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AGM 2018
Apr 23, 2018
Ladies and gentlemen, I'd like to thank the photographers. Nice work. Ladies and gentlemen, welcome, shareholders. Welcome, representatives of the Central Works Council and welcome representatives of the press and everybody listening via our webcast. On the front row, you see the members of the executive board from your left to right, Stefan von Reiswijk.
Ralf, I see there's an error there. Jan Willem Vink, Ralf Hammers and Coastermermans. And behind me, hopefully in the right sequence from left to right, Hans Weyers, Mariana Georgiou, Eric Dwoyer, Robert Reibenstein, Henk Broking, Herman Josef Lamberti and Jan Peter Balkenender. Off to the side, you see the company secretary, Cindy von Albert Klepp. And in the auditorium, perhaps people could rise if I state their name so you can see them.
These are people from the ING Bank Board. I'll start with Isabel Fernandez, Ares Bogdares, Roland's Bookout,
Roulaof.
And also in the audience, we have Mrs. Hase, who was appointed to the Supervisory Board last year, but this will take effect as of 1 May this year, so she has 1 week to go. We also have our external auditor, Mark Hogeboom and Guy Bainbridge. Our independent notary is Mrs. Joyce Leym Reise, employed at Annon and Alvery.
Questions about the reappointment of Eric Boyer may be asked at the corresponding agenda item. This meeting will be in Dutch and interpretation is available via headsets as you have seen. The entire meeting is being broadcast on the ING website. Pursuant to the law and the articles of association, the shareholders have been convened and this meeting is entitled to take legally valid decisions. Shareholders have not submitted any proposals to be considered at this meeting.
Now some formalities, the number of there's nearly 3,900,000,000 ING shares entitled to vote as for the capital present or represented and proxy votes cast that will be projected on the screen prior to the first vote. The minutes from the meeting held on May 2017, that was last year, has been adopted and signed by the Chairperson, the Secretary and the designated shareholder, Mr. Lockerbol, with special thanks to Mr. Lockerbol. And they have been available since 8 November 2017.
The report of the meeting will be drafted by Mrs. Eldert von Klepp and we will be recording the entire meeting on audio for the minutes. As stated last year, I will be stepping down as Supervisory Board Chairman at the end of this meeting and Hans Weyers will replace me as Chair. I propose designating Mr. Von Uhlenen from Almirall as the shareholder co signing the minutes.
Mr. Von Uhlen, please rise for a moment. Thank you very much for agreeing to do this. Perhaps we could have a bit more light in this auditorium because it looks like a dark movie theater here. That's much better.
Thank you very much. So Mr. Von Unen has been designated by acclamation. Now just some notes for our procedure at the meeting. We have quite a lengthy agenda and a rigid schedule.
Please formulate your questions and comments briefly and concisely. And if you have questions about your personal and during the meeting, photographs and video recordings are prohibited. This is to safeguard the privacy of the shareholders who are present. Now an explanation about agenda item 2 from 2a through 2d for Doug. You'll be seeing quite a few successive presentations.
And at the same time, after that, we'll take questions simultaneously on all those respective items and I'll explain how we do that. That was the points of order and the introduction to the meeting. Question off mic from the audience, inaudible to interpreters. According to our policy at the ING Bank, I can't imagine that we would be throwing the sandwiches in the trash, but please let us know. I'll explain a bit about one substantive point that's an unusual procedure in the meeting that's as to why the envisaged remuneration decision was withdrawn.
That's a bit about the content. You can see that is my introduction. After that, I'll proceed to the introduction by the CEO. According to the original agenda, as you are aware and as we had distributed it, shareholders would have the opportunity to state their views on changes concerning the implementation of the remuneration policy by the Executive Board. By proposing this, the Supervisory Board intended to implement the actual remuneration policy that was adopted back in 2010 by this shareholders meeting, but never actually implemented.
In addition to the supplementary proposal about how to carry this out, the structure selected comprise new elements to do justice to applicable legislation regulations, which include a more sustainable nature and a synchronized approach to the interests of shareholders and executive board members. So the increase was not supposed to be in hard cash, but was supposed to supplement the remuneration package and shares that would need to be retained for 5 years pursuant to the Dutch corporate governance code known as the code of Maaden. In addition, a minimum number of shares had to be retained individually. The proposal by the supervisory board instigated many objections and a lot of turmoil. So we underestimated social support for our proposal.
There was also an impact on customers and their own staff, which we deeply regret to curtail damage to our reputation, of course, there was some, but to curtail additional damage to our reputation, the supervisory board then deleted that proposal from the agenda. Nonetheless, I think it's useful to give you as the highest body of the company a brief description of the proposal. So we'll provide a bit of context as to how we envisage that proposal at the time. First, there's the support that we received from the government. What was the story on that?
Quite logically, during that period, the remuneration policy was subject to additional curtailment and restrictions. Over 4 years ago, all of that state funding had been repaid plus R5 1,000,000,000 on top of that. So we felt that that was behind us. Of course, we were grateful that the government helped us. I'd like to make that clear.
2nd, the ING is a European International System Bank. We take pride in our Dutch roots but acknowledge that 70% of us is foreign. ING is a very international bank and that is reflected in the composition of our top executives. Much has happened in recent years, the ING is at the Vanguard in digitization. We received an award for the best bank in the world and we like to be regarded as a very international institution that not only people abroad but also Dutch people are proud of.
As an international institution, we envisage a level playing field among the countries, especially in Europe. In fact, that's essential. And we want to see this in a manner that helps us retain the reserves and buffers at the bank and we like that to carry over in our tax payments. But we'd also like to have a remuneration policy that attracts and retains European talent. But that level playing field has not yet been achieved in Europe.
System banks such as the ING are subject to more rigid requirements in the Netherlands as far as capital buffers are concerned. The Netherlands applies additional capital requirements for the Dutch system banks requiring the ING to maintain a higher capital buffers than comparable other system banks in Europe. As for taxes, we noticed that in various countries, the bank tax has been discontinued upon introducing the single resolution fund. That's a fund so that if the bank runs into trouble, that fund kicks in. In the Netherlands, IMG still pays the bank tax.
And of course, we pay into that single resolution fund as well. Regulating remuneration has been established in European legislation. The Netherlands is almost the only European country that took the opportunity to introduce additional measures and set a legal maximum on the variable remuneration at 20% of the fixed income. Clearly, a level playing field, especially a European level playing field, is important for an international company such as the compete especially abroad. And unfortunately, that European playing field has not been achieved yet.
Now the supervisory board sees its duty as striking a balance between all stakeholders and between all aspects. First, we'll be evaluating the substance of the period that's behind us since we aim to grow as the largest European International Bank. Well, no, not the largest, I should remain modest as a large European International Bank. We need to carefully weigh Dutch against international aspects. In recent weeks, we demonstrated that there are no easy solutions.
So the problem is the result of trying to weigh the European against the Dutch context and we underestimated the backlash from the Dutch context, but we also tried to take the European context into consideration. Now what are we going to do? We know there are no easy solutions. So first, we'll listen, evaluate, think and then consult as to what possible solutions might be to reconcile all those different interests of the national ones, the European ones as well as your shareholders' interest to strike a balance between all of those. That was my introduction and there may be responses and an introduction by the Chairman of the Remco Committee.
You can respond to that after item 2. Now continuing, when we vote in a moment, we'll be doing that electronically via voting handsets as in previous years and we'll explain that to you when we vote. That takes me to item 2A, the report from the Executive Board. And you'll also find it on Pages 3 through 60 in our annual report for your information. But I'll hand you over for the brief highlights to our CEO, Ralf Hammers.
Okay. Thank you, Jeroen. Welcome. Good to see you all again and to see such a turnout. Thank you.
That means that you're interested in us and that you are following us with a critical eye. Well, we're very pleased with that because it just helps us to become better. We've been in the news a lot lately, led to quite a bit of commotion. Mr. Vandevere commented on that earlier on.
And I'm sure today, you will have some questions about that as well. So what I want to talk to you about is our performance this past year and also take a look towards the future. What is it you can expect from ING? What will ING be investing in? What will we be emphasizing to make sure that we're in the vanguard in digitization and considered a leader in digitization now.
But also in the future, it's very important because with the new competition that we see, it's very important that we continue to invest and that we continue on this path. So this year, once again, we will repeat our strategy. Our strategy, as you know, is summarized on one sheet of paper. It's not longer. It's not shorter.
It's no more it's not more difficult than this. The objective is the following: making sure that everybody, not everybody, not only our customers, that everybody can remain one step ahead of the developments, personal lives and business lives. And our strategy is focused on delivering a premium service by providing straightforward products, simple products and by always being present, being available, by providing our services in a particular way so that people can take decisions themselves, but also by becoming better each and every day. Becoming better each and every day means that you'll be a lot better after a year. That's the way we stay ahead of things.
And when we introduced the strategy 4 years ago, we were talking about building an excellent customer relationship. And that in order to maintain this customer relationship, we wanted to invest in analytics in order to fully understand customers and also to make sure that we could continue to provide a premium service. That means that we needed to innovate. We had to look further than traditional banking. We were talking about data analytics, platforms, etcetera.
Everybody's talking about it nowadays, but we already talked about it some time ago. That doesn't mean to say that everything is done and dusted and that we've covered everything. I'll be commenting on that later on. We do this by means of a strategy that we apply in more than 40 years 40 countries in which we operate. And we've been very successful for 1.6 1,000,000 additional customers this past year, more than 37,000,000 customers.
And if we look at the number of customers that joined us over the past 4, 4.5 years, those years that we've been dedicating to the strategy, we have almost 6,000,000 new customers over that period of time. Now we do that by constantly focusing on what the customer really wants, and we measure it. We measure it every day. We call that the Net Promoter Score. And with the Net Promoter Score, we get feedback from the customer as to where there's room for improvement, how we can tweak things in order for them to become our promoter.
In other words, they become our ambassadors. They tell their friends and family, You've got to work with ING, which is how up to today, we have 2000 to 3000 new customers each and every day, 3000 to 4000 new customers every day, thanks to our focus on the Net Promoter Score. Now across the year, we are average in the Net promoter score in 7 out of 13 consumer countries. By the end of the year, in 9 out of the 13 countries where we are a retail bank, we were 1 in net Promoter Score. Just some examples to show you how we continue to improve.
On the one hand, we improve by innovating constantly, by improving our apps, our services, by making our products simpler, easier to understand, by being more available, by investing in accessibility. We work on that on a daily basis. But this innovation that we do with which we improve our services and our apps, not only within ING but also in cooperation with others, This is something that we always buy investing in Fintechs because we don't hold the monopoly on good ideas. We've got loads of new of good ideas, but we don't have the monopoly, not yet. So €300,000,000 is what we're going to invest in what we call ventures, fintechs that can help us out.
We've announced that. And over and above that, we develop a lot of things ourselves. Let me give you some examples, the apps that we've developed in cooperation between the Netherlands and New Germany, just to show you that we are developing standard, the same apps across countries, but also in cooperation with other FinTech scalable capital. Scalable capital is a digital way to invest. We introduced this system in Germany.
It has 20,000 customers, 11 of which 11,000 of which are ING. And we moved to €330,000,000 in assets under management. But we go even further. Also in terms of our wholesale banking with the large companies, there we also invested this past year in applying blockchain, which is a different technology in order to see how and if we can fully digitize a trade stream. We took one stream, for instance, soy from India to China with Louis Travis and one for oil from Africa also to China and with Mercurio.
And the entire process or both processes were based on blockchain. With all the parties involved, the transport company, the supplier, the bank, the insurance company, all the parties involved. And this is a paper process because this process existed for more than 400 years on paper. Now we've been able to shorten the process in a period of 24 days because ordinarily it takes 24 days to carry out the process, we've been able to reduce it to 3 days in the digital process. These are major changes, major improvements in terms of speed, costs and safety and security because the risk of fraud are much lower if you do it this way than any other way.
These are just a couple of examples of how we improve each and every day. Our focus in generating new customers is also focused on generating primary customer relationships. Primary customer relationships is a customer relationship with a customer that thinks of ING each and every day because they do their banking with us every day. And if we have a relationship that is so close, so emotionally close to us, that means that we know the customer. We can be much more relevant for that relationship.
It's a circular reasoning really. This past year, we have 900,000 new primary customer relationships. Our goal was when we introduced a strategy to have 10,000,000 primary customer relationships, we've got 10,800,000 by the end of the year, which is a growth of 9%. Now we don't do this just to keep the customer satisfied. Of course, we want to keep the customer satisfied, but there's more business.
We see lending increasing to €27,000,000,000 this past year. And we see more savings €19,000,000,000 increase in savings this past year. So that just goes to show that we constantly focus on improved servicing to the customers. And that leads to a bank that plays an important role in society in lending, but also in converting savings to lending, which is precisely what you can expect from a bank. But we do this in a very modern, very digital way.
Of course, this brings us to the financial performance. We see the numbers here. Return on equity of 10.2% and an underlying net result of 4.9 percent. An improvement to the share price, if we look at it until year end 2017, 13.5 percent at the beginning of the year, 15.3 percent at the end of the year, same numbers but in a different sequence, different order. But anyway, the Q1 this year, we see that the markets were somewhat more volatile and our share didn't perform as well.
And at the end of the day, if your performance is good, you can improve your buffers. And our core capital ratio increased to 14.7%, which is way above the requirement at this point in time. And we propose that from the profit that we made this past year to pay out a dividend of €0.67 per share, €0.24 of which has already been paid out in interim dividend. That is the proposal for today. And something else.
With this wonderful performance, with all our employees, 54,000 employees that we have worldwide, with all that, we've been named best bank in the world. And I want to take a moment to at this. These are the employees that are working with the customer day in, day out. And day in, day out, they listen to the customer and find out how we can improve our services and how we can translate that back into innovation, simplification, acceleration, security, availability. And that's how you get an award like this.
But that's not all. We won't sit back and just accept being the best bank in the world. No, if you're the number 1 in the world, it's going to be very difficult to continue to be the best bank in the world. And we see this. We see how difficult this is in the market because we're facing a couple of trends in the market.
Of course, the interest rates of the ECB is still negative, which is not a normal situation. It's not a situation that banks feel comfortable with. And we see an expectation with customers that is increasing, so they have more and more expectations of the bank. And that has something to do with the digital world we live in. Just to give you some idea of the impact of digitization on banking services.
Every year, we have 3,000,000,000 contact points or moments with our customers. So 3,000,000,000 times a year, we're in touch with our customers. 98% of these contact moments are digital contact moments. So with the smartphone, 14% of our customers, almost 5,000,000 customers only work with a smartphone. They've never been in touch with us in any other way.
They even became customers of RNG through their smartphone. So that has an important impact. And it also means that all these customers expect that the services of the bank is, at the very least, at par with this level of service that they get from Google, all these worldwide technology platforms or Amazon or WeChat or Alibaba. So they expect a service level that is personal, instantly instant, available, relevant and seamless. Just a click you need.
That's what customers are looking for. And so that means that the banking products have become commodities. They don't stand out anymore. And those same customers expect the same level of services. Facebook.
Facebook is always the same in each and every country. Uber is the same in any country. And customers will expect identical services from ING in every country, in different languages, obviously. And there's something else that we need to keep into account. And that is the trend that people have less and less time on their hands.
Sounds strange. We've got all these new technologies, and you would expect that it's much easier to work and that you have much more time on your hands because of all these technological advancements. But people don't have time. I mean, if they're waiting for public transport, if they're in a restaurant, you see that people are really talking to each other. They're looking on their smartphone.
So that means to banks such as ING that is really relies on technology and digital world. So one of the ways to connect with the customer is to connect with those platforms where the customers are constantly active on, such as Facebook. Of course, we've got offices and offices provide services, but that's not a way to attract new customers. You can only attract new customers by being active in their digital world. And there's yet another way to attract new customers, and that is to make sure that the customers know you by building a very strong brand, a love brand.
That's what we call it. It's a brand that gives people the idea or the impression that it's worthwhile to make an effort. That's why people will make an effort to go and get a cup of coffee at Starbucks, not because the coffee is better nor because it's cheaper, no, because it's quite expensive, but because of the brand and the message the brand conveys. And if you want to attract new customers, somehow or other, you have to build the brand and convert it into a lab brand so that people turn to ING in this digital world. And that's what we need to focus on.
And we see that our competition, our competition really is those worldwide platforms, those global platforms. We've got Alipay, Apple Pay, Google Pay, Amazon, engages in lending. Alibaba, in 1 year time, lent €9,000,000,000 in consumer lending funds the largest money market fund in the world, EUR 10,000,000,000 EUR 10,000,000,000, sorry, assets under management. So those digital platforms, they constitute the competitors of the future. We've got to anticipate and continue to invest, which is precisely what we're doing.
We're doing this by constantly developing. As I said, we develop our services, but we also need to develop towards a platform. Now how can you do that within the Wholesale Bank? For instance, we have an application called Insight Business Portal. It's a complicated name really for a portal or an application, if you will, on your tablet.
As a treasurer or CFO of a company, you can do your cash management. You can make your payments with this platform. Now with this application, if you want to turn it into a platform under our brand, you need to make sure that the application becomes an open application that you should allow that competitors have access to your application so that the customer also gets an impression of what competing banks do. They need to get the whole picture. If you really want to make sure that a wholesale customer thinks of you, you can't just say this is my app alongside the apps of other banks.
No, you should say, okay, this is my app. And you can also upload information of other banks. You can work with all that information. We are going to generate an overview for you. Only then would you give the customer control.
Only then would you improve your services, add value, build a platform. What else? Recently, we acquired a company called Payvision. And what Payvision does, it's interesting because Payvision really makes sure that the average SME or the larger wholesaler no longer has to deal with all these different payment facilities, both in an online environment or digital environment, but also offline, I. E, in the stores.
