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AGM 2015

May 11, 2015

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Welcome. We have shareholders here and depository receipt holders, representatives of the ING Trust Association, and representatives of the Works Council and the press. On stage, at the first row, you see next to me, Ralph Hamers, then Patrick Flynn, and Wilfried Nagel is to my other side. Next to me is the corporate secretary, Jan-Willem Vink. At the second row behind me, you see the supervisory board members from left to right, Eric Boyer. That's the other left, then to my left. Eric Boyer, Hermann-Josef Lamberti, Karen Gorter, Henk Breukink, Joost Kuiper, Robert Reibestein, Isabel Martín Castellá, and at the side, the secretary to the supervisory board, Mrs. Lilian van der May. In the front row, you see several people that we may give the floor. They're the senior ING officers. I see Koos Timmermans. Koos, please rise.

Bill Connelly, Roel Louwhoff, our external auditor, Marcel van Loo. I see he has 2 assistants. Later on, we'll hear from Mariana Gheorghe. Please rise for a moment.

Board member. This meeting will be in Dutch. We have interpretation, channel 1 for English, channel 2 for Dutch.

When I entered the auditorium, I heard that there was a shortage of printed agendas. I saw that we had received some additional copies, I assume that that problem has been solved. For the record, this meeting is being webcast, you can attend it live via the website. The shareholders and depository receipt holders have been notified in keeping with the law and the articles of association that this meeting can take legally binding decisions. Shareholders and depository receipt holders have not submitted any proposals to be covered. On the screen, you'll see the issued capital as of 13 April 2015, about 3.9 billion ordinary shares rounded to 2.4 million. Ordinary shares were owned by the ING as of the record date and therefore do not count toward the vote.

A list of the capital present or represented, and the proxy votes cast will be projected on the screen prior to the first vote. The minutes from the meeting on 12 May 2014 have been adopted and signed by the chairman, the secretary, and the designated depository receipt holder and have been posted on the website since 12 November last year, where they've been available for perusal. Mrs. Van der May is going to compile the minutes from this meeting, and an audio recording is being made of the entire meeting to that end. The executive and supervisory boards are seated here on stage. Okay, I can skip that one. I'd like to designate a shareholder or depository receipt holder to co-sign the minutes, and we propose Mr. Sytsma. He's willing to do this. Please rise. Thank you very much for helping us out. That's a fine ING tradition.

We need you to agree to that. We're not going to conduct a vote. I assume you're okay with it. Let's hear a brief round of applause for Mr. Sytsma. Did you want the floor on this subject? You have a remark about the minutes. Let's see whether this is the right time or perhaps later on. Okay, let's hear it. You have the floor. You'll just need to speak at a microphone.

Speaker 20

Thank you very much. I'm [Mr. Bruening,] I'm a private shareholder from Rotterdam. In preparing for this meeting, I wanted to view the minutes and download them from the internet, but the PDF was secured with a password. I took all the necessary precautions, but I was unable to open it. I think that it was strange to find a PDF that I could easily access on the website.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

It turned out I could open it straight away. Anybody could've. I'm not sure how you obtained the password or whether you were able to open it without the password, but we'll get there. We have quite a lengthy agenda today. In previous years, we wrapped up well after 6:00 P.M. We've had some complaints about that. It's not desirable. We're quite full now in this auditorium, but at around half past five or six, only half of the people will remain, and that doesn't feel right. Please keep your questions and comments short and snappy. When we start with any other business, I'm going to do it slightly differently than we did last year, and hopefully, we can accelerate a bit. As for items 2A through 2F, they'll be addressed separately later on.

Mr. Van Loo of Ernst & Young at agenda item 2F will elaborate on the duties performed by the external auditor, just as he did last year. If you have questions about that report by Ernst & Young, please channel your questions via me. Also for the record, questions about ING products or services, or questions as an ING customer may be addressed to the people outside. This meeting is not the right place for those questions. When we vote, ladies and gentlemen, we will use the electronic handsets. We'll explain this when we start voting. Please don't take the voting handset home with you and return it when you leave this auditorium at the end. Ladies and gentlemen, that takes me to agenda item 2A. This is the report by the executive board for 2014, including the sustainability report. We've combined them.

I'm giving the floor to Mr. Hamers, our CEO.

Ralph Hamers
CEO, ING Groep

Thank you. Can everybody hear me? Great. Thank you, Jeroen. I'm going to briefly review what's happened at ING in recent years and how we performed throughout the year. I just wanted to say a bit about that. I'm happy to see such a wonderful turnout here. It shows your commitment and zeal in attending this shareholders' meeting on this fine afternoon. I'm happy to see you here. The first item concerns restructuring. ING is emerging from diversified financial services. Last year was crucial in that transition. As for the sale of our U.S. insurance company, we've also got the remainder of insurance operations in Latin America, there are two other crucial items. One is launching NN on the stock exchange. That was a big success. NN performed very well.

The second crucial matter is our gratitude by repaying the Dutch state early and the good return. Those were very important points for us to wrap up the restructuring properly. That's the first update. The second part, what remains of us as a bank? As a bank or an international financial institution, we have very solid foundations. We're a European bank with operations in 40 countries, over 32 million customers. Last year, we added 1.2 million new customers. We're immensely focused on our customers, that carries over to our Net Promoter Score. Everywhere we operate, we measure both in retail and in industry banking, what the customers think of us, whether they think we're better than our competitors and why. We also assess our areas for improvement, we aim to be first in the Net Promoter Score in the markets where we operate.

In nine of those countries, we do rank first. It's that customer focus that has ensured our ongoing growth in the past year as well. That customer focus was the foundation of the strategy that I touched on last year. It's the Think Forward strategy, in which we've highlighted our targets by enabling people to remain a step ahead, both personally and in business. We try to back this up with our promise to customers, providing good insight and easy service, services that are continuously available in every time and place, presenting the services that customers can do it on their own, both technologically and in terms of substance, that they understand which decision they need to take. As the last part of our customer promise, day after day, we work to improve and to go that extra mile.

That's our integral commitment, that's what ensures our success. Ultimately, in that strategy, we focus on making a difference in the customer experience. That all carries over to the Net Promoter Scores. There are four priorities. First, we aim to get our customers to see us as their primary relationship. Not simply a savings bank or a mortgage bank, we want to be their integral bank with which they have their primary relationship. That increasingly allows us insight into our customers and helps us serve them better. That's the second one. Third priority is that we want to remain at the vanguard of market developments and innovations in technology, to embed this as quickly as possible in our services. If things can be made easier, we want to do so. We want them to be easier.

At the end of the day, we want to extend our horizons beyond banking to see what's happening in that industry, there are other earnings models that we can leverage and need to consider with respect to our competition. Those are the four strategic priorities. With this focus and these priorities in our Think Forward strategy, we touch on many different fields in society. We figure in the sense of making our retail customers feel that they're in control. If financial services are complicated, we're there for them, the government is receding in terms of supporting the financial industry and the social surroundings. We also figure we are the kind needing support through lending at industry and small-medium enterprise companies that want to invest. We support them there, too.

We try to support companies actively that approach us with interesting proposals, specifically about climate control, for example. If they want to introduce improvements, we give that a little extra support. We have a portfolio of EUR 19.5 billion in the past year featuring such initiatives. Supporting sustainable transitions is very important in our strategy. Over the past year, after devising the Think Forward strategy, we examined the sustainability paragraph as part of that strategy. It all comes together. The role that we wanted to play has been clarified, both in helping retail customers and in helping industry customers. With retail customers, for example, we've launched the financial fitness test so that people can check whether they should save more or save more long-term. This embodies our decade of cooperation with UNICEF.

In recent years, we've managed to provide 1 million children with a good education, not only in the countries where we already operate, but outside as well. That's part of our commitment as well. As for industry customers, we have our own responsibilities for sustainability, we want to continue reducing our carbon dioxide emissions. The target that we set by 2020 is to cut that by another 20%. In the past five years, we've already reduced it by 43%. That figures in our focus, too. As does, as I just mentioned, building financing for sustainable transitions. One example is the portfolio for electricity generation. You see that the share of renewable energy, as we call it, increasing from 23%-43% in the total portfolio. That's yet another way that we help improve society, we help control climate change.

We've also decided together with 42 other CEOs and policymakers to appeal to deal with climate change. There was an advertisement in the Financial Times, we were part of that. As for strategy, I'd like to highlight a few of our innovations. To the extent that you're not only shareholders, but also customers of ING, if you're not a customer yet, we'll try to make you one today. In the past year, we introduced various innovations. For example, voice recognition in the Netherlands and voice-activated menu management. In Belgium, we tested password systems based on fingerprints, we launched that in the Netherlands as well. We're doing that in Germany and Turkey as well now. In Spain, we provided a very transparent platform so that our customers know exactly where they stand financially.

There's tablet technology that enables older customers to feel comfortable with the new technology because it's intuitive. If they tap on items, they retrieve a lot of new information. These are the things that we're trying to integrate in our customer service. We travel all over the world to get this ready on that screen. In Germany, for example, where we have nearly 1,000 new customers a day, all those new customers have to visit the post office to identify themselves because we don't have any offices. We've devised a system with the approval of the regulators, enabling people to sit at their computers behind their desk to identify themselves in front of a camera with their face and an identity card. They can do that from their home. They don't need to stand online anymore.

We use technology that is not ours for these innovations, but we do need to know how it works to facilitate use and make their lives and banking easier. We're continuously searching for these new technologies and trying to integrate them in the customer experience. I said previously that it's that customer experience that makes the difference. Now I've got a few examples of that, retail customers and one for the industry customers. In the past six months, we ran a test with various industry customers to ensure that all the information we have available for them and the products they have in different countries concerning their status and their accounts and the transactions they perform via financial markets, that they can see everything at a glance on their tablet, and that they can use a single password to obtain all that information.

That's one of the new service products. It's called InsideBusiness, and we're launching it now. The tests in the past six months were very successful, both for retail and industry customers. We're trying to integrate new technology as quickly as possible in our services so that people enjoy the service more and find it easier. We do this for our customers, and the question is whether the customers are satisfied. The Net Promoter Scores show us whether they are, but we also see this based on our progressively growing number of customers. In the past year, we had 1.2 million new customers. Still more important in our strategy is that a lot of customers have their primary relationship with us, and you see those figures reflected here as well. Because it's that primary relationship that establishes a true relationship with our customers.

That ensures that people are depositing their savings with us and taking out more loans from us. We're pioneers in technology, but we're very traditional in what we really do. We accept savings deposits, and then we deploy that into the economy through loans. That's what we do. It's important that the savings comes from different sources and countries, as you see, as well as the loans are issued to different countries so that we have a diversified deployment system so that we don't depend on one type of customer or group of countries. It's nicely distributed and ensures stability that improves things.

If we're talking about lending anyway, we've indicated that in the process of growth, we want to continue growing mortgages, but we want to accelerate growth in assets and other types of loans, such as consumer credit and SMEs and working capital credit lines for large companies and international financing. We want to step that up because we aim to ensure that on balance, the ratio between all those different categories improves. We've achieved quite a lot of that in the past year as well. My example here is based on ING Spain. That bank was structured as an ING Direct savings company, so we could receive savings deposits there. Over the years, it's matured as a full-fledged bank. For five consecutive years, it's achieved the top Net Promoter Score on the market.

If you ask those who are not customers of ING Spain whether they're considering becoming customers, nearly 40% of non-customers want to become customers of ING. We're still receiving about 400 new customers a day, and the primary relationship is increasing. From a savings bank, we're becoming a full-fledged bank, not only in retail, but especially in industry. It's that mix in all countries that's increasing our stability and our role in society of recycling savings back into the economy. We're doing that well. That's a wonderful example. Ultimately, all this yields results that are important for you as shareholders. That's the destination. It's not the starting point. We start with the customers, and the destination, the net result, is to do it in a way that benefits all stakeholders. Ultimately, you need to consider all those interests.

This shows that we've achieved a better result as a bank and profits of EUR 3.4 billion in underlying net results. In the last year, we achieved a return on equity exceeding 11%. For the year as a whole, it was 9.9%. The policy is bearing fruit. How did we do this financially? We did it by increasing income and our loan book. We also tried to improve our margin a bit. We curtailed our costs. We ensured cost neutrality. Where we invested, we tried to offset that with savings elsewhere.

That shows that our cost/income ratio is improving and our risk costs are under control, the net result, adjusted for the negative impact of what we call CVA and DVA, we'll debate that later on, and the huge provision we announced in Q4, if we adjusted for that, the result would've been EUR 5.4 billion last year. Good results any way you look at it. That's also led our buffer capital to be greatly strengthened in the past year. Despite our having fully repaid the state, we've been able to solidify our buffer capital. As a consequence, we had some scope in Q4, not only for this year, but already in 2014, in Q4 2014, we've been able to announce a dividend. We've accelerated everything to make this happen. It's continued. Last week we announced the Q1 results. Over 350,000 new customers in Q1 alone.

