing purposes, goodwill resulting from a business combination must be allocated, as of the acquisition date, to a CGU or group of CGUs expected to benefit from the synergies of the business combination. Goodwill is tested for impairment annually or more frequently if events or circumstances indicate that the recoverable value of the CGU or group of CGUs may have fallen below its carrying amount.

Goodwill was tested for impairment during the years ended October 31, 2022 and 2021, and no impairment loss was recognized.

The recoverable value of a CGU or group of CGUs is based on the value in use that is calculated based on discounted pre-tax cash flows. Future pre-tax cash flows are estimated based on a five-year period, which is the reference period used for the most recent financial forecasts approved by management. Cash flows beyond that period are extrapolated using a long-term growth rate.

The discount rate used for each CGU or group of CGUs is calculated using the cost of debt financing and the cost related to the Bank's equity. This rate corresponds to the Bank's weighted average cost of capital and reflects the risk specific to the CGU. The long-term growth rate used in calculating discounted cash flow estimates is based on the forecasted growth rate plus a risk premium. The rate is constant over the entire five-year period for which the cash flows were determined. Growth rates are determined, among other factors, based on past growth rates, economic trends, inflation, competition and the impact of the Bank's strategic initiatives. As at October 31, 2022, for each CGU or CGU group, the discount rate used was 12.9% (13.2% as at October 31, 2021), and the long-term growth rate varied between 2% and 5%, depending on the CGU, as at October 31, 2022 and 2021.

Estimating a CGU's value in use requires significant judgment regarding the inputs used in applying the discounted cash flow method. The Bank conducts sensitivity analyses by varying the after-tax discount rate upward by 1% and the terminal growth rates downward by 1%. Such sensitivity analyses demonstrate that a reasonable change in assumptions would not result in a CGU's carrying value exceeding its value in use.

Intangible Assets

 
                                Indefinite useful 
                                             life                          Finite useful life  Total 
 ------------------  ----------------------------  -----------  -----------------------------  ----- 
                                                   Internally- 
                     Management                      generated                   Other 
                      contracts                       software      Other   intangible 
                            (1)  Trademark  Total          (2)   software       assets  Total 
===================  ==========  =========  =====  ===========  =========  ===========  =====  ===== 
 
Cost 
As at October 31, 
 2020                       161         11    172        1,922        169           69  2,160  2,332 
 Impact of an 
  accounting 
  policy change 
  as at November 1, 
  2020(3)                                                (192)                          (192)  (192) 
 Acquisitions                 -          -      -          354         20            -    374    374 
 Impact of an 
  accounting 
  policy change 
  for the fiscal 
  year(3)                                                 (75)                           (75)   (75) 
 Impairment 
  losses(4)                 (1)        (2)    (3)          (9)          -            -    (9)   (12) 
 Fully amortized 
  intangible 
  assets                                                  (92)       (69)          (5)  (166)  (166) 
 ------------------  ----------  ---------  -----  -----------  ---------  -----------  -----  ----- 
As at October 31, 
 2021                       160          9    169        1,908        120           64  2,092  2,261 
 Acquisitions                 -          -      -          346         28            -    374    374 
 Impairment 
  losses(4)                 (1)        (1)    (2)          (7)          -          (2)    (9)   (11) 
 Fully amortized 
  intangible 
  assets                                                 (138)       (21)          (2)  (161)  (161) 
 Impact of foreign 
 currency 
 translation                  -          -      -            -          1            -      1      1 
 ------------------  ----------  ---------  -----  -----------  ---------  -----------  -----  ----- 
As at October 31, 
 2022                       159          8    167        2,109        128           60  2,297  2,464 
-------------------  ----------  ---------  -----  -----------  ---------  -----------  -----  ----- 
 
Accumulated 
amortization 
As at October 31, 
 2020                                                      724        125           49    898    898 
 Impact of an 
  accounting 
  policy change 
  as at November 1, 
  2020(3)                                                  (6)                            (6)    (6) 
 Amortization for 
  the 
  fiscal year                                              260         19            7    286    286 
 Impact of an 
  accounting 
  policy change 
  for the fiscal 
  year(3)                                                 (25)                           (25)   (25) 
 Fully amortized 
  intangible 
  assets                                                  (92)       (69)          (5)  (166)  (166) 
 ------------------  ----------  ---------  -----  -----------  ---------  -----------  -----  ----- 
As at October 31, 
 2021                                                      861         75           51    987    987 
 Amortization for 
  the 
  fiscal year                                              253         20            6    279    279 
 Impairment 
  losses(4)                                                (2)          -          (1)    (3)    (3) 
 Fully amortized 
  intangible 
  assets                                                 (138)       (21)          (2)  (161)  (161) 
 Impact of foreign 
 currency 
 translation                                                 -          2            -      2      2 
 ------------------  ----------  ---------  -----  -----------  ---------  -----------  -----  ----- 
As at October 31, 
 2022                                                      974         76           54  1,104  1,104 
-------------------  ----------  ---------  -----  -----------  ---------  -----------  -----  ----- 
 
Carrying value as 
 at 
 October 31, 2021           160          9    169        1,047         45           13  1,105  1,274 
-------------------  ----------  ---------  -----  -----------  ---------  -----------  -----  ----- 
Carrying value as 
 at 
 October 31, 2022           159          8    167        1,135         52            6  1,193  1,360 
===================  ==========  =========  =====  ===========  =========  ===========  =====  ===== 
 

(1) For annual impairment testing purposes, management contracts are allocated to the Managed Solutions CGU.

(2) The remaining amortization period for significant internally-generated software is four years.

(3) Certain amounts have been adjusted to reflect an accounting policy change applicable to cloud computing arrangements. For additional information, see Note 1 to these consolidated financial statements.

(4) During the year ended October 31, 2022, the Bank recorded $2 million in impairment losses resulting from the impairment test carried out on indefinite-life intangible assets ($3 million during the year ended October 31, 2021) as well as an amount of $5 million related to internally-generated software for which the Bank has decided to cease its use or development ($9 million during the year ended October 31, 2021). These impairment losses were recognized in the Non--interest expenses - Technology item of the Consolidated Statement of Income and reported in the Other heading of segment results.

Note 12 - Other Assets

 
As at October 31                                  2022  2021(1) 
==============================================   =====  ======= 
 
Receivables, prepaid expenses and other items    2,591    1,228 
Interest and dividends receivable                1,057      696 
Due from clients, dealers and brokers              842      988 
Defined benefit asset (Note 23)                    498      691 
Deferred tax assets (Notes 1 and 24)               389      416 
Current tax assets                                 471      445 
Reinsurance assets                                   6       28 
Insurance assets                                   104       38 
-----------------------------------------------  -----  ------- 
                                                 5,958    4,530 
 ==============================================  =====  ======= 
 

(1) Certain amounts have been adjusted to reflect an accounting policy change applicable to cloud computing arrangements. For additional information, see Note 1 to these consolidated financial statements.

Note 13 - Deposits

 
As at October 31                                                       2022     2021 
============================   =========  ============  ===================  ======= 
                               On demand  After notice  Fixed term 
                                     (1)           (2)         (3)    Total    Total 
============================   =========  ============  ==========  =======  ======= 
 
Personal                           5,539        36,576      36,696   78,811   70,076 
Business and government           60,579        32,061      91,590  184,230  167,870 
Deposit-taking institutions        1,557           199       1,597    3,353    2,992 
-----------------------------  ---------  ------------  ----------  -------  ------- 
                                  67,675        68,836     129,883  266,394  240,938 
 ============================  =========  ============  ==========  =======  ======= 
 

(1) Demand deposits are deposits for which the Bank does not have the right to require notice of withdrawal and consist essentially of deposits in chequing accounts.

(2) Notice deposits are deposits for which the Bank may legally require a notice of withdrawal and consist mainly of deposits in savings accounts.

(3) Fixed-term deposits are deposits that can be withdrawn by the holder on a specified date and include term deposits, guaranteed investment certificates, savings accounts and plans, covered bonds, and other similar instruments.

The Deposits - Business and government item includes, among other items, covered bonds, as described below, and a $ 13.9 billion amount of deposits as at October 31, 2022 ($ 11.9 billion as at October 31, 2021) that are subject to the bank bail-in conversion regulations issued by the Government of Canada. These regulations provide certain powers to the Canada Deposit Insurance Corporation (CDIC), notably the power to convert certain eligible Bank shares and liabilities into common shares should the Bank become non-viable.

Covered Bonds

NBC Covered Bond Guarantor (Legislative) Limited Partnership

In December 2013, the Bank established the covered bond legislative program under which covered bonds are issued. It therefore created NBC Covered Bond Guarantor (Legislative) Limited Partnership (the Guarantor) to guarantee payment of the principal and interest owed to the bondholders. The Bank sold uninsured residential mortgages to the Guarantor and granted it loans to facilitate the acquisition of these assets. During the year ended October 31, 2022, an amount of 1.0 billion euros and US$1.0 billion in covered bonds reached maturity, and the Bank issued 1.3 billion euros, US$1.5 billion, and 750 million pounds sterling in covered bonds (US$470 million, 1.0 billion euros, and 250 million pounds sterling in covered bonds reached maturity, and the Bank issued 1.25 billion euros in covered bonds during the year ended October 31, 2021). The covered bonds totalled $10.4 billion as at October 31, 2022 ($8.8 billion as at October 31, 2021). For additional information, see Note 27 to these consolidated financial statements.

The Bank has limited access to the assets owned by this structured entity according to the terms of the agreements that apply to this transaction. The assets owned by this entity totalled $18.2 billion as at October 31, 2022 ($16.0 billion as at October 31, 2021), of which $17.9 billion ($15.7 billion as at October 31, 2021) is presented in Residential mortgage loans on the Bank's Consolidated Balance Sheet.

Note 14 - Other Liabilities

 
As at October 31                                                 2022   2021 
=============================================================   =====  ===== 
 
Accounts payable and accrued expenses                           2,582  2,469 
Subsidiaries ' debts to third parties                             156    437 
Interest and dividends payable                                  1,063    552 
Lease liabilities                                                 552    575 
Due to clients, dealers and brokers                               730    735 
Defined benefit liability (Note 23)                               111    143 
Allowances for credit losses - Off-balance-sheet commitments 
 (Note 7)                                                         162    162 
Deferred tax liabilities (Note 24)                                 14     10 
Current tax liabilities                                            67    478 
Insurance liabilities                                              10     11 
Other items(1)(2)(3)                                              914    729 
--------------------------------------------------------------  -----  ----- 
                                                                6,361  6,301 
 =============================================================  =====  ===== 
 

(1) As at October 31, 2022, Other items included $11 million in litigation provisions ($12 million as at October 31, 2021).

(2) As at October 31, 2022, Other items included $33 million in provisions for onerous contracts ($33 million as at October 31, 2021).

(3) As at October 31, 2022, Other items included the financial liability resulting from put options written to non-controlling interests of Flinks for an amount of $33 million ($25 million as at October 31, 2021).

Note 15 - Subordinated Debt

The subordinated debt represents direct unsecured obligations, in the form of notes and debentures, to the Bank's debt holders. The rights of the Bank's note and debenture holders are subordinate to the claims of depositors and certain other creditors. Approval from OSFI is required before the Bank can redeem its subordinated notes and debentures in whole or in part.

On August 31, 2022, the Bank redeemed debentures denominated in a foreign currency and maturing on February 28, 2087 in an amount of US$7 million at their nominal value plus accrued interest.

On July 25, 2022, the Bank issued medium-term notes for an amount of $750 million, bearing interest at 5.426% and maturing on August 16, 2032. The interest on these notes will be payable semi-annually at 5.426% per annum until August 16, 2027 and, thereafter, at a floating rate equal to the Canadian Overnight Repo Rate (CORRA) compounded daily plus 2.32% and payable quarterly. With the prior approval of OSFI, the Bank may, at its option, redeem these notes as of August 16, 2027, in whole or in part, at their nominal value plus accrued and unpaid interest. Since the medium-term notes satisfy the non--viability contingent capital requirements, they qualify for the purposes of calculating regulatory capital under Basel III.

 
As at October 
 31                                                            2022  2021 
===============   =========  ===============================  =====  ==== 
                   Interest 
Maturity date          rate  Redemption date 
================  =========  ===============================  =====  ==== 
 
February 
 2028(1)          3.183%(2)  February 1, 2023(3)                750   750 
August 2032(1)    5.426%(4)  August 16, 2027(3)                 750     - 
February                     Redeemable at the Bank's option 
 2087              Variable   since February 28, 1993             -     9 
----------------  ---------  -------------------------------  -----  ---- 
                                                              1,500   759 
Fair value hedge adjustment(5)                                    2    10 
Unamortized issuance costs(6)                                   (3)   (1) 
------------------------------------------------------------  -----  ---- 
Total                                                         1,499   768 
================  =========  ===============================  =====  ==== 
 

(1) These notes contain non-viability contingent capital (NVCC) provisions and qualify for the purposes of calculating regulatory capital under Basel III. In the case of a trigger event as defined by OSFI, each note will be automatically and immediately converted, on a full and permanent basis, without the consent of the holder, into a specified number of common shares of the Bank as determined using an automatic conversion formula with a multiplier of 1.5 and a conversion price based on the greater of: (i) a floor price of $5.00; (ii) the current market price of common shares, which represents the volume weighted average price of common shares for the ten trading days ending on the trading day preceding the date of the trigger event. If the common shares are not listed on an exchange when this price is being established, the price will be the fair value reasonably determined by the Bank's Board. The number of shares issued is determined by dividing the par value of the note (plus accrued and unpaid interest on such note) by the conversion price and then applying the multiplier.

(2) Bearing interest at a rate of 3.183%, payable semi-annually until February 1, 2023, and thereafter bearing interest at a floating rate equal to three-month CDOR plus 0.72%, payable quarterly.

(3) With the prior approval of OSFI, the Bank may, at its option, redeem these notes in whole or in part, at their nominal value plus accrued and unpaid interest.

(4) Bearing interest at a rate of 5.426%, payable semi-annually until August 16, 2027, and thereafter bearing interest at a floating rate equal to CORRA compounded daily plus 2.32%, payable quarterly.

(5) The fair value hedge adjustment represents the impact of the hedging transactions applied to hedge changes in the fair value of subordinated debt caused by interest rate fluctuations.

(6) The unamortized costs related to the issuance of the subordinated debt represent the initial cost, net of accumulated amortization, calculated using the effective interest rate method.

Note 16 - Derivative Financial Instruments

Derivative financial instruments are financial contracts whose value is derived from an underlying interest rate, exchange rate, equity price, commodity price, credit spread, or index.

The main types of derivative financial instruments used are presented below.

Forwards and Futures

Forwards and futures are contractual obligations to buy or sell a specified amount of currency, interest rate, commodity, or financial instrument on a specified future date at a specified price. Forwards are tailor-made agreements transacted in the over-the-counter market. Futures are traded on organized exchanges and are subject to cash margining calculated daily by clearing houses.

Swaps

Swaps are over-the-counter contracts in which two parties agree to exchange cash flows. The Bank uses the following types of swap contracts:

-- Cross-currency swaps are transactions in which counterparties exchange fixed-rate interest payments and principal payments in different currencies.

-- Interest rate swaps are transactions in which counterparties exchange fixed- and floating-rate interest payments based on the notional principal value in the same currency.

-- Commodity swaps are transactions in which counterparties exchange fixed- and floating-rate payments based on the notional principal value of a commodity.

-- Equity swaps are transactions in which counterparties agree to exchange the return on one equity or group of equities for a payment based on an interest rate benchmark.

-- Credit default swaps are transactions in which one of the parties agrees to pay returns to the other party so that the latter can make a payment if a credit event occurs.

Options

Options are agreements between two parties in which the writer of the option grants the buyer the right, but not the obligation, to buy or sell, either at a specified date or dates or at any time prior to a predetermined expiry date, a specific amount of currency, commodity, or financial instrument at an agreed-upon price upon the sale of the option. The writer receives a premium for the sale of this instrument.

Notional Amounts (1)

 
As at October 31                                                                      2022       2021 
=================  =======================================================================  ========= 
                                                   Term to maturity 
 ----------------  ------------------------------------------------  =========  ========== 
                                Over 
                                   3      Over 
                              months         1                       Contracts 
                                  to      year                        held for   Contracts 
                   3 months       12        to      Over      Total    trading  designated      Total 
                    or less   months   5 years   5 years  contracts   purposes   as hedges  contracts 
 ================  ========  =======  ========  ========  =========  =========  ==========  ========= 
Interest rate 
contracts 
OTC contracts 
Forward rate 
agreements 
 Not settled by 
  central 
  counterparties      7,873      632         -         -      8,505      8,505           -      6,058 
 Settled by 
  central 
  counterparties          -        -         -         -          -          -           -        495 
Swaps 
 Not settled by 
  central 
  counterparties      4,665   10,513    56,972    49,234    121,384    119,504       1,880    119,380 
 Settled by 
  central 
  counterparties    314,872  168,685   316,246   121,854    921,657    868,393      53,264    690,197 
Options purchased       150      513     3,961     1,295      5,919      5,824          95      4,833 
Options written         652    1,804     5,167     1,387      9,010      8,116         894      6,471 
-----------------  --------  -------  --------  --------  ---------  ---------  ----------  --------- 
                    328,212  182,147   382,346   173,770  1,066,475  1,010,342      56,133    827,434 
-----------------  --------  -------  --------  --------  ---------  ---------  ----------  --------- 
Exchange-traded 
contracts 
Futures 
 Long positions      10,758   12,115     5,599         -     28,472     28,472           -     56,893 
 Short positions     42,455   15,160     4,590         -     62,205     62,205           -     49,631 
Options purchased     3,000        -         -         -      3,000      3,000           -     15,974 
Options written       1,362        -         -         -      1,362      1,362           -      8,882 
-----------------  --------  -------  --------  --------  ---------  ---------  ----------  --------- 
                     57,575   27,275    10,189         -     95,039     95,039           -    131,380 
-----------------  --------  -------  --------  --------  ---------  ---------  ----------  --------- 
Foreign exchange 
 contracts 
OTC contracts 
Forwards             58,344   14,829     8,412       587     82,172     82,172           -     78,401 
Swaps               301,820   82,772    98,472    32,620    515,684    502,392      13,292    447,547 
Options purchased    12,875   17,441     4,515         -     34,831     34,831           -     17,295 
Options written      13,351   23,013     3,113         -     39,477     39,477           -     18,924 
-----------------  --------  -------  --------  --------  ---------  ---------  ----------  --------- 
                    386,390  138,055   114,512    33,207    672,164    658,872      13,292    562,167 
-----------------  --------  -------  --------  --------  ---------  ---------  ----------  --------- 
Exchange-traded 
contracts 
Futures 
 Long positions          72        -         -         -         72         72           -         54 
 Short positions         42       13         -         -         55         55           -         83 
                        114       13         -         -        127        127           -        137 
-----------------  --------  -------  --------  --------  ---------  ---------  ----------  --------- 
Equity, commodity 
 and 
 credit 
 derivative 
 contracts (2) 
OTC contracts 
Forwards                  -        3     3,471       261      3,735      3,735           -      4,288 
Swaps 
 Not settled by 
  central 
  counterparties     20,331   19,572    17,298     8,368     65,569     65,433         136     80,067 
 Settled by 
  central 
  counterparties        310      258     3,250       815      4,633      4,633           -      3,713 
Options purchased       549      404       869         -      1,822      1,822           -      1,625 
Options written         443      240     1,425       263      2,371      2,371           -      1,966 
                     21,633   20,477    26,313     9,707     78,130     77,994         136     91,659 
-----------------  --------  -------  --------  --------  ---------  ---------  ----------  --------- 
Exchange-traded 
contracts 
Futures 
 Long positions       3,650      697       403        39      4,789      4,789           -      7,173 
 Short positions     10,121    2,686       645         -     13,452     13,452           -     13,659 
Options purchased     6,255    1,906       981         -      9,142      9,142           -     23,110 
Options written       6,332    2,866     2,292         -     11,490     11,490           -     24,522 
-----------------  --------  -------  --------  --------  ---------  ---------  ----------  --------- 
                     26,358    8,155     4,321        39     38,873     38,873           -     68,464 
-----------------  --------  -------  --------  --------  ---------  ---------  ----------  --------- 
                    820,282  376,122   537,681   216,723  1,950,808  1,881,247      69,561  1,681,241 
=================  ========  =======  ========  ========  =========  =========  ==========  ========= 
 

(1) Notional amounts are not presented in assets or liabilities on the Consolidated Balance Sheet. They represent the reference amount of the contract to which a rate or price is applied to determine the amount of cash flows to be exchanged.