Because you can pay with all these different applications in a store with a debit card, credit card, app and so on and so forth. And the wholesale customers don't like that anymore because they have to deal with all these different payment And they take care of the streamlining the payment methods. There are 80 payment methods and 150 currencies. Now that makes the that can this app can make things so much easier for SMEs and wholesale customers, but it also allows us to generate working capital. We would like to offer our customers Payvision.
And over and above that, we can provide them with lending. So we look beyond traditional banking services. We build platforms in order to improve relationships with customers, giving customers a better overview of their banking services. Or you can set up your own platform as we did in the U. K.
With Yort. Yort is a simple app really. You can download it, and all the banks that you have in the U. K. Can be linked to the app.
That way, you have an overview of all your bank accounts. So that's how you build a platform. But if you want to be a platform towards the outside world, if you want to be unified, you've got to unify your own organization. And 1.5 years ago, I'm sure you remembered, we started or we announced our transformation program. And we invest a considerable amount of money, euros 2.06 1,000,000 is what we invested this year.
We still got €450,000,000 to go in order to make sure, for instance, between the Netherlands and Belgium, to make sure that they work from 1 single platform in an aligned and standardized way. The organizations have been integrated already. We've already appointed people across countries, and we are preparing the platform so that customers can migrate to this platform. That way, you can standardize and align services across countries. We also do this with another product, ModelBank.
This covers 5 different countries where we're only a digital bank. And here, we see the update of all these programs, and we can discuss it later in further detail. We've also given a further explanation on this with our quarterly figures in order to explain what the where we stand in terms of this investment program. Right. So I've talked about strategy and how we serve our customers.
But at the very beginning of my presentation, I said that our purpose went beyond our customers alone. Our customers and our purpose is that we want to make sure that everybody can stay ahead of the developments, both in their personal lives and in their business lives. I never said that our customers should stay ahead of developments nor did I say that it's all about financial services. No, our purpose goes beyond that, and we see that reflected in the way in which we deal with sustainability. You know that over the past few years, CDP, Dow Jones Industrials, Fuji For Good, always ranked us in the top 2, 3, 4, 5 globally in terms of our sustainability policy.
But we fine tuned it even further. In our sustainability policy, we clearly distinguish now between our operations in which we create a self reliant society, self reliant people. And on the other hand, we're trying to reduce our footprint. But in a self reliant society, you would think of initiatives such as the Think Forwards initiative in which we work with large technological companies, Dell, E and C, you mentioned data, but also consumers' organizations, academics, regulatory organizations worldwide in order to see how we can develop applications in order for people to get a grip on their finances. So that people become self reliant in a world in which the government is withdrawing, is not providing as much help.
So we're looking at how we can constantly inform people, make things clear and understandable for people. With everything that is changing, we need to make sure that people feel that they can control their own financials. This past year, more than 25,000,000 people have been given this feeling of self reliance, of control, understanding their financial situation. That's one of our goals. The other goal is reducing CO2, our carbon footprint.
We indicated this past year that our lending to electricity companies using carbon that we want to reduce it to 0 in 2025. We're doing that. We have our commitment to customers, but we're not engaging in new business with these companies anymore. And we are also lending to projects: solar energy, wind energy. €14,000,000,000 is what we have outstanding in these projects now.
So here, we are also making headway. And our sustainable assets under management amount to €4,800,000,000 Last but not least, talk about the future. Well, this is about working in a different building. You may know that building in the southeast of Amsterdam, we're going to leave our old building, a very interesting building that we have, and we're building a new building because that's where we belong in the southeast of Amsterdam. We're building a head office there, but it's much more than a head office.
We are building a campus. A campus is an environment that is accessible, where everybody should feel at home to work. Fintechs need to feel comfortable at home to work in that building, but also academics, universities will have to feel comfortable in sending their talent to us. We really want to create this campus, making sure that we attract the talent that we need in the future in order to make us a bit better every day. So that's all as far as looking towards the future.
Thank you very much for coming again. But before I give the floor back to today's chair, I would like to thank the employees of ING. Once again, thank you so much for helping us achieve this performance. Thank you.
Ladies and gentlemen, that was agenda item 2A, the report by the executive board as well as 2B on sustainability. Those were the introductory speeches. Now we have some additional speeches before I open the floor to questions and comments. Now 2C is the report from the supervisory board. And I'm referring to the annual report.
These supervisory reports met 9 times in 2017. Important topics included the acceleration of Think Forward
that
Ralph was just talking about. So the entire program about the strategy combined with extensive technological developments and corresponding transformation for the organization, additional capital requirements and so on and so forth. We also spoke at length about sustainability, internal audits, risks and risk mitigation measures as well as the developments in the regulatory landscape as we call them. The supervisory board committees discussed a wide variety of topics comprising the interests of ING customers, excuse me, says the speaker, and other interested stakeholders, quarterly results, corporate governance, risk management, aspects concerning human resource policy. We also discussed the culture and desirable conduct within ING as well as supervision related costs.
Now on to agenda item 2d, that's the remuneration report. And I'll give the floor to the Chairman of the Remuneration Committee, Henk Broglink, over to you. Thank you, Mr. Chairman. As you know, the remuneration policy concerns remuneration below the medium as adopted in 2010 by the AGM.
And in successive years, the supervisory board indicated both in the annual report and here that they intended to implement that policy when circumstances allowed since the state aid has been paid back over 3 years ago and the bank is thriving, the time seemed right. And that's been taken into consideration in the appreciation that shareholders stated on various occasions, both concerning ING as a company and our CEO. The proposal was to be addressed and voted on at the AGM. And but there was so much turmoil, as the Chairman indicated, that we've decided to withdraw the proposal. So now we'll discuss at length the bank and capital and taxes as well as remuneration.
As the Chairman said, there's no level playing field in Europe. But if we don't keep up, we'll lag behind. What are the implications and how the different stakeholders view this? We'll start by talking about this before presenting a new remuneration proposal, which means that in the meantime, we do not have a new remuneration proposal in the making. As for the present remuneration proposal and the performance by the ING in 2017 and the personal achievements by the executive board, the decision is to allocate the variable remuneration to the executive board members.
The performance of the executive board members has been assessed based on financial and non financial performance criteria. And generally, performance slightly exceeded predetermined targets, which has carried over to individual percentages of approximately 17% for the CEO, approximately 13% for the CFO and also approximately 13% for the CRO. As for the CRO, this concerns the percentage for his period as member of the executive board. The remuneration distributed for 2017 to the executive board and other fringe benefits appear in the remuneration report for 2017. Ultimately, after withdrawing the proposal originally presented to the AGM concerning adjustment of the executive board remuneration policy, the decision is to raise the fixed salary of the CEO on 1 January 2018 by 2.2 percent to €1,750,000 The remuneration report reports the CEO pay ratio for the first time as recommended by the Dutch corporate governance code.
And in 2017, this ratio equaled 1 to 33. That was my explanation. Thank you, Henk Brogink. Now I'm going to open the floor to questions. So questions about the items just covered.
Questions to the auditor will be addressed later, so not in this round. We aim to cover these questions in about 80 minutes. The idea being that we take 2 or 3 questions at a time and then answer those 2 or 3 questions, giving those seated at the Board tables time to think and enabling us to distribute the questions. In some cases, we may answer a question immediately as needed. Please take your positions at the microphones and could we have a bit more light in the audience so that we can see who is at the microphones?
Yes, that's much better. Could we have a bit more light? Perhaps this is the ING's energy efficiency effort. Thank you. So I'll start in the middle and after that I have a secret protocol about how I transition between microphones.
You'll really get your turn provided those asking questions before you were not too verbose. Let me start with microphone 2. Please state your name and your affiliation. So on whose or which is behalf you're speaking. Good afternoon, Mr.
Chairman. I'm Hans Soberfeldt. I work at PGGM Investments, and I'm speaking on behalf of our customers, including the Care and Well-being Pension Fund. I'm also representing Enen De Gruyzerfruzegren, Mensis Achme and APG Asset Management at this meeting. I'd like to highlight 2 topics.
The first is remuneration. That's a hot topic and is extremely important to our customers. As I'm sure you know, this is not a secret by any means. We support a very moderate remuneration policy in general in the companies where we invest so that the fixed salary should be a reasonable compensation and the variable remuneration should be extremely limited and should address only outstanding performance, both financial, social and environmentally. And you've set a maximum of 20% for the bonus and that's stipulated by law as well.
Now system banks, you mentioned in your introduction that system banks are a special case and we think it's important for you to consider that. See the interview with Mr. Knut in the Volkskrant, mentioning the role of systemic banks in society and noting the risk that despite the increased shareholders' equity in the future, there may be a need for government aid. And according to Canute, you can never have a 100% private company. Next, what we saw after the proposal that was withdrawn in the end.
Yes, that does impact reputation and that really matters to our customers because we aim for long term value creation. We have customers whose pension will be distributed today, tomorrow and in the 30 years ahead. And we aim to consider long term value creation to consider not only shareholders, stakeholders, but as you mentioned, we as shareholders are fortunate that we're able to share our views at the AGM, but there are other stakeholders that also matter. Every shareholder will argue based on his own market perspective and you need to strike a balance between all those different shareholders. That's the challenge.
How many questions do you have? I'm getting down to the crux of the matter here. I have 2 things I'd like to bring to your attention. First, we urge you to consult at length to set the remuneration and as stakeholders and ING shareholders in the next year during the official consultation round, we'd like to communicate with the ING. And as you showed in your presentation, Mr.
Hammers, the Net Promoter Score is an important standard for your customer satisfaction to continue publishing. And Mr. Ooperfeldt, we're not here for extensive commentary. It's about your questions. Okay.
Now my specific questions concern sustainability. We request that you indicate how your value creation model will quantify how SCG11 and 12 those are decent jobs and how you expect to also assess your impact in sustainable output and what you hope to achieve in achieving a carbon free economy, you say until 2025, will this be a satisfactory contribution or do we need to accelerate this? And are your social stakeholders satisfied with this course of action? Further science based emissions reductions target, how will you ensure that the 0 target is attained? Thank you for this lengthy expose.
Now on to microphone 3, Mr. Vandefeer. I have very brief questions. Why is the ING Pension Fund outperforming the individual that just spoke representing all the pension funds? Another very brief question.
Has Mr. Valjos already congratulated Mr. Timmermans? Now a substantive question. It may sound a bit blunt and harsh.
How is it possible that the ING is being made to look ridiculous once again by the Ministry of Finance because of that disclosure of the intended salary increase in shares for Mr. Hammers. And it was welcomed with consent. Same happened with Mr. Holman.
Public there was a public backlash. And then the politicians immediately changed their view like chameleons and Mr. Hammers as Chairman of the Executive Board is tarnished because of the entire course of events, if not seriously tarnished. And that's unfortunate the ING took a beating as well, but especially Mr. Hammers both in the Netherlands and abroad.
And I think that you as Chairman, Henk Breutting, on the remuneration committee, why didn't you sound out several people who could have notified you about this in advance and you don't have to use Soviet practices because a politician was left behind there. We could have simply explained that over a nice cup of coffee And that's really a shame. But I believe that there was some reporting to the Ministry of Finance. You don't have to answer that one, but I know the drill. We've been there, done that and I think that's reprehensible.
That's what I wanted to tell you. This was Mr. Frome de Boss. I asked you to state your name, but we know your name. I'm Mr.
Frome de Boss. I'm a private shareholder. I'm speaking here on my own behalf. I could also speak indirectly, but I am a direct shareholder. And you've spoken here every year and the years before that.
Now a brief question, Mr. Timmermans congratulate you. Wait a moment, Mr. From the boss, you'll get answers. Chairman, I'm Lilian Renze, and I represent the alternative ING Shareholders Meeting that took place outside.
I'll only take a brief moment because I see a lot of people wondering what this Socialist Party member wants with my with the 4 shares I'm proud to hold. Yes, I am proud to own 4 shares representing the Socialist Party. And I'm here to ask you a favor in the interest of the ING, but especially in our common interest. In recent decades, ordinary people have hardly advanced at all. Mrs.
Marien said a motion of order, we asked you not to record on video and you agreed with that. Okay. Would you please stop over there? Thank you. Yes.
Sorry for interrupting you. No problem. We just had the alternative ING shareholders meeting and there was a healthcare staff member working in a nursing home who hasn't accounted the ING as a consequence of the recession. Tens of thousands of her co workers were made redundant and the work pressure increased. And there was a crane operator who had to continue working way longer than he expected and he had no idea to do.
Then we had a cleaner who cleans the item and G premises with a passion every day. And he told me how long he would have to work to make 3,000,000 and he would have to continue working for 120 years, which means that he would have to continue working until 2,138 to earn 3,000,000 dollars So what I'm trying to say is that a lot of people see and feel day after day that they're expected to do more, but keep getting less in return. And the differences are increasing. The gap is widening. And people are starting to despise not only the high salaries of senior executives, but they're starting to despise the system as a whole.
And I was amazed that the Supervisory Board Chairman, in fact, continues to defend and support the pay raise saying that people should receive top league pay despite the survey by the Erasmus University last week indicating that this doesn't work. The lawyer at Loken demonstrated that those exorbitant payments for top executives damaged the company over the short term. And he proposed examining the rest of the firm when you consider salaries. And that's my appeal and those are my questions for today. Let's go for an alternative remuneration policy and the $3,000,000 should be off the table and the pay raise of the executive board members should be linked to pay raises for the employees by covering everybody in the same collective labor agreement.
So there will still be options for differences because everybody knows that people make different rates of pay, but let's keep the balance reasonable and fair. And let's make the ING a bank we can be proud of again. And let's demonstrate that we have learned things from the recession that will benefit the ING and it will benefit our country as well. Thank you, Mr. Maraims.
We've had 3 speakers. We're going to start answering the questions. Let's see if Henk Broking is ready because I think we can cluster the questions from all three speakers about remuneration and then we'll see what else we need to answer. I think that I've heard 3 questions. One asked briefly via the investors, one by Mr.
Van der Bosch and the I'm not sure I heard a question from Mrs. Marines, but I'll try to answer it anyway.
To Zuka and from the East.
What I understood from the first question was an appeal for an extensive consultation. I think it's good to explain briefly how we did it in recent years because you might say that this time the consultation was rather brief and superficial. And the reason is because for years, as I explained in my brief introduction, we explained our view. And at those opportunities, we already inferred the sentiments among the different stakeholders. As for the question or the request, I said we're going to listen and we'd certainly like to hear more from you.
The second question from Mr. Boss concerned the extensive reputational damage that transpired and couldn't we have listened more and there were also some remarks about our interactions with the Ministry of Finance. I do not think it serves any useful purpose to highlight 1 stakeholder or a few stakeholders in particular if we're trying to see what happened based on the proposal that we envisaged. I think as supervisory board members, we need to conclude as we specifically formulated that the support turned out not to be present and there was a major uproar and we apologize for that. In no specific sequence, we apologize to our employees.
We apologize to our customers. And we also apologize to other stakeholders
who
may have felt that we had betrayed their confidence a bit in our actions. I feel no need to elaborate and I was not requested to do so either on the relations with one specific stakeholder. And my reply is basically the same as my reply to the first question. In previous years, we have certainly listened at length. And we were a bit dismayed at the response from several sources.
And that's why we decided to withdraw the proposal. My only response to what to the statement by Mrs. Marines is as follows. There will be an interest and there is increasing interest in the internal relations. And as far as corporate industry remuneration is concerned, I agree with you on that.
I'm not talking about the pay raises. I'm talking about the ratios. For example, comparing the CEO's pay to the average employee's pay, so the pay ratio. And FYI, I'd like to tell you the following. I have a list in front of me ranking all companies listed on the Amsterdam Stock Exchange based on pay ratio.
And the highest is at 292 and ING is near the bottom at 34, somewhere between 31 and 34 depending on whether or not you take the proposal on board. So I'd like to put paid to the assertion that we're in an extremely high league. Now some of the questions will be answered by Ralph. These questions relate to the sustainable development goals, the SDGs, and our ambition to reduce carbon use in society. SDGs aim for a self reliant society, and we assess that same way we assess empowerment.
That's a survey where we ask people to provide feedback about how they feel. And the of those of that 25,000,000 that we've attained, we're trying to get to 100,000,000 dollars thanks to the Think Forward initiative. Now SDG 12, there are 2 aspects that come into play there. The first concerns our own footprint. What can we influence in the company that we run based on the energy that we purchase and the buildings where we operate and the paper that we use to meet the scenario of 1.5 or 2 degrees less, that scenario.
We're entirely focused on that. We aim to continue reducing energy procurement and to become entirely green by 2020 in all 40 countries where we operate. That's no small challenge because in some of the countries where we operate, renewables are not readily available. But we're committed to this goal. In addition, the head office and the campus that I just presented, That building will have the highest sustainability rating level outstanding.
You don't need to memorize that, but it will be entirely self sufficient in terms of the energy consumed. That's our own footprint. As a bank, however, and I think that's been mentioned too, we have an even greater influence as you shareholders influence us. We can also influence our customers in terms of the loans that we grant and how can we enhance our indirect influencing powers. We do that by developing various products and issuing green bonds as well as designing loans with interest rates that depend not only on the credit risk, but also on sustainability rating of that company.
We've done many of those in the past year, including with Philips. Those are products that we designed ourselves and globally they're in great demand at present. However, the next question is how are we going to measure improvement in that indirect footprint or in any case a decrease. And that's quite a bit more difficult as you know. There are many companies and many scholars and NGOs at work to achieve that.