As for profit, up to EUR 1.2 billion for the bank, EUR 1.7 billion for the group, including the profit from insurance activities and the buffer capital of the bank the same as before and is increased for the group. The first quarter confirms that our Think Forward strategy and focus, taking all interest into account, is effective. We noticed that we're heading for the targets that we announced last year that we'd like to meet by 2017. We're well on track. You might say, well, that was perhaps not very ambitious, but we do envisage other challenges. For example, the low interest rates. We're not there yet. We're happy with our progress so far, but we still have a ways to go.

If we see that in terms of how the different stakeholders view us, in a single impression, one country where we're operating, for example, in the Netherlands and in Belgium, our customers told us that they think we're the best bank. In Germany, for the ninth consecutive year, the customers are happy with the bank, and in Australia, the same thing. In many countries, we're seeing that customers are really happy with ING. As for our employees, unfortunately, in November, we had to announce a reorganization in the Netherlands, which will mean that many employees will be leaving us. Nonetheless, spirits are high, and our employees are more committed and more involved. They've also given us a certificate as top employer in Europe and a great place to work. Shareholders.

If we look at the ING share price, over the past 12 to 18 months, we've at least matched the different indices, or exceeded them, compared to comparable institutes. That's also a very important indicator. Last but not least, the topic I mentioned earlier. If we're talking about corporate social responsibility, in the past year, we ranked at the top of the Dow Jones Sustainability Index among diversified financials for the first time. We're very proud of that. That's how we keep tabs on everything continuously. The conclusion is that last year was an important year for making it through that restructuring and seeing the mist clear, showing that we're ready for the future and we're in good shape. We're a bank with many good options and activities as market leader in growth markets and in markets where our model is a winner.

Our Think Forward strategy shows that we're increasingly getting new customers and obtaining savings deposits, and are able to lend more and more so that we can improve our results. Our capital buffers are more solid than ever. That's a very brief summary of what the 53,000 people working at the ING have achieved in 12 months. I think that's plenty of food for thought and for debate.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Thank you. Thank you, Ralph. Thank you, Ralph. Before we proceed with the questions, first of all, we have a number of announcements under item 2 of the agenda. First of all, the report of the Supervisory Board. I'm not going to repeat that. It has been included in our annual report. We also have a remuneration report, which is also an item we're going to discuss. You'll also find it in the annual report. Here I would be asking Henk Breukink, and he's the Chairman of the Remuneration Committee, to give us a brief presentation on this. Over to Henk.

Henk Breukink
Member of the Supervisory Board, ING Groep

Yes, indeed. Thank you very much. A very brief report on my part. This meeting in 2010, the policy was adopted, and pursuant to this policy, 2014 was unchanged.

Over the previous years, there's no variable remuneration which was granted to the members of the Executive Board. In the context of this remuneration policy, in 2014, a salary increase was granted to the CEO and the CFO, and for the sixth year in a row, no variable remuneration was granted. In 2014, the remuneration 2014 has been included in the remuneration report that you've been able to read, and I would like to point out that later on in the meeting, under item 5A of the meeting, we'll be discussing the amendment of the existing remuneration policy, and we'll be voting on that. I would request you to wait with your questions until we address this item regarding the remuneration 2014. I'd like to give the floor back to the chairman.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Thank you, Henk. 2E, corporate governance.

Here we have also included a chapter on the matter in our annual report, and I shall give you a brief explanation myself. In the annual meeting 2010, we debated the future of certification of shares. The Executive Board and Supervisory Board at the time informed the meeting that at the time, that was in 2010, after conclusion of the restructuring and divestment, there would be a natural point in time in which we would take another look at the overall governance of ING, including certification. Although the finalization of divestments could take until late year-end 2016, ING already in 2015, i.e. now, is going to start this evaluation, and the outcome thereof will be on the agenda for the annual general meeting of 2016. This year we'll be working on the preparation and consultation, and it'll be put on next year's AGM's agenda.

Ladies and gentlemen, an explanation in terms of item 2F, which is the adoption of financial statements. Of course, you'll find the information in our annual report. By way of brief introduction on my part, the financial statements were drafted by the Executive Board, in the English language, and that was done on 16th of March, and were available for perusal on March 19th as from March 19th, and was available on the internet. The financial statements have been evaluated by ING and the auditor. The auditor has issued a so-called unqualified opinion. I'd like to refer to the debate which was held in the AGM in 2014. We would like to highlight that this is a more extensive, more company specific auditor's statement. May sound somewhat peculiar, but the auditor will explain that. We recommend, we being the Supervisory Board, that these financial statements be adopted.

First of all, I'd like to give the floor to Mr. Marcel van Loo, the auditor.

Marcel van Loo
External Auditor, EY

Yes. Good afternoon. Thank you, Mr. Chairman. Just as last year, I would like to take this opportunity to explain our involvement as an external auditor. Ladies and gentlemen, my name is Marcel van Loo, and, since 2012, I am the external auditor on behalf of Ernst & Young, of ING Groep and ING Bank. For this AGM, we have been released of our obligation to maintain confidentiality. I'd like to proceed to give you a presentation on our auditing work and our opinion. Questions regarding our management letter and the auditor's report, I'd like to refer you to our chairman. In accordance with your instructions, we audited the single and consolidated financial statements of ING Groep 2014, and we issued an unqualified opinion for these financial statements.

Furthermore, we issued unqualified opinion with the statutory financial statements of a number of subsidiaries of ING Groep, the main ones being ING Bank and NN Group. Since ING Groep is also listed in the U.S., ING Groep has to comply with Sarbanes-Oxley Act. In this context, we also issued an opinion on the efficiency and effectiveness of internal audits regarding financial reporting of ING Groep. I'd like to refer to page 86 of the annual report. In 2014, we also carried out an evaluation of the quarterly figures of ING Groep, also the half-year figures of ING Bank and NN Group. For these intermediate figures, we issued an unqualified opinion or statement. This year, we evaluated the sustainability information as included by ING in its annual report, also issued an unqualified statement. I'd like to refer to page 60.

In conclusion, I would just like to highlight that the statements of ING in the annual report, including those statements regarding corporate statements, have been evaluated by us, and we have found no material incorrectness or contradictions with the financial statements that we audited. We've also been able to confirm that the required information by law has been included as stated in our opinion. The chairman already referred to this brings me to the new opinion. As I announced last year, as per 2014, this is mandatory. I'd like to refer to pages 335-338 of the annual report. I shall briefly touch on the most important elements. Based on our work, we reached the conclusion that the financial statements give a faithful representation of financial position as per December 31st, 2014, and of income in 2014.

The financial statements have been drafted under the assumption of continuity of operations going concerns. Based on this work, we feel that we can reach the conclusion that the assessments of management are appropriate. Impartiality. We've taken sufficient measures in order to guarantee impartiality of ING. Materiality. The materiality that we applied for ING Groep is EUR 240 million. By the way, we don't apply the same materiality for all items and all amounts audited. In certain explanations, we don't take into account materiality such as remuneration because the accuracy of the explanations require this. Any stated and not corrected differences in excess of EUR 10 million are reported to the audit committee and the supervisory board. We're not only the external auditor of ING in the Netherlands, but in almost all other countries in which ING has operations.

We determine where and to which extent we carry out the audits. The results of local audits are evaluated and are discussed with our teams at the location, also ING Netherlands. Every year we visit the most important countries once or several times. This brings me to the next subject, key audit matters or significant risks. A significant risk or key audit matter is an acknowledged and estimated risk regarding a deviation of material importance and significance, which according to our opinion, requires special attention. Significant risk concern very often concerns significant non-routine transactions or measures that require adjustments. We have gained insight into the internal control operations of ING relating to these risks. Furthermore, we carried out specific data specific work in order to determine that the risk did not lead to a deviation of material significance in the financial statements.

For our audit 2014, we've acknowledged the following significant risks. I'm just going to give you a list of them on pages 335 to 338. You'll be able to find more information and also those pages in the annual report in which ING itself discusses the different items. This concerns divestments of Voya and NN Group, provisions for loan losses, actual value of financial assets and liabilities, pensions, reliability, continuity of electronic data processing, estimates applied in the calculation of insurance obligations, liabilities, and possible liability of unit linked products. Furthermore, I'd like to point out that our relationship with ING is transparent and excellent, and we can qualify the controls at ING as good. Yes. Chairman, I'd like to give you the floor.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Thank you very much. Thank you for this explanation. We can proceed to questions.

As I pointed out in the introduction, we are going to try to close the meeting prior to 6:00 P.M. That would be a lot earlier than previous years. Now we have devised a method that hopefully will work, we're not entirely sure. What is this method? The method entails that we're going to allow a number of people to ask questions. So we'll do that in groups, so block 1. Let's say 10 people asking questions. Some people may have lots and lots of sub-questions. We'll be gathering or clustering all these questions, and then I'll be giving people here at the table the floor in order to proceed to answer those questions. If you haven't been able to take the floor in block 1, don't despair if you have questions, because we'll make sure that there'll be a second opportunity.

That'll be block 2. It's just like in parliament, if you know. If you will, the parliament, after 2 rounds of questions, they proceed to a vote. I hope we'll be able to do that here today. We would like your cooperation to make sure that we can close this meeting a bit sooner. Of course, we want to do justice to your opinions and your questions. The first person to ask a question, I don't really see him, but he has reported to us before, and that would be the Chairman of the Works Council of ING Netherlands, Bert Wolthuis. He's at the back of the room. He would like to make a statement. I think that we should do justice to that request. I said, why don't you go first? Bert, you have the floor.

Bert Wolthuis
Chairman of the Works Council, ING Netherlands

Mr. van der Veer, [Mr. Breukink], first of all, thank you very much for taking the time to speak to us. Please could you stand a bit closer to the microphone, a bit straight into the microphone. I am here as Chairman of the Works Council of ING Bank business in the Netherlands, and I have an appeal for you, [Mr. Breukink] and Mr. van der Veer, to show more empathy towards the Dutch civil society and the Dutch banking business and its employees. I am talking about my colleagues. My colleagues, they hear the comments of family of relatives and friends, but they cannot justify ING's actions. They are, at the end of the way, the people that speak to the clients day in, day out, and they speak to customers as ambassadors. As Mr. Hamers said in the introduction, they are very passionate staff members.

They are making ING Bank what it is today, and they are doing their utmost to make ING a bit better every single day. ING Netherlands is about 30% of the international bank business. But these employees do get 100% of all the comments, all the commotion. We would very much appreciate it should you take a bit more into account what the position is of ING Netherlands and its employees. Thank you very much.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Mr. Wolthuis, thank you very much for your clear message, which we fully understand. Thank you very much. I would like to proceed to the questions. I am going to start on the right-hand side and then work my way towards the back, and then towards the left for block one, and block two will be anti-clockwise. Please go ahead.

Speaker 30

Thank you, Mr. Chairman. My name is Stevenson, the Foundation Legal Protection of Investors.

This item of dividend, of course, is not being addressed yet, but I would nonetheless like to touch upon it because it does have something to do with this. Mr. Hamers already said so himself. The buffers are stronger. ING is a strong company and you want to proceed to pay out a robust dividend, in inverted commas, to do justice to the people who have invested in the company. Now, what do we see? The committee is pointing a finger and requires solvency to be higher than it was supposed to be. We find this unacceptable.

Just as in ordinary business, we saw this at the time the bank said you are not allowed to pay out dividends, now all of a sudden, the banks are being told off and are being told, "Watch out if you are going to pay dividend, make sure it is as little as possible." We would like to hear your reaction to this. Then EUR 2.5 billion is what you want to acquire with the issue of bonds. You had a roadshow week 16. As far as we know, you have not made any announcements as to what happened. We would like to get a bit more information on this as well. About five interests have been transferred from NN to ING. Did these participating interests go from one company to the next? Did it go through the stock exchange? How did that take place?

It struck us that the percentage that first was with [INN] is the exact same percentage that ended up with ING. That is, if you look at the AFM figures. Yes, the branch offices, the network in the Netherlands and Belgium. Well, you're going to reorganize that, and you also referred to Germany. Well, we're quite worried that competition, well, how should I put it? That ING be affected. How are you going to go about that? Because I understand that you're going to close offices. Finally, competition from Facebook. Facebook users will be able to transfer money by chat services. It seems that America, they're already doing that. They want to roll this out in the Netherlands as well. What are you going to do about that? Thank you.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Six questions, Mr. Stevenson. There you go. [Mr. Joorna].

Speaker 33

Thank you, Chairman.

Chairman, on behalf of the VEB, first of all, congratulations because you've come a long way. ING was in the dock for a while, was repaired and can head for sea, has headed for sea. Actually, your CEO has just explained how well ING is doing. Who are we to say that we have some critical comments? Then again, you know who we are. We're going to proceed nonetheless. The first critical comment concerns your own observation, certification. You're going to look into certification. You already answered that question. I think I don't have to, once again, insist on the position of the VEB. Don't have to do that. You're familiar with our position, should you wish to consult us, we'll be happy to oblige. First quarter 2015 was extremely good. Two statements of your CEO.