   (2)       Includes precious metal contracts. 

Note 16 - Derivative Financial Instruments (cont.)

Credit Risk

Credit risk on derivative financial instruments is the risk of financial loss that the Bank will have to assume if a counterparty fails to honour its contractual obligations. Credit risk related to derivative financial instruments is subject to the same credit approval, credit limit, and credit monitoring standards as those applied to the Bank's other credit transactions. Consequently, the Bank evaluates the creditworthiness of counterparties and manages the size of the portfolios as well as the diversification and maturity profiles of these financial instruments.

The Bank limits the credit risk of over-the-counter contracts by dealing with creditworthy counterparties and entering into contracts that provide for the exchange of collateral between parties where the fair value of the outstanding transactions exceeds an agreed threshold. The Bank also negotiates master netting agreements that provide for the simultaneous close-out and settling of all transactions with a given counterparty on a net basis in the event of default, insolvency, or bankruptcy. However, overall exposure to credit risk, reduced through master netting agreements, may change substantially after the balance sheet date because it is affected by all transactions subject to a contract as well as by changes in the market rates of the underlying instruments.

The Bank also uses financial intermediaries to have access to established clearing houses in order to minimize the settlement risk arising from financial derivative transactions. In some cases, the Bank has direct access to clearing houses for settling derivative financial instruments. In addition, certain derivative financial instruments traded over the counter are settled directly or indirectly by central counterparties.

In the case of exchange-traded contracts, exposure to credit risk is limited because these transactions are standardized contracts executed on established exchanges, each of which is associated with a well-capitalized clearing house that assumes the obligations of both counterparties and guarantees their performance obligations. All exchange-traded contracts are subject to initial margins and daily settlement.

Terms Used

Replacement Cost

Replacement cost is the Bank's maximum credit risk associated with derivative financial instruments as at the Consolidated Balance Sheet date. This amount is the positive fair value of all derivative financial instruments, before all master netting agreements and collateral held.

Credit Risk Equivalent

The credit risk equivalent amount is the total replacement cost plus an amount representing the potential future credit risk exposure, as outlined in OSFI's Capital Adequacy Requirements Guideline.

Risk-Weighted Amount

The risk-weighted amount is determined by applying the OSFI guidance to the credit risk equivalent.

Credit Risk Exposure of the Derivative Financial Instrument Portfolio

 
As at October 31                                         2022                                     2021 
=======================   ===================================  ======================================= 
                                            Credit      Risk- 
                                              risk   weighted                       Credit       Risk- 
                          Replacement   equivalent     amount  Replacement            risk    weighted 
                                 cost          (1)        (1)         cost   equivalent(1)   amount(1) 
 ======================   ===========  ===========  =========  ===========  ==============  ========== 
Interest rate contracts         5,490        2,639        508        1,975           3,239         814 
Foreign exchange 
 contracts                      8,775        5,926      1,847        6,453           4,361       1,405 
Equity, commodity and 
 credit 
 derivative contracts           4,282        6,569      1,797        8,056          12,113       3,316 
-----------------------   -----------  -----------  ---------  -----------  --------------  ---------- 
                               18,547       15,134      4,152       16,484          19,713       5,535 
Impact of master 
 netting 
 agreements                   (9,583)                              (9,398) 
-----------------------   -----------  -----------  ---------  -----------  --------------  ---------- 
                                8,964       15,134      4,152        7,086          19,713       5,535 
  ======================  ===========  ===========  =========  ===========  ==============  ========== 
 
   (1)       The amounts are presented net of the Impact of master netting agreements. 

Credit Risk Exposure of the Derivative Financial Instrument Portfolio by Counterparty

 
As at October 31                                           2022                      2021 
====================================   ========================  ======================== 
                                                         Credit 
                                       Replacement         risk  Replacement  Credit risk 
                                              cost   equivalent         cost   equivalent 
 ===================================   ===========  ===========  ===========  =========== 
OECD(1) member-country governments           1,342        2,700          771        2,604 
Banks of OECD member countries                 589        3,292          714        3,492 
Other                                        7,033        9,142        5,601       13,617 
                                       -----------  -----------  -----------  ----------- 
                                             8,964       15,134        7,086       19,713 
  ===================================  ===========  ===========  ===========  =========== 
 
   (1)       Organisation for Economic Co-operation and Development. 

Fair Value of Derivative Financial Instruments

 
As at October 31                                               2022                         2021 
=====================================   ===========================  =========================== 
                                        Positive  Negative      Net  Positive  Negative      Net 
 ====================================   ========  ========  =======  ========  ========  ======= 
 
Contracts held for trading 
 purposes 
Interest rate contracts 
 Forwards                                    125        85       40        30        54     (24) 
 Swaps                                     3,267     3,620    (353)       909     1,316    (407) 
 Options                                     168       166        2        74        68        6 
 -------------------------------------  --------  --------  -------  --------  --------  ------- 
                                           3,560     3,871    (311)     1,013     1,438    (425) 
-------------------------------------   --------  --------  -------  --------  --------  ------- 
Foreign exchange contracts 
 Forwards                                  1,426       919      507     2,190     2,365    (175) 
 Swaps                                     6,461     7,140    (679)     4,026     3,601      425 
 Options                                     707       597      110       234       250     (16) 
 -------------------------------------  --------  --------  -------  --------  --------  ------- 
                                           8,594     8,656     (62)     6,450     6,216      234 
-------------------------------------   --------  --------  -------  --------  --------  ------- 
Equity, commodity and credit 
 derivative contracts 
 Forwards                                    911       314      597     1,369       886      483 
 Swaps                                     1,926     3,717  (1,791)     2,375     5,198  (2,823) 
 Options                                   1,440     1,793    (353)     4,305     4,922    (617) 
 -------------------------------------  --------  --------  -------  --------  --------  ------- 
                                           4,277     5,824  (1,547)     8,049    11,006  (2,957) 
-------------------------------------   --------  --------  -------  --------  --------  ------- 
Total - Contracts held for 
 trading purposes                         16,431    18,351  (1,920)    15,512    18,660  (3,148) 
-------------------------------------   --------  --------  -------  --------  --------  ------- 
 
Contracts designated as hedges 
Interest rate contracts 
 Swaps                                     1,930     1,137      793       962       268      694 
 Options                                       -        35     (35)         -       207    (207) 
 -------------------------------------  --------  --------  -------  --------  --------  ------- 
                                           1,930     1,172      758       962       475      487 
-------------------------------------   --------  --------  -------  --------  --------  ------- 
Foreign exchange contracts 
 Swaps                                       182       109       73         3       232    (229) 
 Options                                       -         -        -         -         -        - 
 ------------------------------------   --------  --------  -------  --------  --------  ------- 
                                             182       109       73         3       232    (229) 
-------------------------------------   --------  --------  -------  --------  --------  ------- 
Equity, commodity and credit 
 derivative contracts 
 Swaps                                         4         -        4         7         -        7 
 Options                                       -         -        -         -         -        - 
 ------------------------------------   --------  --------  -------  --------  --------  ------- 
                                               4         -        4         7         -        7 
-------------------------------------   --------  --------  -------  --------  --------  ------- 
Total - Contracts designated 
 as hedges                                 2,116     1,281      835       972       707      265 
-------------------------------------   --------  --------  -------  --------  --------  ------- 
 Designated as fair value 
  hedges                                   1,186       586      600       644       272      372 
 Designated as cash flow hedges              930       695      235       328       435    (107) 
 Designated as a hedge of 
  a net investment in a 
   foreign operation                           -         -        -         -         -        - 
 ------------------------------------   --------  --------  -------  --------  --------  ------- 
Total fair value                          18,547    19,632  (1,085)    16,484    19,367  (2,883) 
Impact of master netting agreements      (9,583)   (9,583)        -   (9,398)   (9,398)        - 
-------------------------------------   --------  --------  -------  --------  --------  ------- 
                                           8,964    10,049  (1,085)     7,086     9,969  (2,883) 
  ====================================  ========  ========  =======  ========  ========  ======= 
 

Note 17 - Hedging Activities

The Bank's market risk exposure, risk management objectives, policies and procedures, and risk measurement methods are presented in the Risk Management section of the MD&A for the year ended October 31, 2022.

The Bank has elected, as permitted under IFRS 9, to continue applying the hedge accounting requirements of IAS 39. Some of the tables present information on currencies, specifically, the U.S. dollar (USD), the Australian dollar (AUD), the Canadian dollar (CAD), the Hong Kong dollar (HKD), the euro (EUR), and the pound sterling (GBP).

Note 17 - Hedging Activities (cont.)

The following table shows the notional amounts and the weighted average rates by term to maturity of the designated derivative instruments and their fair value by type of hedging relationship.

 
As at October 31                                                                               2022                              2021 
===================   ================================       ======================================   ======      ======  =========== 
                                                    Term to maturity                     Fair value                        Fair value 
    ---------------   ----------------------------------------------   ======   -------------------   ======      ------------------- 
                                     Over         Over 
                                        1            2 
                           1         year        years 
                        year           to           to         Over 
                          or            2            5            5 
                        less        years        years        years     Total   Assets  Liabilities    Total      Assets  Liabilities 
    ===============   ======       ======       ======       ======    ======   ======  ===========   ======      ======  =========== 
Fair value hedges 
Interest rate risk 
 Interest rate 
  swaps                                                                          1,176          527                  642           63 
  Notional amount - 
   LIBOR reform(1)         -            -          509          903     1,412                          2,025 
  Notional amount - 
   CDOR reform(2)          -          815        8,246        1,669    10,730                              - 
  Notional amount - 
   Other               1,053        1,860        5,770        1,464    10,147                         16,572 
  Average fixed 
   interest 
   rate - Pay fixed      1.6  %       1.0  %       1.7  %       2.2%      1.7%                           1.2% 
  Average fixed 
   interest 
   rate - Receive 
   fixed                 0.9  %       3.3  %       1.1  %       2.7%      2.0%                           2.0% 
 
 Cross-currency 
  swaps                                                                             10           24                    2            2 
  Notional amount - 
   LIBOR reform(1)         -            -            -           32        32                             22 
  Notional amount - 
   Other                 120            -            -           40       160                            110 
  Average USD-AUD 
   exchange 
   rate                    -            -            -      $0.7381   $0.7381                        $0.7351 
  Average CAD-HKD 
   exchange 
   rate              $0.1621            -            -            -   $0.1621                        $0.1621 
  Average USD-EUR 
   exchange 
   rate                    -            -            -      $1.0513   $1.0513                              - 
 
 Options                                                                             -           35                    -          207 
  Notional amount - 
   LIBOR reform(1)         -            -            -          409       409                            372 
  Notional amount - 
   CDOR reform(2)          -            -            -           30        30                              - 
  Notional amount - 
   Other                  52            -           74          424       550                            541 
  Average fixed 
   interest 
   rate - Purchased    (0.8)  %         -        (1.3)  %         -     (1.2)%                         (0.8)% 
  Average fixed 
   interest 
   rate - Written        2.9  %         -            -          2.8%      2.8%                           2.8% 
  -----------------   ------       ------       ------       ------    ------   ------  -----------   ------      ------  ----------- 
                       1,225        2,675       14,599        4,971    23,470    1,186          586   19,642         644          272 
    ---------------   ------       ------       ------       ------    ------   ------  -----------   ------      ------  ----------- 
Cash flow hedges 
Interest rate risk 
 Interest rate 
  swaps                                                                            754          610                  320          205 
  Notional amount - 
   CDOR reform(2)          -          526        8,414        3,460    12,400                              - 
  Notional amount - 
   Other              13,702        2,909        2,790        1,054    20,455                         31,223 
  Average fixed 
   interest 
   rate - Pay fixed      1.8  %       1.9  %       1.7%         2.6%      1.9%                           1.6% 
  Average fixed 
   interest 
   rate - Receive 
   fixed                 2.1  %       0.7  %       1.5%         2.2%      1.9%                           0.6% 
 
 Cross-currency 
  swaps                                                                            172           85                    1          230 
  Notional amount - 
   LIBOR reform(1)     2,014        1,010        2,020          673     5,717                         13,324 
  Notional amount - 
   CDOR reform(2)          -          399        2,357        1,132     3,888                              - 
  Notional amount - 
   Other               2,238        1,120          127            -     3,485                          3,512 
  Average CAD-USD 
   exchange 
   rate              $1.3179      $1.3069      $1.2749      $1.2907   $1.2972                        $1.2945 
  Average USD-EUR 
   exchange 
   rate              $1.1397      $1.1534      $1.1995      $1.1889   $1.1691                        $1.1587 
  Average USD-GBP 
   exchange 
   rate                    -            -      $1.2375            -   $1.2375                              - 
 
Equity price risk 
 Equity swaps 
  Notional amount - 
   CDOR reform(2)        136            -            -            -       136        4            -      131           7            - 
  Average price      $ 86.36            -            -            -   $ 86.36                        $ 97.54 
  -----------------   ------       ------       ------       ------    ------   ------  -----------   ------      ------  ----------- 
                      18,090        5,964       15,708        6,319    46,081      930          695   48,190         328          435 
    ---------------   ------       ------       ------       ------    ------   ------  -----------   ------      ------  ----------- 
Hedges of net 
investments 
  in foreign 
  operations 
  (3) 
Foreign exchange 
 risk 
 Cross-currency 
 swaps 
  Notional amount         10            -            -            -        10        -            -        5           -            - 
  Average CAD-USD 
   exchange 
   rate              $1.3802            -            -            -   $1.3802                        $1.2378 
  Average USD-HKD 
   exchange 
   rate              $0.1275            -            -            -   $0.1275                              - 
                                                ------ 
                          10            -            -            -        10        -            -        5           -            - 
  -----------------   ------       ------       ------       ------    ------   ------  -----------   ------      ------  ----------- 
                      19,325        8,639       30,307       11,290    69,561    2,116        1,281   67,837         972          707 
    ===============   ======       ======       ======       ======    ======   ======  ===========   ======      ======  =========== 
 
   (1)       Includes only contracts that reference USD LIBOR and that mature after June 30, 2023. 
   (2)       Includes only contracts that reference CDOR and that mature after June 28, 2024. 

(3) As at October 31, 2022, the Bank also designated $1,410 million in foreign currency deposits denominated in U.S. dollars as net investment hedging instruments ($1,313 million as at October 31, 2021).

Fair Value Hedges

Fair value hedge transactions consist of using derivative financial instruments (interest rate swaps and options) to hedge changes in the fair value of a financial asset or financial liability caused by interest rate fluctuations. Changes in the fair values of derivative financial instruments used as hedging instruments offset changes in the fair value of the hedged items. The Bank applies this strategy mainly to portfolios of securities measured at fair value through other comprehensive income, fixed-rate mortgage loans, fixed-rate deposits, liabilities related to transferred receivables, and subordinated debt.

In addition, when a fixed-rate asset or liability is denominated in a foreign currency, the Bank sometimes uses cross-currency swaps to hedge the associated foreign exchange risk. The Bank may designate a cross-currency swap to exchange the fixed-rate foreign currency for the functional currency at a floating rate in a single hedging relationship addressing both interest rate risk and foreign exchange risk. In certain cases, given that interest rate risk and foreign exchange risk are hedged in a single hedging relationship, the information below does not distinguish between interest rate risk and the combination of interest rate risk and foreign exchange risk as two separate risk categories. The Bank applies this strategy mainly to foreign currency fixed-rate deposits.

Regression analysis is used to test hedge effectiveness and determine the hedge ratio. For fair value hedges, the main source of potential hedge ineffectiveness is a circumstance where the critical terms of the hedging instrument and the hedged item are not closely aligned.

The following tables show amounts related to hedged items as well as the results of the fair value hedges.

 
                                          As at October                             Year ended October 31, 
                                               31, 2022                                               2022 
=================   ========  =========================  ================================================= 
                                                                   Gains            Gains 
                                                                (losses)         (losses) 
                                                                  on the           on the 
                                                                  hedged          hedging 
                    Carrying   Cumulative    Cumulative            items      instruments 
                       value        hedge   adjustments              for              for 
                          of  adjustments          from  ineffectiveness  ineffectiveness            Hedge 
                      hedged  from active  discontinued      measurement      measurement  ineffectiveness 
                       items       hedges        hedges              (1)              (1)              (1) 
   ==============   ========  ===========  ============  ===============  ===============  =============== 
 
Securities at 
 fair value 
 through 
 other 
 comprehensive 
 income                6,805        (529)          (53)            (588)              589                1 
Mortgages              6,488        (332)         (231)            (415)              453               38 
Deposits               5,803        (595)             9              682            (677)                5 
Liabilities 
 related to 
 transferred 
 receivables             682          (3)            68                3              (3)                - 
Subordinated debt          2            -             2                -                -                - 
-----------------   --------  -----------  ------------  ---------------  ---------------  --------------- 
                                                                   (318)              362               44 
    ==============  ========  ===========  ============  ===============  ===============  =============== 
 
 
                                          As at October                                Year ended October 31, 
                                               31, 2021                                                  2021 
=================   ========  =========================  ==================================================== 
                                                                   Gains            Gains 
                                                                (losses)         (losses) 
                                                                  on the           on the 
                    Carrying   Cumulative    Cumulative           hedged          hedging 
                       value        hedge   adjustments            items      instruments 
                          of  adjustments          from              for              for 
                      hedged  from active  discontinued  ineffectiveness  ineffectiveness               Hedge 
                       items       hedges        hedges   measurement(1)   measurement(1)  ineffectiveness(1) 
   ==============   ========  ===========  ============  ===============  ===============  ================== 
 
Securities at 
 fair value 
 through 
 other 
 comprehensive 
 income                7,471        (183)            27            (309)              310                   1 
Mortgages              7,609        (192)          (17)            (222)              234                  12 
Deposits               3,190           42            70              121            (123)                 (2) 
Liabilities 
 related to 
 transferred 
 receivables             105            -           105               23             (23)                   - 
Subordinated debt         10            -            10                -                -                   - 
-----------------   --------  -----------  ------------  ---------------  ---------------  ------------------ 
                                                                   (387)              398                  11 
    ==============  ========  ===========  ============  ===============  ===============  ================== 
 
   (1)       Amounts are presented on a pre-tax basis. 

Note 17 - Hedging Activities (cont.)

Cash Flow Hedges

Cash flow hedge transactions consist of using interest rate swaps to hedge the risk of changes in future cash flows caused by floating-rate assets or liabilities. In addition, the Bank sometimes uses cross-currency swaps to hedge the foreign exchange risk caused by assets or liabilities denominated in foreign currencies. In certain cases, given that interest rate risk and foreign exchange risk are hedged in a single hedging relationship, the information below does not distinguish between interest rate risk and the combination of interest rate risk and foreign exchange risk as two separate risk categories. The Bank applies this strategy mainly to its loan, personal credit line, acceptance, and deposit portfolios as well as liabilities related to transferred receivables.

The Bank also uses total return swaps to hedge the risk of changes in future cash flows related to the Restricted Stock Unit (RSU) Plan. Some of these swaps are designated as part of a cash flow hedge against a portion of the unrecognized obligation of the RSU Plan. In cash flow hedges, the derivative financial instruments used as hedging instruments reduce the variability of the future cash flows related to the hedged items.

Regression analysis is used to assess hedge effectiveness and to determine the hedge ratio. For cash flow hedges, the main source of potential hedge ineffectiveness is a circumstance where the critical terms of the hedging instrument and the hedged item are not closely aligned.

The following tables show the amounts related to hedged items as well as the results of the cash flow hedges.