The first step is to obtain the right data. And if we're talking about large oil and gas projects, that's not so difficult. But if we're talking about the whole kit and caboodle of SME entrepreneurs, that's much harder because they don't disclose that information and probably can't even measure it. So we're talking with NGOs with the 2 degree investment initiative and we're talking with colleagues, first of all, to get reliable data. We're already working on some reports because we think that ultimately, if we simply get down to brass tacks, we'll get closer to the truth.
But the assessment methodologies are not entirely reliable yet. So where we can do what we learn on the job and we're all committed to this. We're very serious about it. Now, Mrs. Marijnes, during the deliberations in the House of Representatives, the question was asked as to why the senior executives at ING are not subject to the collective labor agreement and that concerned the Dutch collective labor agreement.
And I can certainly understand why people wonder that. But I basically answered that 70% of our employees come from abroad and may not understand the logic of adhering to the Dutch collective labor agreement. But with these senior executives running into a problem, you have a head office and you need to retain that international composition. It will become increasingly international as well. So the issue of remunerating those seniors' executives based if you apply only these collective labor agreement from the parent country, that's extremely complicated if you're trying to put together a bank that as Mr.
Hammers described in his introduction. I'm going to move on. I feel sorry for the people, a full queued up at microphone 1, but I'm going to move on to microphone 5 and then another one and then back to 2. Good afternoon. I'm Mr.
Sadeghi. I hold only one share, but I have not had any relationship in terms of the duration that closely approximates my relationship with ING or ING's predecessor, the Postbank, because I feel a very strong principle and sense of loyalty. You don't switch banks easily because a bank is like your dentist and your football club and your hairdresser. I don't have to convince you that you don't just go anywhere. Now the question is whether Mr.
Hammers will remain that principled and loyal. We'll never find out. Maybe it's my fault, but the person who rose through the ranks through the ING has said nothing about his future. So we're still in the dark about that. But we do know how strong the principles of the Supervisory Board are because on one day when Mr.
Hammers was promised a 50% pay increase, 5 days later they reversed that decision, which was even substantiated. I went for it. I could understand it. The Champions League, we want to keep them here. So if Mr.
Hammers is tempted to switch to Enyesta in Barcelona, I can blame only one group because they have he follows the example of player Iniesta and goes to Barcelona because these people were unable to persevere in their own justification. My question is, how long are you here that Mr. Hammers will go? We know that's just a matter of time. But we know he'll be leaving.
Do you know when, what time, what circumstances? We'll answer that later on. Microphone for Max Munko. I'm retired from the Heineken head office and I'm a former municipal council member. I'm speaking on my own behalf.
My question was when there was the state merger of the ING, was there any official record that the remuneration would be subject to a maximum? I didn't find that anywhere. 2nd, we're talking about remuneration. What about the ING Capital buffers? Are they going to be increased gradually by 10%?
What's the story there? And I have a few more questions regarding or to Mr. Hammers, congratulations on your stellar performance. Kudos to you. My question is you're going digital.
That's wonderful. How do you explain the redundancy of 2,000 We can get a cup of coffee and talk to us later. Ask for the number of customers that's increasing at the ING. Excellent work. What's the ratio between the number of customers and controlling money laundering practices at the ING?
Thank you. Money laundering practices. Yes, we got that. At the ING, that is an issue. You're getting new customers.
Okay, that was it. Mr. Espana? Yes, I see I have a fan on the board. Mr.
Espana, for your minutes. I'll start by reading by quoting a section of what you said in 2,009 when you left Shell, Mr. Von der Feer. You were still the senior executive. And in a speech, you said, if I remember correctly, you not have done better or worse if he said that's you had earned 50% more or 50% less that you said that in 2,009.
Do you have amnesia? I'd like you to answer that because you stated that phrase yourself. And second, on committees, there were 2 politicians, Jan Peter Balkanend and Hans Weyers. And Jan Peter Balkanend was really in trouble when the ING had a problem in Hans Veyers, also knows the political drill in The Hague. Didn't they say, okay, Jodun, don't go there because you'll have to pay the piper?
And did you simply listen and forget what was said? Why didn't you take that seriously? Because I can't imagine that young Peter Bolkananda didn't warn you because he's a man of integrity.
I think it's time to proceed to the answers. Okay. So first, the question about the capital buffers. Mr. Broking can give it some thought that way.
Koos, could you go ahead? So if we look at the capital buffers of ING, we have 14.7%. That was our core Tier 1. And as you most probably know, about 10 years ago, it was somewhere around 5.4%. So those buffers have been strengthened.
Are we happy with the numbers? Answer is yes. Is anything going to change? But Basel IV says that we have to measure things in a more stricter way. So as a consequence, there will be some modest capital that we will have to generate.
But it's not that substantial. We can take our time. But in house, we are quite pleased with the capital buffers that we have in place. Concerning your question on IT staff, well, when we have a program always, when we have a program in which we need to transform the company, we always offer our employees to follow a retraining program. Question is whether you can really retrain every employee.
And in the case of these IT staff members, concerned skills that not everybody could learn. So that's where everything comes to a standstill for some people. And we try to find other opportunities for these people outside ING. But there are quite a number of people that stick with ING and retrain for a different job, and we're very pleased with that. Speaker?
But if as a bank, you have a strategy. Every so many years people leave the company. And the people that you still have in place have to be available to fill in the vacancies. Mr. Hammers?
Yes, of course, but changes in technology, come very rapidly. Some people can't keep up simply and others can. And you're quite right. We have to anticipate on these developments. We have to anticipate, and we do that.
We do everything in our power. And in the Netherlands in any case, everybody has to make a plan in terms of how he or she sees his or her career develop. So everybody within ING knows that if you want to follow training, it has to be relevant for your career within ING, but also outside ING. And a question about money laundering. First, Henk, and then we'll come back with the money laundering.
Okay. So two questions. I had two questions. The first one was about how principled this supervisory board was in taking the decision on whether or not there are any temptations for our CEO. With our supervisory board, we don't think in terms of principles nor do we think in terms of attractions or not, whether it concern the CEO or others, to be quite honest, it's quite irrelevant.
And why am I formulating my synthesis in this way? This is because we consider it our duty in terms of the senior management of the organization to offer remuneration in conformity with the policy that we have agreed on. And this policy, well, I can repeat it endlessly here, but that way I would bore you with the systems and things, and I'm sure you don't want that. But that is the reason why, ultimately, we came up with the proposal that we came up with. There's nothing principled about it.
There was nothing principled about withdrawing the proposal. In fact, as we said time and time again, the commotion and the upset in several parts of society, I can add to that, particularly, if not exclusively in the Netherlands, but it was so considerable that we felt it was no longer responsible to pursue this because possibly it could lead to further reputational damage or other damages. And as a supervisory board, we didn't want to take that responsibility. That is the reason why things transpired as they did. And in answer to the question of the gentleman who was at the back of the room about capping or not capping remuneration, indeed, after repaying the state bailout formally, we did not have a remuneration cap.
But upon request of many parties surrounding us, so called stakeholders, upon their request, we have talked about a moderate or a controlled policy in terms of remuneration. Controlled. You may have your questions about controlled. But if we're talking about controlled, what who would be our peers? How would we compare ourselves?
Well, at the time we said, okay, upon request of many, let's not compare ourselves to the financial sector because the idea was that remuneration was much higher in that sector than in others. Why don't we compare ourselves to the Eurostoxx 50? 50 European companies that we can benchmark ourselves with. And at the time, we said okay. Let us then also agree that a controlled remuneration policy to us would mean that in no case went up over and above the median.
In other words, we've established a policy that would remain with below the median and that was also the basis on which we ultimately made the proposal that ultimately we withdrew. So also with the increase that we had increased, we would still be below the median with about 7 percentage points. And that is our interpretation of this notion controlled. And Mr. Spagnonara, I can't remember which question was for me, but I'll hand the floor back to the Chairman.
Well, the thing is I had more observations than questions, but perhaps you can summarize what your question is. Yes, I can, Mr. Broking. In your organization, you have 2 politicians, Mr. Weyert and Mr.
Bokenda. Did they not warn you? Did they not say, Mr. Broking, Hans, better not pursue that plan because it's too sensitive? Or did you think, Oh, I'm just not going to listen.
I'm not going to pay any heed to the politicians. But I don't think you're that kind of man. So I'd like to know whether or not these 2 politicians, Mr. Belkanda from he was here from the very beginning, whether they advised you at any time and what his advice was? And then second, Mr.
Van der Vere, when he left Shell, he himself said, whether I'd receive a 50% increase or not, it didn't matter because I wasn't going to work any harder anyway. That's what he said. And that was in 2,009. Or did he perhaps forget? Okay.
As far as the first part of your question is concerned, allow me to attempt to answer that part of the question. I think it's important that not only formally, as we say, that we take into account the interest of all the stakeholders. But we also make sure that our remuneration committee, but also our full supervisory board, should be able to weigh all those interests. In other words, that means that obviously, there was a very broad discussion, 1st of all, in the remuneration committee, which I chair, but also subsequently in the full supervisory board. Now that means that we were quite aware and still are aware of the fact that this was not going to be well received in all parts of Dutch society.
So that means that we were quite aware that there was a risk involved. And so we took our time. We listened carefully. We exchanged arguments. Also what you said, you said, well, I mean, you should be able to gauge the sentiment of society, true.
But there are other stakeholders and other parties that, reasoned the contrary really with just as much powers of conviction. And that meant that there were very good reasons to go ahead and do this. As with many decisions, whether they are taken in an executive board or in this case, in a supervisory board, it's all a matter of weighing interest and gauging the situation. And with the benefit of hindsight, as the English always say, you might say that perhaps we didn't act correctly. If that's what you would say, I would agree with you.
Mr. Espana, thank you very much, Mr. Belking, for your explanation. Now I'd like a comment by or a response or an answer from Mr. Van der Veer because that's what he said at his speech at Shell, did he not?
How come after so many years, you deleted that from your hard disk? Well, let me answer. Yes, indeed, I said this. And by the way, the context was an interview with the Financial Times at the time. And in fact, it was a comment with respect to remuneration that applied in England and the U.
S. At the time. And at the time, they were of a different order of magnitude than the salaries of senior management at ING. Course, when you say 50%, you have to define 50% of what? Allow me to give you an indirect answer.
And this is in line with what I said in Parliament in the Netherlands. If you look at Dutch media, very often they say, Well, why does so and so have to get an increase? I mean, they give you the impression that it was a cash increase, but there were shares that he had to hold on to for a certain period of time, etcetera, etcetera. But the essence is always so and so is not going to walk away anyway. Well, I think that's very shortsighted.
I think this is 1 third of the entire story. And allow me to help you with the other 2 thirds of the story because that is why you remunerate people at all. And this is something you need to keep in mind as a supervisory director. Everybody here in the room and just you can read the newspaper newspapers about this. Everybody always says, well, we want to increase our CLAs because we're running behind Air France.
They say, well, at Lufthansa, they're making more money. So in the market, there's I mean, it's always an issue. People are always comparing themselves. It's called the labor market or it's called in conformity or in line with the labor market. Whether you want to or not, it's just one of the premises that you have to remunerate someone.
And if you want to remunerate someone systematically in a very low way as compared to the market. And I don't know anything about football, but if someone wanted to have Ronaldo for the Jupiter League, I didn't know what it was, but anyway. But that's what I said. You must understand the idea. You have to take a look at the market.
That's the whole idea behind it. But the other two issues are just as important and particularly to the supervisory board given their responsibility. The bank needs to transform. We will have to be able to recruit people from outside. It's not that we are stealing bankers from ABN AMRO.
No, we need many more IT staff. We need fintech people. We are competing with Google and Apple and other high-tech companies. And if we can't get those people, it will slow down our transformation. And if, as a bank, you transform too slowly, you saw these pictures of the fintechs of Mr.
Hammers, you won't be able to increase your customer base and you will slow down. You don't want that. So we need remuneration for senior management in a salary structure. It's about the entire structure. We need to be able to give people shares.
We want a salary structure that is such that we can attract people from the outside. If we don't do something about that, it will weaken the bank. 3rd argument being, at ING, fortunately, we have young very young people, passionate people, And they all want to be Mr. Hammers or Mr. Timmermans or whoever here at the table just for a day.
And if they think ING pays a reasonable salary, but as soon as you become a part of senior manager that they put a stop to good remuneration. I mean young people look around and it's not in the interest of a strong bank. If you really want to become a strong bank, if you want a fast transformation, you want to make sure that you can develop your own staff, that you train your own staff, but you would always have to recruit people from the outside. Now the reason why you have a remuneration policy, well, those reasons may be much more complex than you might think if you read the newspapers. Plus, we think it's fair in an international environment.
We don't want to underpay one nationality as compared to the others. That's not a good thing, not if you want to become a strong European bank. Yes, but Mr. Van de Vier, I'm sure you also read the Financial Daily. I assume that's the case.
And it was 13th. There was a PhD at a university. I think it was last Saturday, if I'm not mistaken. There was this Belgian financial expert who says money no longer is important is no longer important for a CEO nowadays. The non financials are important.
And you are concentrating on the financial side and not on the non financial side of remuneration. I've never heard you talk about that. This Belgian financial expert said that at a CEO level, at Mr. Hammes' level, Mr. Timmer's level, at those levels, money is no longer an issue, but the non financial elements of salary are important.
And apparently, you didn't pay enough attention to that. And that is one of the reasons why young people are not interested in ING. And I would advise you to concentrate more on that. Mr. Espana, I disagree with you.
You referred to a PhD. Ms. Morenus also referred to that. But half of the systemic banks in Europe have hired a CEO from outside this sector. Of course, I mean, we're a Dutch bank.
There are just certain things that you should look at from a different angle. About the nonfinancial elements, let me be brief about that. The fact that we have a good mid level staff, of course, is something we take into account, non financials. If that means that you can drive a Maserati leased car, well, that's simply something we will not offer at ING. [SPEAKER UNIDENTIFIED COMPANY REPRESENTATIVE:] Chairman?
No, no, no, no. No, the money laundering, the money laundering. No, first a question. The first question was whether there was a document about a state agreement. That question was answered.
Your question about the study that I or the investigation of the Public Prosecution Office, ING is being investigated with respect to detection of corruption and money laundering. Is an ongoing investigation. We're working with the product prosecution office. And of course, we cannot comment on that because it's an ongoing investigation. Now I was referring to new customers,
and I
was not talking about the investigation. I'm talking about controlling risks. Well, if we have new customers, new customer relationships means obviously that you have to look into those customers. More customers means more research, more studies. And we're working on worldwide programs in order to align these investigations or these checks.
And of course, we're improving the systems on information about the customers. And third, we also look at transactions that they engage in. We try to look for tools such as digital tools in order to get a better impression of those transactions. Step by step, what you try to do is improve the checks and balances for customers. And you also try to it wherever possible with central banks or other banks to see whether you can identify any patterns across banks that these people work with in order to have a better understanding of when there's a risk of money laundering.
Thank you. Microphone number 2, Mr. Vreka. Good afternoon, ladies and gentlemen. My name is Robert Reker.
We connect you Public Affairs and Investor Relations. In 1991, Rolf Hammers and myself were hired by ING Bank International. And within 2 years, you became the best emerging market worldwide. And that meant that the bank increased its profit with at least €1,000,000,000 additionally. Ralf Hammers, at that point in time, was paid according to the bulk of the standard.
He came from ABN AMRO, bank you stole him from ABN AMRO. Now Ralf probably thought, well-being the best emerging bank Markets Bank, that's a good thing, but I'm going to go one step further. We're going to I'm going to make it a best global market bank. And he made sure that ING is in the top 5 of the most sustainable corporates in the world, over and above Unilever, Shell, anything that is sustainable, over and above the Triadust Bank, for instance. And that is worth €5,000,000,000 And the top CEOs in the Netherlands make, on average, €10,000,000 which is 50x the Balkan ender standard, the prime minister standard.
The good thing about ING is that it's very thrifty, and Mr. Balkanender knows that. Mr. Hammers is at 10 times this Balkaneda standard. It's penny wise, but pound foolish.
Elie Lena has said nobody's well, you say nobody's leaving out of senior management, but Eli Liners went to UBS. And I understand that he doesn't have a senior management position there, but he makes €5,000,000 a year. You will know whether it's true or not, but that's what I heard. Rolf Hammers also keeps an eye on innovation, sustainable innovation. ING is going to make a lot of money with that.
If when I talk to him about the rainmaker, things like that, he really likes those ideas. And he also likes my ideas about Vaca Vaca and chair heating. And even the Vatican asked him to for advice, which is very important for all of us. And you want to have 1,000 real estate units with solar energy. When I send an e mail to Ralf Hammers, he answers me immediately, and that's very important.
Other banks in the Netherlands, Rabobank, Triadust Bank, they seem or are perceived to be the most sustainable banks, but they are not, particularly not at a global level. How are you going to improve your communication in that respect? That's my question. A side effect is that Jeroen van der Meer, fear came from Shell, which was a very polluting company. And now he is working for, along with Mr.
Hammers, for the most sustainable bank in the world, which is which deserves a compliment. You moved from fossil to very, very environmentally friendly. So I will be giving you a Waka Waka, which is the crown jewel in sustainability. And next year, you will want to have it in orange. So wouldn't it be wonderful if it became the Royal ING?
Royal ING would generate a lot of additional money. Now two other issues, cybercrime. What is the percentage of the equipment at IG is Apple equipment? Because Apple equipment isn't as easy to hack and people are much more productive with Apple equipment. If you don't have Apple equipment, you'd be penny wise pound foolish.
And furthermore, Mr. Hamas, you don't know what kind of travel insurance you sell. If my iPhone is stolen or my glasses are stolen, I'm going to leave to the Philippines in 2 days' time, I will get €600,000,000 at ABN at ING. I would only get €500 You probably don't know that, but you can correct that very quickly. I already said that it's important that I receive a proper compensation.