He says that he's somewhat worried about the low interest rates, and that actually would make it more difficult to make money. I always thought that with banks, it's not really about interest, it's about the interest margin. Either you've been incorrectly quoted or you should go back to university. I don't think that is necessary. Chairman, what I also hear from banks is that people who have savings, and that's actually what was said in the presentation, we've got a lot of savings, we have a lot of customers that do saving. It seems that banks don't really like people who have savings. Do you agree with that? Because it's easier to borrow from the ECB. Savings as such, it seems that banks are not really pleased with savings. Does the same apply to ING?

Chairman, economic growth in the Netherlands or growth in lending was less than in the growth markets that you had. There is criticism, particularly from SMEs. They're saying the banks are simply not giving us credit, are not giving us loan. There is a demand, you're not doing anything about the demand for all sorts of reasons, I imagine, I don't know. These are things that are being said. The European Central Bank, we have a bank union, which is commendable. When do you think that the restrictions that you have here, you're getting all the money in Germany, then you have to lend it in Germany, whereas you can sort of, keep the money, the deposits in the Netherlands, then you should be able to lend that money in Spain. When will you be done with the restrictions?

When will they be lifted? A risk that you see in the U.S. is that sometimes, and I don't know whether this is an issue, that sometimes you have to proceed to inferior investments. That it would make it easier for you to lend money because you need to get rid of your money somehow. Basel IV, does that worry you? I'm getting a bit ahead of myself here because it's still being studied, but apparently, the mortgages are being scrutinized, and that could affect the position of Dutch banks because Dutch banks would have to have much more capital. How do you feel about that? What is your opinion and what is it you can do about that, sorry. I don't think we're going to get out a European Union that quickly, but then again, you never know. Alternatives, innovation, crowdfunding is what you refer to.

How far have you come? How do you feel about that? What would be the position for ING? Because I've been told that things are progressing very quickly. Prices, you weren't allowed to use the weapon of prices for a long time. Would you be doing that in view of competition? Omniplatform, excellent development, I think, especially if you are forward-looking. I read an interview by Mr. Yeung, I don't know how to pronounce it, in which he actually refers to squads and teams, and he sees all sorts of opportunities. Let me tell you that 15 years ago, I tried to work with this myself at Rabobank. It's too American for it to work. If you outsource IT to a genuine IT company, perhaps, but if you do it with your own staff, it may be a bridge too far, but it's a wonderful initiative.

IT, what are you going to do about that? What is it going to cost? All the numbers are great. cost/income ratio is increasing from 56 to 58. Either you've lost control of the costs, could be pension charges, things like that, could be an internal thing, or you have to increase your income. I'm sure you're doing everything in your power here. Now, actually, my last, perhaps the most difficult question, Mr. van der Veer. Page 222, actually, you find all the legal issues, all litigation ING is involved in. I'm not going to list all of them. I'm just going to highlight one of them. This is the case that was presented to the New York Court of Appeals in January 2015. Bruce [Villolo] and their claims on Cuba. They have an issue there.

These claims have been vested, now they're approaching ING that with the OFAC, I think it was, that these claims were not secured. I'm putting it in my own words, if you don't mind. ING has been taken to court, and the estimated value of the claim is between EUR 2 billion and EUR 5 billion. We're not talking about small amounts of money. We're talking about serious amounts of money. Sir, I hope you can shed some light on this and prepare us for a shock, or perhaps not. Thank you. Eight questions. I hope this is not part of a series of questions. I'm speaking on behalf of 200 shareholders or perhaps even more. Tha nk you.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Please go ahead. Eumedion.

Speaker 31

Thank you, Mr. Chairman. My name is [Niedermayer].

I work for PGGM Investments, I'm speaking and voting here on behalf of our customers' pension fund for their healthcare. I shall also be speaking and voting on behalf of Menzis. I'm also authorized to speak on behalf of NN Investments. I'm not the representative of Eumedion.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

I'm sorry. I was confused as the chairman.

Speaker 31

A couple of remarks and also questions. You have clustered a couple of items together, so I'll try to be concise. First of all, we'd like to express our appreciation for ING's first integrated report. Financial and non-financial information has been bundled together. This is something we've been asking for a long time, and we're very pleased to see that you have succeeded in publishing such a report this year. We appreciate that. This gives us more understanding and insight into the bank's business, financial, and non-financial perspectives.

One of the elements that you have extensively discussed is EDTF, Enhanced Disclosure Task Force, you've been involved in this initiative for a couple of years, you've made good progress with your explanation to the different recommendations in it. There's still a lot of work to be done in this context. Our question is, what is the current state of play? What is the progress, particularly in relationship with other transparency requirements? The third pillar of the Basel Committee is just one of the examples, we would like to see where EDTF has an added value over the other requirements, whether these are still things that you want to work on in order to provide us with even more information.

As far as corporate governance is concerned, you said so yourself that in the annual report you have stated that you'll be carrying out a review. We have great expectations in this respect because things have changed substantially in the ING Groep over the past few years. I really think that there'll be a far-reaching change in governance, you are familiar with our position regarding certification. We would like to see that this become an important part of your review. The question that we would like to ask in this context is whether you can commit yourself for 2015 that there'll be specific proposals, or will we only be discussing the outcome of the review? It won't surprise you that we're in favor of being able to participate in the discussions and that any intended plans that you have be put to us. Cultural changes.

Cultural changes are a big priority with the other banks. Could you point out perhaps what the state of play is in ING and what the changes are that you've already introduced in ING? Could you also point out what ING's ambition is in terms of the trust and confidence of the financial sector? Those are my questions so far. Key issues. Thank you.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Thank you. Let me just continue on the right-hand side. I'm going to proceed to you. Let me just take two more questions on this side, and then we can proceed to our first round of answers. Please go ahead.

Sandra Bos
Shareholder, Private Investor

My name is Sandra Bos. I'm from Stede Broec. I'm a private shareholder. Just as last year, Mr. Hamers had a very thorough presentation, well-substantiated. I would like to thank you for that. Opportunities were pointed out, ambitions. Portugal wasn't part of that, which is remarkable because there was no bank consolidation there. France was on the map, and I'm wondering, what is ING doing in France? It's French, and they'll continue to be French. Mr. Hamers also talked about a boring bank, an old bank, an old banker. Joost, I hope you won't hold it against me, but to me you are an old banker. The old type of banker. There's something else. Certificates to be converted into shares.

I hope when you take your decision, you also take into account the net asset value of the share itself, because we don't want shares far below net asset value, because then we would be faced with another acquisition. We're done with that. Corporate social responsibility. Part and parcel of that is remuneration. I've got to be careful here. If I'm well-informed, Mr. Hamers was tempted to leave Belgium and was given a job here and has done an excellent job with his team right now. The salary increase, personally, I would say yes, okay, I can go along with that. Don't have an issue with that. Another question. The capital that we have in Capital One in connection with the acquisition there, ING Direct. I couldn't really find any information on that. I have another question for the auditor.

Banks surprise us with labor issues, currency issues. ABN AMRO just had an issue. Sir, did you take any stringent action, any stringent audits in this respect? Another issue for the auditor. Let me see. They carried out the audit. Ernst & Young has been working as an auditor for eight years, and then they started at the time of Tilmant and Hommen. Now we're experiencing better times. We have the supervisory board that has made an enormous effort. Now we're bearing fruit. I think we should thank them for that. These are my issues. Thank you.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

I'll take one more question from this side, then we'll answer the first block of questions. You over there.

Joop Snijders
Shareholder, Private Investor

Joop Snijders. [Non-English content]

I'm [Joop Snijders]. I'm a private shareholder. I have not received dividends for years. The agenda item that doesn't figure there, namely our holding in NN, I'd like that put on the agenda. I'd like to add it because if you have property, you should be in a position to decide what you do with it, namely whether to cash it in to get NN shares, ING shares, or a debenture bond. I wanted to state this to you personally. As for ICT, I think that a bank is now mainly an ICT company. It's about information and confidence, if that were to be outsourced, for whatever reason, I think that's a very bad idea. I could not accept that personally. Thank you.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

[Non-English content]

Mariana Gheorghe
Member of the Supervisory Board, ING Groep

Our CFO and CEO will be answering these questions. We also have some questions for the Company Secretary, Mr. Vink, and Mr. Van Loo will be answering one of the questions. I will start with the CEO and the CFO.

Ralph Hamers
CEO, ING Groep

I will kick off. Let's see where I will start. I will start with the strategy because there were some strategic questions, that will take me to culture, that will also take me to capital and related matters, I will try to run down the list. As for strategy, we do operate in France, where we have over one million customers. We have a Net Promoter Score of one in France, and we have a lot of industry activities in France. A lot of large companies like doing business with ING because of our international network in 40 countries, and we are very well-positioned to serve them.

France is a very opportune country for us to operate, both as a corporate bank and as a retail bank. We are not a very large retail bank there. As for the strategy and competition from new entrants in every part of our value chain, as we like to call it in banking, whether we are talking about savings, payments, or lending, we see new operators who use new technology and new operators that leverage new technology and are in a better position to advise customers. That takes me to Facebook. Of course, Facebook knows a lot about its customers and could carry that knowledge about the customers over to special offers about financial options. If you mention on Facebook that you are going to look at a new car this weekend, Facebook might make you a special car loan offer.

Those are certain information flows that Facebook could leverage, as Google does. They will probably attach a payment program to that to see whether they can give you a competitive option for payments. In each part of the value chain there, we see competition, savings, lending, and payments. The competition is also in crowdfunding, which I believe is a very welcome alternative financing method. It is growing rapidly but does not have the scale yet to make it decisive, but it is good to have it. There are a lot of crowdfunding platforms where we see that private people make their money available for lending. One word of caution. The question is, who determines the credit risks? What happens if things do not work out? Who has lost the money? Are those regulated bodies or not? I think all of us still need to learn this.

There are presently a lot of online crowdfunding activities that are not regulated. We will see what happens with those and to what extent this qualifies as alternative financing. So far, it is growing well, doubling every year, but the amounts are not huge. It is a good alternative method, we learn a lot from all these competitors. We try to examine their mindset and methods and see whether it is compatible with us as a bank and with our strategy. Can we improve lending and services that way? Can we become more relevant for our customers? That is how we use it, and that is how we handle those competitors. That is basically the strategy. Pricing was mentioned. When we have shed the pricing ban, we will be competitive again. I think we are already competitive. Perhaps we are not among the top players in certain countries, but we do not need that.

The difference that makes customers approach us is because of their experience and the fact that we make things much easier for them. Over the past five years in Europe, we've demonstrated that the pricing ban has not restrained our growth, not in mortgages, not in corporate loans, and not in savings. We don't have to be the most attractively priced to offer the best service, and that's what makes the difference and means that we keep getting new customers. If we want to learn from our customers and want to operate as they do, and want to be able to change as rapidly, we'll need to work the same way our customers do, and I think [Mr. Joorna] had a remark about that, the Google-style procedure. Is that tenable? Well, we're already doing that in various countries.

We already work that way using tribes and squads, where we don't have people working in hierarchical settings. The market tier sees a need with a customer, it analyzes the needs, forwards that to a product developer, the product developer devises a product to match it and sends it to the department to come up with a process, and the IT department then writes a matching program. That's 18 months down the road, and the competitor has already filled the need, and we've missed our window of opportunity.

We try to do that through multidisciplinary teams, where we work with the marketeer, the product developer, the operations expert, the IT expert, and on the same team, and then within three months, they strike while the iron is still hot because that's how quickly you have to operate to compete as a bank and to ensure that you can meet the client's expectations. On the one hand, we introduce a lot of changes, but on the other hand, customers keep expecting more from us. The fact that customers can view their balance any second on their mobile phone means that customers expect real-time balance information, but our IT systems aren't equipped for that yet. We supply it, but it isn't updated every second by our banks, so we supply it in a different manner.

You see that technology enables us to provide that insight, but much is going on behind the scenes to ensure that that information is up to date, and that coincides with particularly large investments and cultural changes. That's what I had to tell you about strategy. That takes us to capital. Dividend policy, Basel requirements. We're basically meeting the Basel III requirement. Discussions are ongoing about what they call Basel IV. We try to watch the risk model calculation so that banks don't impose their own system but apply a standard approach. Or if the risk assessment, according to the regulator, is insufficient, that they can establish a bottom threshold. Now, what does this threshold entail? Of course, we consider the impact to the extent that the proposals are elaborated, which they are not yet. The discussion is ongoing.

We supply information for that debate, we participate in it, both with the legislature and the regulator. Of course, the regulator has certain ideas. Legislators want to hear from the industry and from the regulators. We have to see what that will bring. The topic for Dutch banks, namely the risk assessment of mortgages. That's an important topic, and we'll need to look carefully to see whether our buffers for mortgages in the Netherlands and the way that they're calculated are sufficiently high. In our view, they certainly are. We've just emerged from one of the biggest recessions in the Netherlands and have noticed that the risk costs for mortgages are still covered by the income from those same mortgages. We do not envisage that our buffers might be insufficient.