 
                                As at October                                                          Year ended October 31, 
                                     31, 2022                                                                            2022 
==============   ============================  ===============  ===============  ============================================ 
                                                                                                     Unrealized 
                                                                                                          gains 
                                                                                                       (losses) 
                                                                                                       included 
                                                                                                       in Other 
                                                                                                  comprehensive 
                                                                          Gains                          income 
                                  Accumulated            Gains         (losses)                          as the        Losses 
                   Accumulated          other         (losses)       on hedging                       effective       (gains) 
                         other  comprehensive        on hedged      instruments                         portion  reclassified 
                 comprehensive         income        items for              for                          of the        to Net 
                        income           from  ineffectiveness  ineffectiveness            Hedge        hedging      interest 
                   from active   discontinued      measurement      measurement  ineffectiveness     instrument        income 
                        hedges         hedges              (1)              (1)              (1)            (1)           (1) 
  ============   =============  =============  ===============  ===============  ===============  =============  ============ 
 
Interest rate 
 risk 
 Loans                   (169)          (241)              357            (356)                -          (356)            33 
 Deposits                   28             10              257            (253)                -             62             - 
 Acceptances               210            115            (253)              255                2            253            23 
 Liabilities 
 related 
 to 
 transferred 
  receivables               64             27             (54)               55                1             54          (11) 
  -------------  -------------  -------------  ---------------  ---------------  ---------------  -------------  ------------ 
                           133           (89)              307            (299)                3             13            45 
   ------------  -------------  -------------  ---------------  ---------------  ---------------  -------------  ------------ 
Equity price 
risk 
 Other 
  liabilities                -              -               47             (47)                -           (47)             - 
 -------------   -------------  -------------  ---------------  ---------------  ---------------  -------------  ------------ 
                           133           (89)              354            (346)                3           (34)            45 
   ============  =============  =============  ===============  ===============  ===============  =============  ============ 
 
 
                            As at October 31,                                                             Year ended October 31, 
                                         2021                                                                               2021 
==============   ============================  ===============  ===============  =============================================== 
                                                                                                        Unrealized 
                                                                                                             gains 
                                                                                                          (losses) 
                                                                                                          included 
                                                                                                          in Other 
                                                                                                     comprehensive 
                                  Accumulated                                                               income        Losses 
                   Accumulated          other                    Gains (losses)                             as the       (gains) 
                         other  comprehensive   Gains (losses)       on hedging                          effective  reclassified 
                 comprehensive         income        on hedged      instruments                            portion        to Net 
                        income           from        items for              for                             of the      interest 
                   from active   discontinued  ineffectiveness  ineffectiveness               Hedge        hedging        income 
                        hedges         hedges   measurement(1)   measurement(1)  ineffectiveness(1)  instrument(1)           (1) 
  ============   =============  =============  ===============  ===============  ==================  =============  ============ 
 
Interest rate 
 risk 
 Loans                    (76)           (10)               87             (85)                   -           (84)           (2) 
 Deposits                 (15)            (8)              488            (487)                   -            163           (5) 
 Acceptances               161          (113)            (208)              214                   6            208            46 
 Liabilities 
 related 
 to 
 transferred 
  receivables               48              -             (54)               56                   2             54             - 
  -------------  -------------  -------------  ---------------  ---------------  ------------------  -------------  ------------ 
                           118          (131)              313            (302)                   8            341            39 
   ------------  -------------  -------------  ---------------  ---------------  ------------------  -------------  ------------ 
Equity price 
risk 
 Other 
  liabilities               47              -             (35)               35                   -             39           (4) 
 -------------   -------------  -------------  ---------------  ---------------  ------------------  -------------  ------------ 
                           165          (131)              278            (267)                   8            380            35 
   ============  =============  =============  ===============  ===============  ==================  =============  ============ 
 
   (1)       Amounts are presented on a pre-tax basis. 

Hedges of Net Investments in Foreign Operations

The Bank's structural foreign exchange risk arises from investments in foreign operations denominated in currencies other than the Canadian dollar. The Bank measures this risk by assessing the impact of foreign currency fluctuations and hedges it using derivative and non-derivative financial instruments (cross-currency swaps and deposits). In a hedge of a net investment in a foreign operation (net investment hedge), the financial instruments used offset the foreign exchange gains and losses on the investments. When non-derivative financial instruments are designated as foreign exchange risk hedges, only the changes in fair value that are attributable to foreign exchange risk are taken into account when assessing and calculating the effectiveness of the hedge.

Assessing the effectiveness of net investment hedges consists of comparing changes in the carrying value of the deposits or the fair value of the derivative attributable to exchange rate fluctuations with changes in the net investment in a foreign operation attributable to exchange rate fluctuations. Inasmuch as the notional amount of the hedging instruments and the hedged net investments are aligned, no ineffectiveness is expected.

The following tables present the amounts related to hedged items as well as the results of the net investment hedges.

 
                               As at October                                                          Year ended October 31, 
                                    31, 2022                                                                            2022 
=============   ============================  ===============  ===============  ============================================ 
                                                                                                    Unrealized 
                                                                                                         gains 
                                                                                                      (losses) 
                                                                                                      included 
                                                                                                      in Other 
                                                                                                 comprehensive 
                                                                         Gains                          income 
                                 Accumulated            Gains         (losses)                          as the        Losses 
                  Accumulated          other         (losses)       on hedging                       effective       (gains) 
                        other  comprehensive        on hedged      instruments                         portion  reclassified 
                comprehensive         income        items for              for                          of the        to the 
                       income           from  ineffectiveness  ineffectiveness            Hedge        hedging  Non-interest 
                  from active   discontinued      measurement      measurement  ineffectiveness     instrument        income 
                       hedges         hedges              (1)              (1)              (1)            (1)      item (1) 
 ============   =============  =============  ===============  ===============  ===============  =============  ============ 
 
Net 
investments 
in foreign 
 operations 
 denominated 
 in: 
  USD                      26          (276)              166            (166)                -          (166)             - 
 =============  =============  =============  ===============  ===============  ===============  =============  ============ 
 
 
                           As at October 31,                                                             Year ended October 31, 
                                        2021                                                                               2021 
=============   ============================  ===============  ===============  =============================================== 
                                                                                                       Unrealized 
                                                                                                            gains 
                                                                                                         (losses) 
                                                                                                         included 
                                                                                                         in Other 
                                                                                                    comprehensive 
                                 Accumulated                                                               income        Losses 
                  Accumulated          other                    Gains (losses)                             as the       (gains) 
                        other  comprehensive   Gains (losses)       on hedging                          effective  reclassified 
                comprehensive         income        on hedged      instruments                            portion        to the 
                       income           from        items for              for                             of the  Non-interest 
                  from active   discontinued  ineffectiveness  ineffectiveness               Hedge        hedging        income 
                       hedges         hedges   measurement(1)   measurement(1)  ineffectiveness(1)  instrument(1)       item(1) 
 ============   =============  =============  ===============  ===============  ==================  =============  ============ 
 
Net 
investments 
in foreign 
 operations 
 denominated 
 in: 
  USD                      35          (120)            (119)              119                   -            119             - 
 =============  =============  =============  ===============  ===============  ==================  =============  ============ 
 
   (1)       Amounts are presented on a pre-tax basis. 

Note 17 - Hedging Activities (cont.)

Reconciliation of Equity Components

The following table presents a reconciliation by risk category of Accumulated other comprehensive income attributable to hedge accounting.

 
As at October 31                                                       2022                        2021 
==============================================   ==========================  ========================== 
                                                    Net gains   Net foreign     Net gains   Net foreign 
                                                     (losses)      currency      (losses)      currency 
                                                      on cash   translation       on cash   translation 
                                                  flow hedges   adjustments   flow hedges   adjustments 
  ============================================   ============  ============  ============  ============ 
 
Balance at beginning                                       23         (129)         (283)            61 
 
Hedges of net investments in foreign 
 operations (1) 
 Gains (losses) included as the effective 
  portion                                                             (166)                         119 
 Losses (gains) reclassified to Non-interest 
  income                                                                  -                           - 
 Net foreign currency translation gains 
  (losses) on investments 
  in foreign operations                                                 458                       (286) 
 
Cash flow hedges (1) 
 Gains (losses) included as the effective 
  portion 
  Interest rate risk                                       13                         341 
  Equity price risk                                      (47)                          39 
 Losses (gains) reclassified to Net 
  interest income 
  Interest rate risk                                       45                          39 
  Equity price risk                                         -                         (4) 
 
Other comprehensive income attributable 
 to non-controlling interests                               -             -             -            13 
Income taxes                                              (3)            41         (109)          (36) 
----------------------------------------------   ------------  ------------  ------------  ------------ 
Balance at end                                             31           204            23         (129) 
==============================================   ============  ============  ============  ============ 
 
   (1)       Amounts are presented on a pre-tax basis. 

Note 18 - Share Capital and Other Equity Instruments

Authorized

Common Shares

An unlimited number of shares without par value.

First Preferred Shares

An unlimited number of shares, without par value, issuable for a maximum aggregate consideration of $5 billion.

First Preferred Shares and Other Equity Instruments

 
                                                                                   As at October 31, 2022 
  ============   ===========  =======  ==========  =====  ===========  ====  ============================ 
                                                                             Dividend               Reset 
                                       Redemption                                 per             premium 
                                            price                               share              of the 
                  Redemption                  per         Convertible          ($) or            dividend 
                         and             share or                into        interest             rate or 
                  conversion                 LRCN           preferred        rate per            interest 
                  date(1)(2)               ($)(1)           shares(2)         LRCN(3)                rate 
  ============   ===========  =======  ==========  =====  ===========  ====  ========  =====  =========== 
 
First 
preferred 
shares 
 issued and 
 outstanding 
                     May 15, 
  Series 30(4)          2024   (5)(6)       25.00           Series 31         0.25156  (7)     2.40% 
                    February 
  Series 32(4)      15, 2025   (5)(6)       25.00           Series 33         0.23994  (7)     2.25% 
                    November 
  Series 38(4)      15, 2022   (5)(6)       25.00           Series 39         0.27813  (8)     3.43% 
                     May 15, 
  Series 40(4)          2023   (5)(6)       25.00           Series 41         0.28750  (8)     2.58% 
                    November 
  Series 42(4)      15, 2023   (5)(6)       25.00           Series 43         0.30938  (8)     2.77% 
 
Other equity 
instruments 
 issued and 
 outstanding 
  Limited 
  Recourse 
  Capital 
  Notes (LRCN) 
   Series 1 
    (LRCN 
    - Series         October 
    1)(9)(10)       15, 2025   (5)       1,000.00           Series 44   (9)      4.30  %(11)  3.943% 
   Series 2 
    (LRCN 
    - Series        July 15, 
    2)(9)(10)           2026   (5)       1,000.00           Series 45   (9)      4.05  %(11)  3.045% 
   Series 3 
    (LRCN 
    - Series         October 
    3)(9)(10)       16, 2027   (5)       1,000.00           Series 46   (9)      7.50  %(11)  4.281% 
 
First 
preferred 
shares 
 authorized 
 but not 
 issued 
                     May 15,                                                 Floating 
  Series 31(4)          2024   (5)          25.00   (12)         n.a.            rate  (13)    2.40% 
                    February                                                 Floating 
  Series 33(4)      15, 2025   (5)          25.00   (12)         n.a.            rate  (13)    2.25% 
                    November                                                 Floating 
  Series 39(4)      15, 2022   (5)          25.50   (14)         n.a.            rate  (13)    3.43% 
                     May 15,                                                 Floating 
  Series 41(4)          2023   (5)          25.50   (14)         n.a.            rate  (13)    2.58% 
                    November                                                 Floating 
  Series 43(4)      15, 2023   (5)          25.50   (14)         n.a.            rate  (13)    2.77% 
  =============   ==========  =======  ==========  =====  ===========  ====  ========  =====  =====   === 
 
   n.a.       Not applicable 

(1) Redeemable in cash at the Bank's option, in whole or in part, subject to the provisions of the Bank Act (Canada) and to OSFI approval. For the preferred shares, the redemption prices are increased by all the declared and unpaid dividends on the preferred shares to the date fixed for redemption. In the case of LRCN , the redemption prices are increased by interest accrued and unpaid up to the redemption date .

(2) Convertible at the option of the holders of first preferred shares issued and outstanding, subject to certain conditions.

(3) The dividends are non-cumulative and payable quarterly, whereas interest on the LRCN is payable semi-annually.

(4) Upon the occurrence of a trigger event, as defined by OSFI, each outstanding preferred share will be automatically and immediately converted, on a full and permanent basis, without the consent of the holder, into a number of Bank common shares determined pursuant to an automatic conversion formula. This conversion will be calculated by dividing the value of the preferred shares, i.e., $25.00 per share, plus all declared and unpaid dividends as at the date of the trigger event, by the value of the common shares. The value of the common shares will be the greater of a $5.00 floor price or the current market price of the common shares. Current market price means the volume weighted average trading price of common shares for the ten consecutive trading days ending on the trading day preceding the date of the trigger event. If the common shares are not listed on an exchange when this price is being established, the price will be the fair value reasonably determined by the Bank's Board.

(5) For the preferred shares, redeemable at the date fixed for redemption and on the same date every five years thereafter. In the case of LRCN , the redemption occurs automatically upon the redemption of the preferred shares issued by the Bank in conjunction with the LRCN and held in a limited recourse trust. The preferred shares issued and held in a limited recourse trust are redeemable for a period of one month from the date fixed for redemption and on the same dates every five years thereafter.

(6) Convertible on the date fixed for conversion and on the same date every five years thereafter, subject to certain conditions.

(7) The dividend amount is set for the five-year period commencing on May 16, 2019 for Series 30 and on February 16, 2020 for Series 32 and ending on the redemption date. Thereafter, these shares carry a non-cumulative quarterly fixed dividend in an amount per share determined by multiplying the rate of interest equal to the sum of the five-year Government of Canada bond yield on the applicable fixed-rate calculation date by $25.00, plus the reset premium.

(8) The dividend amount is set for the initial period ending on the date fixed for redemption. Thereafter, these shares carry a non-cumulative quarterly fixed dividend in an amount per share determined by multiplying the rate of interest equal to the sum of the five-year Government of Canada bond yield on the applicable fixed-rate calculation date by $25.00, plus the reset premium.

Note 18 - Share Capital and Other Equity Instruments (cont.)

(9) The LRCN - Series 1, LRCN - Series 2 and LRCN - Series 3 are notes for which recourse is limited to the assets held by an independent trustee in a consolidated limited recourse trust. The trust assets consist of Series 44, Series 45 and Series 46 preferred shares issued by the Bank in conjunction with the LRCN - Series 1, LRCN - Series 2 and LRCN - Series 3. In the event of (i) non-payment of interest on any of the interest payment dates, (ii) non-payment of the redemption amount upon redemption of the LRCN, (iii) non-payment of the principal amount upon maturity of the LRCN, or (iv) an event of default in respect of the LRCN, the noteholders will have recourse only to the assets of the trust, and each noteholder will be entitled to its pro rata share of the assets of the trust. In such circumstances, delivery of the assets of the trust will eliminate all of the Bank's obligations with respect to the LRCN. The LRCN - Series 1, LRCN - Series 2 and LRCN - Series 3 are redeemable at maturity or earlier to the extent that the Bank redeems the Series 44, Series 45 and Series 46 preferred shares from the date fixed for redemption, and subject to OSFI's consent and approval.

(10) The Series 44, Series 45 and Series 46 preferred shares issued by the Bank in conjunction with the LRCN - Series 1, LRCN - Series 2 and LRCN - Series 3 are held by a consolidated limited recourse trust on the Bank's balance sheet and are therefore eliminated for financial reporting purposes. Upon the occurrence of a trigger event, as defined by OSFI; (i) each LRCN will be automatically redeemed and the redemption price will be covered by delivery of the trust's assets that consist of Series 44, Series 45 and Series 46 preferred shares; (ii) each outstanding preferred share will be automatically and immediately converted on a full and permanent basis, without the consent of the holder, into a number of Bank common shares determined pursuant to an automatic conversion formula. This conversion will be calculated by dividing the value of the preferred shares, i.e., $1,000 per share, plus all accrued and unpaid interest as at the date of the trigger event, by the value of the common shares. The value of the common shares will be the greater of a $5.00 floor price or the current market price of the common shares. Current market price means the volume weighted average trading price of common shares for the ten consecutive trading days ending on the trading day preceding the date of the trigger event. If the common shares are not listed on an exchange when this price is being established, the price will be the fair value reasonably determined by the Bank's Board.

(11) The interest rate is set for the initial period ending on the date fixed for redemption. Every five years thereafter until November 15, 2075 for the LRCN - Series 1 , until August 15, 2076 for the LRCN - Series 2 and until November 16, 2077 for the LRCN - Series 3 , the interest rate on the notes will be adjusted and will be an annual interest rate equal to the five-year Government of Canada bond yield on the applicable interest rate calculation date, plus the interest rate reset premium.

(12) As of the date fixed for redemption, and every five years thereafter, the redemption price will be $25.00 per share.

(13) The dividend period begins as of the date fixed for redemption. The amount of the floating quarterly non-cumulative dividend is determined by multiplying by $25.00 the rate of interest equal to the sum of the 90-day Government of Canada treasury bill yield on the floating rate calculation date, plus the reset premium.

(14) As of the date fixed for redemption, the redemption price will be $25.50 per share. Thereafter, on the same date every five years, the redemption price will be $25.00 per share.

Second Preferred Shares

15 million shares without par value, issuable for a maximum aggregate consideration of $300 million. As at October 31, 2022, no shares had been issued or traded.

Shares and Other Equity Instruments Outstanding

 
As at October 31                                          2022                    2021 
======================================   =====================  ====================== 
 
                                              Number    Shares       Number  Shares or 
                                           of shares   or LRCN    of shares       LRCN 
                                             or LRCN         $      or LRCN          $ 
  ====================================   ===========  ========  ===========  ========= 
 
First Preferred Shares 
  Series 30                               14,000,000       350   14,000,000        350 
  Series 32                               12,000,000       300   12,000,000        300 
  Series 38                               16,000,000       400   16,000,000        400 
  Series 40                               12,000,000       300   12,000,000        300 
  Series 42                               12,000,000       300   12,000,000        300 
  -------------------------------------  -----------  --------  -----------  --------- 
                                          66,000,000     1,650   66,000,000      1,650 
   ------------------------------------  -----------  --------  -----------  --------- 
Other equity instruments 
  LRCN - Series 1                            500,000       500      500,000        500 
  LRCN - Series 2                            500,000       500      500,000        500 
  LRCN - Series 3                            500,000       500            -          - 
  -------------------------------------  -----------  --------  -----------  --------- 
                                           1,500,000     1,500    1,000,000      1,000 
   ------------------------------------  -----------  --------  -----------  --------- 
Preferred shares and other equity 
 instruments                              67,500,000     3,150   67,000,000      2,650 
--------------------------------------   -----------  --------  -----------  --------- 
 
Common shares at beginning of year       337,912,283     3,160  335,997,660      3,057 
Issued pursuant to the Stock Option 
 Plan                                      1,193,663        61    1,930,033        104 
Repurchase of common shares for 
 cancellation                            (2,500,000)      (24)            -          - 
Impact of shares purchased or sold 
 for trading(1)                             (18,295)       (1)     (14,432)        (1) 
Other                                        (5,527)         -        (978)          - 
--------------------------------------   -----------  --------  -----------  --------- 
Common shares at end of year             336,582,124     3,196  337,912,283      3,160 
======================================   ===========  ========  ===========  ========= 
 

(1) As at October 31, 2022, a total of 5,250 shares were sold short for trading, representing a negligible amount (as at October 31, 2021, a total of 13,045 shares were sold short for trading, representing $1 million).

Dividends Declared and Distributions on Other Equity Instruments

 
Year ended October 31                                      2022                      2021 
====================================   ========================  ======================== 
 
                                          Dividends                 Dividends 
                                        or interest   Dividends   or interest   Dividends 
                                                  $   per share             $   per share 
  ==================================   ============  ==========  ============  ========== 
 
First Preferred Shares 
  Series 30                                      14      1.0063            14      1.0063 
  Series 32                                      12      0.9598            12      0.9598 
  Series 34                                       -           -            11      0.7000 
  Series 36                                       -           -            16      1.0125 
  Series 38                                      18      1.1125            18      1.1125 
  Series 40                                      14      1.1500            14      1.1500 
  Series 42                                      14      1.2375            14      1.2375 
  -----------------------------------  ------------  ----------  ------------  ---------- 
                                                 72                        99 
   ----------------------------------  ------------  ----------  ------------  ---------- 
Other equity instruments 
  LRCN - Series 1(1)                             21                        21 
  LRCN - Series 2(2)                             20                        11 
  LRCN - Series 3(3)                              6                         - 
  ----------------------------------   ------------  ----------  ------------  ---------- 
                                                 47                        32 
   ----------------------------------  ------------  ----------  ------------  ---------- 
Preferred shares and other equity 
 instruments                                    119                       131 
------------------------------------   ------------  ----------  ------------  ---------- 
Common shares                                 1,206      3.5800           958      2.8400 
------------------------------------   ------------  ----------  ------------  ---------- 
                                              1,325                     1,089 
   ==================================  ============  ==========  ============  ========== 
 
   (1)    The LRCN - Series 1 bear interest at a fixed rate of 4.30% per annum. 
   (2)    The LRCN - Series 2 bear interest at a fixed rate of 4.05% per annum. 
   (3)    The LRCN - Series 3 bear interest at a fixed rate of 7.50% per annum. 