So in short, we're here someone here with someone from the Boca Ender standard. We have a CEO. I think that we should look at the market value of Mr. Hammers. And if you benchmark him, his value would be between €10,000,000 25,000,000 And I'm not saying that we need to pay him that much money.
But if you look at his peers, that would be the normal salary level, Chairman. Thank you. I'd like to move to microphone number 3. Good afternoon. My name is Elie Baudewijn.
This is the first time I'm attending an AGM. I'm a shareholder, yes. And actually, I'm in two minds here. I'm a banker's wife. So Mr.
Hammes' social world is mine. I also have a job, not in the bank world, in the banking sector. So I know what goes on. Mr. Van der Voehr, how should I say?
What you just said was what you'd said before. We'd heard it before. In other words, this commotion in society is something you apparently have not really understood because you read out something that was written for you. The senior management here apparently doesn't understand why society feels that way. I thought it was shocking I wasn't intending to take the floor because I thought I'll just sit here and listen.
What I would like is that Mr. Broking I would like Mr. Broking to tell us how you're going to connect with society because I haven't really heard that, not in your answers to previous questions. You said you're going to evaluate things again. Mr.
Van de Veer, you're an old fashioned man. The sustainability, I'm sorry to say this, but sustainability, converting that into money, the new generation, the technical engineers, booking.com and the likes are no longer interested in that. In terms of salary, they want a salary that will allow them to do some shopping and things like that, and they don't want 1,000,000 and 1,000,000. You won't be able to recruit them. What is your question, please?
Well, my question is, I would like to offer Mr. Brokke one more thing, one more thing. Mr. Hammes, I understand that you have a hobby. And by the way, I vote for the Liberal Party, VVD, and not for the Socialist Party.
Your question, please. Yes, Mr. Hamas. Being a referee on the hockey field, that doesn't give you a connection with society. My question to Mr.
Proking, Mr. Weyers, I actually, what I'm asking you is to allow me to have a cup of coffee with you. So next time you have a proposal that I show you the other side of the coin, please listen to society. Microphone 6. Yes, Mr.
Vande Vier. Good afternoon. I arrived in the second half of football term. I'm sure that you're familiar with that. Very often at AGMs, we talk about football, about Ajax.
There were a lot of people at Ajax. And at the Ajax meeting, AGM meeting, we also talked about remuneration. I think that you stood your ground in parliament with all these savvy people. The thing, Mr. Van der Feer, is that a 50% increase, obviously, that was only the start.
That was only the beginning. It's not a bad thing. But hey, you should have talked about that. The first part of the novel was interesting, 50% increase. And the second part of the novel, you didn't write that part.
And of course, we can't read it. Because don't you think that in the back of the minds of the supervisory board members, and that tends to happen more often, nothing wrong with that, that there should be sort of that would should be in sync. Their mind should be in sync with the remuneration. Or don't you think that this was a way to develop an increase for themselves over the next few years. I suspect that, that is what you were thinking of.
Well, out of suspicion, I don't know. It may be something you might have been devising yourself. We were talking about PSV and Ajax. Remember last time we talked, it was in the same room. You said I can't compare PSV with FC Eindhoven.
You'll be able to read it in the minutes. And now you are comparing Dutch athletes, Dutch banks with American basketball players, with Cakolo Neill. Well, they're different orders of magnitude. Why do you do that? Of course, you may say, well, yes, we have to be sustainable.
We have to be innovative. But I'm convinced, isn't it strange, I'm convinced that Ralf Hammers will continue to work for us even if he makes 500,000 less. It's a question which concerns his conscience. And I would like you to pass on this question to our CEO. I find it very difficult to count to 3.
I thought as much and that is why €50,000,000 was so exaggerated. Mr. Van der Feer, let me start with the questions raised by Mr. Freike. Well, that was a mixed batch of questions.
First of all, I'll give the floor to Ralf and then Henk and I'll answer all the questions about all the remuneration aspects. Yes. As far as Robert Freitas' question is concerned, sustainability is not something we do just because. We do it because we believe in it. And that's why it's enshrined in everything we do, and that's why we're so proud of the performance that we've achieved.
But perhaps given the fact that people are not so familiar with our performance, perhaps we should communicate it better. So thank you. We'll take your advice at heart, and I'm sure it's something we will continue to discuss. The other I don't think there are any other questions. Ms.
Baudewijn, I'm not a referee in field hockey. I'm sorry. I'm a referee, a linesman in football. True, true. And I feel very much at home, and I do connect with society there.
Ms. Baudevein, I heard your wishes were not going to answer, but please don't pigeonhole people. I don't think that's a good thing. Yes. With your Chairman, I would like to respond to what Ms.
Baudouin said, if you allow me. The reason is that I can that I understand that this is the way you would formulate what you formulated. Why is that? As long as we continue to talk and people comment on the substance of the proposal that we made and then withdrew, as long as we do that, there will always be a temptation here at this side of the table to continue to explain. And that may give you the impression that we're explaining things and that we still believe that we're right in making that proposal.
I understand that you may think that, but that's not the idea. The our intention is to reply to your questions and give you substantive information. Of course, it's very tempting for those people who ask those questions and to comment on those questions. I'm not a Chairman, so I shouldn't be doing this. Nonetheless, I think that we should wrap up this subject in the sense that I would like to highlight once again that we and we also understand a few here at this meeting that we are once again explaining our position, that you may get the impression that we never learned anything, that we're not really taking at hold what emerged.
I think the bottom line is this afternoon that we saw that there was a great deal of commotion. For that reason, we withdrew our proposal, and we are once again going to listen very carefully and reflect on the matter. Now this is something we are still discussing with each other, so I can't answer your questions as to what we will be doing now, but we are going to reflect on the matter, and we're going to discuss it as broadly as possible. And I hope that you will take my word for that. Thank you.
[SPEAKER UNIDENTIFIED COMPANY REPRESENTATIVE:] Okay.
In all due modesty, I asked you to transfer a question from me to Mr. Hammers. Two people have had the floor. But the people who want to know the answer did not hear from this person. Perhaps you could ask Mr.
Hammers again to answer the question. The supervisory board is responsible for remuneration. I'm not going to hand this question over to Mr. Hammers. Then I have a second question directly to you.
I understand that you have an excellent defense line, and I certainly respect that. That's very well formulated. Okay, so I have to put the question to you. Do you think that money is a driver to do your work well? I'm sure it's already mentioned.
Is money the true driver or is skill, expertise, drive, passion for the occupation, a reason to do your work? That's my question to you. Well, perhaps this was before you entered the room. I explained that there are several reasons for a remuneration policy. And it's not only whether the CEO is paid according to market practice, there are other aspects as well.
And if you think about it, ING does not considerably consider exclusively the financial aspect. There are many different factors. The supervisory board considers all those different aspects that come into play. The remuneration committee chairman has already explained the composition of the remuneration policy. And I think there's little purpose to exploring your question in greater depth here.
Why don't you think it serves any purpose? Because we've indicated that we consider a great many different aspects including non financial ones. We made a proposal just as Mr. Brodink explained, even that proposal was not even submitted for your approval. It never got there because after 5 days, we withdrew the proposal.
And we explained that then and we explained it this afternoon again. I'm asking you a moral philosophical question, not about numbers, not about amount, not about remunerations. I'm asking you a moral philosophical social questions and you have not answered it thus far. You will. No, I said other aspects come into play in addition to financial ones.
The answer is yes, and that's at the discretion of the supervisory report. Well, Mr. Von der Feer, you're in charge. I'm just an assistant. You can ask your question, but I can't deliver lecture on it.
I'm not getting an answer to a particularly legitimate philosophical question. Well, perhaps well then perhaps the Chairman of the Remuneration Committee could help me out here, Hank. I don't think the Chairman of the meeting needs any help, except that this debate is extremely challenging because there's no start and there's no end to it. And getting an answer to that philosophical question probably won't truly move the process forward as we envisage it. Well, perhaps if you like to continue philosophizing about it after the meeting, that sounds like an offer I can't refuse, but I don't think that it will be conducive to clarifying where we stand now and how we expect to proceed.
Well, it won't help you and the supervisory board. I can tell it's an uphill battle. Okay, but I'll accept that I won't belabor the point. You have provided and in my view deeply inadequate empirical explanation and I'll have to make do with it. Well, I'm happy that you judge me as somewhat inadequate and barely passing.
On to Microphone 5. I think that somebody has figured out that if nobody is standing at microphone 5 and if all three people are standing at microphone 2, you can switch to a different microphone. I'm Andre Jorna. I'm speaking on behalf of the Association of Stockholders. Yes, Mr.
Chairman, this is this deviates from standard practice. It's about making a beeline for the microphone. I hope that we won't run out of time with all these people eager to ask questions. I'm always amazed that people who walk in late are given the floor. If they're not registered on, but they do arrive on time, they never get the floor.
That's my first remark. My second remark is that I'm delighted that I'd like to step in about that soon, but not yet. I'm happy that not all political parties are purchasing shares. So we'd have the entire House of Representatives here and then everybody could express their political position and that would simply not be right for a shareholders meeting. 2nd, people should not make lengthy statements, but ask a question and I'll try not to fall into that trap as well.
If I look at the word digitization, it appears on almost every page. And that's what my question today is about. Do you expect that digitization will give you a sustainable competitive edge? You're now at the Vanguard, but even at the ABN, I can get an online mortgage, I can do everything online there. Aren't you worried that the big league players such as Alibaba, don't you think that they'll use their standardized platform to emulate your products and drive you off the market.
And then you'll switch from being at the vanguard to being a victim and can worry about a takeover attempt. How do you feel about that? At the Randstad AGM and others, we noticed that they value clicks and bricks. Rabo is going to introduce a new type of mortgage and Randstad thinks that the job placement cancellers still serve a purpose because when you take out your first mortgage, you want somebody to guide you and often that won't work online. So there's some products where you need to consult.
In Belgium, you have 14 welcome offices. I don't think that's enough to meet the needs among people, especially the elderly. How do you feel about that? As for digitization, as we saw at the Deutsche Bank, JPY 24,000,000,000 that entire balance sheet total can disappear by tapping one key. How do you protect yourself against these errors?
And I'd like to refer to the investigation by the Public Prosecution Service Economic Crimes Department as well as organs in the United States that reveal that the internal checks and balances are not foolproof and you're subject to very rigid requirements. Well, now that we've got the socialist party in here anyway, you mentioned the level playing field that's getting in your way, the regulatory costs and the banking tax. You keep footing the bill. That's how you see it and maybe you're right. But perhaps the party would do a good job lobbying for you in politics because they might be able to handle the Daeselblum surroundings just as that happened with the dividend tax.
So don't let that withhold you. The socialist party is there for you. As for having mortgages in Basel IV, that's another thorn in your eye. You see that often mortgages are shelved or sold by many companies. Have you thought about that?
You could combine your old mortgages and cash that out on the stock exchange? Okay. And then the very unfortunate fact of the Public Prosecution Service and the Economic Crimes Division. In your annual report, you mentioned that that will seriously impact results for 2018. Well, considerable is always a matter of opinion.
I'll say more about that when we hear from the auditor. But do you agree because the Economic Prosecution Service said that if there is a settlement, the requirement will be that unique to visualize all future integrity aspects for the government and the public prosecution service and who else. But they also want to consider retrospectively everything that happened. Four cases are pending to exemplify certain types of transactions. They're not even taking new complaints.
There's procedure 12 and some people are already addressing the European Court of Justice because the public prosecution service in the Netherlands won't take it anymore. Bond holders in the U. S. Are approaching the Securities and Exchange Commission and complaining that you didn't report this in your prospectus. There's trouble everywhere you look.
And my question is, do you feel that you're in control? And aren't you worried that if people look back or if you look ahead, you may wind up with a trustee supervising you? And there's far more because after the first complaint, you issued a signal. The Russian authorities, the Spanish authorities, everybody is scrutinizing the I and J. And as you once had, they have a considerable impact too.
So those are my The last remuneration is a positive message. The VEB agrees with the substance of what Unifin Le Fear says. You have to pay a fair wage and you have to offer a wage that attracts good people and retains good people. We regret that the social antenna of Mr. Fondervier et al was pointed in the wrong direction.
But perhaps after ASR, they're giving it a try to see how people respond. Well, at ASR, it was apparently okay to do a 40% raise without anybody beeping or objecting. And you mentioned this, but given the Eurostock 50, you wind up in the Premier League and that might be too ambitious and you might be aiming too high. As for remuneration, we agree with substance but not with how it went down. We are running late.
It's already 4 p. M. So please be short and snappy. Onto microphone 4. Thank you, Mr.
Chairman. I'm Jose Fanalfa. I'm a private shareholder. I think it was an excellent move to wait until 6 p. M.
To issue the gifts and it will certainly keep things smooth. 1st, I'd like to thank the employees and former employees who worked so hard to achieve this result and I hope you'll continue doing well. In addition, I wonder whether all the turmoil that you encountered in response to the proposal for the remuneration of Mr. Hammers and the subsequent creativity with the videos, cartoons and columns make me very grateful that you managed to shake up that creativity. It also reminded me and this memory certainly puts a smile on my face.
The ING staff that had all kinds of distributed all kinds of boxes when Mr. Kiste, whose name means box in Dutch, left. These were little boxes to collect a pension symbolically. And I was also wondering, but Mr. Jorna touched on this.
By saying is this a diversion tactic? What's going on with that remuneration that you mentioned now? Because if I think back carefully and I verified this, in 2007, I asked a question about the operations and links with the Baris Bank that had been acquired in connection with Russia, the Barings Bank. And I'll wrap up on this note. I hope that you'll be in a position to answer the question about this matter.
I have a next question about the dividend tax that's being invalid. To what extent was this influenced by the fact that majority of companies listed on the Dutch Stock Exchange is foreign owned. And I believe that 75% of the ING is under foreign ownership. Next, I'd like to look to the future with Mr. Hammers based on the very recent past, where you, Mr.
Chairman, used the word context. That's a concept that's often associated with the changes that have been introduced in the past 25 or 30 years. And what strikes me from a different occupational field is that increasingly matters associated with those contextual factors are abandoned and other factors that determine the policy are emphasized. So I believe that the remark that the methods as a bank need to consider that when you're banking for the large companies. So can you tell me whether the dividend tax process supported your decision?
But perhaps that will surface after you talk about the active public administration and yes, public administrative disclosure. And there's also a different point of departure for putting the bill that SMEs have to pay and are subject to a 10% premium, everything becomes more expensive, inflation rises and the employed Dutch people and those who work may be all right, but the elderly who have to manage other social security compensation are in more trouble. Could you please wrap up, madam? Those were my questions. Microphone 1.
Good afternoon. I'm Jacqueline Dauker. I work for the VBDO, the Association of Investors for Sustainable Development. And we aim to make the capital markets more sustainable. We're talking about both the companies and the Sustainability has been mentioned a few times this afternoon and we think that's a very good thing.
And we also see that the ING greatly value sustainability. I have 3 questions for you about this topic. It's important to exemplify by your endeavors to completely eliminate funding call centers by 2020. And you also mentioned in your annual report that you want to increase your sustainable investments. Mr.
Hammers, in your presentation, you mentioned that they presently equal €14,700,000,000 €4,800,000,000 as far as these investments are concerned. My first question concerns the percentage of sustainable investments. That would be 3.75%. If you look at the funding, the percentage is 9%, 9% of the total portfolio. So my question is, what is your target for 2018?
And what's your target for sustainable investments and sustainable funding? My second question is about sustainable remuneration. Thus far, we were mainly talking about the top remuneration. But my question concerns decent wage. The decent wage for people who don't know is the minimum wage for providing for your basic needs.
Much of society earns less than a living wage. And the ESR framework of the ING refers to living wage as an actual risk, especially in the textile industry, IT industry. The lack of a living wage there is a serious risk. My question is how the ING takes that living risk, so the absence of a living wage and considers it in financing and investments of certain companies? And which consequences do you ensure if companies cannot guarantee that their own organization pays a living wage or that their suppliers pay a living wage.
And my final question is for you, Mr. Van Lefur. This is your last year as a supervisory board member at the ING and you're known to value sustainability. My question for you is what are you proudest of in terms of the ING sustainability achievements in your period on the Supervisory Board? And what do you believe is the next step or the next standard that the ING should pursue?
Thank you very much. I propose that we answer the questions about the payments of senior executives. I think we've said everything there is to be said about that following the summary by Mr. Broking. So we're not going to repeat ourselves on that part.
2nd, people who are still standing at the microphone and have not answered questions yet will get a turn, but I'm not going to accept any additional new questions because we're running too late. The questions from Mr. Jorna concern the public prosecution investigation will be answered by Stefan von Reiswijk and then Ralph and I will divide the answers to your next questions possibly with somebody else assisting us. Stephen? As for the investigations by the Public Prosecution Service, as Ralph previously mentioned, we're not going to make any statements other than we already said.
We didn't say it has a significant impact, but we did indicate that it could have a significant impact. Now on that note, we take customer surveys both at the start and during the relations extremely seriously. We hear about this regularly both among the Supervisory Board and the Executive Board, and we have a global program to obtain more information and address the nature of the information and conducting inventory while making transactions so that we improve our awareness of and operations in response to money laundering operations. I have a group of questions, first from Mr. Jorne as to whether diversification will lead to a sustainable distinctive asset of the ING with respect to other operators?
Of course, it will. It would be strange if I didn't say it would, but there's a reason why I'm answering that it will. That's because in the past 20 years, considering the rise of first online and then online banking, we're one of the few, if not the only financial operators that has applied technology to our present model. So instead of doing that, we adapted our business model to the technology. We did that at ING in all different countries.