Still, people might want a reserve on top of the buffers we have, but this is not based on our experience to date. As for the last two items concerning capital, the sale of NN, how are we going to approach that? From the outset, we indicated the time frame that we wanted to sell by. We know that before the end of 2016, we'll have to sell all of it, and by the end of 2015, we'll need to have deconsolidated it. Our preferred scenario is to sell it to the market in stages because we also believe that this will maximize shareholders' value. We've spoken with many shareholders in the past six months regarding preferred scenarios. They don't all have the same views for the time being. We'll assume that we'll be selling our shares in NN in stages.

Mr. Stevenson asked about the AT1 that was successfully issued and was often oversubscribed, that issue has even been increased. It was a big success. Reviewing the list rapidly. Excuse me?

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

There is a legal claim.

Ralph Hamers
CEO, ING Groep

The legal claim. I'll have Mr. Vink answer that one. Yes, Mr. Vink will take that one.

Jan-Willem Vink
Head of Legal Affairs, ING Groep

First, our CEO will take a look and see what other questions he wants to answer. Cultural change. PGGM. Well, we're not launching that today. We did so in 2009. We've had a de-risking program in recent years. We stopped prop trading, so trading for our own account, we've discontinued that. Of course, all our ING staff has to take the conversion oath that's not limited to the Netherlands. We have our own Orange Code that we've devised, and we're implementing that at present within the bank. I think that if we consider the largest facet of cultural change, it boils down to the type of bank we are. We receive savings deposits and try to deploy that through loans. That's already a major change.

As for what we stand for and what we aim to do and our risk appetite there.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Also, if you would like to add.

Patrick Flynn
CFO, ING Groep

There was one question, I think, on the EDTF disclosures w hich we have completed. I'm happy with the work we've done to get that significant improvement in disclosure published. I have to say that the reaction from the users is modest. We're more than happy to improve it and work with it. At this stage, we're looking to see how our stakeholders use the data we've published, and if they want us to take it to another level, more than happy to engage with them on discussing that. So far, I have to say that the feedback on those disclosures is somewhat limited.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Jan-Willem.

Jan-Willem Vink
Head of Legal Affairs, ING Groep

First, the question from [Mr. Joorna] about the claim from the Villalobos brothers that was filed against us in the U.S. When a legal claim is filed against us, it's up to the court to decide on that. That doesn't mean that we win. Our first step in the U.S. is to submit a motion to dismiss, which means that you challenge the claim on legal grounds. The court will need to rule on that first, and only afterwards, when the court says that this claim is admissible, then you deal with the substance based on the facts concerning that case. That's still a long way off. We're working with a U.S. law firm that represents us there.

At present, given the very early stage we're in now in this case, we cannot assess whether this will have financial consequences, and if they are, we cannot envisage the amounts. I'd like to leave it at that as far as this claim is concerned. Mr. Fehrenbach asked about evaluation of corporate governance. Certification is a factor there are many other aspects to consider. We're considering the structure of the ING Articles of Association and developments in Europe and in the U.S., and we're seeing whether there's any overdue maintenance and whether we need to adapt anything. It transcends certification alone, and we'll discuss the outcome of the evaluation with the depositary receipt holders at the next meeting.

If various proposals arise to amend the governance, conceivably, we might put those proposals to a vote at this meeting if that means that the Articles of Association need to be amended in certain respects. Thank you. I think first Mr. Van Loo and then Mr. Hamers would like to add something. This works.

Marcel van Loo
External Auditor, EY

Question from Mr. Van den Bos. As auditors, our primary responsibility is to audit the financial statements not for rate-setting processes. There are many, perhaps dozens all over the world that ING participates in as well. In some cases, we receive an additional commission to review a specific process, of course, we have quarterly reviews, talk with management, and keep tabs on any investigations by regulators or central banks.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Thank you, Mr. Hamers. We'll continue.

Ralph Hamers
CEO, ING Groep

I just had a moment to review all the questions.

I see a few that I'm supposed to answer. Very specifically about ICT outsourcing. Not necessarily. We look for uniform solutions for the foundation of ICT, and we also look to preserve our own culture in front office service to customers. As for the low interest rates, [Mr. Joorna], that's true. It's not merely about the low interest rates. There's a very flat yield curve, and that makes it difficult for a bank to operate. Our savings customers are very welcome. We cherish them at the ING because technically, savings funds may cost a bit more than what you could obtain on the market. In the recession, we've also seen what markets can do in terms of diverting funding, and savings are with us for longer. We also welcome savings customers as potential full-scale customers.

Any customer that approaches us is a delight because that's another customer. As for lending to SMEs, that's a little more complicated. Not for lack of availability by the banks, because it was always available from the ING, both in terms of capital and funding. Quite honestly, the Dutch economy did poorly. It did worse than many other economies in Europe, and that surfaces especially in non-performing loans in corporate industry in the Netherlands. That exceeded 8% in Q1. In the past, it was always between 7.5% and 8%. Those are high rates, and the bank needs to be able to assess how they can help customers or help new customers, and which losses they expect to suffer. That's what we base our decisions on. We do see favorable developments in Q1 that the decline in our lending portfolio has stopped.

It matches repayments, and that's good because in recent years in the Netherlands, we noticed that lending had declined because of the recession. That's standard during a recession. We do expect that we've passed the worst of it. As for ECB, they've been working since early November. After the AQR stress test, we had a restart, and the initial response is from a highly professional party that has to gain the confidence not only from the banks, which it did in part from the AQR stress test, but also needs to earn confidence from the different governments and decentral regulators to serve their purpose, which is equivalent supervision of any bank in Europe, regardless of where the head office is. We're seeing the first signs of openness to and receptiveness to liquidity transfers, and this relates more to savings funds between legal entities than between subsidiaries. Thank you.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

I see a gentleman waiting at microphone one, but I'm going to follow the procedure I announced. You'll get your turn. I'll start in the right quadrant. Are there any more questions there? You had a turn, so I think that others should get a turn first. I guess you're going to check that. Very well. At the left rear. The person at the extreme left there. You first, and then the other gentleman. No, not Mr. Fagia. Then we'll go to microphone one, and that will take us, I think, to the end of round two. You'll all get your turn. Please be brief. [Mr. Spanjer].

Speaker 21

Yes, Mr. Chairman. Good afternoon, ladies and gentlemen. I have a few brief questions about this item. May I ask you a question about the introduction, Mr. Van der Veer?

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

If you can be brief, that's fine.

Speaker 21

At a certain point, Mr. Hamers said that in Spain, 40% of the people they meet want to use the ING. How many of those 40% actually started being customers for ING? My question follows up on that. The next question is the G word. What are the consequences of the possibility that Greece, perhaps not tomorrow, but next week or the week after, get lost if we throw Grexit? What would the financial consequences be? My third question, you mentioned ICT. You say that you're so far ahead, that may sound nice, but it isn't. Why didn't you say anything about the ICT program underlying the Bitcoin?

If at 5:00 P.M., the computers are switched off at De Nederlandsche Bank on the Frederiksplein, then the other banks can't do anything either because they connect the ING to the ABN AMRO bank and vice versa. The Bitcoin system can circumvent that. Why don't you cover that? My next question is, why don't you convene an EGM disclosing your evaluation of the certification? Those items are important. Why do we have to wait 12 months? Why can't we convene an EGM? Thank you.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

I think that was a bit more than a couple of questions. You have the floor over there, microphone 2, and then that gentleman at microphone 1, who has been waiting for a very long time, and then those other two there. You first.

Speaker 29

I'm Mr. Tesser, I'm representing the Association of Investors for Sustainable Development, the VBDO, ING is a very appreciated member of that association too. I'll start with the good news. My other points are good news as well. First, I greatly appreciate your publishing the first integrated annual report. We very much welcome that, see the way ING has done this as exemplary to firms in the Netherlands and elsewhere. I have one suggestion on behalf of the VBDO, which is that there's still a difference between the financial and the non-financial data. The financial data include a statement of unqualified approval by the auditor, the other statements have a negative statement from the auditor, which means that there's no proof that the sustainability information is incorrect. Perhaps we can get some improvement there. Second, as for Empower People, that's amply visible on your report.

A remark, or rather, a question about that is that if you want to help your customers head toward a sustainable economy, the major challenge for individuals is to improve their energy use. They emerge from the sustainability agenda, the energy agreement of the Dutch government and other social organizations. My question is, we don't see the ING as the financial party in the Netherlands to enable these changes. Other banks figure more prominently in that respect. Could you say a bit more about your ambitions as a bank to support both retail and industry customers to achieve that? Perhaps you could state some targets because we didn't see those. Next, you indicate that the environment and social risk processes you apply on part of your industry portfolio, i.e., 30%, should they be restructured to be applied across the board throughout your portfolio?

My question is, could you extend that 30% subject to ESR assessments? When will that 30% be increased to 100%? What targets would you need to meet for that? Next, I have a specific question about a loan in Australia that involves ING, and that concerns the Gladstone Harbour project, where ING is involved to the tune of AUD 147 million. That harbor is an important coal transit point from Australian mines to the rest of the world. We think that this investment is at odds with your statement of wanting to abandon the fossil fuel business. When are you going to do that? My other question is, why are you involved at all, and when will you disentangle yourself? Finally, one more question that concerns concealed costs, also known as externalities. As you know, every economic activity or investment has a social and environmental impact.

There's some methods Dutch large companies are involved in factoring in those costs that do not appear on the balance sheet. There are major projects underway. What is the role of ING and if ING wants to support those changes? We're talking about the social and environmental profit and loss account. Thank you very much.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

I'm going to give the floor to you over there.

Paul Corbit Brown
Shareholder, Keeper of the Mountains Foundation

Good afternoon, ladies and gentlemen, and members of the board. I want to thank you first for indulging me to speak in my own language, and second, I want to thank you for giving me the opportunity to speak to you today.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Please start with your name because we have to know that for the minutes.

Paul Corbit Brown
Shareholder, Keeper of the Mountains Foundation

My name is Paul Corbit Brown , and I come here to speak to you today from an organization in the U.S. called Keeper of the Mountains Foundation. This foundation is located in West Virginia. West Virginia is well known throughout the U.S. as the Mountain State, and the reason for that is because we are in the heart of the Appalachian Mountains. These gentle mountains are precious for more than just their magic beauty. Biologists actually call them a Noah's Ark of biological diversity. One of the richest ecosystems in North America with thousands of types of animals and plants, some of which are found nowhere else in the world. Unfortunately, Appalachia is also the place of an ecological nightmare called mountaintop removal. Because this extreme form of coal mining is forbidden in Europe, I've brought you some pictures to help you understand.

This form of mining uses massive explosives to remove the entire top of the mountain to get to the coal beneath. The remains of this explosion are mindlessly thrown into nearby valleys. This is called a valley fill. It chokes the birthplace of our streams and rivers. In only a few years, more than 500 mountains have been destroyed in Appalachia by mountaintop removal mining, and over 3,200 km of our streams have been buried forever under the debris. Valley fills in the process of washing the coal before it goes to market allow extremely dangerous amounts of selenium, mercury, cadmium, arsenic, chromium, lead, and many other heavy metals to enter our water supplies. More than 28 peer-reviewed scientific studies have been published which document how mountaintop removal brings illness and death to our communities.

They estimate more than 4,000 excess deaths in Appalachia annually as a result of exposure to these environmental pollutions by coal mining. People in these mining communities are far more likely to suffer from heart, liver, lung, and kidney disease, and they are far more likely to have children with birth defects. Nevertheless, the coal companies won't stop poisoning our air, our water, and our soil. Our politicians refuse to acknowledge or act on these scientific studies. The words on your website suggest you're a very forward-thinking bank that truly cares about environmental as well as human rights. ING mentions in its last annual report that the board approved a new ESR policy on coal-fired power and coal mining in 2014. This policy covers both specific purpose and corporate lending facilities and helps support your clients' transition to a lower carbon footprint.

New restrictions on financing the controversial practice of mountaintop removal in the U.S. have also been introduced. It's good to hear that ING has adopted a new policy on MTR last year, yet this policy is still unfortunately not available publicly. I'd like to ask your board, what exactly does this policy say? Does it focus only on corporate lending, or does it exclude underwriting for companies involved in mountaintop removal as well? I am now told that your policy will only be applied to companies with an annual production of over 1 million tons of coal for mountaintop removal. While I'm grateful to you for taking that first step, I want to point out that the environmental and social damage wrought by mountaintop removal does not begin at 1 million tons. It begins at the first ton.

Even small MTR operations create tremendous and permanent damage to our water, our air, and our health. There are only about 20 companies that practice this type of mining. Surely, a bank the size of ING can exclude financial dealings with all of them. These may be merely issues of policies and procedures to you, but for my people, they are matters of life or death. I beg you to dare to do that which is in line with justice and compassion, and make the exclusion of all companies practicing mountaintop removal a part of your bottom line. The future of our mountains, our communities, our health, and our basic human rights are in your hands. Thank you.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Thank you very much. Thank you. There was somebody else close to microphone one I had promised. You come, and I have still Mr. Freke, and then you at mic five, and then I close it. Yeah?