Issuances of Other Equity Instruments

On September 8, 2022, the Bank issued $500 million of LRCN - Series 3 for which recourse of the noteholders is limited to the assets held by an independent trustee in a consolidated limited recourse trust. The trust's assets consist of $500 million of Series 46 f irst preferred shares issued by the Bank in conjunction with the LRCN - Series 3. The LRCN - Series 3 sell for $1 ,000 each and bear interest at a fixed rate of 7.50% per annum until November 16, 2027 exclusively and, thereafter, at an annual rate equal to the five -year Government of Canada bond yield plus 4.281% until November 16, 2077. The LRCN - Series 3 mature on November 16, 2082.

On April 21, 2021, the Bank had issued $500 million of LRCN - Series 2 for which recourse of the noteholders is limited to the assets held by an independent trustee in a consolidated limited recourse trust. The trust's assets consist of $500 million of Series 45 f irst preferred shares issued by the Bank in conjunction with the LRCN - Series 2. The LRCN - Series 2 sell for $1 ,000 each and bear interest at a fixed rate of 4.05% per annum until August 15, 2026 exclusively and, thereafter, at an annual rate equal to the five -year Government of Canada bond yield plus 3.045% until August 15, 2076. The LRCN - Series 2 mature on August 15, 2081.

In the event of (i) non-payment of interest on any of the interest payment dates, (ii) non-payment of the redemption amount upon redemption of the LRCN, (iii) non-payment of the principal amount upon maturity of the LRCN, or (iv) an event of default in respect of the notes, the noteholders will have recourse only to the assets of the trust, and each noteholder will be entitled to its pro rata share of the assets of the trust. In such circumstances, delivery of the trust's assets will eliminate all of the Bank's obligations with respect to the LRCN. The LRCN - Series 2 and LRCN - Series 3 are redeemable at maturity or earlier to the extent that the Bank redeems the Series 45 and Series 46 preferred shares on certain redemption dates specified in the terms and conditions of said preferred shares, and subject to OSFI's consent and approval.

Given that the LRCN - Series 2 and LRCN - Series 3 satisfy the non-viability contingent capital requirements, they qualify for the purposes of calculating regulatory capital under Basel III.

Redemptions of Preferred Shares

On August 16, 2021, i.e., the first business day after the August 15, 2021 redemption date, the Bank redeemed all the issued and outstanding Non-Cumulative 5-Year Rate-Reset Series 36 First Preferred Shares. Pursuant to the share conditions, the redemption price was $25.00 per share plus the periodic dividend declared and unpaid. The Bank redeemed 16,000,000 Series 36 preferred shares for a total amount of $400 million, which reduced Preferred share capital.

On May 17, 2021, i.e., the first business day after the May 15, 2021 redemption date, the Bank redeemed all the issued and outstanding Non-Cumulative 5--Year Rate-Reset Series 34 First Preferred Shares. Pursuant to the share conditions, the redemption price was $25.00 per share plus the periodic dividend declared and unpaid. The Bank redeemed 16,000,000 Series 34 preferred shares for a total amount of $400 million, which reduced Preferred share capital.

Note 18 - Share Capital and Other Equity Instruments (cont.)

Repurchases of Common Shares

On December 10, 2021, the Bank began a normal course issuer bid to repurchase for cancellation up to 7,000,000 common shares (representing approximately 2% of its outstanding common shares) over the 12-month period ending no later than December 9, 2022. Any repurchase through the Toronto Stock Exchange will be done at market price. The common shares may also be repurchased through other means authorized by the Toronto Stock Exchange and applicable regulations, including private agreements or share repurchase programs under issuer bid exemption orders issued by the securities regulators. A private purchase made under an exemption order issued by a securities regulator will be done at a discount to the prevailing market price. The amounts that are paid above the average book value of the common shares are charged to Retained earnings. During the year ended October 31, 2022, the Bank repurchased 2,500,000 common shares for $245 million, which reduced Common share capital by $24 million and Retained earnings by $221 million.

Reserved Common Shares

As at October 31, 2022 and 2021, there were 15,507,568 common shares reserved under the Dividend Reinvestment and Share Purchase Plan. As at October 31, 2022, there were 21,742,009 common shares (22,935,672 as at October 31, 2021) reserved under the Stock Option Plan.

Restriction on the Payment of Dividends

The Bank is prohibited from declaring dividends on its common or preferred shares if there are reasonable grounds for believing that the Bank would, by so doing, be in contravention of the regulations of the Bank Act (Canada) or OSFI's capital adequacy and liquidity guidelines. In addition, the ability to pay common share dividends is restricted by the terms of the outstanding preferred shares pursuant to which the Bank may not pay dividends on its common shares without the approval of the holders of the outstanding preferred shares, unless all preferred share dividends have been declared and paid or set aside for payment.

Dividend Reinvestment and Share Purchase Plan

The Bank has a Dividend Reinvestment and Share Purchase Plan for holders of its common and preferred shares under which they can acquire common shares of the Bank without paying commissions or administration fees. Participants acquire common shares through the reinvestment of cash dividends paid on the shares they hold or through optional cash payments of at least $1 per payment, up to a maximum of $5,000 per quarter. Common shares subscribed by participants are purchased on their behalf in the secondary market through the Bank's transfer agent, Computershare Trust Company of Canada, at a price equal to the average purchase price of the common shares during the three business days immediately following the dividend payment date.

Note 19 - Non-Controlling Interests

 
As at October 31               2022   2021 
===========================   =====   ==== 
 
Flinks Technology Inc.(1)          2     3 
===========================   ======  ==== 
 
 

(1) As at October 31, 2022, the non-controlling interest in Flinks stood at 14.1% (14.1% as at October 31, 2021). For additional information, see Note 31 to these consolidated financial statements.

Note 20 - Capital Disclosure

Capital Management Objectives, Policies and Procedures

Capital management has a dual role of ensuring a competitive return to the Bank's shareholders while maintaining a solid capital foundation that covers the risks inherent to the Bank's business, supports its business segments, and protects its clients.

The Bank's capital management policy defines the guiding principles as well as the roles and responsibilities regarding its internal capital adequacy assessment process. This process is a key tool in establishing the Bank's capital strategy and is subject to quarterly reviews and periodic amendments.

Capital Management

Capital ratios are obtained by dividing capital (as defined by OSFI's Capital Adequacy Requirements Guideline) by risk-weighted assets and are expressed as percentages. Risk-weighted assets are calculated in accordance with the rules established by OSFI for on- and off-balance-sheet risks. Credit, market, and operational risks are factored into the risk-weighted assets calculation for regulatory purposes. The definition adopted by the Basel Committee on Banking Supervision (BCBS) distinguishes between three types of capital. Common Equity Tier 1 (CET1) capital consists of common shareholders' equity less goodwill, intangible assets, and other CET1 capital deductions. Additional Tier 1 (AT1) capital consists of eligible non-cumulative preferred shares, limited recourse capital notes, and other AT1 capital adjustments . The sum of CET1 and AT1 capital forms what is known as Tier 1 capital. Tier 2 capital consists of the eligible portion of subordinated debt and certain allowances for credit losses. Total regulatory capital is the sum of Tier 1 and Tier 2 capital.

The Bank and all other major Canadian banks have to maintain the following minimum capital ratios established by OSFI: a CET1 capital ratio of at least 10.5%, a Tier 1 capital ratio of at least 12.0%, and a Total capital ratio of at least 14.0%. All of these ratios include a capital conservation buffer of 2.5% established by the BCBS and OSFI as well as a 1.0% surcharge applicable solely to Domestic Systemically Important Banks (D-SIBs) and a 2.5% domestic stability buffer. The domestic stability buffer, which can vary from 0% to 2.5% of risk-weighted assets, consists exclusively of CET1 capital. A D--SIB that fails to meet this buffer requirement will not be subject to automatic constraints to reduce capital distributions but will have to provide a remediation plan to OSFI. On June 22, 2022, OSFI confirmed that the domestic stability buffer was being maintained at 2.5%. Banks also have to meet the capital floor that sets the regulatory capital level according to the Basel II Standardized Approach. If the capital requirement under Basel III is less than 70% of the capital requirements as calculated under Basel II, the difference is added to risk-weighted assets. Lastly, OSFI requires Canadian banks to meet a Basel III leverage ratio of at least 3.0%. The leverage ratio is a measure independent of risk that is calculated by dividing the amount of Tier 1 capital by total exposure. Total exposure is defined as the sum of on-balance-sheet assets (including derivative exposures and securities financing transaction exposures) and off-balance-sheet items. The assets deducted from Tier 1 capital are also deducted from total exposure.

Since November 1, 2021, OSFI has also been requiring D-SIBs to maintain a risk-based total loss-absorbing capacity (TLAC) ratio of at least 24.0% (including the domestic stability buffer) of risk-weighted assets and a TLAC leverage ratio of at least 6.75%. The purpose of TLAC is to ensure that a D-SIB has sufficient loss-absorbing capacity to support its recapitalization in the unlikely event it becomes non-viable.

During the years ended October 31, 2022 and 2021, the Bank was in compliance with all of OSFI's regulatory capital, leverage, and TLAC requirements.

Note 20 - Capital Disclosure (cont.)

Regulatory Capital (1) , Leverage Ratio(1) and TLAC(2)

 
As at October 31                             2022                          2021 
=========================   ========      =======      ===========      ======= 
                            Adjusted 
                                 (3)                   Adjusted(3) 
 ========================   ========      =======      ===========      ======= 
 
Capital 
 CET1                         14,763       14,818           12,866       12,973 
 Tier 1                       17,906       17,961           15,515       15,622 
 Total                        19,727       19,727           16,643       16,643 
                            --------      -------      -----------      ------- 
 
Risk-weighted assets         116,840      116,840          104,358      104,358 
                            --------      -------      -----------      ------- 
Total exposure               401,780      401,780          351,160      351,160 
 
Capital ratios 
 
 CET1                           12.6   %     12.7   %         12.3%        12.4% 
 
 Tier 1                         15.3   %     15.4   %         14.9%        15.0% 
 
 Total                          16.9   %     16.9   %         15.9%        15.9% 
                            --------      -------      -----------      ------- 
 
 
Leverage ratio                   4.5   %      4.5   %          4.4%         4.4% 
                            --------      -------      -----------      ------- 
Available TLAC (2)            32,351       32,351           27,492       27,492 
 
TLAC ratio (2)                  27.7   %     27.7   %         26.3%        26.3% 
 
TLAC leverage ratio (2)          8.1   %      8.1   %          7.8%         7.8% 
                            ========      ======= 
 

(1) Capital, risk-weighted assets, total exposure, the capital ratios, and the leverage ratio are calculated in accordance with the Basel III rules, as set out in OSFI's Capital Adequacy Requirements Guideline and Leverage Requirements Guideline.

(2) Available TLAC, the TLAC ratio, and the TLAC leverage ratio are calculated in accordance with OSFI's Total Loss Absorbing Capacity Guideline.

(3) Adjusted amounts are calculated in accordance with the Basel III rules, as set out in OSFI's Capital Adequacy Requirements Guideline, and exclude the transitional measure for provisioning expected credit losses. For additional information, see the section entitled COVID-19 Relief Measures Still in Effect as at October 31, 2022 on page 58 of the MD&A.

Note 21 - Trading Activity Revenues

Trading activity revenues consist of the net interest income and the non-interest income related to trading activities.

Net interest income comprises dividends related to financial assets and liabilities associated with trading activities, net of interest expenses and interest income related to the financing of these financial assets and liabilities.

Non-interest income consists of realized and unrealized gains and losses as well as interest income on securities measured at fair value through profit or loss, income from held-for-trading derivative financial instruments, changes in the fair value of loans at fair value through profit or loss, changes in the fair value of financial instruments designated at fair value through profit or loss, certain commission income as well as other income related to trading activities, and any applicable transaction costs.

 
Year ended October 31          2022   2021 
 
 
Net interest income             682    777 
 
Non-interest income 
 Trading revenues (losses)      543    268 
 Other revenues                   5     14 
 
                                548    282 
 --------------------------- 
                              1,230  1,059 
 

Note 22 - Share-Based Payments

The compensation expense information provided below excludes the impact of hedging.

Stock Option Plan

The Bank's Stock Option Plan is for officers and other designated persons of the Bank and its subsidiaries. Under this plan, options are awarded annually and provide participants with the right to purchase common shares at an exercise price equal to the closing price of the Bank's common share on the Toronto Stock Exchange on the day preceding the award. The options vest evenly over a four-year period and expire ten years from the award date or, in certain circumstances set out in the plan, within specified time limits. The Stock Option Plan contains provisions for retiring employees that allow the participant's rights to continue vesting in accordance with the stated terms of the award agreement. The maximum number of common shares that may be issued under the Stock Option Plan was 21,742,009 as at October 31, 2022 (22,935,672 as at October 31, 2021). The number of common shares reserved for a participant may not exceed 5% of the total number of Bank shares issued and outstanding.

 
As at October 31                                2022                      2021 
 
                                            Weighted                  Weighted 
                                 Number      average       Number      average 
                                     of     exercise           of     exercise 
                                options        price      options        price 
                                                      ===========  =========== 
 
Stock Option Plan 
Outstanding at beginning     11,348,680   $    57.93   11,425,403   $    53.96 
Awarded                       1,771,588   $    96.35    2,043,196   $    71.55 
Exercised                   (1,193,663)   $    45.73  (1,930,033)   $    47.96 
Cancelled(1)                   (64,856)   $    76.10    (189,886)   $    67.02 
Outstanding at end           11,861,749   $    64.80   11,348,680   $    57.93 
Exercisable at end            7,344,536   $    55.50    6,737,850   $    50.81 
 
 

(1) Includes 27,714 expired options during the year ended October 31, 2022 (35,342 expired options during the year ended October 31, 2021).

 
                       Options         Options 
Exercise price     outstanding     exercisable           Expiry date 
 
$38.36                 470,324         470,324         December 2022 
$44.96                 697,207         697,207         December 2023 
$47.93                 963,282         963,282         December 2024 
$42.17                 790,312         790,312         December 2025 
$54.69                 868,437         868,437         December 2026 
$64.14               1,240,493       1,240,493         December 2027 
$58.79               1,577,166       1,108,204         December 2028 
$71.86               1,566,934         746,474         December 2029 
$71.55               1,933,226         459,803         December 2030 
$96.35               1,754,368               -         December 2031 
 
                    11,861,749       7,344,536 
 
 

During the year ended October 31, 2022, the Bank awarded 1,771,588 stock options (2,043,196 stock options during the year ended October 31, 2021) with an average fair value of $ 13.24 per option ($8.24 for the year ended October 31, 2021).

The average fair value of options awarded was estimated on the award date using the Black-Scholes model as well as the following assumptions.

 
Year ended October 31          2022     2021 
 
 
Risk-free interest rate       1.79%    1.02% 
Expected life of options    7 years  7 years 
Expected volatility          22.68%   22.59% 
Expected dividend yield       3.88%    4.24% 
                            ======= 
 

Note 22 - Share-Based Payments (cont.)

The expected life of the options is based on historical data and is not necessarily representative of how the options will be exercised in the future. Expected volatility is extrapolated from the implied volatility of the Bank's share price and observable market inputs, which are not necessarily representative of actual results. The expected dividend yield represents the annualized dividend divided by the Bank's share price at the award date. The risk-free interest rate is based on the Canadian dollar swap curve at the award date. The exercise price is equal to the Bank's share price at the award date. No other market parameter has been included in the fair value measurement of the options.

For the year ended October 31, 2022, a $17 million compensation expense related to this plan was recognized in the Consolidated Statement of Income ($11 million for the year ended October 31, 2021).

Stock Appreciation Rights (SAR) Plan

The SAR Plan is for officers and other designated persons of the Bank and its subsidiaries. Under this plan, participants receive, upon exercising the right, a cash amount equal to the difference between the closing price of the Bank's common share on the Toronto Stock Exchange on the day preceding the exercise date and the closing price on the day preceding the award date. SARs vest evenly over a four-year period and expire ten years after the award date or, in certain circumstances set out in the plan, within specified time limits. The SAR Plan contains provisions for retiring employees that allow the participant's rights to continue vesting in accordance with the stated terms of the award agreement. For the year ended October 31, 2022, a compensation expense in a negligible amount related to this plan was recognized in the Consolidated Statement of Income ($7 million for the year ended October 31, 2021).

 
As at October 31                              2022                    2021 
                                                    ====================== 
                                          Weighted                Weighted 
                                           average                 average 
                               Number     exercise     Number     exercise 
                              of SARs        price    of SARs        price 
                                       ===========  =========  =========== 
 
SAR Plan (1) 
Outstanding at beginning      266,075   $    57.61    292,896   $    53.66 
Awarded                        21,464   $    96.35     30,504   $    71.55 
Exercised                    (79,698)   $    59.89   (57,325)   $    44.88 
                                           -------                 ------- 
Outstanding at end            207,841   $    60.73    266,075   $    57.61 
Exercisable at end            130,319   $    51.31    164,225   $    51.43 
                                           ======= 
 
   (1)       No SARs cancelled or expired during the years ended October 31, 2022 and 2021. 
 
                          SARs                SARs 
Exercise price     outstanding         exercisable       Expiry date 
 
$38.36                   7,904               7,904     December 2022 
$44.96                  21,136              21,136     December 2023 
$47.93                  28,824              28,824     December 2024 
$42.17                  19,748              19,748     December 2025 
$54.69                  16,320              16,320     December 2026 
$64.14                  16,236              16,236     December 2027 
$58.79                  24,195              12,453     December 2028 
$71.86                  29,136               7,698     December 2029 
$71.55                  22,878                   -     December 2030 
$96.35                  21,464                   -     December 2031 
                  ------------        ------------ 
                       207,841             130,319 
                  ============        ============ 
 

Deferred Stock Unit (DSU) Plans

The DSU Plans are for officers and other designated persons of the Bank and its subsidiaries as well as for directors. These plans allow the Bank to tie a portion of the value of the compensation of participants to the future value of the Bank's common shares. A DSU is a right that has a value equal to the closing price of a common share of the Bank on the Toronto Stock Exchange on the day preceding the award. DSUs generally vest evenly over four years. Additional DSUs are credited to the accounts of participants in an amount equal to the dividends declared on Bank common shares and vest evenly over the same period as the reference DSUs. DSUs may be cashed only when participants retire or leave the Bank or, for directors, when their term ends. The DSU Plans contain provisions for retiring employees whereby participants may continue vesting units in accordance with the stated terms of the award agreement.

During the year ended October 31, 2022, the Bank awarded 39,227 DSUs at a weighted average price of $97.10 (55,545 DSUs at a weighted average price of $75.55 for the year ended October 31, 2021). A total of 551,539 DSUs were outstanding as at October 31, 2022 (514,841 DSUs as at October 31, 2021). For the year ended October 31, 2022, a $1 million compensation expense related to these plans was recognized in the Consolidated Statement of Income ($23 million for the year ended October 31, 2021).

Restricted Stock Unit (RSU) Plan

The RSU Plan is for certain officers and other designated persons of the Bank and its subsidiaries. The objective of this plan is to ensure that the compensation of certain officers and other designated persons is competitive and to foster retention. An RSU represents a right that has a value equal to the average closing price of the Bank's common share, as published by the Toronto Stock Exchange, over the ten trading days preceding the sixth business day in December . RSUs generally vest evenly over three years, although some RSUs vest on the sixth business day of December of the third year following the award date, i.e., the date on which all RSUs expire. Additional RSUs are credited to the accounts of participants in an amount equal to the dividends declared on the Bank's common shares and vest over the same period as the reference RSUs. The RSU Plan contains provisions for retiring employees whereby participants may continue vesting units in accordance with the stated terms of the award agreement.