That's why we're growing so fast and we do the same in mobile banking. Now admittedly, there are moments with customers and companies where complete digital services do not meet all needs. Of course, there are times when individuals or companies need advice. In some countries, we offer that, in others, we don't. And we did that via other channels such as a call center or remote advice or bank offices.
And I certainly think that in most countries, our offices will continue to serve a useful purpose. But there are still quite a few countries where we don't have offices and are nonetheless able to grow properly as a universal bank. Now next question. From Ms. Von Hase about dividend taxes.
95% of our shareholders are not Dutch, 96% to be more specific and most can deduct the dividend tax. Now your question about Payvision, that's an independent company that adds wonderful value. And if entrepreneurs don't appreciate those services or think it's too expensive, then they simply won't purchase those services. It's a free market. I'd like to point out that I'm not hearing your answer about the impact on people's disposable wage because the prices and services are all very expensive because the bank adding an additional service that also comes at a cost.
Now if people don't want additional service, they don't get it. We have the very low threshold starter kit to do banking here. It not it doesn't cost that much. I'm talking about the payment procedure that you offer to parties selling the products that people purchase. And because those because you also make money on as an intermediary on those products, the price of those products will rise with respect to the past.
Our fees are extremely competitive otherwise our net promoter score would not be that high. So I don't agree with you. I don't agree that customers might not think our services are good enough for the price we charge. Now on to the question of Mr. Dougan from the VBDO.
There are a few elements there. As for our ambition in sustainable finance, that 14.7% portfolio, we'd like to double it in the near future. Our total income statement will not double in the next 4 years. This means that the percentage of that type of financing as a total of all our financing will certainly increase. We'll account for a larger share, but we have no specific target.
As for a minimum percentage return on that, I don't think it would be a good idea in lending. You cannot set targets because production is necessary because banks have toppled in the past over that. So we're not going to do that in terms of sustainable financing, because there is a default risk there too. Next, your question about living wage. That's a very good question and it's on our mind.
We are committed to that in part if we're talking about the chain responsibility that we hold our customers to. And in an average conversation, we certainly touch on that and we also report about human rights. We're required to do so. And in the Q3, we reported about that for most of our assets. And part of this there's a living wage component there.
Do you discuss that with your customers? In some cases, we do. In some cases, we don't. With some customers, we discuss it explicitly. With others, we don't.
We can't touch on it with all of our 37,500,000 customers, and we don't cover that with all of them. But with the larger customers, yes, we certainly hold them to that. But we've been doing that for 20 years, quite frankly. There's nothing new under the sun there. As long as I've been a relations manager at ING and have worked in the Dutch office network, we have been holding customers accountable just as we hold ourselves accountable.
And we certainly discussed this with our customers in the chain. I'm not saying that everybody is flawless, but these are excellent talks that merely enhance awareness and that's very important. Yes, absolutely. Now you have a next the question about Basel IV and Mortgages. I had another question.
I'm not done yet. As for your kind question about sustainability, let me try to give that a philosophical answer because I didn't do it that well last time. I was raised at Shell and that's yellow and red. And you're asking how that takes me to green? Well, it's as follows.
If you mix yellow with red, you get to orange. That's where I am now. How do I get to the green stage? That was your real question. If you think about sustainability, it's basically the same as safety, Let's say in chemicals, if you have that mindset, then as a company, you'll perform better and you also feel better because you're more in tune with social desires.
So it's about being sustainable that helps you build a successful company and it's logical to do as well. That said, society is not always aware of how difficult it really is to be sustainable. Think about reducing carbon dioxide, it can take a long time, but it's not a few years. It takes decades. They think that everything can happen overnight.
That's not always the case. Sometimes society thinks that large companies are like a government. It's not that we don't want to do our bit. But to get a more sustainable society, you often need to streamline the interaction between companies as well as with governments that set regulations and taxes and grants as well as academia that drives progress because our present ideas may have consequences that we learn about only like further down the road. So that said, I think this is an excellent principle for a company.
And I'm delighted to see that the ING has in my view been on that track for many years and is communicating increasingly about that, Mr. Chairman. Some of my questions have not been answered. I know they're tough questions. And I know you'd rather talk about sustainability or other things.
With respect to mortgages, I asked whether you keep that at arm's length outside your company. You did not answer that. And afterwards about digitization, I asked how do you hold your own against the apples and the Alibaba's? How do you make sure that they don't bypass you? And I think that it's very easy out.
But with the special prosecution service reflected here is addressing sorely inadequate policy in terms of both transactions and customers that were not acknowledged. I'm talking about customers you shouldn't be doing business with. And if you yourself say that it could have a considerable impact on business in 2018, well, you can sound the alarm, but you have to answer far more quickly. If it's said to have substantial impact and you dismiss it with this answer by Mr. Eiswag, well, that's simply not acceptable.
Okay. Many people have been waiting at the microphone for some time. You'll get an additional answer to your question, including Mr. Von Reiswag. And then I'll move on to the last round of
questions. I thought I gave an answer in explaining how we deal with competition with Apple and such. We don't use technology to apply it to our current business model, but we always adjust our business model to the opportunities in technology. It's always been very successful, and that's what we intend continue to do and that's why we how we continue to compete with the large platforms. Large platforms already have one single global system.
You don't have it yet and you believe that's going to take another 4 to 5 years. In those 4 to 5 years, they can copy your products and they'll blow you away. Well, I don't think they even have to copy our products because they will simply be selling the products of a bank through their systems. They don't even have to copy it. The platform is an exchange of buyers and sellers and everybody can play the game.
Other banks can also play on that platform and we can play on their platform. And they will certainly try to disintermediate the banks as we say. That's a given. And we will make sure that we adjust our own platforms as quickly as possible. Question, would you be prepared to form a partnership?
Or would you continue to operate alone? Well, forming a partnership, that goes a bit too far. You don't have to do that either. This world is an open world. All these platforms, if they have a certain size, well then you have platforms that open up to 3rd party.
So you don't really have to engage in a partnership. And by connecting to platforms, you can reach your customers or you can create your own platform. We do both things. So we also connect in platforms that others have set up. But we're also looking out for possibilities of setting up platforms that other connect to.
And that's what I pointed out in my presentation. In the wholesale market, we do that in with inside business to opening it up to other banks, offering our customers the possibility to have an overview of all their bank business in one app. We have the same possibility in Germany. Our customers, IG customers in Germany can also check the balances they have with other banks, and they can do that in our app. And we have that in U.
K. With Yalt as well that is completely bank neutral. We're not a bank there, but we are providing a full fledged service to our customers across all banks. So that's something for the future. We're not a product provider there.
It's my turn, my turn. About mortgages, yes, with Basel IV, the requirements for capital in terms of mortgages will become stricter. Does that mean that capital mortgages will no longer end up in the balance sheet? No, no, no, because we have a mortgage market in the Netherlands of about €650,000,000,000 and that won't all fit in a pension fund or in an insurance company. So banks in the future will certainly still have a role in terms of mortgages for two reasons: supply and demand, that's one and also because we feel that mortgages are wonderful products.
But your capital, more of your capital has to be provided as a hedge. And so therefore, the prices of mortgages will increase most probably over time. But you're not thinking of bridging your balance sheet, no? Checking upon customers and money laundering, let there be no misunderstanding, money laundering and secure business within ING is extremely important to us. We take it very seriously.
It means that the programs that we have and checking up and investigating customers is absolutely important. It's right at the top of our list. It's the beginning of any trusting relationship between customers and ING. Mr. Joon, I understand that, but it's not good because your internal controls have failed.
I mean, you can write lengthy novels, but if it turns out that Russia, Spain and the U. S, all corners of the world, you see that they are committing fraud with in terms of what you write in your manuals. And there's a financial tax investigation service. And the public prosecution office is focused on 4 issues: trust offices and so on. And they're not even receiving any further complaints.
And there's also an issue with bondholders in the U. S. And that can lead to 100 of 1,000,000 in costs. And you yourself have said that costs can be quite substantial. But I would like to know what can we expect?
And you shouldn't refer to all these textbooks or these manuals, but your execution has been faulty. As I pointed out earlier on, we pointed that out in our press releases, but also in the annual report. We cannot comment on any pending cases. This concerns money laundering. In the first half of this year, we expect to have more information.
Should we get more information, we can inform you accordingly. Yes, but that's simply not enough. No, because if it turns out the materiality that the auditor uses is €300,000,000 if it turns out that the settlement exceeds that amount and that is what is expected and you've even expressed that expectation and you haven't commented on it and you don't want to give us any idea in terms of the amount that we're talking about, how on earth can we adopt financial statements then? You understand that we cannot comment on an investigation or pending an investigation. That's not in your interest, not in our interest.
And if you look at the annual report, once again, it says explicitly that the implications of this investigation can be significant. You will understand that the wording has been chosen very, very carefully. And if we point out that it can be significant, then I would say that, that is a reflection of the materiality of the case. Provisions. According to IFRS, there are a number of rules of the game that need to be observed in order to make a provision.
One of the rules of the game is that you have to be able to estimate an amount. It has to be estimable, which is the case not the case. It's impossible for us to make an estimate. According to the rules of IFRS, you have to highlight in your annual report that this is an issue at play. And so we have observed those rules in doing so.
And I understand that you would like to have further details and further information. I hope you also understand that given the pending investigation, we cannot comment on it. Yes, I understand it, but you yourself have used the word significant. And under 45, there's a whole list of issues, and you use the word significant. But we unfortunately, we don't have the scale of Richter in order to indicate the force of an earthquake, but this is not peanuts.
Yes. Well, if you'd use the word significant, if there's an earthquake, well, that would probably mean a terrible earthquake. So I think we do agree with each other. Yes, and if we says Mr. Jona, if we want to adopt the financial statements, I mean, SBM hasn't wrapped up the issue in Brazil, but they are taking things, including things in the balance sheet.
Mr. Jonna, this is a very technical debate. No, there's nothing technical about it. Please don't interrupt me, says the Chairman. This is a discussion that involves many, many IFRS guidelines.
If you don't agree with that, we have to have a separate discussion in the interest of the meeting. I would like to proceed. Thank you. Microphone number 2. Thank you, Mr.
Chairman. My name is Davis at the Foundation For Legal Protection of Investors. Yes. Well, we wonder whether Ms. Marenessa is also interested in financials, financial issue because she is thinking out loud and philosophizing about remuneration.
But I didn't hear her ask any financial question. However, we have analyzed the annual report, And we always came back to one thing, the one thing being costs, costs, costs, costs. ING is growing slowly in all sectors. And so the repayment capacity and self funding degree is very weak. Global efficiency and book value is also weak and you're quite vulnerable to economic developments.
What is your policy to counter these weaknesses? The ratio of underlying costs and income has increased from 54.2% to 55.5%. You want to decrease this to 50% or 52% in 2020. In the second and third quarter sorry, the second and third quarter of last year, was already below EUR 52. So we are wondering where your policy is in this matter and whether you can really reduce it as far as possible.
Staff costs have increased, that's another issue. Lower other income in the Department Financial Markets. Costs increased here and interest revenue. Well, we're wondering, looking at this, where will the growth in profit come from? Could you please try to wrap up, Mr.
Stevenson? Well, yes, I would like to say something about remuneration as well. Well, as long as it's new, oh, I think so. I'm representing a group of people that have been involved with the company for some time already. And they say that it's not about the performance of 1 single person, but it's about the performance of the entire workforce.
There are also lots of companies that pay salaries, but CEOs never performed. Benchmarks lead to higher salaries. We've never heard of a decrease in the CEO's salary because he came out in the higher margins of the benchmark. Could you please wrap up, Mr. Stevenson?
As investors, we're only interested really have only trust companies that have a long term goal, an investment policy that is a recruitment policy that is focused on recruiting talent. Excessive remuneration will lead to egos that have led companies such as Fortis Enron, ABN AMRO and other companies to terrible situations. I'd like to hear your comment on that. Thank you. Microphone number 3.
I'm just going to make a list of all the questions, and then we can close this round of questions. Thank you for allowing me to take the floor. My name is Joop Terhoek. I used to work as an HR manager, and so I also dealt with remuneration. A lot has been said about remuneration policy today.
And of course, people may have different opinions on it. But it strikes me, Mr. Broking has highlighted this, the euro stocks 50 and that you don't pay remuneration that exceeds the median, That's unique, as such. I used to work for Heineken. I can tell you that they do pay over and above the median.
Anyway, this debate is not taking place there. Why is the debate taking place here? And I think that the gentlemen should realize this full well. There still is a public opinion. And the public opinion is that ING was and still is a systemic bank and that the bailout still is an issue for people.
And you can come up with all sorts of arguments, but it's useless. And I think it's sensible to look at this whole issue from a different angle. I'd like to make a proposal also from my experience. Why don't you base your remuneration on the long term more? I mean, we can offer Mr.
Hammes a contract. He has a contract for an indefinite period of time. Why don't we offer him a contract in which we say, okay, for the next 5 years, if you perform well, we will set up a system in which there will be a salary increase, an incentive increase and we will also look at the pension because ever since I stopped working, I know how important pensions can be. I can tell you that. Those things are perhaps things that perhaps have not been sufficiently considered, and that could also calm down the public opinion.
Instead of coming up with a proposal like this one, increasing salary in one go with 50%, but to say no, we're going to adjust the remuneration in the long term. Mr. Hammes probably enjoys his work and he'll probably say, well, I'll continue to work with ING for the next 5 years. And then he can grow and his remuneration can grow over those years. That's my proposal.
I think that that can quieten people down. Stop defending it with euro stocks or the medium because you will always lose out in that discussion. Thank you. Let me proceed to microphone 6 and then we will return to Mr. Van der Beals for the last word.
Thank you. My name is Van Dieppe. It's taken a while. I'm a retail shareholder from the south of Amsterdam. I have 2 brief comments or questions to Mr.
Hammers rather. As I said, I'm a retail investor. What I'm interested in is earnings per share, dividend and the future of the company, shareholders value. And it's all very well, but that's the bottom line. That's my first comment.
And so I would have voted in favor of the additional remuneration package of Mr. Hammers. So I would like to voice my view. I'm interested in earnings per share, dividend and the future of ING Bank. So the second observation, something that is really upsetting me, people keep coming back on the state bailout.
I was present with Mr. Homa in the Rye. I was a private shareholder retail shareholder then. Of course, the state billed ING out, but the retail shareholders and others purchased shares and never regretted it. We purchased shares.
The taxpayers purchased shares and investors purchased shares. And you never say that. And I think you I mean, you're easily overtaken by leftist politicians and leftist newspapers. So now I have a question to Mr. Hammers.
I'd like to congratulate you on your presentation. I thought it was fantastic, but I didn't really understand very much of it. I'm from a generation, perhaps I should say so, 40 years ago when I was a student, I worked for a market research agency that worked with Typeus at the time. If I look around here in this auditorium, I'm thinking I'm not the only one that doesn't work with the Internet. I'm very old fashioned.
If you have a company, you concentrate on new developments, cost cutting, block chain and so on and so forth. But I am also a customer of ING. I have my deposits with ING and there's a group of customers. And you've said very little about this group of customers. My question is, please don't lose sight of those customers.
I think it's fantastic, your story about digitization, etcetera, etcetera, but I really didn't understand very much of it. Mr. Van der Bos, please be concise. My name is van der Bos. I'm also a retail investor from Westfriesland, a very sunny place.
A couple of issues. In the introduction of Mr. Hammers, you talked about the Love brand. Well, this is a nice story. I agree with the previous speaker.
I didn't really understand very much of it. All gibberish to me. But anyway, the interesting thing was the service element of ING. What I mean to say is the issues that come up, their vulnerability, technical downtime. It seems that ING is lagging behind.
There are more problems with ING than other banks. And it was said that ING is in control. But I think that if you don't have any major defects that your banking and if you don't have any technical defects that you might be in control. The presidium of the Socialist Party is present here in the room. I can see that.
Now I would like to hear from ING. What are you doing about mortgages that don't have to be paid off, that don't have to be redeemed or amortized? So I would like to hear about that in general and in detail. The Dutch Central Bank is losing sleep. Mr.
Knott is losing sleep. The Minister of Finance is very upset. Well, we have the presidium or the board of the Socialist Party, so perhaps they can comment on that. And I just said to the lady of the Socialist Party that they should discuss the remuneration policy in parliament and talk to the minister because the same thing happened with Mr. Hormuz.
And then I have something else to say, and that is in the presentation of Mr. Hamas, he referred to the increase in consumer lending. I think it's only lending to the textile industry. But my question is, how is ING growing in terms of lending? And I'm talking about tailor made lending.
And then the VEB, there were people waiting here for a long time, for a long time. And this gentleman at the VEB starts talking about a number of things and then says that he cannot adopt the financial statements. But you can only be convicted after the judge has spoken. So a possible conversation will relate to 2018. And of course, you cannot make any provisions for matters you know nothing about because you don't know what the outcome will be because as ING been found guilty, There are a number of cases ongoing.
French banks, particularly the Credit Agricole, have proposed a number of settlements or have been proposed settlements by the American regulator, but not a center has been paid out. It's being delayed and delayed. It could take decades before the money has to be paid. So I think that the response of the VEB is improper. Okay.
So no more questions are possible. All we're going to do is answer the questions that have already been raised. Let me hand over to Ralph. Yes. As quickly and as concisely as possible, I shall answer the question.
Mr. Tabis first. Yes, our cost to income ratio that you referred to has increased slightly. That has to do with the fact that we're growing, growing in workforce and the investments that we're making in IT. And the transformation program that we announced 1.5 years ago requires substantial investments.
And so the 1st years of the program, the costs will remain more or less at the same level because we're cutting costs as well. But then the cost income ratio will change. And we also highlighted that the cost income ratio in the second and third quarter is lower than for the full year. And that has particularly got to do in the first and the fourth quarter. We pay our regulatory costs €900,000,000 a year, but they're not perfectly spread across all quarters.