Alex Reinders
Shareholder, Private Investor

Chairman, my name is Alex Reinders, I have two and a half question, or comment, rather. This is the first time I'm attending this AGM. I've been a shareholder for 10 years, but in my entire ING history, well, I would say encompasses 65 years. I started with the Zilvervloot account, which everybody's familiar with. Let me start, to be concise, with a comment on sustainability report. For the sake of brevity, I will just summarize it. I think it's insufficiently substantial, but you're making a nice attempt, and I would summarize it with a text that I had painted on my Deux Chevaux car, [Non-English content ] The will is to be appreciated. Right. Now, customers. This is my micro comment. I believe that internet banking is running very smoothly. Fine. Excellent.

As far as savings are concerned, well, I fail to understand that interest rate is now 1%. I mean, there are all these market considerations, but I would say that there should be an absolute minimum, a psychological minimum, say 1.2%, which is the return that the tax department applies in the third category. Otherwise, we'd be deprived even further. Well, for the rest, I have 200 shares that I've had for 10 years, so I would say the yield is wonderful, unrealized yield of 80%, and perhaps when I get home tonight, it might be 85. Who knows? My specific question now about this micro issue is that I simply think that this ratio is skewed. My macro subject, let me zoom in to the essence.

I would like to look back on the past 15 years, that now after the Postbank's demise, we can say that this Merger led to another merger that led to lots of problems. To put it bluntly, somehow we're back to square one. ING has become much bigger.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Mr. Reinders, could you please be concise?

Alex Reinders
Shareholder, Private Investor

I will be closing, and I will do this with an impossible question to you. Don't you think, don't you agree that nonetheless, there was a historic mistake? Now I'm not talking about individuals, I'm talking about the body as such. Retrospectively, we can conclude that a lot of damages have been caused. I don't really see that you realize that.

I would also like to ask you that quite apart from shareholders value, that there also be a number of other interests that should be taken into account that are not always well in balance, and I agree with what the chairman of the Works Council said. Thank you.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Please.

Speaker 22

Mr. Chairman, my name is [Heineman]. I'm a private shareholder, and I reside in The Hague. I would like to congratulate your body with the fact that ING finally is climbing out of the all-time low situation. We still have a long way to go. 2008, in the Lehman crisis, the share was at EUR 24. Now it's EUR 14. ING should express its appreciation for those shareholders that throughout the years have continued to have faith in the share. Nationale-Nederlanden is now being divested. I don't know about the crisis.

I'm sure they had to be bailed out as well. The bank crisis, to a great extent, was caused by the banks themselves because they were megalomaniacs. They developed all sorts of crazy things, such as the profit triple multiplier, interest swaps, and so on and so forth. Erik Staal of Vestia is a marvelous example, in a negative sense. He burnt EUR 2 billion. At the end, he said that he was a financial genius. These are things that we need to prevent in the future. IT is a big danger in this respect because you can come up with all sorts of complicated calculations and computations as long as the economic development doesn't turn against us, things will be okay. With all these complicated algorithms and formula, put us at risk because with the smallest change, all of a sudden, everything can collapse.

The European Bank Union, everybody thinks that's an ideal situation, that it would be wonderful for the customers and for companies and so on and so forth. The Bank Union in the European Union could also include very weak countries and unstable countries. Greece, for instance, Balkans, for instance. The European Union wants to open up to each and every country. There is an example that the banks be made accountable for the financial measures taken in other European countries. Now there's talk of a bank tax. Shareholders don't want that. Finally, I have a question for Mr. Vink. This is an old hobby horse of mine. This is the penalty that was imposed by Ms. Kroes at the time because ING was being helped. A patient that is being taken care of in a hospital ordinarily doesn't have to pay a penalty.

At the time, I advised Jan Hommen to take legal steps against this penalty. There was a procedure before the European Court of Justice in Luxembourg, and ING won. EUR 1.3 billion was the amount involved. As [Mr. Joorna] says, that's not peanuts. The European Union apparently never repaid this amount. I never got any reason from your body as to why this money was not repaid. As a consequence of this improper penalty, the shareholders have also been short-changed, in my opinion. I'm wondering how you, as ING, want to compensate the shareholders. Wouldn't you think of works, for instance, long-term options? They wouldn't cost too much money for the company and these shareholders. You could thank them for their loyalty, and you could compensate them, and you could do that with shareholders and also with staff members. Those are my questions.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Three questions, I believe. Thank you, Mr. Heineman. Mr. Freke.

Robert Freke
Shareholder, Private Investor

Good afternoon, Chairman. My name is Robert Freke. We connect you public affairs and investor relations. We're back on track. We have the golden boys ready to act. ING. You have Unilever and Shell. Those are the largest Dutch companies, but they're Anglo-Dutch. ING is the largest Dutch company. Ralph Hamers is the CEO of this Dutch company, and I think that should Mr. Ralph Hamers have traveled to Brussels or should he have negotiated with Wouter Bos, that the results would have been a lot better because he has good communication skills and he knows how things work in these new times. As largest Dutch company, we're in the top 2,000 of Forbes, number 92, profitability 170, and in terms of image branding, the 250th position.

The great thing is that Mr. Hamers has another four years to push ING in this ranking. That is important for the Netherlands and it's important for ING. If we look at the bankers, we rank 26th. Mr. Hamers, with all his wonderful ideas, can do a really good job here. That's very important because he is a lot more positive than his fellow entrepreneurs and CEOs in the Netherlands because he hardly mentioned the word crisis. I'd like to draw your attention to Apple and Google Bank. How does Mr. Hamers feel about that and what about cybercrime? Lots of people have access to EUR 50,000 with their mobile phone. The cybercrime specialists also have this access. I want to secure this, so if they snatch my iPhone, I don't want them to be able to transfer EUR 50,000 in five minutes time.

I think that's very important for all your customers. It's a matter of good cops, bad cops. According to the Ministry of Economic Affairs ranking, we at ING are ranked 15. There's room for improvement. The executive board of Randstad and KPN, all the members of the executive board have a Tesla car and ING is running behind with a BMW i3. Solar panels on your buildings. Wouldn't it be great if you could work with cooperatives, they could rent your roofs and put their solar panels on it. It wouldn't be interesting for ING, but it would be for the cooperatives. There was a gentleman from Virginia with the Upfall shower. You can save a lot of gas and electricity. An average family in the Netherlands can save 40% in gas costs if they buy such a shower. Then the jobless economy.

Mr. Polman says that one of our biggest threats is the jobless economy. You see all these tiny little jobs. Dick Boer, CEO of Ahold, is creating all these tiny little jobs. He's great at that. We're losing middle management. The top, of course, is paid a lot better. ING is an exception to the rule. That's quite strange because we're in a great position here because Mr. Hamers is only paid EUR 1 million to EUR 2 million. His colleague Mr. Van Boxmeer gets EUR 10 million. Mr. Polman is also paid EUR 10 million. I'm not in favor that Mr. Van Boxmeer should be paid EUR 10 million, if he makes EUR 10 million, it's quite extraordinary and quite remarkable for Mr. Hamers not to make that kind of money because he has got to boost things in the Netherlands, not Heineken, but ING. He's got to get things moving.

Yes, of course, I would like to close. Thank you very much. A big challenge for Mr. Hamers is that ING is always portrayed in a negative way in de Volkskrant newspaper, not so much in De Telegraaf. Wouldn't it be great to have a very positive article in de Volkskrant newspaper? Wouldn't that be a great challenge? For the rest, I thought it was great that the chairman of the Works Council, so to speak, actually took the floor here at the AGM. It would be wonderful if he would take the floor, not only about this subject, but also many other subjects that are an important issue in this company. Thank you.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Thank you, Mr. Freke. I would like to close the questions here at this stage because we're running late. You can see that on the agenda.

We're heading for a closing time of after 6:00 P.M. Unless it's extremely urgent and really very, very brief, otherwise, I will have to stop you. First the gentleman behind you and you as well. Very, very briefly, please, because otherwise we'll get even more criticism in terms of the length of this meeting.

Speaker 23

My name is [Wiebe], I'm a private shareholder in Amsterdam. I have a couple of questions and a couple of remarks. I'm quoting Mr. Hamers, "We are a simple bank and we get savings and we spend it in or we offer it to the market in terms of loans." You need pages and pages to explain that. You say a few words about the environment.

There's also a reference to a competitor of Nationale-Nederlanden in terms of insurance, that they have a very straightforward report for shareholders with core figures. You don't think, do you, that I'm going to read an annual report of 400 pages. I'm a private shareholder. I'm not going to read it from back to back. I mean, this is too much. Why can't I get this annual report? There was no annual report available. That was not a good thing. You were going to be concise. Mr. van der Veer, I'm talking to you now. I said this before. You can say that it's very complicated. The annual report is meant to provide information and to be held accountable. If you look at the profit and loss account. I look at that as a simple investor.

There are too many subjective elements, look at the cash flow statement. Let me just highlight two items, I hope you're not going to say that I shouldn't look at things this way. This is the way I look at it. Operating cash flow, I see two items with big differences, I'd like to hear your comment on that. First, that is trading assets, you are no longer trading on your own account, that may have something to do with it. There's a minus in front of it, so that's a cash outflow. The next one is trading liabilities, which is EUR 23 billion. There's a plus in front of it, I'm sure it's a cash inflow. You must provide information. I have this in front of me, I'd like to hear your explanation. Those are my questions.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

That'll be for the CFO in a moment. You're the last to be given the floor, then I'm going to close the session of questions.

Speaker 20

My name is [Kees Bruening]. The usury of the unit-tied insurances, does ING still have these insurances or just the insurance companies?

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

I skipped you. Very unfair. Very briefly, please. Microphone number one. You have the last, and this is the very last.

Speaker 24

Mr. Chairman, we never received any documents prior to the meeting, no explanation. I haven't been able to form an opinion on the state of play of the company. Mr. Chairman, just as last year or previous years, I'm going to speak regarding the annual report and your views for the future of ING. Not only meant as appreciative, but also critical. I am looking back. Looking back at the past.

The slow recovery of the economy will have a positive effect on the organization. This positive influence hasn't reached all the groups in our society because of redundancies and IT. Lots of people have lost their jobs, they're not the lucky ones who are able to make a decent living. The government is also restructuring, reorganizing, cutting costs are increasing in very many respects. Social conditions are insufficient for many people, have a negative impact on society at large, particularly the group of older people older than 55 years. For those people who have been saving, the interest rates are not helping, are not offering any form of perspective.

The group that has securities in ING, for years and years have not been able to get any revenues on their invested equity, let alone the decline of value that we've seen in the course of the year. For many people, it was part of their pension. You need not be an economist to say that the policy of ING at the time was far from solid, that too many risks were taken, that the bailout by the Dutch government was necessary. This has been very profitable for the government, the shareholders is footing the bill at the end of the day. This, to me, is a very unfair situation. At previous meetings, I have pointed this out to you.

The unacceptable situation for the shareholders can only be redressed with sufficient compensation being offered to those shareholders, and this should be given the utmost priority. I fail to understand that many policy decisions in the past were not scrutinized by the regulators, and that the regulators approved these policy decisions. Of course, the shareholders' faith has been tested. In the past, the media have taken a close look at the financial industry and have stated and confirmed that there were morality issues. The feelings of dissatisfaction in the public at large are great, and there will be consequences regarding financial services. It's not for nothing that many people are considering changing banks. This is a clear signal that you should take to heart.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Could you please clear two more lines to go.

Speaker 24

Contradictions and unreasonable compensation within the organization is unacceptable, and the new generation will simply not accept this. The unions will also increase their salary claims. This is unacceptable. It's not possible, and it is a responsibility that the executive board has, and the supervisory board must also take this into account. Without dividend, my position is that shareholders have been suffering from the situation for a long time, have not received dividend, and are now entitled to compensation. That would be good. That would benefit your organization, and that would give faith back and foster faith with the shareholders. On behalf of all shareholders, I hope you take note of what I have said. Thank you.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Thank you very much for your statement. Now I confirm that the question round is closed. Now the answers will be given in the other order.

Mr. Nagel, Mr. Vink, Mr. Flynn. Then our CEO will conclude this round of questions and answers.

Wilfried Nagel
Chief Risk Officer, ING Groep

Yes. In response to your questions on Gladstone Harbor. In Ralph's presentation, you've been able to see that we actively support sustainability. You've been able to see that the share of sustainable funding in our funding is increasing. We're talking about a percentage of 43 right now. At this point in time, of course, in the world, there's insufficient sustainable energy in order to comply with the demand and to satisfy demand. It's unavoidable that there still has to be energy. We still have to satisfy demand with unsustainable energy. We cannot rule out our involvement in funding regarding coal. You saw a percentage of 13% after a declining line in our portfolio, the energy or electricity plants where we have strict requirements in terms of CO2 emissions.

The vulnerability of Gladstone Harbor, in our opinion, was slightly different in the sense that the harbor is located in the Great Barrier Reef UNESCO area, and so is subject to sharper restrictions than any other operations. We checked whether this expansion complies with all the requirements of UNESCO, which is the case. In view of that, we decided that it was responsible to proceed with it. Thank you. Jan-Willem .