During the year ended October 31, 2022, the Bank awarded 1,895,489 RSUs at a weighted average price of $99.59 (1,960,326 RSUs at a weighted average price of $72.76 for the year ended October 31, 2021). As at October 31, 2022, a total of 4,203,383 RSUs were outstanding (4,398,019 RSUs as at October 31, 2021). For the year ended October 31, 2022, a $172 million compensation expense related to this plan was recognized in the Consolidated Statement of Income ($256 million for the year ended October 31, 2021).

Performance Stock Unit (PSU) Plan

The PSU Plan is for officers and other designated persons of the Bank . The objective of this plan is to tie a portion of the value of the compensation of these officers and other designated persons to the future value of the Bank's common shares. A PSU represents a right that has a value equal to the average closing price of the Bank's common share, as published by the Toronto Stock Exchange, over the ten trading days preceding the sixth business day in December , adjusted upward or downward according to performance criteria, which is based on the Bank's total shareholder return (TSR) growth index over three years compared to the average TSR growth index of the comparator group composed of Canadian banks over three years. PSUs vest on the sixth business day of December of the third year following the award date, i.e. , the date on which all PSUs expire. Additional PSUs are credited to the accounts of participants in an amount equal to the dividends declared on the Bank's common shares and vest over the same period as the reference PSUs. The PSU Plan contains provisions for retiring employees whereby participants may continue vesting units in accordance with the stated terms of the award agreement.

During the year ended October 31, 2022, the Bank awarded 238,082 PSUs at a weighted average price of $99.59 (235,949 PSUs at a weighted average price of $72.76 for the year ended October 31, 2021). As at October 31, 2022, a total of 739,359 PSUs were outstanding (794,440 PSUs as at October 31, 2021). For the year ended October 31, 2022, a $30 million compensation expense related to this plan was recognized in the Consolidated Statement of Income ($42 million for the year ended October 31, 2021).

Deferred Compensation Plan

This plan is exclusively for key employees of the Wealth Management segment. The purpose of this plan is to foster the retention of key employees and promote revenue growth and continuous profitability improvement within the Wealth Management segment. Under this plan, participants can defer a portion of their annual compensation, and the Bank may pay a contribution to key employees when certain financial objectives are met. Amounts awarded by the Bank and the compensation deferred by participants are invested in, among other items, Bank common share units. These share units represent a right that has a value equal to the closing price of the Bank's common share on the Toronto Stock Exchange on the award date. Additional units are credited to the accounts of participants in an amount equal to the dividends declared on the Bank's common shares. Share units representing the amounts awarded by the Bank vest evenly over four years. When a participant retires, or in certain cases when the participant's employment ceases, the participant receives a cash amount representing the value of the vested share units.

During the year ended October 31, 2022, the Bank awarded 129,464 share units at a weighted average price of $94.87 (124,981 share units at a weighted average price of $80.23 for the year ended October 31, 2021). As at October 31, 2022, a total of 2,036,524 share units were outstanding (2,038,003 share units as at October 31, 2021). For the year ended October 31, 2022, a $19 million reversal of the compensation expense related to this plan was recognized in the Consolidated Statement of Income (compensation expense of $83 million for the year ended October 31, 2021).

Employee Share Ownership Plan

Under the Bank's Employee Share Ownership Plan, employees who meet the eligibility criteria can contribute up to 8% of their annual gross salary by way of payroll deductions. The Bank matches 25% of the employee contribution up to a maximum of $1,500 per annum. Bank contributions vest to the employee after one year of uninterrupted participation in the plan. Subsequent contributions vest immediately. The Bank's contributions, amounting to $15 million for the year ended October 31, 2022 ($14 million for the year ended October 31, 2021), were recognized when paid in the Compensation and employee benefits item of the Consolidated Statement of Income. As at October 31, 2022, a total of 6,304,689 common shares were held for this plan (6,149,769 common shares as at October 31, 2021).

Plan shares are purchased on the open market and are considered to be outstanding for earnings per share calculations. Dividends paid on the Bank's common shares held for the Employee Share Ownership Plan are used to purchase other common shares on the open market.

Plan Liabilities and Intrinsic Value

Total liabilities arising from the Bank's share-based compensation plans amounted to $716 million as at October 31, 2022 ($816 million as at October 31, 2021). The intrinsic value of these liabilities that had vested as at October 31, 2022 was $359 million ($364 million as at October 31, 2021).

Note 23 - Employee Benefits - Pension Plans and Other Post-Employment Benefit Plans

The Bank offers pension plans that have a defined benefit component and a defined contribution component. The Bank also offers other post-employment benefit plans to eligible employees. The defined benefit component of the pension plans provides benefits based on years of plan participation and average earnings at retirement. The other post-employment benefits include post-employment medical, dental, and life insurance coverage. Since September 19, 2022, the Bank has been offering a new defined contribution component that is available to all new employees upon hiring as well as to current participants of the defined benefit component. Therefore, as of that date, the defined benefit component is no longer offered to new employees. For the defined contribution component, the Bank's base contribution equals a percentage of annual salary and the Bank's additional contribution varies according to the employee's contributions, and the sum of the employee's age and years of continuous service. The defined benefit component of the pension plans is funded, whereas the defined contribution component and the other post-employment benefit plans are not funded. The fair value of the defined benefit component and the present value of the defined benefit obligations were measured as at October 31.

The Bank's most significant pension plan is the Employee Pension Plan of the National Bank of Canada; it is registered with OSFI and the Canada Revenue Agency and subject to the Pension Benefits Standards Act, 1985 and the Income Tax Act.

The defined benefit component of the pension plans and the other post-employment benefit plans exposes the Bank to specific risks such as investment performance, changes to the discount rate used to calculate the obligation, the longevity of plan participants, and future inflation. While management believes that the assumptions used in the actuarial valuation process are reasonable, there remains a degree of risk and uncertainty that may cause future results to differ significantly from these assumptions, which could give rise to gains or losses.

According to the Bank's governance rules, the policies and risk management related to the defined benefit component of the pension plans are overseen at different levels by the pension committees, the Bank's management, and the Board's Human Resources Committee. The defined benefit component of the pension plans are examined on an ongoing basis in order to monitor the funding and investment policies, the financial status of the plans, and the Bank's funding requirements.

The Bank's funding policy for the defined benefit component of the pension plans is to make at least the minimum annual contributions required by pension regulators.

For funded plans, the Bank determines whether an economic benefit exists in the form of potential reductions in future contributions and in the form of refunds from the plan surplus, where permitted by applicable regulations and plan provisions.

Defined Benefit Obligation, Assets of the Plans, and Funded Status

 
As at October 31 
 
                                                 Pension plans - Defined    Other post-employment 
                                                       benefit component            benefit plans 
 
                                                         2022       2021         2022        2021 
   ==========================================  ==============  =========  ===========  ========== 
 
Defined benefit obligation 
Balance at beginning                                    4,745      5,027          143         156 
 Current service cost                                     129        146            1           1 
 Interest cost                                            171        149            5           4 
 Remeasurements 
  Actuarial (gains) losses arising from 
   changes in demographic assumptions                      55          9            1           1 
  Actuarial (gains) losses arising from 
   changes in financial assumptions                   (1,063)      (538)         (24)        (14) 
  Actuarial (gains) losses arising from 
   experience adjustments                                  95        107          (6)           4 
 Employee contributions                                    65         58 
 Benefits paid                                          (226)      (213)          (9)         (9) 
 
Balance at end                                          3,971      4,745          111         143 
                                               --------------  ---------  -----------  ---------- 
 
Plan assets 
Fair value at beginning                                 5,436      5,153 
 Interest income                                          191        148 
 Administration cost                                      (3)        (4) 
 Remeasurements 
  Return on plan assets (excluding interest 
   income)                                            (1,113)        214 
 Bank contributions(1)                                    119         80 
 Employee contributions                                    65         58 
 Benefits paid                                          (226)      (213) 
 
Fair value at end                                       4,469      5,436 
                                               --------------  --------- 
Defined benefit asset (liability) 
 at end                                                   498        691        (111)       (143) 
                                               ==============  =========  ===========  ========== 
 

(1) For fiscal 2023, the Bank expects to pay an employer contribution of $123 million to the defined benefit component of the pension plans.

Defined Benefit Asset (Liability)

 
As at October 31 
 
                                                 Pension plans - 
                                                         Defined    Other post-employment 
                                               benefit component            benefit plans 
 
                                                 2022       2021         2022        2021 
  ========================================             =========  ===========  ========== 
 
Defined benefit asset included in Other 
assets                                            498        691 
Defined benefit liability included 
 in Other liabilities                               -          -        (111)       (143) 
                                                       --------- 
                                                  498        691        (111)       (143) 
                                                       =========  ===========  ========== 
 

Cost for Pension Plans and Other Post-Employment Benefit Plans

 
Year ended October 31 
                                                               Other post-employment 
                                              Pension plans            benefit plans 
 
                                               2022    2021         2022        2021 
                                                     ======  ===========  ========== 
 
Current service cost(1)                         129     146            1           1 
Interest expense (income), net                 (20)       1            5           4 
Administration costs                              3       4 
                                                     ------ 
Expense recognized in Net income                112     151            6           5 
                                                     ------  -----------  ---------- 
Remeasurements (2) 
 Actuarial (gains) losses on the defined 
  benefit obligation                          (913)   (422)         (29)         (9) 
 Return on plan assets(3)                     1,113   (214) 
 
Remeasurements recognized in Other 
 comprehensive income                           200   (636)         (29)         (9) 
 
                                                312   (485)         (23)         (4) 
                                                     ======  ===========  ========== 
 

(1) For the year ended October 31, 2022, the amount of the contributions made by the Bank to the defined contribution component of the pension plans was not significant.

(2) Changes related to the discount rate and to the return on plan assets are reviewed and updated on a quarterly basis. All other assumptions are updated annually.

   (3)       Excludes interest income. 

Allocation of the Fair Value of the Assets of the Defined

Benefit Component of the Pensions Plans

 
As at October 31                                             2022                           2021 
 
                                        Quoted 
                                         in an  Not quoted             Quoted  Not quoted 
                                        active       in an              in an       in an 
                                        market      active             active      active 
                                           (1)      market  Total   market(1)      market  Total 
                                       =======  ==========  =====  ==========  ==========  ===== 
 
Asset classes 
 Cash and cash equivalents                   -         273    273           -         171    171 
 Equity securities                         988       1,150  2,138       1,290         935  2,225 
 Debt securities 
  Canadian government                      114           -    114         175           -    175 
  Canadian provincial and municipal 
   governments                               -       1,769  1,769           -       1,593  1,593 
  Other issuers                              -         264    264           -       1,248  1,248 
 Other                                       -        (89)   (89)           -          24     24 
                                       -------                     ----------  ----------  ----- 
                                         1,102       3,367  4,469       1,465       3,971  5,436 
   ==================================  =======  ==========  =====                          ===== 
 

(1) Unadjusted quoted prices in active markets for identical assets that the Bank can access at the measurement date.

The Bank's investment strategy for plan assets considers several factors, including the time horizon of pension plan obligations and investment risk. For each plan, an allocation range per asset class is defined using a mix of equity and debt securities to optimize the risk-return profile of plan assets and minimize asset/liability mismatching.

The assets of the pension plans may include investment securities issued by the Bank. As at October 31, 2022 and 2021, the assets of the pension plans do not include any securities issued by the Bank.

For fiscal 2022, the Bank and its related entities received $21 million ($15 million in fiscal 2021) in fees from the pension plans for related management, administration and custodial services.

N ote 23 - Employee Benefits - Pension Plans and Other Post-Employment Benefit Plans (cont.)

Allocation of the Defined Benefit Obligation by the Status of the Participants in the Defined Benefit Component of the Pension Plans

 
As at October 31 
                                                  ====                            ==== 
                                          Pension plans - Defined          Other post-employment 
                                                benefit component                  benefit plans 
 
                                            2022             2021           2022            2021 
  ==================================                    =========                       ======== 
 
 
Active employees                              41    %          42%             7     %        13% 
 
Retirees                                      53    %          51%            93     %        87% 
Participants with deferred vested 
 benefits                                      6    %           7% 
 
 
                                             100    %         100%           100     %       100% 
 
Weighted average duration of 
 the 
 defined benefit obligation (in 
  years)                                      14               16             10              12 
 
 

Significant Actuarial Assumptions (Weighted Average)

Discount Rate

The discount rate assumption is based on an interest rate curve that represents the yields on corporate AA bonds. Short-term maturities are obtained using a curve based on observed data from corporate AA bonds. Long-term maturities are obtained using a curve based on actual data and extrapolated data.

To measure the obligation related to the defined benefit component of the pension plans and related to the other post-employment benefit plans, the vested benefits that the Bank expects to pay in each future period are discounted to the measurement date using the spot rate associated with each of the respective periods based on the yield curve derived using the above methodology. The sum of discounted benefit amounts represents the defined benefit obligation. An average discount rate that replicates this obligation is then computed.

To better reflect current service cost, a separate discount rate was determined to account for the timing of future benefit payments associated with the additional year of service to be earned by the plan's active participants. Since these benefits are, on average, being paid at a later date than the benefits already earned by participants as a whole (i.e., longer duration), this method results in the use of a generally higher discount rate for calculating current service cost than that used to measure obligations where the yield curve is positively sloped. The methodology used to determine this discount rate is the same as the one used to establish the discount rate for measuring the obligation.

Other Assumptions

For measurement purposes, the estimated annual growth rate for health care costs was 4.77% as at October 31, 2022 (4.52% as at October 31, 2021). Based on the assumption retained, this rate is expected to increase to 5.42% in 2025, then remain at 5.30% from 2026 to 2030, then decrease gradually to 4.05% in 2040 and remain steady thereafter.

Mortality assumptions are a determining factor when measuring the defined benefit obligation. Determining the expected benefit payout period is based on best estimate assumptions regarding mortality. Mortality tables are reviewed at least once a year, and the assumptions made are in accordance with accepted actuarial practice. New results regarding the plans are reviewed and used in calculating best estimates of future mortality.

 
As at October 31 
                                                   ====                            ==== 
                                           Pension plans - Defined          Other post-employment 
                                                 benefit component                  benefit plans 
 
                                             2022             2021           2022            2021 
    ================================= 
 
Defined benefit obligation 
 
 Discount rate                               5.45   %         3.55%          5.45   %        3.55% 
 
 Rate of compensation increase               3.00   %         3.00%          3.00   %        3.00% 
 
 Health care cost trend rate                                                 4.77   %        4.52% 
 Life expectancy (in years) at 
  65 for a participant currently 
  at 
  Age 65 
   Men                                       22.4             21.4           22.4            21.4 
   Women                                     24.7             23.7           24.7            23.7 
  Age 45 
   Men                                       23.4             22.4           23.4            22.4 
   Women                                     25.6             24.7           25.6            24.7 
 
 
 
Year ended October 31 
                                                   ====                            ==== 
                                           Pension plans - Defined          Other post-employment 
                                                 benefit component                  benefit plans 
 
                                             2022             2021           2022            2021 
                                                                                         ======== 
 
Pension plan expense 
 
 Discount rate - Current service             3.70     %       3.10%          3.70     %      3.10% 
 Discount rate - Interest expense 
  (income), net                              3.55     %       2.90%          3.55     %      2.90% 
 
 Rate of compensation increase               3.00     %       3.00%          3.00     %      3.00% 
 
 Health care cost trend rate                                                 4.52     %      4.64% 
 Life expectancy (in years) at 
  65 for a participant currently 
  at 
  Age 65 
   Men                                       21.4             21.3           21.4            21.3 
   Women                                     23.7             23.7           23.7            23.7 
  Age 45 
   Men                                       22.4             22.4           22.4            22.4 
   Women                                     24.7             24.6           24.7            24.6 
 
 

S ensitivity of Significant Assumptions for 2022

The following table shows the potential impacts of changes to key assumptions on the defined benefit obligation of the pension plans and other post--employment benefit plans as at October 31, 2022. These impacts are hypothetical and should be interpreted with caution, as changes in each significant assumption may not be linear. The Bank has decided to adjust the table by varying the discount rate by 1.00% instead of the 0.25% used in the previous fiscal year to reflect the current economic environment.

 
As at October 31, 2022 
                                                               Pension plans 
                                                           - Defined benefit  Other post-employment 
                                                                   component          benefit plans 
 
                                                               Change in the          Change in the 
                                                                  obligation             obligation 
 
 
Impact of a 1.00% increase in the discount rate                        (401)                   (11) 
Impact of a 1.00% decrease in the discount rate                          513                     13 
Impact of a 0.25% increase in the rate of compensation 
 increase                                                                 23 
Impact of a 0.25% decrease in the rate of compensation 
 increase                                                               (25) 
Impact of a 1.00% increase in the health care 
 cost trend rate                                                                                  5 
Impact of a 1.00% decrease in the health care 
 cost trend rate                                                                                (4) 
Impact of an increase in the age of participants 
 by one year                                                            (82)                    (1) 
Impact of a decrease in the age of participants 
 by one year                                                              76                      1 
 
 

Projected Benefit Payments

 
Year ended October 31 
                              Pension plans 
                          - Defined benefit  Other post-employment 
                                  component          benefit plans 
 
 
2023                                    235                      9 
2024                                    244                      8 
2025                                    254                      8 
2026                                    264                      8 
2027                                    272                      7 
2028 to 2032                          1,489                     36 
 
 

Note 24 - Income Taxes

The Bank's income tax expense reported in the consolidated financial statements is as follows.

 
Year ended October 31                                         2022  2021(1) 
                                                              ====  ======= 
 
Consolidated Statement of Income 
Current taxes 
 Current year                                                  803      779 
 Prior period adjustments                                     (19)      (3) 
 
                                                               784      776 
  ----------------------------------------------------------  ----  ------- 
Deferred taxes 
 Origination and reversal of temporary differences             110       96 
 Prior period adjustments                                        -       10 
                                                              ----  ------- 
                                                               110      106 
  ----------------------------------------------------------  ----  ------- 
                                                               894      882 
  ----------------------------------------------------------  ----  ------- 
Consolidated Statement of Changes in Equity 
 Share issuance expenses, other equity instruments and 
  other                                                       (14)     (10) 
 Impact of an accounting policy change(2)                              (49) 
 
                                                              (14)     (59) 
  ---------------------------------------------------------- 
Consolidated Statement of Comprehensive Income 
 Remeasurements of pension plans and other post-employment 
  benefit plans                                               (45)      170 
 Net change in cash flow hedges                                  3      109 
 Net fair value change attributable to credit risk on 
  financial liabilities designated at fair value through 
  profit or loss                                               216      (5) 
 Other                                                        (90)       50 
                                                                    ------- 
                                                                84      324 
  ----------------------------------------------------------  ----  ------- 
Income taxes                                                   964    1,147 
                                                              ====  ======= 
 

(1) Certain amounts have been adjusted to reflect an accounting policy change applicable to cloud computing arrangements. For additional information, see Note 1 to these consolidated financial statements.

(2) As at October 31, 2021, a $49 million deferred tax liability arising from an accounting policy change was reversed to Retained earnings in the Consolidated Statement of Changes in Equity. For additional information , see Note 1 to these consolidated financial statements.

The breakdown of the income tax expense is as follows.

 
Year ended October 31    2022  2021(1) 
                         ====  ======= 
 
Current taxes             933      916 
Deferred taxes             31      231 
                         ----  ------- 
                          964    1,147 
 ======================  ====  ======= 
 

(1) Certain amounts have been adjusted to reflect an accounting policy change applicable to cloud computing arrangements. For additional information, see Note 1 to these consolidated financial statements.

The temporary differences and tax loss carryforwards resulting in deferred tax assets and liabilities are as follows.