And those costs are concentrated in the 1st and the 4th quarter, which is why across the year, there are quite a few ups and downs in terms of cost income ratio. As far as growth is concerned, I think that we've shown clearly that we grow, growing in numbers of customers and in lending more than 4% a year in specific lending. So once again, it's not a target for us, but it's something that we feel should be possible. And so we are growing much better across the world and in a more spread out way than other banks. So in comparison other banks, I think we are doing really well.
So no need to lose sleep on that one. And then also in terms of profit growth, it seems or an improvement of profit concerning quality and the development of profit, there's also always pressure on account of lower margins related to the negative interest rate environment that we operate in. And that is partially offset by the return on new loans that we enter into. Your comment on Financial Market Operations, you have a point there, I think. If we look at the market developments in Financial Markets as such, and we're talking about financial year 2017, you know that it was quite an uneventful year.
And customers want to secure their risks in terms of currencies and interest rates. If there's volatility, there's no volatility. So if there's no volatility, customers don't really feel the need to hedge those risks. If they don't want to hedge those risks, we don't do as much business with the financial markets. So that's one effect.
The second effect is and also, there are regulatory measures that impact on financial markets. And so we have divested certain operations. 2017, we announced and have almost now entirely implemented the divestment of our equity derivatives to different banks. So the bank is experiencing a transformation on the one hand. On the other hand, in 2017, there was very little volatility in the market.
So there was little need to hedge, as we say, the offer of our customers. And if customers don't do business, we won't do the business either. Training staff, that is a top priority for us. As I pointed out earlier on, every staff member has to make his own plan for his own career. And for us, that is absolutely crucial.
We have a development training budget that has to be allocated to those training projects that will really help the employee within or outside the ING in his or her career. And let me then proceed with the question of Mr. Diepen. So we shouldn't lose sight of our old fashioned customers that don't use Internet. We have 260, 270 branch offices where we can always serve our customers.
We also help our customers to understand Internet Banking, and our customers can also get written bank statements, printed bank statements. So it's not that we're losing sight of them. We still have services for them in place and branch offices in place. So the services are there and available to all customers. And then the questions from Mr.
Van der Bos about downtime. Yes, that's an interesting phenomenon. Has to do with 2 things. Of course, we have to do everything in our power to make sure that our systems are fully available 20 fourseven. We measure our availability.
Availability is 99.5%, which is a very high percentage. But apparently, when there is downtime, people remember that. That's got to do with 2 things. First of all, we are simply very, very large bank. We have 8,000,000 customers in the Netherlands.
And that means that if there is a downtime that will lead to quite a bit of upset. Of course, we don't want that. We want to be available. And 99 point 5% availability is a percentage that we will have to continue to increase in order to reduce our vulnerability in that respect. Question about mortgages that don't require amortization.
Well, that's a very important thing. There are 2 things really or there are several measures that we're taking in this respect. First of all, restricting the possibility to enter into new mortgages that don't require amortization. Well, we've already done that. And so that way, there's no input anymore new customers with those mortgages.
And second, we've identified which customers in due course may have issues, may have problems with the fact that they have such a mortgage. So we approach those customers that have such a mortgage and they might end up having a problem. And we approach those customers because it's something we a problem we have to solve in advising our customers. And then the growth about in tailor made services, the beholder, I don't know how to say it in Dutch or use the English term. So we try to serve as many customers as possible as they feel fit.
Tailor made services got to do with the way we approach our customers, the way we advise them and the products that we offer them. And to be quite honest, in terms of the product, I don't think that we should look at tailor made products there, not in the consumer market, because by and large that would lead to problems. Either products would be too difficult to understand or you'd have issues at a later stage in which people would point out that in hindsight, they didn't really understand what kind of product they were getting. Can I respond to that very briefly, Mr? Van der Bosch?
Yes, as always, very brief. There's a considerable interest margin in there. And the interpretation of the interest only mortgages looking at the executive of the Socialist Party. I understand that there were other issues. I think your explanation about the sensitivity to malfunctions, you said that the 99.5% availability makes them the bank with fewest outages in the Netherlands.
So if you say that you're in control in other things, I think that banquet that's unlikely to go offline, then you are in control in a great many areas in my view. So that's what I meant by that. Thank you for clarifying. Mr. Chairman, wait a minute.
I have 2 additional remarks. You said something about remuneration. We're not going to start that one again. And the last person asking question also said something about remuneration. I'll be very brief.
We're talking about the long term. As Mr. Brooking explained, our proposal already addressed the long term. These were shares that you needed to retain for 5 years. So that had nothing to do with a short term bonus.
I understand that you want us to do more and possibly take stages. So that's input for an evaluation. Mr. Stennis, please keep it short and snappy. Mr.
Stafens, as for your costs analysis, we heard nothing about the free cash flow. And our comment concerns the free cash flow and solvency. Please elaborate on your answer. Khos will touch on it briefly and we can tell you more after the meeting. If you consider the bank solvency, that's basically up.
Nonetheless, I would even say despite the fact that we're growing considerably, because what you said in the beginning that this bank is not growing, basically our bank does grow, but the bank solvency is up nonetheless. And if you look at cash flows, what you basically see is that in general, if you look at financing of our bank, so monies toward refinancing, you see that the bank's cash position of cash and cash equivalents has strengthened over the years. So I do not share your concern on either topic. We'll ask the auditor later on. Yes, by all means.
Ladies and gentlemen, we already have a 50% delay. We're running late by 50%. I really need to move on or I'll get some feedback about that. Now on to 2E, that's those are the annual accounts for 2017. Please see the report.
The accounts were compiled on 5 March of this year and were made available for inspection. And as of the instruction from the AGM in 2015, it was examined. There's a statement of no objection from the auditor and so on and so forth. I propose that Mark Holgeboom and Guy Bainbridge, our external auditors that I introduced at the start will take the floor and Mr. Hogeboom will start with a brief introduction.
Thank you, Mr. Chairman. I'm pleased to take this opportunity to elaborate on our duties in auditing the annual accounts. I'm Mark Hogeboom, and on behalf of KPMG, I've been the external auditors of the ING Group and the ING Bank since 2016. The 2017 financial year is my 2nd year as the external auditor of the ING Group and the ING Bank.
At this shareholders meeting. The ING has given us an exemption from our nondisclosure obligation, so I can elaborate on our audit and our audit duties. In a snapshot, we tried to depict the highlights of our office. You can see there's the ING Group and the annual reports of the ING Bank. And last but not least, 20 F, I'm pleased to elaborate on that.
I'd like to elaborate on our audit duties as well as the statements that we issued as a result. In keeping with our instruction, we audited the corporate and consolidated financial statements of the ING Bank and the ING Group and have issued a statement of no objection. As a result, since the ING Group is also listed on the stock exchange in the U. S, they need that ING Group needs to meet the this statement is also a statement of no objection, and we issued a statement of no objection to the annual accounts known as Form 20
F
issued to the as submitted to the SEC, the U. S. Regulator for 2017. We also examined the half year figures of the ING Bank and the ING Group and at the time issued a statement of no objection on those 2. We also examined the sustainability information included by the ENG as included in the ING's annual report.
Now finally, the statements by the ING in the annual report, including those relating to corporate governance have led us based on our reading, knowledge and understanding from that audit to state that we did not see any material inaccuracies or conflicts with the audited annual accounts and these contain the information required by law as indicated in our audit statement. I will review the highlights of our audit statement, which is now long form as they call it and covers 8 or 10 pages. I'll explain it to you briefly and that also concerns the sheet summarizing the highlights. First, based on our duties, we've concluded that the annual accounts reflect an accurate impression of the financial state at the end of 2017 and of the results and cash flow over the course of 2017 based on IFRS EU. The annual accounts have been drafted on the assumption of continuous business operations.
Based on our duties, we concluded that this assessment by management is appropriate. Now as for independence and the audit by the auditors, we are globally independent of the ING Group and all subsidiaries since 1 October 2015 2017 was our 2nd year auditing the annual accounts of the ING Group. At least twice a year, we report on our independence to the audit committee and to the ING Supervisory Board. As for the materiality, as stated there, we have applied materiality in auditing the corporate financial statements of ING Group. That materiality amounted €300,000,000 In examining the calculation of remuneration, we apply a substantially lower materiality because accuracy requires that in this case in practice this explanation is inspected in its entirety and in detail.
Any difference that we observe above €15,000,000 is submitted in writing to the Audit Committee and the Supervisory Board. Now the scope of our duties. In addition to being the external auditor of the ING in the Netherlands, we're the external auditor in nearly all countries where the ING operates all over the world. We determine for the group where and in what measure of depth the audit is necessary. We assess the results of the audit, discuss it with the teams on-site as well as with the teams in the Netherlands and the ING.
We visit we send teams to visit these countries once a year and assess the records of those local auditors now the significant risks in the key audit matters, significant risk is unknown risk of material importance that we believe needs to be considered, especially during the audit. These key audit matters often concern non routine transactions or matters that need to be considered carefully to form an opinion. As per the significant risks, we examined the internal control of the ING concerning these internal risks. And we performed data oriented duties to ensure that there is risk that will not yield a discrepancy of material importance in the financial statements. For 2017, the significant risks are as follows.
The first is the impairment losses on loans and advances. 2nd, provision of a legal matter. 3rd, the assessment of level 3 financial instruments, which by their very nature are more complex than level 1 and level 2 financial instruments and last but not least, management override of controls. Of these 4, we included the first two as key audit matters in our auditor statement and subsequently included the following key audit matters: access management to IT systems and implementation of IFRS 9 reporting standard, which assumes an expected credit loss compared with IAS 39 in current loss models. I'd like to touch on 2 of the above mentioned topics, the impairment losses on loans and advances and use access to IT systems.
Because of the uncertainty of estimates, we regard evaluating loans as core to our audit. Based on the duties that we've performed, we've concluded that the estimates performed are reasonable and agree with the corresponding explanations in the annual accounts. For the ING Group, the IT infrastructure is crucial to ensure reliable and continuous operations and the financial reports. In 2017, the ING Group made efforts to improve its IT systems and processes aiming to ensure continuity and reliability of automated data processing. The management was especially interested in the access rights to various IT applications and systems that are of direct relevance for its financial reporting.
These access rights safeguard the access to and changes in these applications and their correct authorization. Considering the huge impact of IT on the organization, IT is a key audit matter. Based on the duties that we performed, we concluded that there is sufficient foundation for us to rely on the functional IT systems in auditing the annual accounts. Before I hand you back to the other speaker, Mr. Boss, you're still here.
Last year, I wasn't able to tell you how many management letter points there were in this year and how that's related to the number of management issues in the management letter from the previous year. In 2016, there were 9 relevant topics that we mentioned to the management in our advisory letter this year, there were 10 topics and you should not see that as an indication of a deteriorated audit setting or processes. On the contrary, I think that they have improved substantially in some points. I'm handing it back to the Chairman. Thank you very much, Mr.
Holgepon. Now please keep your questions short and snappy. Unlike in the previous round, it's not about extensive comments. These are short questions on substance only. We'll take all the questions in one round and I'll see whether the accountant should answer them or the CFO of the ING.
So I'll start now and I'll use a different system. I apologize, Mr. Boss, you were the last speaker. Now I'm going to give Mr. Spagna the floor, please, first.
As you know, Mr. Vonlef, I'm always brief. I warned you once and then you gave me some extra time. The question for the auditor. IT is very important.
On 2022 April this year, we saw in TeleTech that Minister Goporhuis mentioned that in the Netherlands, we're running into serious problems. You visited several countries. Which countries? Because you said the most important countries were visited by you once or multiple times. What are the most important countries of the ING operations?
And you keep talking about multiple visits, but how many times did you visit those specific countries? And in those countries, did you also examine the IT system there? And whether there might be unfortunate issues in the IT network. Okay, that's your question. Now on to Mr.
Joiner. Thank you, Mr. Chairman. I'd like to ask the auditor about the materiality of $300,000,000 on the one hand. On the other hand, one of the key audit matters concerned the pending lawsuits.
If you say that you observed no discrepancies in these cases that exceed the materiality, do you believe that this won't exceed 300,000,000 dollars And which internal audits did you perform concerning compliance and knowing your customer in transactions that banks shouldn't do, which orders did you perform to ascertain that? Now as for the annual accounts in their own right, if you'd like to look at those in Germany, they're receiving too much money in savings because of your excellent interest rates. But I've lost track of the situation. In the same country where you receive it, do you have to reinvest there too? Trembling, I asked Mr.
Timmermans last year about the old A mortgages. Mr. Timmermans said that nothing was amiss. The auditor confirmed that. And then 6 months later, the ING almost tanked and would have without any help.
So Mr. Timmons' certainty of the old A was not entirely accurate and am worried about the legal consequences. I'm Mr. Boss. I was delighted that Mr.
Jornet is raising the old A mortgages and Mr. Timmermoss. I remember that as for the old A mortgages, the ING had less than 0.5 percent arrears in payments. So I think that remark is misplaced. That's on my behalf.
I'd like Mr. Hogebom, he's corrected. What mark would you assign ING today compared with last year? The reason for my question is that we as shareholders and I have a good head for numbers and to have plenty of places to turn if I need more help. It's all pretty difficult and it's in English now.
My English is not wonderful. So I would ask you to add a report in Dutch in the future, but what mark would you attribute to the ING now with respect to last year? Thank you, Mr. Bolst. Now Mr.
Stiefens and I'll wrap up. Thank you, Mr. Chairman. I'm Mr. Stavans from the SRB.
We just spoke about that requirement of the Dutch and U. S. Authorities. There was some debate about that. But we didn't hear the auditor about that.
And I'd like to hear more from the auditor and how the auditor feels about that. And I also spoke about something that does concern us. That's the repayment ability concerning the cash flow. There is some financial damage. It's the only possible conclusion is well, how do you say it?
That the cash flow is weak and solvency will also deteriorate. Thank you, Mr. Hogebo. Thank you. Now where should we start?
Should we start with Mr. Espana? That IT question. Well, the Chairman is in charge. I'm not.
Your question is that IT in the Netherlands is one thing, but that matters worldwide. And when we issue an auditor statement, it is issued for ING Group concerning all local entities and banks, including IT. IT is a broad concept for access to systems or IT general controls and user access in English. And I can tell you that with respect to last year, we're in control globally and are in better shape than last year. That was a key audit matter that was raised in the management letter last year and is now back on track.
That's part 1. Then you had a question about our visits abroad. I jotted that down. If you look at ING, you take the Netherlands, Belgium and Germany that covers 60% or 70% of all assets, liabilities and earnings. So we visit those countries several times a year and we attend the audit committees that management closing meetings and we also examine the records.
So we did that this year too. We also visited London, Singapore and Australia. So I think that answers your question. Now you also mentioned doing business with non banks. And of course, they have a much they're far more likely to leak information and IT, which a bank can't do.
How have you secured that IT? Well, as I said, when we run a local visit, we look at the records of the local auditor who is explicitly instructed to examine IT and to check access control and security of the systems there and in all the countries, not only the ones that we visited, but we look at the reports from all countries of all local auditors and check whether they pass muster. Now, the pending legal matter that was mentioned by 2 speakers, I believe. First, amateriality. That's set at €300,000,000 which is 4.1 percent of the profit before tax and is therefore within the guidance of the what's expected from major banks.
Now about the lawsuit. I'm here as an auditor and you're asking me about my role an auditor in this specific issue. That concerns 2 components: 1st, procedural and second, last but not least, the figures in the procedure. My instructions appear in the directions 240 and 250 for auditors, which concern possible breach of legislation and regulations as well as signs of fraud. We're responsible for ascertaining briefly as auditors that in this case, the management took the right measures to investigate these matters.
I don't do that on my own. I work with forensic experts because that's a specialty in its own right. We also request letters from attorneys internally and externally. There's nearly 2 dozen of them, and we discussed the content of each and every one of them. And as far as that procedure is concerned, I can confirm that management took the right steps to investigate this and to bring it to a successful conclusion.
So that's the procedure. My question about that is in the course of that procedure, did you determine that there was proper leadership or not? What do you mean by leadership? Well, if we look where KPMG was at SBM, the CEO has admitted that he was in charge and you subjected that to your auditors' rules as well. He was basically in charge of bribery and other things that were wrong and so on.
And don't challenge me to add more to that list of KPMG. And I'm talking about the second, third and fourth line. Was there any management of subordinates concerning undesirable matters? I understand your question, but back to my instructions from the shareholders and advisory board members. It's to examine the annual accounts to see whether they accurately reflect assets and results based on the one hand on IFRS and on the other hand, the 2.40, 2.50 group of instructions for auditors.
And I covered all steps that are required and need to be included in such a situation. They're listed 1 by 1 in 240, 250 and they basically involve determining because this is something from the past that the management takes the right steps to investigate this, both in terms of facts and potential improvements. And I can confirm that management did this properly and adequately. Mr. Jorna, you're just arguing back and forth.
So let's wrap it up here. I wasn't done because I'd also like to provide the explanation about financials. Mr. Zfinck and Valerijswijk already said something about that. But I would like to tell you about IFRS EU, which sets the standards.
And that question is whether the company should make a provision or not. There are 3 steps. First, there's an obligation. There's a current obligation arising from the past, a firm obligation. We believe together with management that they should.
Next, the second question because it's the process comprises 3 stages. Is there an outflow of cash likely? And if the answer is yes, can the management make a reliable estimate, not just any estimate, but a reliable estimate? And we, together with the management, believe that at the present stage, that is not possible. And IFRS does not allow a mittled or including an arbitrary amount or setting a maximum on the amount.