Jan-Willem Vink
Head of Legal Affairs, ING Groep

I'll take the question from Mr. Heineman about the European Commission's restructuring plan. Initially, we'd agreed on a plan in 2009 with the European Commission, where we would have until the end of 2013 to carry out the divestiture of the insurance operations. Later on, we negotiated with the commission for additional time and flexibility in carrying out those divestitures that led to an amendment of the restructuring plan in 2012. That was very important to us because it gave us the time we needed to implement the vast operation, which involved selling an entire insurance company. We've now made quite a bit of progress, but still have to get rid of the last section in 2015. We did need that extra time. I think that a very important decision was reached with the European Central Bank.

Part of that agreement included wrapping up a lawsuit pending at the European Court of Justice, there would be no consequences for the EC or ourselves. They wanted to continue that procedure simply to know how to deal with such matters in the future. We respected that's why the case was carried on, but will have no positive or negative consequences for us. Basically, you can say that we bought out the risk of that lawsuit. Well, you can say that we won in one respect, which has nothing to do with the old aid portfolio or the additional EUR 1.3 billion we had to pay. That was an agreement dating back to 2009. That part of the procedure concerned whether repaying that core Tier I would justify additional government support or not. That was an entirely different kettle of fish.

We think that the agreements reached in 2012 resulted in a balanced agreement with the European Commission that enabled us to divest according to the plan that we had drafted in advance. As for the second question about the usury policy risk, the claims filed against insurance companies concern purported flaws in the product, insurance companies are being held accountable for those. These products were launched on the market, in some cases, by the actual insurers directly, in many cases, by brokers and banks. Banks have a duty of care toward their customers. Depending on the circumstances, banks could be held accountable for their duty of care toward the customers they're selling these products to, whether they're insurance or banking products, that doesn't matter. The bank is at risk irrespective of the nature of the product. Patrick.

Patrick Flynn
CFO, ING Groep

Okay. On the cash flow statement with respect to trading assets, you can see a breakdown of those trading assets on page 130. There are four main components: equities, debt, derivatives, and loans, and receivables. You'll also see that the bulk of the increase is in derivatives. These are derivatives which we provide to our corporate clients for their risk management hedging processes, typically currency and interest rate exposures. The increase in value over the prior year is in part due to more customer business, also impacted by the fall in interest rates, which increases the market value of those transactions that are accounted for on a market value basis. You'll also notice that the other side of the balance sheet on trading liabilities goes up by a similar amount, the net impact is negligible. This is almost self-funding.

You have the same increase in assets as you do in liabilities, accentuated by the low rate environment. It's a self-funding position.

Ralph Hamers
CEO, ING Groep

Okay. I'll answer the round of questions, Mr. Boss, you had a certain position on Capital One. We delved into our memory. We sold that on 5 September 2012, including the last component. Okay. There we were active only as a business bank. In Spain, increasingly people want to become our customer. We are drawing in about 400 new customers a day. We're delighted. As for the Bitcoin that you mentioned, we don't want to imitate the Bitcoin, but we want to understand the knowledge behind the Bitcoin, why it's so much cheaper and easier to make payments all over the world. We call that blockchain technology, and we've already indicated that we're hard at work on that. I don't see Mr. Spanjer in the auditorium. I see him. There he is. Great. That's the answer.

As for Greece, we estimate the likelihood of 5%-6% that there will be a political deal. If there isn't, for now, the EUR 3.5 billion from the IMF will not cause a default immediately. We won't know for certain until 26th July because that's when part of the debt will have to be paid back to Europe. Even then, they may not have to abandon the euro. It's an option for Greece. There are all kinds of technical and political scenarios. It's difficult to elaborate on what the risk is. Our direct exposure to Greece is extremely limited. We have slightly over EUR 600 million in issue concerning companies that are based in Greece but operate outside Greece. The risk for Greece specifically concerns far more the danger of contamination.

If they did leave the euro, other countries might follow and we don't think that that's a very serious risk because most of the other countries were eligible a few years ago, have introduced severe cutbacks, and they believe that Greece should be treated the same way, including Spain, because they had to make major cuts, and they're reaping the benefits. All kinds of things could happen. It's more of a second order of risk than a first order of risk for the ING. If we're talking about the sustainability questions, there are a few. This is our first integrated annual report. We thought that was a very important one. Couldn't we get an unqualified statement from the auditor? We progress as we go. We'll see where we get.

As for empowering people, because it was stated that perhaps ING is not the first bank that's eligible for supporting companies in this respect. Our present industry book is EUR 19.5 billion as far as transactions in transition are concerned. So sustainable transactions. I don't think many other banks can say that, but there's always room for improvement, and we'll see how we can improve on that. As for retail, we have some options via the Groenbank for savings at favorable tax rates, we also issue loans that need to be environmentally friendly. We offer an awful lot of funds and certainly advise our customers that have their assets under management here. We certainly urge them to invest in sustainable funds or funds that invest in sustainable companies because the returns are higher and it supports a good cause.

Ultimately, the customers are the ones who decide, and we certainly recommend that. That book has expanded to EUR 1.5 billion. In those rather large areas, we're also making headway. As for the social environment profit and loss, we've launched a pilot for carbon emissions, and we're trying to see how we can expand that. That's also on the horizon with us. We're trying to see how we can progress there. As for the 30% ESR on 30% of our portfolio, that's our industry portfolio. As for the retail portfolio attributing a sustainability rating like that, if we're talking ESR as environmental and social risk rating, we don't think that's opportune for our retail portfolio. This is just the answer to your question.

We're reviewing it and trying to see in what measure the experience we have with large companies that account for 30% of our portfolio, to what extent we can share those experience with smaller business. We think that's more effective than simply aiming for 100% of our assets because as said, most of our assets are in retail, we don't think that the impact will be as substantial. We're trying to see how we can extend our experiences to small and medium enterprises. As for mountaintop removal

Thanks for that. As you already mentioned, we did release a policy on this if it comes to mountaintop removal, where we have indicated that we don't provide any form of financing to support operations that use this mountaintop environment. In fact, that we put a threshold there is that basically it has to do with clients or companies that are directly involved in this. Clearly, we also have corporate facilities for companies that are in technology, and if a piece of that technology happens to be used there, we don't necessarily want to exclude that from the beginning. Therefore, we have a threshold there. There is a new policy that we have released. We think we make a good step in that direction. Let me then go through the next.

Mr. Reinders started by talking about the Zilvervloot savings account and where that took us. I think you should be very happy because that Zilvervloot and the Postbank or the old post check and giro service, the entire concept of home banking, we do not really do that by telephone anymore. We do it by mobile apps. It is activated by touch instead of by voice, and that has made headlines. It makes us keep thinking about how we can simplify and facilitate things for our average customers, and that is part of how we now have nearly 33 million customers. I would say the Postbank is one of the components of the ING and certainly helped us out because we have exported elements of that culture. Now, Mr. Breke. Apple and Google Bank. I think I have already responded to that.

They are trying to break into payment transactions to analyze conduct by customers and make certain offers about that. We compete with them because we are already knee-deep in payment transactions and are examining the technologies used and to what extent that they will benefit us and we can leverage on them. For insurances, you should ask our counterparts at the NN. We cannot talk about that anymore. For your idea about solar panels on rooftops, I think that is a good idea, or Teslas or whatever. But the question is, what are the best ideas to reduce CO2 emissions by 20% in 2020? If those ideas were good, we will certainly consider them if they achieve an impact. For machine learning, we used to have to do the work, and increasingly, it is based on thinking.

We see that, and the entire reorganization we are introducing in banking relates to ongoing automation of our processes, so people are progressively less involved. Everything has to happen very quickly. Customers want their information very fast, and they want immediate responses. And we hardly have the manpower to handle it anymore. That is why it is becoming machine learning. Those machines seize algorithms and use them. Finally, I heard a few times, I think this is very important to say a bit about, especially considering this circle of shareholders. I think I said this last year as well. We are deeply grateful to shareholders for their loyalty, not only in the past 10 or 15 years amongst some of you, also the past 5 to 8 years, if only the past year. Without shareholders, we cannot continue.

We thought it was important, if we could pay a dividend sooner, would do that if the buffers permit it. Last year, we already indicated that repaying the state with a condition for paying a dividend and the condition for repaying the state was to sell or at least launch the NN on the stock exchange and pass the AQR test by the ECB. That is basically what happened. A consequence of all of this, we were able to announce a dividend for Q4 rather than waiting until 2015, and we certainly hoped that this would reveal how much we appreciate your support and confidence. You know our dividend policy. That is at least 40% on the group's net profit.

At the end of the year, we'll see whether it would be a good idea to pay more depending on the regulatory framework, the financial circumstances, and the growth we've experienced. We'll certainly take a look at this to show our appreciation. Thank you.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Ladies and gentlemen, if you have any more questions that we forgot to answer or did not answer properly, I've closed the Q&A session, and after the meeting, which will end before half past six, we'll still be available, and you can contact us directly outside the meeting. I'm going to project the capital represented in the auditorium. That should be broadcast on the screen if I request. Yes, we have it. You'll be able to read all of this for yourselves. I think that was clear.

Once again, we're using the AFO voting platform. Nearly all registration and instructions were received by the AFO platform, nearly 97% of the registered capital. I'm going to open the vote for the agenda item concerning the financial statements for 2014. Jan-Willem will walk you through it. We'll do this slowly, then we'll accelerate with your voting handsets. Jan-Willem, over to you. I'll walk you through the voting procedure in case you're not familiar with it yet. You've all received a voting handset and a voting pass. You'll need to insert your pass into the voting handset if you want to vote. Please insert it with the gold-colored chip facing you, and then you should receive a welcome message and see your name on the screen. If you don't, please let us know and somebody will be there to assist you.

Once we open the vote, you'll see three options on the screen. One, two, or three. If you want to vote in favor, press one, press two to vote against, and press three to abstain. If your pass has not been inserted properly, you'll receive a warning message on the screen. Please raise your hand and somebody will come help you. After you voted, you'll see confirmation of your selection on the screen. As long as the vote is still open, you can modify your selection from one, two, or three. Once you've changed that vote, the final choice will be the one that counts. I propose that we open the vote on agenda item 2F, the financial statements for 2014. I now open the vote. Please cast your vote.

If you've all voted, I will now close the vote.

We'll await the outcome on agenda item 2F.

Sorry. That's for.

Proposal has been adopted. Thank you. That takes us to the reservation and dividend policy that our CEO started telling about. Just to elaborate, as described in our ambition targets for the ING in 2015, we will be distributing to our shareholders based on a sustainable dividend policy. As of 2015, the ING intends to distribute at least 40% of the annual net profit of the ING Groep, comprising an interim and a final dividend. Afterwards, at the end of each financial year, the board will make a proposal as to whether additional capital may be paid out to the shareholders. This decision will be based in part on the expected future capital requirements, growth opportunities for the group, the net return of the group, and if applicable, approval from regulatory institutions. Now, let me see. Should anybody like the floor about that?

Please be brief because we're really running behind schedule. Yes, Mr. Stevens. Please keep it brief as well in a moment, and you too, and then we're done with it. I'm [Mr. Swinkels]. I had a small question that takes me back to my pet peeve, which is the loyalty dividend. Last year and in previous years, this was addressed as well, and your predecessor, Mr. Elverding, active at DSM. You know why I want a loyalty dividend. I'm also referring to the agenda or the minutes from last year when a question was asked about the same subject, and Mr. Vink answered that time, and you'll find that on page 18. It concerns the minister. I mean, the House of Representatives will also consider the loyalty dividend. My question is, what was the outcome of these talks in the past year?

You also propose amending corporate governance next year. I'd like to recommend to you that as for this loyalty dividend, because you mentioned loyal shareholders for the past 10 to 15 years. I'm a depository receipt holder and a shareholder in your bank. I wear two hats, but I urge you to incorporate this in corporate governance in your articles of association. Thank you. I'm Bon Iben. Are you considering distributing an interim dividend for 2015? Are you considering that? We'll get back to you on that. One more. Mr. Stevens, please be brief. Thank you, Mr. Chairman. I'm Mr. Stevens from the [SRB]. We'd like an optional dividend. Depending on the financial circumstances, you'll be able to distribute more in shares or less in shares. That would be more prudent policy. First, Mr. Vink.

Jan-Willem Vink
Head of Legal Affairs, ING Groep

As far as the loyalty dividend is concerned, in the second half of 2012, the Council of Ministers responded to proposals from the Dijsselbloem Commission about, inter alia, the loyalty dividend. The reaction was negative. The main reason was that the long-term effects of such a loyalty dividend were insufficiently clear. Concerns had arisen concerning liquidity, because if you allocated loyalty dividend, would that reduce the liquidity of the share? The Council of Ministers was also concerned about abuse of power by major shareholders, because major shareholders have shares in a portfolio for longer periods of time and would therefore obtain a far greater say in shareholders' meetings.

There were a lot of technical questions about circumventing the provision, because it's fairly easy to sell your share economically through derivatives or other structures, so that it seems like you're still a shareholder and you're receiving a loyalty dividend, even though economically speaking, you're no longer a shareholder. There were quite a few problems identified. That was why the Council of Ministers rejected this proposal in 2012. I'd be happy to add this to our to-do list for recalibrating corporate governance, but I think it's exceedingly unlikely that we'll be able to honor that request. Thank you.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

As for interim dividends, we certainly intend to do that. For six months, 40% of the net underlying result from the bank, because it's difficult to assess the result of sales and profits, but the bank is our operating environment.