 
                                    As at October        Year ended October        Year ended October 
                                               31                        31                        31 
 
                                     Consolidated    Consolidated Statement    Consolidated Statement 
                                    Balance Sheet                 of Income          of Comprehensive 
                                                                                               Income 
 
                                   2022   2021(1)        2022       2021(1)        2022          2021 
                                 ======  ========  ==========  ============  ==========  ============ 
 
Deferred tax assets 
Allowances for credit losses        235       225          10         (101)           -             - 
Deferred charges                    317       354        (37)            89           -             - 
Defined benefit liability 
 - Other post-employment 
 benefit plans                       38        47         (1)           (3)         (8)           (2) 
Investments in associates            23        57        (34)          (41)           -             - 
Leases liabilities                  118       132        (14)          (13)           -             - 
Deferred revenue                     62        51          11             4           -             - 
Tax loss carryforwards               35        33           2           (7)           -             - 
Other items(2)                       32        29           1          (31)           -             - 
 
                                    860       928        (62)         (103)         (8)           (2) 
 
Deferred tax liabilities 
Premises and equipment and 
 intangible assets(3)             (312)     (299)        (13)          (16)           -             - 
Defined benefit asset - 
 Pension plans                    (127)     (178)         (2)            16          53         (168) 
Investments in associates           (2)         -         (2)             4           -             - 
Other items(4)                     (44)      (45)        (31)           (7)          32           (5) 
 
                                  (485)     (522)        (48)           (3)          85         (173) 
 
Net deferred tax assets 
 (liabilities)                      375       406       (110)         (106)          77         (175) 
 
 

(1) Certain amounts have been adjusted to reflect an accounting policy change applicable to cloud computing arrangements. For additional information, see Note 1 to these consolidated financial statements.

(2) As at October 31, 2022, the Consolidated Balance Sheet included a $2 million deferred tax asset related to share issuance costs ($1 million as at October 31, 2021) reported in Retained earnings on the Consolidated Statement of Changes in Equity.

(3) As at October 31, 2021, a $62 million deferred tax liability arising from an accounting policy change was reversed, of which $49 million was to Retained earnings in the Consolidated Statement of Changes in Equity and $13 million to Income taxes in the Consolidated Statement of Income. For additional information, see Note 1 to these consolidated financial statements.

(4) As at October 31, 2021, the Consolidated Balance Sheet included a $6 million deferred tax liability related to intangible assets acquired during the Flinks acquisition that had no impact on the Consolidated Statement of Comprehensive Income. For additional information, see Note 31 to these consolidated financial statements.

Net deferred tax assets are included in Other assets and net deferred tax liabilities are included in Other liabilities.

 
As at October 31            2022  2021(1) 
                            ====  ======= 
 
Deferred tax assets          389      416 
Deferred tax liabilities    (14)     (10) 
                            ----  ------- 
                             375      406 
 ========================= 
 

(1) Certain amounts have been adjusted to reflect an accounting policy change applicable to cloud computing arrangements. For additional information, see Note 1 to these consolidated financial statements.

Note 24 - Income Taxes (cont.)

According to forecasts, which are based on information available as at October 31, 2022, the Bank believes that the results of future operations will likely generate sufficient taxable income to utilize all the deferred tax assets before they expire.

As at October 31, 2022, the total amount of temporary differences, unused tax loss carryforwards, and unused tax credits for which no deferred tax asset has been recognized was $561 million ($424 million as at October 31, 2021).

As at October 31, 2022, the total amount of temporary differences related to investments in subsidiaries, associates, and joint ventures for which no deferred tax liability has been recognized was $5,636 million ($4,383 million as at October 31, 2021).

The following table provides a reconciliation of the Bank's income tax rate.

 
Year ended October 31                                  2022       2021(1) 
                                                             ============ 
                                                   $      %      $      % 
                                               =====  =====  =====  ===== 
 
Income before income taxes                     4,277  100.0  4,022  100.0 
                                               -----  -----  -----  ----- 
Income taxes at Canadian statutory 
 income tax rate                               1,133   26.5  1,066   26.5 
                                               -----  -----  -----  ----- 
Reduction in income tax rate due to 
 Tax-exempt income from securities             (191)  (4.5)  (151)  (3.8) 
 Non-taxable portion of capital gains            (1)      -      -      - 
 Tax rates of subsidiaries, foreign 
  entities and associates                       (71)  (1.7)   (51)  (1.3) 
 Other items                                      24    0.6     18    0.5 
 -------------------------------------------   -----  -----  -----  ----- 
                                               (239)  (5.6)  (184)  (4.6) 
   ------------------------------------------ 
Income taxes reported in the Consolidated 
Statement of Income and 
 effective income tax rate                       894   20.9    882   21.9 
 ===========================================   =====  =====  =====  ===== 
 

(1) Certain amounts have been adjusted to reflect an accounting policy change applicable to cloud computing arrangements. For additional information, see Note 1 to these consolidated financial statements.

Notice of Assessment

In September 2022, the Bank was reassessed by the Canada Revenue Agency (CRA) for additional income tax and interest of approximately $150 million (including estimated provincial tax and interest) in respect of certain Canadian dividends received by the Bank during the 2017 taxation year.

In prior fiscal years, the Bank had been reassessed for additional income tax and interest of approximately $725 million (including provincial tax and interest) in respect of certain Canadian dividends received by the Bank during the 2012-2016 taxation years.

In the reassessments, the CRA alleges that the dividends were received as part of a "dividend rental arrangement".

The CRA may issue reassessments to the Bank for taxation years subsequent to 2017 in regard to activities similar to those that were the subject of the above-mentioned reassessments. The Bank remains confident that its tax position was appropriate and intends to vigorously defend its position. As a result, no amount has been

recognized in the consolidated financial statements as at  October   31, 2022. 

Proposed Legislation

On November 4, 2022, the Government of Canada introduced Bill C-32 - An Act to implement certain provisions of the fall economic statement table in Parliament on November 3, 2022 and certain provisions of the budget tabled in Parliament on April 7, 2022 to implement tax measures applicable to certain entities of banking and life insurer groups, as presented in its budget of April 7, 2022. These tax measures include the Canada Recovery Dividend (CRD), which is a one-time 15% tax on the fiscal 2021 and 2020 average taxable income above $1 billion, and also include a 1.5% increase in the statutory tax rate. The amount of CRD for the Bank is estimated at $32 million. Since these tax measures were not substantively enacted at the reporting date, no amount has been recognized in the Bank's consolidated financial statements as at October 31, 2022.

Note 25 - Earnings Per Share

Diluted earnings per share is calculated by dividing net income attributable to common shareholders by the weighted average number of common shares outstanding after taking into account the dilution effect of stock options using the treasury stock method and any gain (loss) on the redemption of preferred shares.

 
Year ended October 31                                               2022  2021(1) 
                                                                 ======= 
 
Basic earnings per share 
Net income attributable to the Bank's shareholders and 
 holders of other equity instruments                               3,384    3,140 
Dividends on preferred shares and distributions on other 
 equity instruments                                                  107      123 
Net income attributable to common shareholders                     3,277    3,017 
Weighted average basic number of common shares outstanding 
 (thousands)                                                     337,099  337,212 
 
Basic earnings per share (dollars)                                  9.72     8.95 
 
 
Diluted earnings per share 
Net income attributable to common shareholders                     3,277    3,017 
 
Weighted average basic number of common shares outstanding 
 (thousands)                                                     337,099  337,212 
Adjustment to average number of common shares (thousands) 
 Stock options(2)                                                  3,738    3,649 
 
Weighted average diluted number of common shares outstanding 
 (thousands)                                                     340,837  340,861 
 
Diluted earnings per share (dollars)                                9.61     8.85 
============================================================== 
 

(1) Certain amounts have been adjusted to reflect an accounting policy change applicable to cloud computing arrangements. For additional information, see Note 1 to these consolidated financial statements.

(2) For the year ended October 31, 2022, the calculation of diluted earnings per share excluded an average number of 1,575,093 options outstanding with a weighted average exercise price of $96.35, given that the exercise price of these options was greater than the average price of the Bank's common shares. For the year ended October 31, 2021, given that the exercise price of the options was lower than the average price of the Bank's common shares, no options were excluded from the diluted earnings per share calculation.

Note 26 - Guarantees, Commitments and Contingent Liabilities

Guarantees

The maximum potential amount of future payments represents the maximum risk of loss if there were a total default by the guaranteed parties, without consideration of recoveries under recourse provisions or insurance policies or from collateral held or pledged. The maximum potential amount of future payments under significant guarantees issued by the Bank is presented in the following table.

 
As at October 31                                          2022   2021 
 
 
Letters of guarantee(1)                                  6,618  6,083 
Backstop liquidity, credit enhancement facilities and 
 other(1)                                                8,707  7,264 
Securities lending                                         180      - 
                                                         =====  ===== 
 

(1) For additional information on allowances for credit losses related to off-balance-sheet commitments, see Note 7 to these consolidated financial statements.

Letters of Guarantee

In the normal course of business, the Bank issues letters of guarantee. These letters of guarantee represent irrevocable commitments that the Bank will make payments in the event that a client cannot meet its obligations to third parties. The Bank's policy for requiring collateral security with respect to letters of guarantee is similar to that for loans. Generally, the term of these letters of guarantee is less than two years.

Backstop Liquidity and Credit Enhancement Facilities

Facilities to Multi-Seller Conduits

The Bank administers multi-seller conduits that purchase financial assets from clients and finance those purchases by issuing asset-backed commercial paper. The Bank provides backstop liquidity facilities to these multi-seller conduits. As at October 31, 2022, the notional amount of the global-style backstop liquidity facilities totalled $3.2 billion ($2.8 billion as at October 31, 2021), representing the total amount of commercial paper outstanding.

These backstop liquidity facilities can be drawn if the conduits are unable to access the commercial paper market, even if there is no general market disruption. These facilities have terms of less than one year and can be periodically renewed. The terms and conditions of these backstop liquidity facilities do not require the Bank to advance money to the conduits if the conduits are insolvent or involved in bankruptcy proceedings or to fund non-performing assets beyond the amount of the available credit enhancements. The backstop liquidity facilities provided by the Bank have not been drawn to date.

Note 26 - Guarantees, Commitments and Contingent Liabilities (cont.)

The Bank also provides credit enhancement facilities to these multi-seller conduits. These facilities have terms of less than one year and are automatically renewable unless the Bank sends a non-renewal notice. As at October 31, 2022 and 2021, the committed notional value for these facilities was $30 million. To date, the credit enhancement facilities provided by the Bank have not been drawn.

The maximum risk of loss for the Bank cannot exceed the total amount of commercial paper outstanding, i.e., $3.2 billion as at October 31, 2022 ($2.8 billion as at October 31, 2021). As at October 31, 2022, the Bank held $35 million ($22 million as at October 31, 2021) of this commercial paper and, consequently, the maximum potential amount of future payments, taking into account the credit enhancement facilities, was $3.2 billion ($2.7 billion as at October 31, 2021).

CDCC Overnight Liquidity Facility

Canadian Derivatives Clearing Corporation (CDCC) acts as a central clearing counterparty for multiple financial instrument transactions in Canada. Certain fixed-income clearing members of CDCC have provided an equally shared committed and uncommitted global overnight liquidity facility for the purpose of supporting CDCC in its clearing activities of securities purchased under reverse repurchase agreements or sold under repurchase agreements. The objective of this facility is to maintain sufficient liquidity in the event of a clearing member's default. As a fixed-income clearing member providing support to CDCC, the Bank provides a liquidity facility. As at October 31, 2022, the notional amount of the overnight uncommitted liquidity facility amounted to $5.6 billion ($4.5 billion as at October 31, 2021). As at October 31, 2022 and 2021, no amount had been drawn.

Securities Lending

Under securities lending agreements that the Bank has entered into with certain clients who have entrusted it with the safekeeping of their securities, the Bank lends the securities to third parties and indemnifies its clients in the event of loss. To protect itself against any contingent loss, the Bank obtains, as security from the borrower, a cash amount or extremely liquid marketable securities with a fair value greater than that of the securities loaned. No amount has been recognized on the Consolidated Balance Sheet with respect to potential indemnities resulting from securities lending agreements.

Other Indemnification Agreements

In the normal course of business, including securitization transactions and discontinuances of businesses and operations, the Bank enters into numerous contractual agreements under which it undertakes to compensate the counterparty for costs incurred as a result of litigation, changes in laws and regulations (including tax legislation), claims with respect to past performance, incorrect representations or the non-performance of certain restrictive covenants. The Bank also undertakes to indemnify any person acting as a director or officer or performing a similar function within the Bank or one of its subsidiaries or another entity, at the request of the Bank, for all expenses incurred by that person in proceedings or investigations to which he or she is party in that capacity. Moreover, as a member of a securities transfer network and pursuant to the membership agreement and the regulations governing the operation of the network, the Bank granted collateral in favour of the Bank of Canada to guarantee any obligation of the Bank towards the Bank of Canada that could result from the Bank's participation in the securities transfer network. The durations of the indemnification agreements vary according to circumstance; as at October 31, 2022 and 2021, given the nature of the agreements, the Bank is unable to make a reasonable estimate of the maximum potential liability it could be required to pay to counterparties. No amount related to these agreements has been recognized on the Consolidated Balance Sheet.

Commitments

Credit Instruments

In the normal course of business, the Bank enters into various off-balance-sheet commitments. The credit instruments used to meet the financing needs of its clients represent the maximum amount of additional credit that the Bank could be obligated to extend if the commitments were fully drawn.

 
As at October 31                       2022    2021 
                                             ====== 
 
Letters of guarantee(1)               6,618   6,083 
Documentary letters of credit(2)        161     160 
Credit card receivables(3)            9,337   9,081 
Commitments to extend credit(3)      82,117  77,983 
                                     ======  ====== 
 
 
   (1)       See the Letters of Guarantee item on page 215. 

(2) Documentary letters of credit are documents issued by the Bank and used in international trade to enable a third party to present a payment request to the Bank for up to an amount established under specific terms and conditions; these instruments are collateralized by the delivery of the goods to which they are related.

(3) Credit card receivables and commitments to extend credit represent unused portions of authorizations to extend credit, under certain conditions, in the form of loans or bankers' acceptances.

Financial Assets Received as Collateral

As at October 31, 2022, the fair value of financial assets received as collateral that the Bank was authorized to sell or repledge was $92.3 billion ($74.1 billion as at October 31, 2021). These financial assets received as collateral consist of securities related to securities financing and derivative transactions as well as securities purchased under reverse repurchase agreements and securities borrowed.

Other Commitments

The Bank acts as an investor in investment banking activities whereby it enters into agreements to finance external private equity funds and investments in equity and debt securities at market value at the time the agreements are signed. In connection with these activities, the Bank had commitments to invest up to $102 million as at October 31, 2022 ($124 million as at October 31, 2021). In addition, through one of its subsidiaries, the Bank purchases retail loans originated by other financial institutions at market value at the time of purchase. As at October 31, 2022, the Bank had commitments to purchase loans of up to $60 million ($77 million as at October 31, 2021).

Pledged Assets

In the normal course of business, the Bank pledges securities and other assets as collateral. A breakdown of encumbered assets pledged as collateral is provided in the following table. These transactions are concluded in accordance with standard terms and conditions.

 
As at October 31                                               2022     2021 
                                                                     ======= 
 
Assets pledged to 
 Bank of Canada                                                 325      502 
 Direct clearing organizations(1)                             1,634    4,158 
Assets pledged in relation to 
 Derivative financial instrument transactions                 5,368    6,339 
 Borrowing, securities lending and securities sold under 
  reverse repurchase agreements                              68,458   72,038 
 Securitization transactions                                 26,361   25,173 
 Covered bonds(2)                                            11,590    9,542 
 Other                                                          159        4 
 ---------------------------------------------------------  -------  ------- 
Total                                                       113,895  117,756 
                                                            =======  ======= 
 

(1) Includes assets pledged as collateral for activities in the systemically important payment system (designated as Lynx) as at October 31, 2022 and 2021.

(2) The Bank has a covered bond program. For additional information, see Notes 13 and 27 to these consolidated financial statements.

Contingent Liabilities

Litigation

In the normal course of business, the Bank and its subsidiaries are involved in various claims relating, among other matters, to loan portfolios, investment portfolios, and supplier agreements, including court proceedings, investigations or claims of a regulatory nature, class actions, or other legal remedies of varied natures.

More specifically, the Bank is involved as a defendant in class actions instituted by consumers contesting, inter alia, certain transaction fees or who wish to avail themselves of certain legislative provisions relating to consumer protection. The recent developments in the main legal proceeding involving the Bank are as follows:

Defrance

On January 21, 2019, the Quebec Superior Court authorized a class action against the National Bank and several other Canadian financial institutions. The originating application was served to the Bank on April 23, 2019. The class action was initiated on behalf of consumers residing in Quebec. The plaintiffs allege that non-sufficient funds charges, billed by all of the defendants when a payment order is refused due to non-sufficient funds, are illegal and prohibited by the Consumer Protection Act. The plaintiffs are claiming, in the form of damages, the repayment of these charges as well as punitive damages.

It is impossible to determine the outcome of the claims instituted or which may be instituted against the Bank and its subsidiaries. The Bank estimates, based on the information at its disposal, that while the amount of contingent liabilities pertaining to these claims, taken individually or in the aggregate, could have a material impact on the Bank's consolidated results of operations for a particular period, it would not have a material adverse impact on the Bank's consolidated financial position.

Note 27 - Structured Entities

A structured entity is an entity created to accomplish a narrow and well-defined objective and is designed so that voting or similar rights are not the dominant factor in deciding who controls the entity, such as when any voting rights relate solely to administrative tasks and the relevant activities are directed by means of contractual arrangements. Structured entities are assessed for consolidation in accordance with the accounting treatment described in Note 1 to these consolidated financial statements. The Bank's maximum exposure to loss resulting from its interests in these structured entities consists primarily of the investments in these entities, the fair value of derivative financial instrument contracts entered into with them, and the backstop liquidity and credit enhancement facilities granted to certain structured entities.

In the normal course of business, the Bank may enter into financing transactions with third-party structured entities, including commercial loans, reverse repurchase agreements, prime brokerage margin lending, and similar collateralized lending transactions. While such transactions expose the Bank to the counterparty credit risk of the structured entities, this exposure is mitigated by the collateral related to these transactions. The Bank typically has neither power nor significant variable returns resulting from financing transactions with structured entities and does not consolidate such entities. Financing transactions with third-party-sponsored structured entities are included in the Bank's consolidated financial statements and are not included in the table accompanying this note on page 219.

Non-Consolidated Structured Entities

Multi-Seller Conduits

The Bank administers multi-seller conduits that purchase financial assets from clients and finance those purchases by issuing commercial paper backed by the assets acquired. Clients use these multi-seller conduits to diversify their funding sources and reduce borrowing costs, while continuing to manage the financial assets and providing some amount of first-loss protection. Notes issued by the conduits and held by third parties provide additional credit loss protection. The Bank acts as a financial agent and provides these conduits with administrative and transaction structuring services as well as backstop liquidity and credit enhancement facilities under the commercial paper program. These facilities are presented and described in Note 26. The Bank has concluded derivative financial instrument contracts with these conduits, the fair value of which is presented on the Bank's Consolidated Balance Sheet. Although the Bank has the ability to direct the relevant activities of these conduits, it cannot use its power to affect the amount of the returns it obtains, as it acts as an agent. Consequently, the Bank does not control these conduits and does not consolidate them.

Investment Funds

The Bank enters into derivative or other financial instrument contracts with third parties to provide them with the desired exposure to certain investment funds. The Bank economically hedges the risks related to these derivatives by investing in those investment funds. The Bank can also hold economic interests in certain investment funds as part of its investing activities. In addition, t he Bank is sponsor and investment manager of mutual funds in which it has insignificant or no interest. The Bank does not control the funds where its holdings are not significant given that, in these circumstances, the Bank either acts only as an agent or does not have any power over the relevant activities. In both cases, it does not have significant exposure to the variable returns of the funds. Therefore, the Bank does not consolidate these funds.

Private Investments

As part of its investment banking operations, the Bank invests in several limited liability partnerships and other incorporated entities. These investment companies in turn invest in operating companies with a view to reselling these investments at a profit over the medium or long term. The Bank does not intervene in the operations of these entities; its only role is that of an investor. Consequently, it does not control these companies and does not consolidate them.

Third-Party Structured Entities

The Bank has invested in third-party structured entities, some of which are asset-backed. The underlying assets consist of residential mortgages, consumer loans, equipment loans, leases, and securities. The Bank does not have the ability to direct the relevant activities of these structured entities and has no exposure to their variable returns, other than the right to receive interest income and dividend income from its investments. Consequently, the Bank does not control these structured entities and does not consolidate them.