Hope that answers your questions. Please continue with the other questions. Okay. We've covered IT. Okay.
The mark to be signed by both. I have a lot of instructions, especially the audit instruction is not about issuing marks and keeping score, but I'll try to answer your question. That's the shortest and easiest. Yes, but it's also the least refined. But if you say it went from 6 to 6 point 5, you're almost taking the words out of my mouth.
If we look at the extent and nature of succession, then I think that the firm is in somewhat better shape than last year. So from 6% to 6.5% versus 7% to 7.5%, better from 7.5% to 8%. I'll leave that to your judgment. I think we understand where you're going, Mr. Van der Poelst.
I have one more question for Mr. Van der Poelst. Arising from the remark by the VEB man about those old A mortgages. How much did that actually cost the ING as far as impairments on the old A mortgages are concerned? That's a question for the CFO.
Well, if you stated a figure that's all very well and good. But according to my information, the ING didn't pay a penny for that old A mortgages issue, except that the security by the state was very expensive. So the impairments on the those mortgages ended up being not costing a penny. That's why I mentioned that. Okay.
We're done with the questions and comments. All we're going to have now are answers. Mr. Hogeboom. The remaining questions will be answered by the CFO.
Well, there was another question about solvency and cash and cash equivalents, of course, for a bank. Those are very important for the core capital ratio as well as the cash and cash equivalents. We include those both locally and centrally in our audit. But what are you saying about the weakness? The weakness our role is not to determine whether the ratio is weak or strong.
Our job is to determine that the ratios have been accurately and completely included and properly explained by management and they are. So you didn't write anything about that in the management letter? Well, you could implicitly say that where I started my piece with the assumption of continuity has been substantiated. That's an important aspect. Okay.
Mr. Timmermans is going to wrap up this round. Mr. Stephens, if you look at the ING solvency, that's at 14.7, which and the average of the European banks is roughly 13.5. So you could say, yes, but that's only the current level.
And if you then look at the average return on solvency For ING, that's just over 10%. And if you look at the average in Europe, it's a bit below 7%. So that's why relatively speaking, you can there's always room for improvement, but these are nonetheless good figures. If you look at free solvency, then the question is whether can you distribute it. What we do with those 10% is that we take it we use about half of that 10% earnings to reinvest to grow the company and the other half will be distributed to you in the form of a dividend.
So that's the brief summary of the free cash flow at the ING, which is generally quite robust. So I wouldn't describe it as a problem. Now back to Mr. Van de Boas about the old A mortgages. You were kind enough to examine that portfolio in 2,007 that amounted to about $30,000,000,000 It had a market value that at a certain point stood at 55%.
So that market was abysmal. If you look at the actual losses on that portfolio, we never wrote out the entire course of that portfolio, but the losses on that portfolio, I believe, amounted to about $1,500,000,000 if you look at the total lending losses at the ING. In a peak year, they were roughly around €2,000,000,000 So if you look at this specific portfolio, then that's not even the portfolio with the worst performance over its entire course. I'm going to wrap up agenda item 2 and thank I thank both auditors. Now on to the vote about the annual accounts for 2017.
First, I have to tell you how many shareholders are represented here. That's over 6,700 shares at registration date are 2,800,000,000 on the record date. So votes may be cast on those 2 point 8,000,000,000 ordinary shares. At the start of the meeting, I said there's about 3,900,000,000 shares. And if you divide that, then that works out to 72% of the capital is represented here.
Okay. What else does it say there? I see some proxies and the like. Mrs. Lembreza knows all of this.
We're going to open the vote. We're going to vote on agenda item 2. Most of you know the drill. If you don't, you received a voting card and a voting handset. And you can insert the card with a gold chip, facing you into the handset, and then you'll see a welcome message and your name displayed.
If you insert the card the wrong way into the handset, you'll see a warning. If you want to cast your vote, there are 3 options. 1 is in favor, 2 is against and 3 is abstain. On the screens, you see confirmation of your vote. And the moment the vote is open, you'll be able to change that.
But the moment the vote is closed, you can no longer change the vote you cast. If the voting handset malfunctions, we have hostesses in this area to assist you. Now we're going to open the vote on agenda item 2E, the annual accounts for 2017. Please cast your vote.
Not everybody has cast their vote yet. I'm just going to wait for a couple of seconds. So the vote is closed. Just going to wait for the outcome. I can see the results.
I'm not going to read out all those numbers. The 99 point 77% has voted in favor. Thank you for that. So the financial statements have been adopted. Now I'd like to proceed to the profit retention and distribution policy.
I'd like to refer to the annual report. My explanation is as follows: ING is aiming at maintaining a healthy core capital ratio that is over and above the current requirements of fully loaded core capital ratio. The requirements are now 11.8% plus a comfortable management buffer. Well, this is jargon. Anyway, that also comprises the Pillar 2 guidance with a core capital ratio of 14.7%.
As Mr. Timmermans just said, we are meeting those requirements. ING is committed to pay out a progressive dividend in which dividend proposals will also be based on expected future capital requirements, growth potential for the group, the net result and developments in rules and regulations legislation. Now I would prefer to proceed to the vote unless anybody has a very, very urgent question. Very briefly, Mr.
Ioana, please. Yes. How sustainable is this dividend in view of your policy, stable and growing dividend policy in the context of Basel 4? Has you already reflected those requirements? Is EUR 14,700,000 really that comfortable?
I assume this is the only question, Mr. Timmermans. Basel IV, Mr. Jona, yes, will lead to stricter requirements. And we have indicated something this past quarter in which you see that in 10 years' time, under the same conditions with the same portfolio, you would have you would require 15% more capital.
Now we feel that we are comfortable. We're over and above the minimum. And we assume that over the 10 years, we will be making more money, not be paying out everything in terms of dividend, which means that you don't have to immediately change your dividend policy. So in that respect, we feel comfortable with what we're doing. Thank you.
I'd like to proceed to 3b, dividend. I'd also like to refer to the annual report. Net profit for 2017 amounted to €4,900,000,000 added to the reserves €2,300,000,000 which means that we have an amount of €2,600,000,000 available to the general meeting. We propose to pay out a dividend of €0.67 Taking into account the interim dividend of €0.24 there'll be a final dividend of 0.43 euros The amount of €0.43 per ordinary share shall be paid out as a final dividend in cash upon withhold Dutch dividend tax. And the supervisory board recommends that the AGM accept this proposal.
May I proceed to the vote? Thank you. We shall proceed to the vote. You may cast your vote on agenda item 3B, dividend for 2017. The vote is open.
Done. Slide of Needhamstemming. That is closed and we'll just wait for the results to appear on the screen. The dividend proposal has been carried with 99.4%. Thank you.
I'd like to proceed to item 4a of the agenda, IG's application of the revised Dutch Corporate Governance Code. I'm addressing the matter. I'd like to refer to the annual report. Why do we have this item on the agenda? Well, we have a revised Dutch corporate governance code, which is the Vermaene code, and it's applicable to Dutch listed companies such as ING.
What is the difference between this code and the previous one? There is more focus on the long term value and more focus on the word culture. The premise for ING is that it complies with the code, the publication of the application of Dutch Corporate Governance Codes by ING Group that is where you can read. It's a lengthy document, but it's available for Perusall. You can read why and how ING complies with this code where it deviates.
Now I would like by the way, this is not a voting item. This is just by way of information. And I assume everybody is happy with this new code. Thank you for that. And I'd like to proceed to item 4B of the agenda, which is the amendment of the Executive Board profile.
What is the difference here? We've added to the profile that we aim for a 30% gender diversity. So that's a ratio men and women. We had to do that because this is also something that is required by the new code. It's quite a technical change to make sure that our profiles are correct, and we're happy to take this on board.
I can tell from your faces that you agree with that. Amendment of the profile of the supervisory board, but we also changed that profile. I'm sorry. So this is also this also concerns the 30% again. I'm sorry, I don't really get it.
There it is. And furthermore, we've included a change in the period or the mandate in conformity with the revised Irish corporate governance code. A supervisory director can be appointed for a period of 2 times 4 years. And then for twice, there can be a reappointment for a period of 2 years. The reappointment will not take place automatically, but will be subject to the performance of the supervisory director.
Well, this is a point of information in which we disclose that we've changed something. Unless you want to say something, yes, please be concise. I shall be concise. The diversity and competence matrix, perhaps you can include that because it concerns diversity in the executive board and the supervisory board. And I would suggest that you apply it to the profile of the executive board and supervisory board in the annual report.
That way it would be easier for us to see whether the members of both boards comply with that profile with the requirements. 2nd point, your 30% standard. Right now, you're not complying with the 30%, not on the supervisory board. What are the steps that you have taken or are taking in order to comply? I shall answer briefly.
Well, the matrix here is up and coming. Don't worry. And in terms of gender diversity, we complied. But we had an excellent female supervisory director who left the board unexpectedly in September. And the requirement for the entire supervisory board and also the procedures for approval by the European Central Bank and the Dutch Central Bank take quite a while.
So we would have wanted to propose a new supervisory director, but we're not proposing one because we're simply not there yet, which is a nuisance indeed. We would have liked to do it differently, but that's simply the way it is. So temporarily, to put it bluntly, we're deviating from the code, but we simply cannot speed up. Thank you, Chairman. Mr.
Stavitser, please. Yes, I can be very brief because in 2019, half the supervisory board will be stepping down or 2021 rather. Are you going to anticipate on that? Or what is your policy, keeping in mind the continuity of the supervisory board? Mr.
Van der Feijen? Well, I grew up thinking in the long term. People can always be reappointed. And my point number 2, I'd like to leave it to Mr. Weyers.
I'll be happy to leave it to Mr. Weyers. Now on a serious note, of course, we have planning. You must pay attention. There are people that can be reappointed and others who cannot be reappointed.
Yes, but at this point, they would be stepping down. Mr. Van der Feerwer, if someone has served 4 years, he can be reappointed or she can be reappointed again 2 times for 2 years, if there's reason for that. But the issue, Mr. Stevenson, and please take my word for it, this is simply standard bread and butter, as they say in English, for the nomination committee.
And obviously, they're keeping an eye on this if you've continued with the company. So I can rest assured that next year, you will have a proper schedule. Yes, we always keep in mind that there may be developments in the long term. Sometimes as occurred in September, you can have to deal with an unexpected event. The supervisory director had been with us for a very short period of time and it takes quite a long time to get the approval of the regulatory authorities.
So it's something that, yes, we do take into account. Ms. Hase was appointed last year And 2021, she could be she could stay on till 2022. Why don't you leave that to the people who deal with that? We don't want to waste our time.
I don't think our shareholders want that. Yes, it's a suggestion, but I would nonetheless ask you to develop a proper roster. Thank you for that. Item 5, the agenda, which is granting discharge of liability of members and former members of the Executive Board. And we can proceed to address this item 5A.
We've already explained all this in the financial statements 2017, the report of the Executive Board, the corporate governance code and the chapter on the Sarbanes Oxley Act remuneration and so on and so forth. I would like to proceed immediately to the vote, Mr. Jorna. Oh, well, of course. Yes, well, I have a shareholder's right to speak.
So I would like to avail myself of that possibility. Well, we've taken a look at the executive board and looked at the pros and the cons. And ultimately, we decided to vote in favor. But we do have a question. In the entire remuneration issue, we never heard from Mr.
Hammers. We have a new code of governance, and the code says that you should ask Mr. Hammers how he feels about his salary and he should give an answer. So my question is can Mr. Hammers perhaps share his point of view with us as he shared his views with you on his salary?
The code says, and I think that the VEB was one of the parties supporting the new code, it clearly says that it's a conversation between the supervisory directors and members of the executive board and that it is not necessary to publish or disclose anything externally. It's not necessary, but it's not but it is possible, yes, but it we're not going to do it. Okay. That's clear. So I'd like to proceed to discharge.
And the vote is open. You can vote on the discharge of members of the Executive Board and the vote is open. Dawn Sluitik, Nudest Deming. I'd like to close the vote, and let's wait for the results on the screen. The proposal has been carried.
We're almost 97%. Thank you for that. And now we're proceeding with item 5B, Discharge of Members of the Supervisory Board. The same explanation as I just gave you. You have the documents.
Would you like to ask a question? I'm looking at Mr. Jona. Well, no, no, no question. But we also discussed the matter and with 1,000,000,186,000 votes we're going to vote against for the following reason.
We feel that the supervisory board has made a major mistake with this remuneration proposal and this has not been discussed yet. And actually, we feel and with Mr. Weyers as a Chairman, the situation may be different because he has experience with Heineken because they use or you used every trick in the box because you want to increase the variable and the fixed salary, we think that the turn at the top is a wrong signal to your employees. I don't agree with the words that you're using, but I hear what you say. And I'd like to give the floor to Henk Broking, who's the Chairman of the Remuneration Committee.
I think the structure that was used for the proposal, but we can hash it all if you want, as led to the fact that we that this concerns a significant fixed part of the salary package. It's not a way to circumvent variable remuneration. It is fixed remuneration. What's more, should there have been conditions attached to the shares relating them to performance somehow or other, that would have qualified immediately as variable remuneration. And that's simply not allowable.
Obviously, we had our proposal scrutinized to check and see whether it meets the criteria, which is a maximum of 20%. And we came out with flying colors. We consulted the experts to find out whether there was a glitch or there was an issue, which was not the case. And so Mr. Vandervliet, I'd like to support what he said.
And I would like to reiterate we don't recognize your words. It was no intention whatsoever to circumvent anything. It was a salary in the long term. I would appreciate it should you reconsider your position and your selection of words. No.
And in that sense, why would you then choose a variable element such as shares? The share price and even though they only invest in 5 years' time and the share price and you have faced any company, the share price is going to increase. So in that respect, it simply is variable. And you can also see that the short term remuneration is always in cash and in shares. And I haven't seen that the fixed salary and that this is novel that the fixed salary will be paid out in shares, which is why we consider this to be a shortcut or a deviation.
Mr. Bjorki, I'm just going to ask him whether he wants to make a closing remark. Yes, I'll be happy to comment on that because there are other aspects as well. One of which is that you said the share price is going to increase well. The share price can also go down.
That would be the answer that I would obviously have to give you. But another important element is and it might be useful to explain this again. There may be this idea that we would be talking about a 50% salary increase now, but that's not the case. What we said, it is a matter of granting a package of shares, shares that will only vest in 5 years' time. And we thought and in part, we still think that with that, we do justice to the connection with the long term or medium long term value creation.
And that is in line with a number of elements that we find emphasized in the new corporate governance code. That is the reason why we did it the way we did. If that had immediately led to a salary increase of 50% to be paid out in cash or otherwise, then we would have been able to understand the turmoil. But for all these reasons, we decided to go for this other instrument. And allow me to repeat it yet again.
Within the limitations that the current system gives of 20 percent maximum variable. We haven't been able to find anything else that would do justice to increasing the package in the medium, long term. We felt that this was a very charming solution. There were many experts that supported us in this respect. Mr.
Chairman, I just wanted to add something on this point. The BB is right. There's been a lot of turmoil. But the bank should concentrate on banking. We shouldn't be looking at salaries.
We should move forward. I would like to thank the Executive Board, and I will be voting in favor. I think we should stop all this fussing about. The proposal to grant discharge to the members of the supervisory board will be put to your vote. Mr.
Vink, yes. You can vote now on the Discharge members of the supervisory board. The vote is open. Board is closed. We'll just wait for the results.
The proposal has been carried with 95.1%. Thank you for that. I'd like to proceed to item 6 of the agenda. This is the amendment of the remuneration policy for the members of the Executive Board. You may think, well, that's strange, But that is due to the fact that the agenda has already been published before we withdrew the proposal.
So this is water under the bridge, this issue. And actually because it's been withdrawn and everything has already been said about it, I would like to proceed immediately to item 7 of the agenda, which is the composition of the supervisory board. We're talking about the reappointment of Eric Boyer and this is a decision point. 1st of all, by way of explanation, the Supervisory Board is aiming for a composition of the supervisory board with a minimum of 30% men and 30% women as we just discussed in the context of the fact that in September 2017, Anshares stepped down unexpectedly all of a sudden were below this percentage. We know and I'm not going to repeat all of this again, but since this is concerning the supervisory board, I'd like to confirm once again that we are doing our utmost to once again reach the 30%, but we don't have yet.
Today, I would like to address the reappointment of Eric Brolier, and I'd like to inform you that we have drawn up the appointment in accordance with all the guidelines concerned. It's a binding proposal or nomination rather. Do you have any questions? Mr. Ioana.
Chairman, I don't know whether I should ask this here under this item because it doesn't really concern the appointment of Mr. Boire, but it concerns the fact that Mr. Reyes is moving on to your position. Would you like me to raise this here or under any other business? I think, first of all, we should vote on Mr.
Boillier because otherwise, we'll get all mixed up with all these different topics, and then we'll give you the opportunity to ask a question. I'd like to open the vote on Mr. Boire. You can cast your vote now for the reappointment of Mr. Boire.
So if you've all cast your vote, I would like to close the vote now. And we'll just wait for the results to appear on the screen. Mr. Boire has been appointed with 91.5 percent of the votes. Eric, congratulations.
Now I'd like to give Mr. Jona the opportunity to ask a question, as he just pointed out. Yes, Chairman, Mr. Weyers. He is very close to my heart, particularly at Heineken where we enjoy a beer.
So I'm very much in favor of appointing him as a Chairman. However, legislation stipulates that you may not have more than 5 points. Chairman at Heineken, 2 points. Chairman here, ING, 2 points Supervisory Director HAL, 1, that's 5, remains the Concertgebauer And unfortunately, the Concertgebouw, unfortunately for Mr. Weyers, the Concertgebouw, where he is the Chairman, qualifies as 2 points, 2 out of 3 points.