As for optional dividend, few shareholders are asking for this, to be perfectly truthful. You're asking, but not too many do. I would suggest that you continue that debate after the meeting. That was what I had to say about dividend policy. That was FYI. Personally, I think this is very good news, especially for the loyal shareholders. I'm going to address the dividend proposal for 2014. As you know, in 2014, the net profit was EUR 1.2 billion and a little bit. Addition to the reserves, EUR 781 million. It reads incorrectly here in my script, says the speaker. Available to the general meeting, therefore, EUR 470 million. The proposal is to distribute a dividend amounting to EUR 0.12 per ordinary share, which would be issued in cash as a final dividend while retaining dividend taxes. The supervisory board advises that you accept this proposal.

This is what we're going to vote on. Please activate the voting system. We're going to vote on the dividend for 2014. Please cast your vote. If you've all voted, I'll close the vote, and in a few seconds we'll see the results on the screen. Ladies and gentlemen, the proposal has been adopted. Thank you. That takes me to agenda item 4, which is granting a discharge from liability to the executive board. If you discharge them from their duties as described in the financial statements and report from the executive board and the corporate governance chapter, as well as Article 404 in the Sarbanes-Oxley Act and the announcements during the general meeting as we just made. Ladies and gentlemen, may I open the vote?

Please cast your vote on agenda item 4A, discharge of the members of the executive board in respect of their duties performed during the year 2014. If you've all cast your vote, I will close the vote, and we will wait for the results. The proposal has been adopted. Thank you. The same text that I just read out also concerns discharge from liability of the members of the supervisory board. May I open the vote? Please cast your vote on Item 4B, the discharge of the members of the supervisory board.

[Non-English content] I 'm closing the vote and we will await the outcome. The proposal has been adopted. Thank you. Ladies and gentlemen, that takes me to agenda item 5a: amendment of the existing remuneration policy for members of the executive board. Please see the annual report, pages 93 and 94. Besides, we'll start by hearing some details from Henk Breukink, the chairman of the remuneration committee.

Henk Breukink
Member of the Supervisory Board, ING Groep

Thank you very much, Mr. Chairman. The remuneration policy should enable ING to attract board members with expertise and experience necessary to run an international bank such as ING. ING has a sustainable and responsible policy intended to strengthen and create long-term values through deferred payments, a review of whether things are reasonable, and reclaim mechanisms. As a consequence of full repayment of state support, the remuneration policy, as approved by the shareholders in 2018, once again applies in the Netherlands.

The WBFO was introduced. Based on this new law, there's a maximum of the payment of board members. The maximum, the bonus, 20% of the base salary. Applying this act in 2015 would mean that the total remuneration level of the executive board would decrease by about 35%, i.e., 35% below the level approved by the shareholders. As known, ING has a remuneration policy that is below the median of the EURO STOXX 50. To avoid further deterioration of ING's position in this international benchmark, it has been decided to adjust the fixed salaries of executive board members. As of 1 January 2015, the fixed salary of the CEO has been increased to EUR 1,630,000, and the fixed salary of the CFO and CRO to EUR 1,180,000.

These adjustments compensate in part the reduction in the variable remuneration, because even though the fixed salary has been increased, the total remuneration will be about 20% lower than had been agreed. The difference between ING and comparable companies will remain considerable, and even increase after the proposed adjustments. In taking this decision, the supervisory board, please note, has considered the interests of all stakeholders, our customers, our staff members, society, and our shareholders. In recent weeks, our stakeholders in the Netherlands have expressed their opinions about this. We are well aware that this subject is very sensitive, especially on our Dutch domestic market. A few hours ago, you heard the statement from the chairman of the Works Council. I'm grateful for that statement as well.

At the same time, ING is not exclusively Dutch, but more than anything, an international company with 33 million customers in 40 countries. The different opinions that we've heard reflect the debate conducted within the supervisory board, in which we try to strike a balance between what is socially acceptable and the responsibilities of ING to its capital providers. As indicated previously, the introduction of the WBFO impacts the amount of the maximum variable pay, which is 20% as of 7 February 2015. To align the remuneration policy of ING with the WBFO, the supervisory board suggests reducing the at-target percentage to 80% of the allowed maximum of 20%, resulting in an at-target percentage of 16%, 80% of 20%. In addition, the supervisory board proposes allocating the entire variable paying shares of ING Group to the executive board members.

Thanks to this adjustment, the executive board members accrue an interest in ING, in part because of the five-year retention period. ING is safeguarding the long-term objectives of ING and its stakeholders. Thank you very much, ladies and gentlemen.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

[Non-English content]

Thank you. Okay, I'm going to start on this side. Are there any questions? Thank you. I'm sorry, you were over there. No, you're picking up your paper. Now you, Mr. Wreker, then Mr. Veerenbach, then Mr. Hazewinkel, I can see you as well. After that, I'd like to close. Mr. Swinkels.

Speaker 21

Yes, my name is Swinkels from [EP]. Well, last year, I commented on this subject as well because in my opinion, as a shareholder and a holder of depository receipts, I think there is insufficient support for this proposal. As a shareholder, holder of depository receipts, I can simply not defend this item of the agenda as proposed. I cannot defend it to my friends and family. Yes. Well, there are many objections. I don't mean this personally, but the arguments that you mention, you want to have good directors in the bank. Well, I've been a shareholder perhaps for 25 years. We've always had excellent directors in the past. As we can see here, there's so many shareholders that are disappointed, actually, in the way this bank has failed to create shareholders value. Well, of course, we can't blame the directors.

I mean, it's not their fault that no value is being created. Why do you keep coming up with all these reasons to hire these directors and remunerate them substantially? Why are you increasing this remuneration time and time again? You're raising the bar time and time again. Whereas, I think the economic situation is such that it would really impact the results of the bank. It's not because of the directors. I really just don't know how to deal with this.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Mr. Flynn, no, I'm sorry. Well, perhaps first Mr. [Flaker].

Speaker 25

Good afternoon, Chairman. De Volkskrant, a national newspaper, published a list. Number one is Ben van Beurden. He's going to make EUR 24 million. Erik Engstrom, Reed Elsevier, something along the lines of EUR 20 million. Nancy McKinstry, EUR 12 million is what she's going to make. Paul Polman, EUR 9.5 million. Mr. Van Boxtel, Heineken, EUR 8 million.

Mr. Wennink, ASML, is going to make EUR 5 million. Mr. Piou, Gemalto, EUR 5 million. Mr. Wynaendts, Aegon, EUR 4 million. I can go on and on. Ranking 18th, just below DSM and Randstad, Jacques van den Broek, Randstad, EUR 1.8 million, and Ralph Hamers, EUR 1.5 million. If you are the most profitable company in the Netherlands, and I'm sure Mr. Hamers doesn't need this, but it is important that you remunerate your staff according to international levels. It has been explained, yes, it's great that everybody get a higher salary, but now you see you're ranking 18th, so that's about 7% of what Mr. Ben van Beurden is making. Less even. I think you should look at the benchmark and look at what someone's worth, and I assume, I know that Mr. Hamers. There's a big difference in CEOs.

It's very difficult to find a good CEO with excellent communication skills. That's far from straightforward, and I'm certain that this should be compensated financially.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Let me just continue on the left-hand side. Mr. Spanjer, please be brief, and a couple is two. Fine. Are you done with the left-hand side? Mr. Spanjer, please speak in the microphone.

Speaker 26

Can I? Is it my turn?

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Yes.

Speaker 26

Great. I have a question. ING, on the 8th of November, has been living in the state hospital. The state hospital is the state, and up to the 8th of November, it wasn't allowed to grant additional remuneration. In 2013, Mr. Hamers, let me see, made EUR 900,000, no, EUR 772,000. At some point in time after that, he was given EUR 476,000 for working 53 days, which is a lot of money.

When he was discharged from the state hospital, all of a sudden, he was given an additional EUR 476,000. The same applied to Mr. Wilfried Nagel. He also stayed in the state hospital, and at some point, he was also paid EUR 22,000 for 53 days. Mr. Flynn, that's even worse. He, after he was discharged from hospital, he didn't spend so much time in the hospital, but as from 8th of November, he was given EUR 150,000. No. There was one that was given EUR 150,000 additionally for 53 days. You know exactly what happened to ABN. We're all against that. We have staff, and if the staff says, "Okay, we're going to walk away and do something different," everything will go down the drain.

If all of a sudden, in 10 minutes time, we decide to sell all our shares, you will be in gigantic trouble. You should withdraw this. You should withdraw this proposal. The taxpayer that has gone to the store to buy a Philips razor or something else, we should avoid this. You should simply withdraw this. Whether we have good directors with EUR 750,000, I'm sure that he can pay for a sandwich and a bit of cheese. Why doesn't he just show us for a couple of years that things are okay, and then we'll talk again. The first five years, the taxpayer, even the taxpayer out there on the street, the taxpayer has made sure that ING could survive. Otherwise, we'd been pushing up daisies years ago.

For Mr. Ralph Hamers, it's EUR 1,270,000, I'm sure it'll be EUR 1.6 million in a couple of minutes, then next year it'll be two point something. That's not going to help us. It's all negative. The unions are going to go on strike. The unions want 3% salary increase or EUR 20,000 per person. It's not going to help us. This is a downward spiral. You should simply withdraw this proposal. I'm sure the unions will stop putting forward their claims. They will understand what's going on. This simply has to be withdrawn.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Mr. Spanjer, thank you very much. Let me proceed. First, over here, Mr. Fehrenbach, then [Mr. Joorna], then over there. Then Mr. Hazewinkel, I promised him. Then the other gentleman over there. Then I'd like to close. Mr. Fehrenbach. Thank you, Mr. Chairman.

Speaker 27

Let me highlight that we aim for a moderate remuneration policy in all the companies that we invest in. Furthermore, we are of the opinion that ING has appropriately explained its adjustment of remuneration in the light of the law. You're not using the at target percentage. We pointed out to ING that we're not in favor of full payment in shares. This payment has to take place gradually after a number of years and based on very challenging targets. The proposal at hand complies with our requirements and our wishes in this respect. We expect very challenging performance targets for variable pay up to a maximum of 20%. My question is, can you confirm this?

We expect that the shares that will be received by the members of the executive board, if and when they get variable remuneration, will be maintained and held by these directors until the end of their employment. We assume that this is also common, that it'll be up to the end of their employment. Could you perhaps explain how you deal with this law, the law of remuneration policy of financial undertakings with regards to all the other ING employees? Are you applying this law uniformly for members of the executive board and the rest of the staff? Which other measures does ING use in fixed and variable remuneration in order to achieve the desired behavior, financial, non-financial incentives, personal satisfaction, things along those lines? I think you should pay attention to other mechanisms of remuneration and not only the financial ones. Thank you. [Mr. Joorna]. Thank you.

Speaker 33

Joorna, VEB. Chairman, we understand the emotions connected with remuneration. We do agree in a certain sense, not in every sense. [Mr. Breukink]'s explanation is clear. Mr. Spanjer, the ING people ask everybody whether they would be prepared to give back 20% of their salary as a consequence of measures of the government. Of course, unions would say, "No, never." This chairman has agreed to that, unfortunately, because we also agree that he should be able to measure up to his colleagues, his fellow CEOs in the same industry. I don't think it is appropriate to keep bashing the remuneration. We are against increasing. Then again, there are not so many other possibilities of increasing fixed salary because with a fixed salary, you link it to target short-term and long-term remuneration. With that, you get an upward spiral.

Sandra Bos
Shareholder, Private Investor

This is why we feel that the base salary should be as low as possible. Good performance, good high variable remuneration, that does fit within the overall context. Thank you. I believe it was you first, then the gentleman at microphone 3, then Mr. Hazewinkel. [Mr. Breukink], your explanation was clear. Mr. Hamers, I have a question to you. When you were called away from Belgium, let me put it that way, when you joined ING because of the bailout, there were a number of things you had to give in with. Are you being compensated for that? If you are, I don't think that's a problem.

For the other members of the executive board, once again, the explanation of [Mr. Breukink], if an increase of remuneration is at an acceptable level, I mean at a socially acceptable level, I mean that it's not excessive. If that's the case, I don't have a problem with it. Let us not compare with American companies and other peer groups, pair groups, Apple groups, or whatever group you may have. It's not going to help us. It's not going to get us anywhere. We see this with other companies, we also see this at Shell, EUR 24 million. I mean, it's absurd. You can never spend that money. Even if you have a wife with a golden credit card, you can never spend that money, not in your lifetime. What do you get?

Ralph Hamers
CEO, ING Groep

You turn up at ING and you start saving, ING will get a surplus in savings. We'll be facing yet another problem. Joking apart, as long as it's reasonable, there are a number of Dutch companies that-- we have former supervisory director, Mr. Elverding was at that company. These are companies that are not spending that much money on remuneration. I hope that ING will follow suit.

