National Bank's Management Proxy Circular is now Available

MONTREAL, March 28, 2013 /CNW Telbec/ - National Bank of Canada (TSX: NA) announced today that it has filed with securities regulators and is mailing to shareholders its Notice of Annual Meeting, to be held on April 24, 2013 in Moncton, New Brunswick, as well as its Management Proxy Circular. The Circular is available at www.nbc.ca/circular.

In particular, the Circular contains detailed information on the Bank's Annual Meeting, the nominees for the 15 director positions and the Board's approach to executive compensation for the fiscal year ended October 31, 2012. Pierre Boivin is a new nominee for the position of director.

"Despite strong competition and slower economic growth, the Bank advanced its strategic priorities to outperform last year's financial results, with gains in both net income and revenues, up 34% and 14% respectively. This success rests on the implementation of several initiatives in the context of the One client, one bank, transformation, the senior management team and the dedication of nearly 20,000 employees," said Jean Douville, Chairman of the Board.

Given the financial results and the fact that Louis Vachon once again exceeded his objectives for fiscal 2012, the Board approved total direct compensation of $7.15 million, compared to $7.25 million in 2011. The target total direct compensation of the President and Chief Executive Officer was $7.0 million in 2012, unchanged from the previous year.

National Bank's Board will again put its approach to executive compensation to an advisory vote of its shareholders, having been one of the first to do so in Canada.

The Circular also includes information related to the Board of Directors and its committees, the election of directors and the appointment of the auditor, as well as proposals submitted by a shareholder.

About National Bank of Canada
With $184 billion in assets as at January 31, 2013, National Bank of Canada (www.nbc.ca), together with its subsidiaries, forms one of Canada's leading integrated financial groups, and has been named among the five strongest banks in the world by Bloomberg Markets. The Bank has close to 20,000 employees and is widely recognized as a top employer. Its securities are listed on the Toronto Stock Exchange (TSX: NA). Follow the Bank's activities via social media and learn more about its extensive community involvement at clearfacts.ca and commitment.nationalbank.ca.

SOURCE: National Bank of Canada

For further information:

(The telephone number provided below is for the exclusive use of journalists and other media representatives.):

Claude Breton
Senior Director - Public Affairs
National Bank
Tel.: 514-394-8644