It scores as a major company, so he ends up with 7 points. In that sense, Mr. Veres is shaking his head. Mr. Veres, the number of employees has to exceed 250.
The Concertgebau meets that requirement and the value of the assets has to be in excess of EUR 17,500,000 and the Serkabar also complies with that according to the annual report. So that's 7 points. And you are infringing the law. I'm sorry there's no other way around it. And I'm happy for you to continue, but there is you've got to let go of one of your positions.
I can make it better because the slogan is everything sounds better in the Concertgebou. Let me help you. At the time, we checked to see whether Concertgebao counts for 2 points and we looked at it. I can't remember exactly what the details were, but ultimately the decide was the decision was, sorry, that these points do not count. You should not look at the law on administration and supervision, but you should look at other requirements, the CAD requirements.
So if you look at the CAD requirements, you find an entirely different calculation. We can't help it, but they're 2 different calculation methods. And Mr. Verus would comply with the criteria. And I'll be happy to discuss this with you bilaterally.
So Mr. Verus is going to sound continue to sound lovely in the concert bar. Mr. Vlika, please be concise because in fact, I'd already wrapped up this item on composition. I'm extremely pleased with Mr.
Baers as a successor to Mr. Van der Vere because at Heineken he introduced Heineken 0.0. And here he's going to continue to work on an environmentally friendly organization. So I think that we have a rosy future ahead of us with Mr. Weyers.
Item 8A, these are always very technical issues, authorization to issue ordinary shares. I'm going to try to read it out really quickly. Agenda item 8A and 8B concern the authorization of the Executive Board to issue new shares. And the proposals to be dealt with this at this meeting are in accordance with the other proposal at AGMs of preceding years. And this authorization provides more flexibility than the authorizations requested prior to 2016.
And so therefore, for ING, it will be much easier to, if necessary, respond to developments in the financial market, such as the concentration of large shareholders in the Corporate Governance Review 20 16 2015 2016. The authorizations are also in accordance with international market parties. In this item of the agenda, 8a, we're dealing with the authorization to issue 40% of subscribed capital with, insofar as reasonably possible, a preemptive rights for existing shareholders. In order to avoid any misunderstandings, 40% boils down to a nominal amount of and I can read it out, but then you know you would know what you'll be voting on. So this authorization can be used for any purpose of funding, not only to strengthen capital, but also to fund acquisitions.
The authorization would be valid for a period of 18 months, subject to extension by the AGM. We would like to emphasize that it is the intention of IG to do anything that is reasonably possible in order to respect preemptive rights of shareholders and to avoid any dilution. All this in accordance with the applicable ROSEN regulations and applicable law. Further information as to how we will be dealing with the preemptive right of shareholders is included in the annual report for 2017. The supervisory board has already approved the proposal.
The authorization will replace the authorization granted by the previous AGM under I8A. I know from the past that a number of people felt that the 40% was rather high and it's something that we are already familiar with this. It's not new information for us. Nonetheless, I would like to ask you whether there are any questions. Mr.
Ferebach. Thank you, Mr. Chairman. My name is Richard Ferebach. I work for PGGM Investments and I'm voting on behalf of our customers, including pension fund Sorokin Belsen.
You referred to our comment that we made at previous meetings, and I would like to reiterate it here for the minutes also in this meeting. We intend to vote against the Proposal 8A precisely because of the level of the authorization. And we would call on you to restrict your authorization only to exceptional financial circumstances in which you would avail yourself of the 10 plus 10, which is a common percentage in the Netherlands. So once again, I would request you to commit yourself to that percentage and not to use it for mergers and acquisitions. Thank you.
We understand your request.
Please vote on Agenda Item 8A. And I'll state the amount for the minutes. This concerns 40% of the issued capital. It concerns 15,340 €160.67 Please cast your vote.
This is the
nominal amount, not its stock exchange value. And the total amount was 15,500 and
it
says 1,000,000 where I am, €15,543,161.76 That's the amount stated.
Okay. The notaries, Monique.
Now over to the notary. It's still 15,000,000 dollars 15,500,000 approximately. The notarists is shaking it, ahead. Please cast your vote on 8A. If you will cast your vote, I close the vote, and we'll see the results.
The
proposal has been carried with 90.2 percent of the votes cast in favor. Thank you. Now on to agenda item 8B. This concerns the issue of ordinary shares with or without preemptive rights of existing shareholders. The proposal is explained.
Mr. Fink will state the amount in a moment. I can already see that it's in the 1,000,000. This concerns 10%. So the difference compared with the previous proposal is that no preemptive right is associated.
Does anybody have any questions? Then I'll proceed to the vote. No, that's the photographer. There's a question at Microphone 3. Mr.
Chairman, I'm Mr. Heinemann. I'm a private shareholder living in The Hague. I attend quite a few shareholders' meetings. But I've never seen an item such as 8 be issuing authority to issue ordinary shares with or without the preemptive right.
It's always without preemptive right. Why did this suddenly come about at the ING? That's very unusual. Can you please explain that? Well, when I was a little boy, I would leave with no coat on.
Mr. Fink, it's a high percentage and that safeguards shareholders' rights. That's why the authorization is being requested for that percentage with regard to the preemptive right. I think that serves your interests. I also have a question for any other business.
So I'm going to remain where I am. Okay. Let's vote on agenda item 8. The authorization to issue 10%, which equals €3,885,790.44 That's the base value, the nominal amount. Please cast your vote on Agenda Item 8B.
So if you've cast your vote, we'll wait for the results. The proposal has been carried with 98.1 percent of the votes cast in favor. Onto agenda item 9 and this is the reverse authorization of the Executive Board to acquire ordinary shares in the company's capital. So this is purchasing shares, okay? This concerns a maximum of 10% valid for 18 months at a purchase price that should be at least €0.01 and should not be higher than
the
highest share price at euro next. I'll open the floor to questions. This is a standard item. Otherwise, we'll vote. Now we're going to vote.
Please cast your vote on this agenda item 9. Please cast your vote. The vote is open. Close the vote, and we'll wait for the results concerning Agenda Item 9. That takes me to agenda item 10.
That's any other business. I'll give you another opportunity to ask brief questions. And after that, I have some concluding remarks before we wrap up over drinks in the adjacent area. Are there questions? I see Mr.
Heinemann, let's start with you. And I'll then we'll have a round with the different microphones. Mr. Heinemann? Mr.
Chairman, why doesn't the ING offer an option dividend? There's some quite a bit of turmoil in the government about abolishing the dividend tax And that might stop the proposal from being adopted. All those problems could easily have been averted if all firms offered an optional dividend, because the optional dividend, which would largely be appealing to foreign shareholders and then they could participate in the company tax free, not only receiving money, but also enjoying the rising profits in the companies because that's the idea that the dividend will rise along with the profits and earnings in the company. And as why couldn't we do this in all cases also with other firms having this optional dividend. And that would solve the entire problem pending in the government.
We'll start with all questions and have one concluding round of answers at the end. I have two questions. I'm Mr. Liz Soursoy. The first is about semantics and I think that we can resolve that fairly easily.
The sustainability policy of the ING keeps mentioning low carbon, I hope that that's not the objective. I would like to replace that with low carbon dioxide emission or curtailing carbon dioxide emissions. Low carbon would mean trying to eliminate all staff as quickly as possible. The second point is more substantial. It relates to privacy.
And you know that's a hot topic. Protecting the privacy of customers and everybody who entrust data to the to disclose personal data to the ING and they were leaked very quickly. I complained to the ING via the contact form posted on the ING website. I received no response and repeating the complaint merely yielded the message the ING does not disclose information to third parties and that didn't get me anywhere. Did you have another question, sir?
I have a very brief question. Apparently, I missed it during the meeting on Page 110 in the annual report. I've said previously, profit isn't opinion cash as a fact. Is it disconcerting that in this bank, the operating cash flow is negative? The total cash flow is positive, but the operating cash flow is negative.
See Page 110. Thank you, Mr. Chairman. I'd like to talk about women. I'm looking at you and see no woman among you.
I appreciate women and I'm not pleased about this. I know that that gentleman is pointing to the beautiful woman who was there. Apparently, she doesn't want me to see her. Perhaps she'll return. But the gender ratio is skewed.
What do you think of that? Now on to microphone 4, because hardly anything has been said about this. I have a few questions about remuneration. What damages did the ING suffer? Please tell me that.
2nd, who is putting the bill? And quite honestly, I hope it's not us as shareholders or the account holders because we weren't even consulted. So who's going to put the bill and next to that the principles of the supervisory board and Mr. Broking said, we're not about principles, we deal with other things. The more I watch this event, I noticed Mr.
Balkan and I've been associating him with the Balkan and his standard and when I and I associate standards with principles. So I felt there was a conflict there. Now Mrs. Hassa? Thank you, Mr.
Chairman. Please tell me how many retail and how many wholesale customers are identified because I didn't get the sense of how many people who of course can vote with their feet is taken into consideration in the statements by Mr. Hammers. And my second question, last year, I realized that with all the changes in how you communicate with the bank is sidelining a large share of the population. And during this meeting others have stated that we need to do justice to people who as a result of all different problems would still like respect and would still like to care for themselves and do not want to depend on others because of all kinds of changing procedures as Mr.
Hamer says it. And as I just read and remember, the slip to transfer payments on paper is going to disappear at the end of this year. Mr. Espanaur, I have a question about the AVG of 25 May. Is your IT prepared for that?
And on 25 May, when it starts after at 0 sharp, will you be able to handle it? Until April this year, there was a notice on Teletext by Mr. Grapprauis with measures for the digital dike reinforcement. The ministry thinks it's time to get to work on this because he sees a national threat. My question is, are you going to join the digital DAC Reinforcement because of course a banking system will have a serious impact banking system will be seriously impacted if the wrong card is driving up the highway.
I'm Reinders. I'm a private shareholder. Last year, I asked a question about a problem which has yet to be resolved to my satisfaction. We can't resolve it here, but I would like to mention it. Last week, I encountered another problem and I spoke up and I went to Leovard and they resolved it.
Dear thanks to Mrs. Kaupers and Mrs. Andringer to my utmost satisfaction within 15 minutes. And many people can learn something from these 2 ladies. And after discussing remuneration policy all afternoon, I think you should pay these 2 ladies a bit more.
Maybe you should give them a bonus. Now, Ralph will start answering the questions. I'll check them off. As for the optional dividend, quite honestly, Mr. Haineman, we have checked into that regularly.
There were some supporters, but more importantly, there's resistance. There's very little interest because most investors can deduct the dividend tax from their income and it also causes dilution that leads to some resistance. And if most if the majority of our shareholders support this idea, we'll certainly consider it. But we don't sense that there's a majority support for that. So we're not going to pursue it for the time being.
Now, Mr. Lisa, I have a brief remark. I almost forgot. Well, if you keep hold that thought, Mr. Lisauer will certainly examine that remark of bad carbon dioxide emissions.
And if your data were indeed leaked, we deeply apologize and we'll address that ASAP. We have people who can continue on that. Now, Khos will talk about the cash flow. As for the gender balance, yes, we do care about that. May I no, no.
Now I'm busy with my answers. We have a dedicated program to recruit more and more women and to advance them up the ranks to get them into management. And luckily, we have extremely competent women who can serve as a role model for many women and encourage them to pursue careers at the ING. And we think that's a very important message. I had forgotten to tell you that most people I interact with at the ING are women and they're great gals and I'm very satisfied with them.
In fact, I'm more satisfied with them than the others pertaining to my gender. Next, about damages. Well, yes, that's a reputational damage. And we can't put a financial price to that. But depending on who is looking at it, the ING has sustained reputational damages and that doesn't surface in the development of our business plan.
We'll get back to you about that in the next quarter. But reputational damage is indisputably damaged and it's regrettable. Okay. What's reputational damage if it doesn't cost me a penny? What are we complaining about?
Have we thought of a monster that doesn't really exist and doesn't cause any damage? You say that there you didn't experience any damage. Well, reputational damage. How does that manifest? A bank is about money and capital.
No, not everything in the bank is about money. Well, there are also principles, but you just said it that you're not about principles. So you didn't suffer any damage. I'm going to wrap up this section of the discussion. Now materialistically, apparently, we didn't experience damage.
It's all in our mind. Well, reputational damage is difficult or impossible to quantify. Well, I'm trying to quantify. So if you can't, then there wasn't any. I have nothing to add.
Thank you. As for Mrs. Haase? Who is going to cover the reputational damage? We track our reputation score and at a certain point, it declined.
It's rising again. Every day or every week. We measure the net promoter score and how satisfied customers are with the ING. And that took a brief hit, but we're back at the top in some weeks. So our services are excellent according to customer perception.
But that doesn't mean that in a certain period, customers and non customers alike might have been dissatisfied briefly about the ING. And we'll have to do our best to restore that confidence. I can't put a price tag to that. I don't think there is a price tag to it. If you say that the only damage you know is financially quantifiable.
That's your perception. But we think that reputational damage is also damage. We're entirely with you. There are several types of damage. So it wasn't a financial problem for us.
That's what you're saying, right? Yes. Okay. And the other type, how did you experience that? Because I didn't don't notice it when I used the ATM machine.
Nobody is decrying me or booing me at ING ATMs. I'm not going to pursue this debate. We understand your question, but we're not going to follow-up on that. We still have to answer Mrs. Haas' question.
Thank you very much for your question. If I understood you correctly, when Mr. Hammes is talking about numbers of customers, 30,400,000 at the end of the year, how many are retail and how many are wholesale? Is that what I understood? Yes, of a total of 37,000,000 ING customers.
The major wholesale customers, there are a few thousands of them. Next, there are the SME customers. There are a few 100,000 of those. I can't tell you those figures off the top of my head. But most of that 37 point $4,000,000 so about $36,500,000 to $37,000,000 consists of consumer, so retail customers.
That means that the 20,000 people who switched to Triadis after the issue of that your remuneration hit the media, well, they're gone, but it's only a very small percentage, so the damage is minimal. Well, those numbers don't ring a bell. I don't know where you found them, but every day we track how many new customers we receive and how many leave. And we certainly didn't notice those numbers. Thank you for your reply, Mr.
Van Der Fir and for managing and properly answering my last question as well. Mr. Esponier had 2 questions. I think Steven is the best equipped to answer them. It's about cTPR and other monitoring tools.
So we're talking about the GDPR. We're hard at work to get that up to scratch before May 25. And you mentioned digital Dike Reinforcement, but we're working together with banks and teams from the government and e companies, not only in the Netherlands, but also at the European level. And we're testing whether we're properly equipped yet. Apparently, we're not yet, but we're trying to maintain the digital DIGE Reinforcement to be ready for the GDPR.
Thank you for answering my question. I have another one. How about if next year, what if we start at 11 a. M. Instead of at 2 pm?
Perhaps you can ask Mr. Veyer as well. Mr. Espanyer, you can ask Mr. Veyer about that over drinks.
It's past 6 p. M. We're not going to hold the meeting any longer. There's another answer for the person from Novartis and Mr. Heinemann.
Something has flipped his mind. Yes, it occurs to me again. Mr. Hammers asserted that an optional dividend will cause dilution of shares. I don't understand Item 9 or 10, there's the authorization to repurchase company shares.
And it doesn't matter whether money or shares leave the company. It's 6 of 1 or half a dozen of the other. It really doesn't matter. So I don't understand the dilution point. Okay.
That's shares under agenda item 9 are repurchased, but they're not canceled. So then they could be sold again in normal banking operations. But you're not willing to make a commitment to reconsider the optional dividend next year? No. I well, I have the courage to state that now.
Does it take that much courage? We still have 2 unanswered questions. One was from Mr. Reina. Thank you for your compliment to our co workers.
I propose that after the meeting, we forward you to the right person if it still hasn't been resolved. And then there was Mr. Fung Ve, who had a question about the cash flow from Page 110 and Koos was going to answer that one. If you look at what we're trying to do as the ING, we want to sustain our margin. Now government bonds don't make you strike gold nowadays.
So our battle plan for last year was to issue more loans than bring in savings and to fund that by having fewer government bonds. And what happened was that issuing more loans than bring in savings that's in the that yields a negative operating cash flow and that's funded by reducing the government bonds and that's exactly what we aim to do to sustain the company's overall margin and to keep that keep those loans going. So that was part of our strategy to preserve the company margins. Now finally, if you want the minutes to fill out one of the request forms outside and the definitive outcome of the vote will be posted online within a few days. Now over to Mr.
Hammers. Thank you, Guido. I'd like to highlight this last meeting chaired by Mr. Van der Vier. Fier.
He joined our supervisory board at a time when it was not obvious for somebody with his experience to join ING Supervisory Board. That was in the middle of 2,009. And as a loyal shareholder, I'm sure you remember that period well. And even so, Mr. Vandervier mentioned that he would be happy to join ING's ranks and we have a lot grateful for and we should acknowledge that because especially given the Chairman at the time Peter von Eldredink and then Mr.
Von der Fird taking over 2 years later. First, I think that's been a very good transition from bank insurance company to bank. And after that, we launched the Think Forward strategy for the bank. And then 1.5 years ago, we had best latitude and support for accelerating that strategy. So the obvious conclusion is that all the experience that Mr.
Von der Feuer brought on board the ING by giving us latitude and supporting us embodies our objective of enabling people to remain at the vanguard and to maintain a competitive company. And I'd like to thank him on all our behalf. Thank you. Thank you. It was a great privilege to do this for all these years except for the past month.
Now I'm going to conclude that meeting after welcoming Hans Weyers as the new Chairman. Within one minute, I will step down. Hans, I wish you all the best in your new role. Thank you, Hans, for stepping into my shoes. Ladies and gentlemen, I'm closing the meeting.
Thank you for coming. Enjoy a drink next door.