The following table presents the carrying amounts of the assets and liabilities relating to the Bank's interests in non-consolidated structured entities, the Bank's maximum exposure to loss from these interests, as well as the total assets of these structured entities. The structured entity Canada Housing Trust is not presented. For additional information, see Note 8 to these consolidated financial statements.

 
                                                                           As at October 31, 2022 
 
                                                                                      Third-party 
                                              Multi-seller  Investment       Private   structured 
                                                  conduits       funds   investments     entities 
                                                       (1)         (2)           (3)          (4) 
 
 
Assets on the Consolidated Balance Sheet 
 Securities at fair value through profit 
  or loss                                               35         335            77            - 
 Securities at amortized cost                            -           -             -        5,163 
 Derivative financial instruments                        -           -             -           38 
                                                        35         335            77        5,201 
As at October 31, 2021                                  22         197            54        2,942 
 
 
Liabilities on the Consolidated Balance 
 Sheet 
 Derivative financial instruments                     (71)           -             -         (91) 
                                                      (71)           -             -         (91) 
 
As at October 31, 2021                                (12)           -             -          (8) 
 
 
Maximum exposure to loss 
 Securities                                             35         335            77        5,201 
 Liquidity, credit enhancement facilities 
  and commitments                                    3,155           -             -          468 
                                                     3,190         335            77        5,669 
   ----------------------------------------- 
As at October 31, 2021                               2,754         197            54        3,896 
 
 
Total assets of the structured entities              3,183       1,772           535       11,197 
 
As at October 31, 2021                               2,782       1,791           400       16,883 
 
 

(1) The main underlying assets, located in Canada, are residential mortgages, automobile loans, automobile inventory financings, and other receivables. As at October 31, 2022, the notional committed amount of the global-style liquidity facilities totalled $3.2 billion ($2.8 billion as at October 31, 2021 ), representing the total amount of commercial paper outstanding. The Bank also provides series-wide credit enhancement facilities for a notional committed amount of $30 million ($30 million as at October 31, 2021 ). The maximum exposure to loss cannot exceed the amount of commercial paper outstanding. As at October 31, 2022, the Bank held $35 million in commercial paper ($22 million as at October 31, 2021 ) and, consequently, the maximum potential amount of future payments as at October 31, 2022 was limited to $3.2 billion ($2.7 billion as at October 31, 2021 ), which represents the undrawn liquidity and credit enhancement facilities.

(2) The underlying assets are various financial instruments and are presented on a net asset basis. Certain investment funds are i n a trading portfolio.

(3) The underlying assets are private investments. The amount of total assets of the structured entities corresponds to the amount for the most recent available period.

(4) The underlying assets are residential mortgages, consumer loans, equipment loans, leases, and securities.

Consolidated Structured Entities

Securitization Entity for the Bank's Credit Card Receivables

In April 2015, the Bank set up Canadian Credit Card Trust II (CCCT II) to continue its credit card securitization program on a revolving basis and to use the entity for capital management and funding purposes.

The Bank provides first-loss protection against the losses, since it retains the excess spread from the portfolio of sold receivables. The excess spread represents the residual net interest income after all the expenses related to this structure have been paid. The Bank also provides second-loss protection as it holds subordinated notes issued by CCCT II. In addition, the Bank acts as an administrative agent and servicer and as such is responsible for the daily administration and management of CCCT II's credit card receivables. The Bank therefore has the ability to direct the relevant activities of CCCT II and can exercise its power to affect the amount of returns it obtains. Consequently, the Bank controls CCCT II and consolidates it.

Multi-Seller Conduit

The Bank administers a multi-seller conduit that purchases various financial assets from clients and finances those purchases by issuing debt securities (including commercial paper) backed by the assets acquired. The clients use this multi-seller conduit to diversify their funding sources and reduce borrowing costs, while continuing to manage the financial assets and providing some amount of first-loss protection. The Bank holds the sole note issued by the conduit and has concluded a derivative financial instrument contract with the conduit. The Bank controls the relevant activities of this conduit through its involvement as a financial agent, agent for administrative and transaction structuring services as well as investor in the conduit's sole note. The Bank's functions and investment in the conduit confer to it decision-making power over the composition of assets acquired by the conduit and the selection of the seller as well as some exposure to the conduit's variable returns. Therefore, the Bank consolidates this conduit.

Note 27 - Structured Entities (cont.)

Investment Funds

The Bank enters into derivative or other financial instrument contracts with third parties to provide them with the desired exposure to certain investment funds. The Bank economically hedges the risks related to these derivatives by investing in those investment funds. The Bank can also hold economic interests in certain investment funds as part of its investing activities. The Bank controls the relevant activities of certain funds through its involvement as an investor and its significant exposure to their variable returns. Therefore, the Bank consolidates these funds.

Covered Bonds

NBC Covered Bond Guarantor (Legislative) Limited Partnership

In December 2013, the Bank established the covered bond legislative program under which covered bonds are issued. It therefore created NBC Covered Bond Guarantor (Legislative) Limited Partnership (the Guarantor) to guarantee payment of the principal and interest owed to the bondholders. The Bank sold uninsured residential mortgages to the Guarantor and granted it loans to facilitate the acquisition of these assets. The Bank acts as manager of the partnership and has decision-making authority over its relevant activities in accordance with the contractual terms governing the covered bond legislative program. In addition, the Bank is able, in accordance with the contractual terms governing the covered bond legislative program, to affect the variable returns of the partnership, which are directly related to the return on the mortgage loan portfolio and the interest on the loans from the Bank. Consequently, the Bank controls the partnership and consolidates it.

Third-Party Structured Entities

In 2018, the Bank, through one of its subsidiaries, provided financing to a third-party structured entity in exchange for a 100% interest in a loan portfolio, the sole asset held by that entity. The Bank controls and therefore consolidates the structured entity, as it has the ability to direct the entity's relevant activities through its involvement in the decision-making process. The Bank is also exposed to the entity's variable returns.

The following table presents the Bank's investments and other assets in the consolidated structured entities as well as the total assets of these entities.

 
As at October 31                                       2022                     2021 
 
 
                                       Investments    Total  Investments 
                                         and other   assets    and other       Total 
                                            assets      (1)       assets   assets(1) 
 
Consolidated structured entities 
Securitization entity for the Bank 
' s credit card receivables(2)(3)            1,916    2,073        2,410       2,544 
Multiseller conduit(4)                         802      802          256         256 
Investment funds(5)                             56       56          121         121 
Covered bonds(6)                            17,900   18,237       15,663      16,048 
Third-party structured entities(7)             166      166          169         169 
                                       -----------           -----------  ---------- 
                                            20,840   21,334       18,619      19,138 
  ===================================  ===========           ===========  ========== 
 

(1) There are restrictions, arising essentially from regulatory requirements, corporate or securities laws, and contractual arrangements, that limit the ability of some of the Bank's consolidated structured entities to transfer funds to the Bank.

   (2)       The underlying assets are credit card receivables. 
   (3)       The Bank's investment is presented net of third-party holdings. 
   (4)       The underlying assets, located in Canada, are residential mortgages. 

(5) The underlying assets are various financial instruments and are presented on a net asset basis. Certain investment funds are in a trading portfolio.

(6) T he underlying assets are uninsured residential mortgage loans of the Bank. The average maturity of these underlying assets is two years. As at October 31, 2022, the total amount of transferred mortgage loans was $17.9 billion ($15.7 billion as at October 31, 2021 ), and the total amount of covered bonds of $10.4 billion was recognized in Deposits on the Consolidated Balance Sheet ($8.8 billion as at October 31, 2021 ). For additional information, see Note 13 to these consolidated financial statements.

   (7)       The underlying assets consist of a loan portfolio. 

Note 28 - Related Party Disclosures

In the normal course of business, the Bank provides various banking services to related parties and enters into contractual agreements and other operations with related parties. The Bank considers the following to be related parties:

-- its key officers and directors and members of their immediate family, i.e., spouses and children under 18 living in the same household;

-- entities over which its key officers and directors and their immediate family have control or significant influence through their significant voting power;

   --     the Bank's associates and joint ventures; 

-- the Bank's pension plans (for additional information, see Note 23 to these consolidated financial statements ).

According to the established definition, the Bank's key officers are those persons having authority and responsibility for planning, directing, and controlling the Bank's activities, directly or indirectly.

Related Party Transactions

 
As at October 31 
                                                        ======  =====  =====  ==== 
                                          Key officers 
                                      and directors(1)      Related entities 
 
                                        2022      2021    2022          2021 
  ===============================  =========  ========          =====  ===== 
 
Assets 
 
 Mortgage loans and other loans           22        21     449   (2)     143   (2) 
                                   ---------  --------  ------         ----- 
 
Liabilities 
 
 Deposits                                 58       115      80   (3)     126   (3) 
 Other                                     -         -       6            38 
                                   =========  ========  ======         =====  ==== 
 

(1) As at October 31, 2022, key officers and directors and their immediate family members were holding $68 million of the Bank's common and preferred shares ($95 million as at October 31, 2021).

(2) As at October 31, 2022, mortgage loans and other loans consisted of: (i) $1 million in loans to the Bank's associates ($1 million as at October 31, 2021) and (ii) $448 million in loans to entities over which the Bank's key officers or directors or their immediate family members exercise control or significant influence through significant voting power ($142 million as at October 31, 2021).

(3) As at October 31, 2022, deposits consisted of: (i) no amount in deposits from the Bank's associates ($1 million as at October 31, 2021) and (ii) $80 million in deposits from entities over which the Bank's key officers or directors and their immediate family members exercise control or significant influence through significant voting power ($125 million as at October 31, 2021).

The contractual agreements and other transactions with related entities as well as with directors and key officers are entered into under conditions similar to those offered to non-related third parties. These agreements did not have a significant impact on the Bank's results. The Bank also offers a deferred stock unit plan to directors who are not Bank employees. For additional information, see Notes 9, 22 and 27 to these consolidated financial statements.

Compensation of Key Officers and Directors

 
Year ended October 31                                       2022  2021 
                                                            ==== 
 
Compensation and other short-term and long-term benefits      24    23 
Share-based payments                                          21    22 
                                                            ====  ==== 
 

Note 28 - Related Party Disclosures (cont.)

Principal Subsidiaries of the Bank (1)

 
                                                                                     As at October 
                                                                                          31, 2022 
 
                                                         Principal office       Voting  Investment 
Name                            Business activity                 address    shares(2)     at cost 
 
 
Canada and United States 
National Bank Acquisition 
 Holding Inc.                      Holding company         Montreal, Canada        100%       1,785 
 National Bank Financial 
  Inc.                           Investment dealer         Montreal, Canada        100% 
  NBF International 
   Holdings 
   Inc.                            Holding company         Montreal, Canada        100% 
   National Bank of Canada 
    Financial                                                 New York, NY, 
    Group Inc.                     Holding company            United States        100% 
                                                        Atlanta, GA, United 
    Credigy Ltd.                   Holding company                   States        100% 
    National Bank of 
     Canada                                                   New York, NY, 
     Financial Inc.              Investment dealer            United States        100% 
 National Bank Investments            Mutual funds 
  Inc.                                      dealer         Montreal, Canada        100%         441 
 National Bank Life 
  Insurance 
  Company                                Insurance         Montreal, Canada        100% 
 Natcan Trust Company                      Trustee         Montreal, Canada        100%         238 
National Bank Trust Inc.                   Trustee         Montreal, Canada        100%         195 
National Bank Realty Inc.              Real estate         Montreal, Canada        100%          80 
                                                             Hollywood, FL, 
NatBC Holding Corporation          Holding company            United States        100%          31 
 Natbank, National                                           Hollywood, FL, 
  Association                      Commercial bank            United States        100% 
                                       Information 
Flinks Technology Inc.                  technology         Montreal, Canada         86%         144 
 
Other countries 
Natcan Global Holdings 
 Ltd.                              Holding company            Sliema, Malta        100%          22 
 NBC Global Finance 
  Limited                      Investment services          Dublin, Ireland        100% 
NBC Financial Markets Asia 
 Limited                         Investment dealer         Hong Kong, China        100%           5 
Advanced Bank of Asia 
 Limited                           Commercial bank     Phnom Penh, Cambodia        100%         621 
                                       Information 
ATA IT Ltd.                             technology        Bangkok, Thailand        100%           3 
                                                                             ==========  ========== 
 

(1) Excludes consolidated structured entities. For additional information, see Note 27 to these consolidated financial statements.

   (2)       The Bank's percentage of voting rights in these subsidiaries. 

Note 29 - Management of the Risks Associated With Financial Instruments

The Bank is exposed to credit risk, market risk, and liquidity and funding risk. The Bank's objectives, policies, and procedures for managing risk and the risk measurement methods are presented in the Risk Management section of the MD&A for the year ended October 31, 2022. Text in grey shading and tables identified with an asterisk (*) in the Risk Management section of the MD&A for the year ended October 31, 2022 are integral parts of these consolidated financial statements.

Residual Contractual Maturities of Balance Sheet Items and Off-Balance-Sheet Commitments

The following tables present balance sheet items and off-balance-sheet commitments by residual contractual maturity as at October 31, 2022 and 2021. The information gathered from this maturity analysis is a component of liquidity and funding management. However, this maturity profile does not represent how the Bank manages its interest rate risk nor its liquidity risk and funding needs. The Bank considers factors other than contractual maturity when assessing liquid assets or determining expected future cash flows.

In the normal course of business, the Bank enters into various off-balance-sheet commitments. The credit instruments used to meet the funding needs of its clients represent the maximum amount of additional credit that the Bank could be obligated to extend if the commitments were fully drawn.

The Bank also has future minimum commitments under leases for premises as well as under other contracts, mainly commitments to purchase loans and contracts for outsourced information technology services. Most of the lease commitments are related to operating leases.

 
                                                                                 As at October 31, 2022 
 
                              Over    Over    Over    Over    Over 
                                 1       3       6       9       1     Over 
                         1   month  months  months  months    year        2 
                     month      to      to      to      to      to    years    Over         No 
                        or       3       6       9      12       2       to       5  specified 
                      less  months  months  months  months   years  5 years   years   maturity    Total 
 
 
Assets 
Cash and deposits 
 with financial 
  institutions      13,084     142     311      18     685       -        -       -     17,630   31,870 
                    ------  ------  ------  ------  ------  ------  -------          ---------  ------- 
 
Securities 
 At fair value 
 through 
  profit or loss     1,527   6,450   5,405   2,267   2,337   3,369    8,634  10,661     46,725   87,375 
 At fair value 
 through 
  other 
   comprehensive 
   income                5      30      13      20      46     952    4,910   2,296        556    8,828 
 At amortized cost     602     196   1,876   1,032      95   2,840    5,802   1,073          -   13,516 
                    ------  ------  ------  ------  ------  ------  -------          ---------  ------- 
                     2,134   6,676   7,294   3,319   2,478   7,161   19,346  14,030     47,281  109,719 
                    ------  ------  ------  ------  ------  ------  -------          ---------  ------- 
 
 
Securities 
purchased 
under 
 reverse 
 repurchase 
 agreements and 
 securities 
  borrowed          12,489   1,231     890       -     409   1,044        -       -     10,423   26,486 
                    ------  ------  ------  ------  ------  ------  -------          ---------  ------- 
 
Loans (1) 
 Residential 
  mortgage           1,155   1,124   1,899   2,716   2,364   8,910   53,335   8,059        567   80,129 
 Personal              423     449     878   1,208   1,036   3,701   17,792   5,085     14,751   45,323 
 Credit card                                                                             2,389    2,389 
 Business and 
  government        19,980   3,491   3,971   3,586   2,604   6,167   11,452   2,985     19,081   73,317 
 Customers' 
 liability 
 under 
  acceptances        5,967     554      20       -       -       -        -       -          -    6,541 
 Allowances for 
  credit 
  losses                                                                                 (955)    (955) 
                    ------  ------  ------  ------  ------  ------  ------- 
                    27,525   5,618   6,768   7,510   6,004  18,778   82,579  16,129     35,833  206,744 
                    ------  ------  ------  ------  ------  ------  -------          ---------  ------- 
 
Other 
 Derivative 
  financial 
  instruments        2,046   2,804   1,853   1,190     698   1,742    5,182   3,032          -   18,547 
 Investments in 
 associates 
 and 
  joint ventures                                                                           140      140 
 Premises and 
  equipment                                                                              1,397    1,397 
 Goodwill                                                                                1,519    1,519 
 Intangible assets                                                                       1,360    1,360 
 Other assets(1)     2,633     527     472     161      94     502      107      86      1,376    5,958 
                    ------  ------  ------  ------  ------  ------  -------          ---------  ------- 
                     4,679   3,331   2,325   1,351     792   2,244    5,289   3,118      5,792   28,921 
                    ------  ------  ------  ------  ------  ------  -------          ---------  ------- 
                    59,911  16,998  17,588  12,198  10,368  29,227  107,214  33,277    116,959  403,740 
    ==============  ======  ======  ======  ======  ======  ======  =======          =========  ======= 
 
   (1)       Amounts collectible on demand are considered to have no specified maturity. 

Note 29 - Management of the Risks Associated With Financial Instruments (cont.)

 
                                                                                    As at October 31, 2022 
 
                                  Over    Over    Over    Over    Over    Over 
                                     1       3       6       9       1       2 
                             1   month  months  months  months    year   years 
                         month      to      to      to      to      to      to    Over         No 
                            or       3       6       9      12       2       5       5  specified 
                          less  months  months  months  months   years   years   years   maturity    Total 
    ================== 
 
Liabilities and 
 equity 
Deposits (1)(2) 
 Personal                1,482   1,493   2,955   6,013   6,141   6,418   7,942   4,252     42,115   78,811 
 Business and 
  government            36,864  11,605  10,644   4,875   3,728   5,988  13,659   4,227     92,640  184,230 
 Deposit-taking 
  institutions             724     624      54     122      30       -       7      36      1,756    3,353 
                        ------  ------  ------  ------  ------  ------  ------  ------  ---------  ------- 
                        39,070  13,722  13,653  11,010   9,899  12,406  21,608   8,515    136,511  266,394 
                        ------  ------  ------  ------  ------  ------  ------  ------  ---------  ------- 
 
Other 
 Acceptances             5,967     554      20       -       -       -       -       -          -    6,541 
 
 Obligations related 
  to securities sold 
   short(3)                428     394     634      74     920   1,493   3,948   6,386      7,540   21,817 
 
 
 Obligations related 
  to 
  securities sold 
   under 
  repurchase 
  agreements 
  and 
  securities loaned     16,233   5,445   1,567   3,406       -      22       -       -      6,800   33,473 
 Derivative financial 
  instruments            2,584   2,302   1,640   1,009     595   2,047   3,570   5,885          -   19,632 
 Liabilities related 
  to transferred 
  receivables(4)             -   2,672     422   1,329   2,288   4,558   9,612   5,396          -   26,277 
 Securitization - 
  Credit card(5)             -       -       -      29       -       -      49       -          -       78 
 Lease liabilities(5)        8      16      23      23      24      87     219     152          -      552 
 Other liabilities 
  - Other items(1)(5)    1,076      46      99      23      39      27      42      92      4,287    5,731 
                        ------  ------  ------  ------  ------  ------  ------  ------  ---------  ------- 
                        26,296  11,429   4,405   5,893   3,866   8,234  17,440  17,911     18,627  114,101 
                        ------  ------  ------  ------  ------  ------  ------  ------  ---------  ------- 
 
Subordinated debt            -       -       -       -       -       -       -   1,499          -    1,499 
                        ------  ------  ------  ------  ------  ------  ------  ------  ---------  ------- 
 
Equity                                                                                     21,746   21,746 
                        65,366  25,151  18,058  16,903  13,765  20,640  39,048  27,925    176,884  403,740 
                        ------  ------  ------  ------  ------  ------  ------  ------  ---------  ------- 
 
Off-balance-sheet 
commitments 
 Letters of guarantee 
  and 
  documentary letters 
   of credit               180   1,451   1,338     982   1,398   1,292     138       -          -    6,779 
 Credit card 
  receivables(6)                                                                            9,337    9,337 
 Backstop liquidity 
  and credit 
  enhancement 
   facilities(7)             -      15   5,552      15       -       -       -       -      3,125    8,707 
 Commitments to extend 
  credit(8)              3,126   9,205   6,179   6,678   3,270   4,066   3,186      39     46,368   82,117 
 Obligations related 
  to: 
  Lease commitments(9)       1       1       2       2       2       6       9       8          -       31 
  Other contracts(10)       38      42      47      46      47      21      34       -        102      377 
                        ======  ======  ======  ======  ======  ======  ======  ======  =========  ======= 
 
   (1)       Amounts payable upon demand or notice are considered to have no specified maturity. 

(2) The Deposits item is presented in greater detail than it is on the Consolidated Balance Sheet.

(3) Amounts are disclosed according to the residual contractual maturity of the underlying security.

   (4)       These amounts mainly include liabilities related to the securitization of mortgage loans. 

(5) The Other liabilities item is presented in greater detail than it is on the Consolidated Balance Sheet.

   (6)       These amounts are unconditionally revocable at the Bank's discretion at any time. 

(7) In the event of payment on one of the backstop liquidity facilities, the Bank will receive as collateral government bonds in an amount up to $5.6 billion.

(8) These amounts include $44.8 billion that is unconditionally revocable at the Bank's discretion at any time.

(9) These amounts include leases for which the underlying asset is of low value and leases other than for real estate of less than one year.

(10) These amounts include $0.2 billion in contractual commitments related to the head office building under construction.

 
                                                                             As at October 31, 2021(1) 
 
                              Over    Over    Over    Over    Over    Over 
                                 1       3       6       9       1       2 
                         1   month  months  months  months    year   years 
                     month      to      to      to      to      to      to    Over         No 
                        or       3       6       9      12       2       5       5  specified 
                      less  months  months  months  months   years   years   years   maturity    Total 
 
 
Assets 
Cash and deposits 
 with financial 
  institutions       7,510     334     374     146     368       -       -       -     25,147   33,879 
                    ------  ------  ------  ------  ------  ------  ------  ------  ---------  ------- 
 
Securities 
 At fair value 
 through 
  profit or loss     1,946   1,929   1,061     702     792   3,037   6,454   9,410     59,480   84,811 
 At fair value 
 through 
  other 
   comprehensive 
   income                1       -       1     624      63     227   4,867   3,183        617    9,583 
 At amortized cost       1     181     213     425     804   3,589   5,865     832          -   11,910 
                    ------  ------  ------  ------  ------  ------  ------  ------  ---------  ------- 
                     1,948   2,110   1,275   1,751   1,659   6,853  17,186  13,425     60,097  106,304 
                    ------  ------  ------  ------  ------  ------  ------  ------  ---------  ------- 
 
 
Securities 
purchased 
under 
 reverse 
 repurchase 
 agreements and 
 securities 
  borrowed           1,113   1,199      59       -     371     619       -       -      4,155    7,516 
                    ------  ------  ------  ------  ------  ------  ------  ------  ---------  ------- 
 
Loans (2) 
 Residential 
  mortgage             702     965   1,581   2,587   2,320   8,850  48,455   6,504        578   72,542 
 Personal              214     315     512     877     843   3,527  16,056   4,308     14,401   41,053 
 Credit card                                                                            2,150    2,150 
 Business and 
  government        16,842   3,986   2,614   3,508   3,253   6,290  10,180   3,605     10,828   61,106 
 Customers ' 
 liability 
 under 
  acceptances        6,200     618      18       -       -       -       -       -          -    6,836 
 Allowances for 
  credit 
  losses                                                                                (998)    (998) 
                    ------  ------  ------  ------  ------  ------  ------  ------  ---------  ------- 
                    23,958   5,884   4,725   6,972   6,416  18,667  74,691  14,417     26,959  182,689 
                    ------  ------  ------  ------  ------  ------  ------  ------  ---------  ------- 
 
Other 
 Derivative 
  financial 
  instruments        1,868   3,678   1,019   2,190     823   1,865   2,491   2,550          -   16,484 
 Investments in 
 associates 
 and 
  joint ventures                                                                          225      225 
 Premises and 
  equipment                                                                             1,216    1,216 
 Goodwill                                                                               1,504    1,504 
 Intangible assets                                                                      1,274    1,274 
 Other assets(2)     1,829     137     148     129      56     727      88      17      1,399    4,530 
                    ------  ------  ------  ------  ------  ------  ------  ------  ---------  ------- 
                     3,697   3,815   1,167   2,319     879   2,592   2,579   2,567      5,618   25,233 
                    ------  ------  ------  ------  ------  ------  ------  ------  ---------  ------- 
                    38,226  13,342   7,600  11,188   9,693  28,731  94,456  30,409    121,976  355,621 
    ============== 
 

(1) Certain amounts have been adjusted to reflect an accounting policy change applicable to cloud computing arrangements. For additional information, see Note 1 to these audited consolidated financial statements.

   (2)       Amounts collectible on demand are considered to have no specified maturity. 

Note 29 - Management of the Risks Associated With Financial Instruments (cont.)

 
                                                                                    As at October 31, 2021 
 
                                  Over    Over    Over    Over    Over    Over 
                                     1       3       6       9       1       2 
                             1   month  months  months  months    year   years 
                         month      to      to      to      to      to      to    Over         No 
                            or       3       6       9      12       2       5       5  specified 
                          less  months  months  months  months   years   years   years   maturity    Total 
    ==================  ======  ======  ======  ======  ======  ======  ======  ======  =========  ======= 
 
Liabilities and 
 equity 
Deposits (1)(2) 
 Personal                1,396   3,433   4,596   2,194   1,945   4,157   6,468   4,914     40,973   70,076 
 Business and 
  government            24,814  12,796  10,782   5,785   2,691   5,453  10,054   4,765     90,730  167,870 
 Deposit-taking 
  institutions           1,011     128      38      66      23       1       -      36      1,689    2,992 
                        ------  ------  ------  ------  ------  ------  ------  ------  ---------  ------- 
                        27,221  16,357  15,416   8,045   4,659   9,611  16,522   9,715    133,392  240,938 
                        ------  ------  ------  ------  ------  ------  ------  ------  ---------  ------- 
 
Other 
 Acceptances             6,200     618      18       -       -       -       -       -          -    6,836 
 
 Obligations related 
  to securities sold 
   short(3)                186     123     182     175      22   3,099   3,743   4,797      7,939   20,266 
 
 Obligations related 
  to 
  securities sold 
   under 
  repurchase 
  agreements 
  and 
  securities loaned      7,330   2,668   3,633     246       -       -       -       -      3,416   17,293 
 Derivative financial 
  instruments            3,048   3,061   1,171   1,921     880   1,485   3,273   4,528          -   19,367 
 Liabilities related 
  to transferred 
  receivables(4)             -   1,688   1,523   1,054     411   5,501  10,771   4,222          -   25,170 
 Securitization - 
  Credit card(5)            36       -       -       -       -      28      48       -          -      112 
 Lease liabilities(5)        7      15      21      22      22      88     214     186          -      575 
 Other liabilities 
  - Other items(1)(5)      640     477     117     125     100      41      25      75      4,014    5,614 
                        ------  ------  ------  ------  ------  ------  ------  ------  ---------  ------- 
                        17,447   8,650   6,665   3,543   1,435  10,242  18,074  13,808     15,369   95,233 
                        ------  ------  ------  ------  ------  ------  ------  ------  ---------  ------- 
 
Subordinated debt            -       -       -       -       -       -       -     768          -      768 
                        ------  ------  ------  ------  ------  ------  ------  ------  ---------  ------- 
 
Equity (6)                                                                                 18,682   18,682 
                        ------  ------  ------  ------  ------  ------  ------  ------  ---------  ------- 
                        44,668  25,007  22,081  11,588   6,094  19,853  34,596  24,291    167,443  355,621 
 
Off-balance-sheet 
commitments 
 Letters of guarantee 
  and 
  documentary letters 
   of credit               320   1,561     828   2,092     793     575      74       -          -    6,243 
 Credit card 
  receivables(7)                                                                            9,081    9,081 
 Backstop liquidity 
  and credit 
  enhancement 
   facilities(8)            15       -   4,502      15       -       -       -       -      2,732    7,264 
 Commitments to extend 
  credit(9)              2,848   9,139   6,195   6,737   3,872   3,105   3,667      48     42,372   77,983 
 Obligations related 
  to: 
  Lease 
   commitments(10)           1       1       1       1       1       1       3       3          -       12 
  Other contracts(11)       54      58      50      48      46     152      19       -        124      551 
 
 
   (1)       Amounts payable upon demand or notice are considered to have no specified maturity. 

(2) The Deposits item is presented in greater detail than it is on the Consolidated Balance Sheet.

(3) Amounts have been disclosed according to the residual contractual maturity of the underlying security.

   (4)       These amounts mainly include liabilities related to the securitization of mortgage loans. 

(5) The Other liabilities item is presented in greater detail than it is on the Consolidated Balance Sheet.

(6) Certain amounts have been adjusted to reflect an accounting policy change applicable to cloud computing arrangements. For additional information, see Note 1 to these audited consolidated financial statements.

   (7)       These amounts are unconditionally revocable at the Bank's discretion at any time. 

(8) In the event of payment on one of the backstop liquidity facilities, the Bank will receive as collateral government bonds in an amount up to $4.5 billion.

(9) These amounts include $40.8 billion that is unconditionally revocable at the Bank's discretion at any time.

(10) These amounts include leases for which the underlying asset is of low value and leases other than for real estate of less than one year.

(11) These amounts include $0.3 billion in contractual commitments related to the head office building under construction.

Note 30 - Segment Disclosures

The Bank carries out its activities in four business segments, which are defined below. For presentation purposes, other activities are grouped in the Other heading. Each reportable segment is distinguished by services offered, type of clientele, and marketing strategy. The presentation of segment disclosures is consistent with the presentation adopted by the Bank for the fiscal year beginning November 1, 2021. This presentation reflects the fact that the loan portfolio of borrowers in the Oil and gas and Pipelines sectors as well as related activities, which had previously been reported in the Personal and Commercial segment, is now reported in the Financial Markets segment. The Bank made this change to better align the monitoring of its activities with its management structure.

Personal and Commercial

The Personal and Commercial segment encompasses the banking, financing, and investing services offered to individuals, advisors and businesses as well as insurance operations.

Wealth Management

The Wealth Management segment comprises investment solutions, trust services, banking services, lending services and other wealth management solutions offered through internal and third-party distribution networks.

Financial Markets

The Financial Markets segment encompasses corporate banking and investment banking and financial solutions for large and mid-size corporations, public sector organizations, and institutional investors.

U.S. Specialty Finance and International (USSF&I)

The USSF&I segment encompasses the specialty finance expertise provided by the Credigy subsidiary; the activities of the ABA Bank subsidiary, which offers financial products and services to individuals and businesses in Cambodia; and the activities of targeted investments in certain emerging markets.

Other

This heading encompasses treasury activities; liquidity management; Bank funding; asset/liability management activities; the activities of the Flinks subsidiary, a fintech company specialized in financial data aggregation and distribution ; certain specified items; and the unallocated portion of corporate units.

The segment disclosures are prepared in accordance with the accounting policies described in Note 1 to these consolidated financial statements, except for the net interest income, non-interest income, and income taxes (recovery) of the operating segments, which are presented on a taxable equivalent basis. Taxable equivalent basis is a calculation method that consists in grossing up certain tax-exempt income by the amount of income tax that would have otherwise been payable. The effect of these adjustments is reversed under the Other heading. Operations support charges are allocated to each operating segment presented in the business segment results. The Bank assesses performance based on the net income attributable to the Bank's shareholders and holders of other equity instruments . Intersegment revenues are recognized at the exchange amount.

Note 30 - Segment Disclosures (cont.)

Results by Business Segment

 
Year ended 
October 
31(1) 
                            Personal        Wealth         Financial 
                      and Commercial    Management           Markets          USSF&I           Other             Total 
 
                       2022     2021   2022   2021     2022     2021    2022    2021    2022    2021     2022     2021 
 
Net interest 
 income(2)            2,865    2,547    594    446    1,258    1,262   1,090     907   (536)   (379)    5,271    4,783 
Non-interest 
 income(2)(3)         1,169    1,068  1,781  1,720    1,210      956      20      94     201     306    4,381    4,144 
                    -------  -------  -----  -----  -------  -------  ------  ------  ------  ------  -------  ------- 
Total revenues        4,034    3,615  2,375  2,166    2,468    2,218   1,110   1,001   (335)    (73)    9,652    8,927 
Non-interest 
 expenses             2,149    2,008  1,391  1,293    1,022      906     344     315     324     381    5,230    4,903 
                    -------  -------  -----  -----  -------  -------  ------  ------  ------  ------  -------  ------- 
Income before 
 provisions for 
 credit losses 
  and income taxes    1,885    1,607    984    873    1,446    1,312     766     686   (659)   (454)    4,422    4,024 
Provisions for 
 credit losses           97       40      3      1     (23)     (24)      66    (15)       2       -      145        2 
                    -------  -------  -----  -----           -------  ------  ------  ------  ------  -------  ------- 
Income before 
 income taxes 
 (recovery)           1,788    1,567    981    872    1,469    1,336     700     701   (661)   (454)    4,277    4,022 
Income taxes 
 (recovery)(2)          474      416    260    231      389      353     143     146   (372)   (264)      894      882 
                    -------  -------  -----  -----  -------  -------  ------  ------          ------  -------  ------- 
Net income            1,314    1,151    721    641    1,080      983     557     555   (289)   (190)    3,383    3,140 
Non-controlling 
 interests                -        -      -      -        -        -       -       -     (1)       -      (1)        - 
                    -------  -------  -----  -----  -------  -------  ------  ------          ------           ------- 
Net income 
attributable 
to the 
 Bank's 
  shareholders 
  and 
  holders of other 
  equity 
  instruments         1,314    1,151    721    641    1,080      983     557     555   (288)   (190)    3,384    3,140 
                    -------  -------  -----  -----  -------  -------  ------  ------          ------  -------  ------- 
Average assets(4)   140,514  126,637  8,226  7,146  154,349  151,240  18,890  16,150  71,868  62,333  393,847  363,506 
                    -------  -------  -----  -----  -------  -------  ------  ------  ------  ------  -------  ------- 
Total assets        146,915  135,209  8,363  7,914  157,803  141,007  21,217  17,393  69,442  54,098  403,740  355,621 
 

(1) For the year ended October 31, 2021, certain amounts were reclassified, in particular amounts of the loan portfolio of borrowers in the Oil and gas and Pipelines sectors as well as related activities, which were transferred from the Personal and Commercial segment to the Financial Markets segment. Moreover, certain amounts have been adjusted to reflect an accounting policy change applicable to cloud computing arrangements (for additional information, see Note 1 to these consolidated financial statements).

(2) For the year ended October 31, 2022, Net interest income was grossed up by $ 234 million ($ 181 million in 2021), Non-interest income was grossed up by $ 48 million ($ 8 million in 2021), and an equivalent amount was recognized in Income taxes (recovery). The effects of these adjustments have been reversed under the Other heading.

(3) For the Other heading of segment results, for the year ended October 31, 2021, the Non-interest income item had included a $33 million gain following a remeasurement of the previously held equity interest in Flinks and a $30 million loss related to the fair value measurement of the Bank's equity interest in AfrAsia.

(4) Represents an average of the daily balances for the period, which is also the basis on which segment assets are reported in the business segments.

Results by Geographic Segment

 
Year ended October 31 (1) 
                               =======           =======  ======  ======  ======  ======= 
                                         Canada    United States           Other             Total 
 
                                  2022     2021     2022    2021    2022    2021     2022     2021 
                               =======           =======          ======          ======= 
 
Net interest income              3,758    3,592      773     623     740     568    5,271    4,783 
Non-interest income(2)           4,299    3,992       18     106      64      46    4,381    4,144 
                               -------           -------  ------  ------  ------  ------- 
Total revenues                   8,057    7,584      791     729     804     614    9,652    8,927 
Non-interest expenses            4,760    4,478      209     203     261     222    5,230    4,903 
                               -------           -------  ------  ------  ------  ------- 
Income before provisions for 
 credit losses and income 
 taxes                           3,297    3,106      582     526     543     392    4,422    4,024 
Provisions for credit losses        79       17       35    (41)      31      26      145        2 
                               -------           -------  ------  ------  ------  ------- 
Income before income taxes       3,218    3,089      547     567     512     366    4,277    4,022 
Income taxes                       723      674       67     133     104      75      894      882 
                               -------           -------  ------  ------  ------  ------- 
Net income                       2,495    2,415      480     434     408     291    3,383    3,140 
Non-controlling interests          (1)        -        -       -       -       -      (1)        - 
                                                 -------  ------  ------  ------ 
Net income attributable to 
 the Bank's shareholders and 
 holders of other equity 
 instruments                     2,496    2,415      480     434     408     291    3,384    3,140 
                               -------           -------  ------  ------  ------  ------- 
Average assets(3)              324,415  300,964   29,988  27,301  39,444  35,241  393,847  363,506 
                               -------           -------  ------  ------  ------  ------- 
Total assets                   336,215  300,833   27,986  23,834  39,539  30,954  403,740  355,621 
                               =======           =======          ======          ======= 
 
 

(1) For the year ended October 31, 2021, certain amounts have been adjusted to reflect an accounting policy change applicable to cloud computing arrangements. For additional information, see Note 1 to these consolidated financial statements.

(2) For the year ended October 31, 2021, the Non-interest income item recorded in Canada included a $33 million gain following a remeasurement of the previously held equity interest in Flinks and a $30 million loss related to the fair value measurement of the Bank's equity interest in AfrAsia.

   (3)       Represents an average of the daily balances for the period. 

Note 31 - Acquisition

Acquisition of Flinks Technology Inc .

On September 8, 2021, the Bank finalized the acquisition of Flinks Technology Inc. (Flinks), a leading fintech company specialized in financial data aggregation and distribution, in which the Bank had already been holding a 30.2% equity interest. Flinks provides services to a wide North American fintech ecosystem and offers attractive data technology solutions. The acquisition strategically positions the Bank in a high-growth market so that it can continue enhancing customer experiences and benefitting from future technology-driven innovations . At the time of acquisition, the amount of which was $73 million in cash for voting preferred shares, the Bank was holding an 82.9% equity interest in Flinks, thereby giving it control thereover. Immediately after the acquisition, the Bank made an additional $30 million investment in voting preferred shares, giving the Bank an 85.9% equity interest in Flinks. The amount of the $73 million purchase price, of the fair value of the previously held equity interest, and of the estimated value of the non-controlling interest established on the acquisition date, exceeded the fair value of the net assets acquired by $101 million. This excess amount was recorded on the Consolidated Balance Sheet as goodwill and mainly represents the future profits expected from Flinks given its favourable position in this growth market. The goodwill is not deductible for tax purposes. The previously held equity interest, accounted for as an associate, was remeasured at fair value, generating a $33 million non-taxable remeasurement gain that was reported in the Non-interest income - Other item of the Consolidated Statement of Income for the year ended October 31, 2021. With respect to the presentation of financial results according to business segment, the gain on remeasurement of the previously held equity interest as well as the financial results of Flinks are being reported in the Other heading of segment results. The financial results of Flinks have been consolidated into the Bank's financial statements since September 8, 2021.

During the measurement period ended September 8, 2022, the final measurement of Flinks's net assets and the final calculation of working capital adjustments had no significant impact on goodwill.

Note 32 - Event After the Consolidated Balance Sheet Date

Repurchase of Common Shares

On November 29, 2022, the Bank's Board of Directors approved a normal course issuer bid, beginning December 12, 2022, to repurchase for cancellation up to 7,000,000 common shares (representing approximately 2.08% of its outstanding common shares) over the 12-month period ending December 11, 2023. Any repurchase through the Toronto Stock Exchange will be done at market prices. The common shares may also be repurchased through other means authorized by the Toronto Stock Exchange and applicable regulations, including private agreements or share repurchase programs under issuer bid exemption orders issued by the securities regulators. A private purchase made under an exemption order issued by a securities regulator will be done at a discount to the prevailing market price. The amounts that are paid above the average book value of the common shares are charged to Retained earnings. This normal course issuer bid is subject to the approval of OSFI and the Toronto Stock Exchange (TSX).

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END

FR FLFFELDLIVIF

(END) Dow Jones Newswires

November 30, 2022 11:13 ET (16:13 GMT)

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