Speaker 28

My name is not [Mr. 3], my name is Mr. [Erp]. Just tying in with the comments of [Mr. Joorna], who actually covered what I wanted to discuss. I would like to issue a positive voting advice for this item on the agenda. The cash component should be changed into a share or depository receipt share. That will increase loyalty and involvement, engagement in the long term.

I wonder whether the members of the supervisory board would be prepared to purchase shares in due course. Thank you. Mr. Hazewinkel. Yes, Mr. Chairman, Herman Hazewinkel on behalf of Foundation ING Shares. We're going to proceed to vote on this subject as a foundation, ING Shares, we would like to say a few words about this subject. This is a subject that was explicitly discussed in our board. Our interpretation of this item of the agenda, by the way, is such that the way we understand it, we would be voting on the at target remuneration, the percentage for the variable remuneration, we are talking about the details of the variable remuneration, that we're not voting on the fixed salary component.

In our opinion, the test or the check that we would have to do is whether the change of the variable remuneration fits within the mandate of the supervisory board as granted in 2010 when we adopted the remuneration policy. If we take that as a reference, if we take a look at the process that took place and how prudent it was, we understand from an interview that took place last week that the stakeholders were consulted prior to the recommendation. Taking that into account, our conclusion is that as a foundation, we will support this proposal. I would just like to add to that since we receive a lot of voting instructions from shareholders, and that will be visible later on, that from the voting advice and voting instructions, we have seen a lot of support for this policy.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Thank you, [Mr. Hazewinkel].

Closing the round of questions on this subject, we're going to proceed to the vote. I'm asking the operator to switch on the system. I'm sorry. Yes, of course, we need answers to the questions. [Mr. Breukink] is ready to go. [Mr. Breukink]. Ladies and gentlemen, my apologies, [Mr. Breukink] will be answering the different questions that have been raised. I'll do my best. By way of introductory remark, I think that the fact that there's so many different opinions, that in itself reflects the different signals that we're getting from the different stakeholders. Let me start with the last comment made by Mr. Hazewinkel. Yes. I myself had 16 telephone conversations with the major shareholders in general, what they said was quite contrary to what you hear in the Dutch context.

Henk Breukink
Member of the Supervisory Board, ING Groep

I mean, how come that you are paying the members of the executive board at such a non-competitive level? Let me see. I'm just going to try to answer questions in the proper order. Is there support? Is there not any support? Well, in certain groups in society, particularly in the Netherlands, there may not be that much support, and we understand that. As a remuneration committee, but also throughout the supervisory board, we discussed the matter extensively and in great detail. We said to ourselves, "Okay, do we think we can explain this step?" Do we feel it's responsible given the measures that ING is taking in the Netherlands? Lots of people simply don't know whether they will continue to have a job at ING.

It's very important that the employer, in this case, ING, take care of its employees and do so properly, and that there be a good social plan for this group of people, that they be helped, et cetera. In other words, this is the duty of management here in the Netherlands. There are other stakeholders that are approaching us from different perspectives, such as, for instance, the major shareholders. I just mentioned the major shareholders. We do realize, and I'm trying to answer your first questions. We realized from the very beginning that there was never going to be full support for this decision. On the other hand, it was up to us as a remuneration committee, first and foremost, and the full-fledged supervisory board to make these considerations, and this is precisely what we have done.

Is it impossible to find good directors within the bank? Why do you need to increase the salary time and time again? Why do you need to raise the bar? These are just some of the comments that I've heard. Of course, it shouldn't be more and higher. I'm sure you read in the press, the word wasn't mentioned here. It's like a leapfrog. I'm sure that you heard this time and time again, that these companies that deliberately want to remunerate their people in the first quartile, they are deliberately taking part in this leapfrog process. We have chosen to pursue a policy adopted by yourselves to remunerate at a level below the median. In other words, we have decided not to take part in this race of increasing remuneration.

We would like to add to that we're below the median and are about 35%-40% away from that. It's needless to say, I heard this this afternoon, some people were saying, "What are you doing?" Things are evolving much too rapidly. We believe that we have a moderate remuneration policy, that we're not engaging in this race to increase salaries, not the leapfrog game. Specific questions. Does the law apply to all employees? Excellent question. The Remuneration Policy, Financial Undertakings. We're working on this right now to study, applying this law to all employees, we will be giving more clarity to this effect. There was this comment, someone who said the increase of the fixed salary, that's not a good thing.

Well, I think I'm speaking somewhat on personal title, I'm sure some of my colleagues agree with me. No, perhaps that may not be the way we wanted to proceed. In an ideal world, this is a comment that we've received from many shareholders, you would want a larger part of the remuneration package to include an incentive, preferably non-financial incentives, preferably focused on the long term, as the Maas Committee recommended at the time. Fact of the matter is that we're the only European country in which this variable remuneration has been capped at 20%, there's nothing else you can do than increase fixed remuneration. Peer group question. I think that it's clear, we answered it clearly, nonetheless, I will explain it once again. We explicitly decided not to compare ourselves with only the financial sector.

We explicitly decided to only compare ourselves with a peer group within the European context, to have a peer group consisting of companies in Europe where ING indeed is a peer company. In this peer group, we are at the lower level, in fact. In our preparatory work within the remuneration committee, we looked at all sorts of other peer groups. Of course, we also looked at financial companies, we also looked at financial companies without the Swiss and the British, just to exclude the highest-paid directors. Obviously, we also looked at the Amsterdam Stock Exchange, the AEX. You may remember the list or the ranking in the de Volkskrant newspaper. You referred to that. Yes, thank you very much. Indeed, if we take out Shell and Unilever, ING is the largest company in ING, ranks 18th in terms of remuneration.

That being the fact, it's very difficult to insist that this would not be moderate remuneration policy. Let me put it positively, in that you can infer the reflection of the fact that we actually try to take into account the public opinion in this respect in the Netherlands. As far as shares are concerned, the policy is that the shares must be held for at least a period of five years. Mr. Spanjer, your numbers. I was somewhat confused. What we don't want to do, in any case, is to just zoom in on one element of remuneration, just the fixed remuneration or just the variable remuneration.

All the consultants that we used have always insisted throughout the process that the fairest way to look at this is to look at fixed and variable together, and then see how this remuneration package compares to a peer group. For us, this was reason to propose the increase that we proposed. Your last question, what is it exactly that we're voting on? It is correct if your question was that, is this still within the policy that we formulated at the time, and that we are specifically voting on the fact that we're changing the target percentage from 80 to 20, the maximum that is, and that the variable component is not paid in cash, but now in the form of depository receipts of shares. That's correct. These are the two items that are put to vote.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

In any case, I hope that I've been able to answer your questions. Ladies and gentlemen, thank you very much. We can now proceed to the vote on this item. You may cast your vote on agenda item 5A, Amendment of the Existing Remuneration Policy of Members of the Executive Board. The vote is open. If everybody's cast their vote, I can proceed to close the vote, and we'll just have to wait for the outcome of the vote. There we go. As you can see, the proposal's been approved. I now proceed to agenda item 5B. This is the capping of variable remuneration for select global staff. I want you to forget about the previous item on the agenda. That was about the executive board, this concerns staff Somewhere in the bank, somewhere in the world.

I'd like to refer to the annual report, pages 94, 95. Once again, [Mr. Breukink] will provide a brief explanation.

Henk Breukink
Member of the Supervisory Board, ING Groep

Thank you, Mr. Chairman. Pursuant to European and national rules and regulations, financial companies may, for individual employees, increase the maximum variable remuneration component from 100 to 200% of the fixed remuneration component. Pursuant to European rules and regulations, this would apply to identified staff. As per February 7, 2015, this would apply based on our national rules and regulations. This is the law that we just referred to for all employees of financial companies worldwide. This increase requires the prior approval of the shareholders' meeting of the financial institution involved. In the case of ING, that would be the shareholders' meeting of its subsidiaries.

The European Banking Authority has published a consultation document which recommends that in such a case, ING Groep, so that's us, as the parent company, can put its intentions to its own AGM. In connection with the aforementioned, we are requesting you to approve that ING Groep, as the ultimate shareholder of its subsidiaries for performance years 2014, 2015, and 2016, in individual cases can cooperate towards the increase of the maximum variable remuneration component to a maximum of 200% of the fixed remuneration component. ING will be very restrictive in applying this approval and will only use it for a select group of employees working within commercial banking and bank treasury and won't apply it to more than 1% of all ING Groep staff.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

In performance year 2014, this will concern 65 cases, and it is expected that for performance year 2015, this will apply to 120 cases. This increase is a consequence of the introduction of our law on remuneration policies of financial undertakings, and that it wouldn't only concern identified staff, but employees of all financial institutions. Thank you. I'll give the floor to Mr. Fehrenbach, Mr. Swinkels, please be brief.

Speaker 17

Thank you, Mr. Chairman. As indicated at previous items, we aim for moderate remuneration policy. In our view, one of the principles of the CRD IV regulation is for the variable pay not to exceed 100% of the fixed salary. It's intended to avert negative impacts of variable pay and to discourage taking excessive risks. The shareholders' meeting may allow a maximum of 200% of the fixed salary. We see no cause to leverage this exception, not even now that the permission is being requested for identified staff worldwide for performance in 2014, or in limited measure for staff in 2015 and 2016 concerning staff outside the European Economic Area. That's why we will be voting against this proposal. For your information, we have adopted this position not only for ING, we're doing this for all peers in Europe.

This CRD IV means that we would like to stick to the maximum ceiling of 100%. Perhaps superfluous, we are still not entirely clear as to how you will be dealing with this CRD IV guideline or the draft guideline that you mentioned from the European Banking authorities. We are not sure to what extent this applies to ING. Can you indicate in what measure the guideline of the European Banking authorities will be applicable to ING? If you believe that there are some minimum requirements concerning elaboration of this agenda item according to this provision, we believe that your elaboration is insufficient at this agenda item. Our standard policy is that if there's insufficient information to adopt a position, we won't support the proposal. That was regarding the EDTF consultation document.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

[Mr. Swinkels].

Speaker 21

I agree with the previous speaker. My question is, in fact, you're asking us to authorize this for 2015 and 2016. We just approved a maximum variable remuneration for the executive board of 20%, and I think that as a shareholder and depositary receipt holder, I can agree with aligning this with the other eligible members that the same conduct should be carried over to board members and officers reporting to the executive board. My question is, you're going to open the vote on this, and you're required to submit this to a vote. I would imagine that you could withdraw the proposal, but you also have this option for 2016. Are we indeed going to determine that the variable pay arrangement will apply for two years? Or will this be a discussion item at the general shareholders meeting next year as well?

As a shareholder, I'd like to see a reduction of that 200% toward 20%.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Mr. [Hagedorn], please be brief. We're running behind schedule.

Speaker 17

I'll be brief. I do see some complications here because there's a vast difference in salaries worldwide. I'm not sure whether ING operates in India or Bangladesh, where the salaries are 5% or 10% of what they are here in the Netherlands, whereas they're nearly double the rate here in Switzerland. If the Swiss receive a 200% increase, that's a vast amount. In India or Bangladesh, you can say, "Well, that's well-deserved." Couldn't we differentiate this globally? That's my question. Thank you. I'm now concluding the round of questions. Mr. Frijkes, could we move on? Okay. Please be very brief. Ladies and gentlemen, we're really running behind, so I have to be strict. I will be very brief.

Memphis Depay is leaving for England for EUR 30 million. Even though Mr. Hamers, for 1% of that amount, is serving the most profitable institution in the Netherlands, we're talking about EUR 4 billion-EUR 5 billion, and that would double next year. What I'd like to know is what banking industry staff earn and how many staff are transferring to other banks because those ING staff are an excellent deal in other countries. That's what I'd like to know about. Mr. Hamers does a better job scoring.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

[Mr. Breukink].

Henk Breukink
Member of the Supervisory Board, ING Groep

Let's start with the facts because I think there's some confusion. CRD IV already existed. That CRD IV measure allows up to 100% variable pay exclusively for a specifically identified group of staff. There's a carefully circumscribed definition of such people. They considerably influence the company's risk profile and so on and so forth.

I won't be too verbose here. That's not new. I think somebody thought that CRD IV was new, what is new is that licensed institutions have to request permission from the shareholders to exceed the cap of 100% variable pay, including 100%. That's what we're talking about here. Our reason for putting this on the agenda is because we want to reflect the spirit of the EBA. [Mr. Fehrenbach , that doesn't apply to the group because the ING Groep is not a licensed institution. Ultimately, after the final document, the EBA is a consultation document. What will become clear from the final document as to the role of the ING Groep, I cannot predict, but it certainly doesn't apply at this time. I heard some concerns that we would all go back to 100% or 200%. You don't need to worry about that.

First, because of the rigid definition concerning the CRD IV people who are subject to the 100% regime, and second, because we're telling you in advance that the percentage of the people eligible for the maximum of 200% will be extremely limited and the departments will be specifically stated and will not exceed 1% of our staff. We don't expect that danger for those reasons. The third question I heard concerning differentiation. I think that more generally, differentiation applies universally at all sites where ING operates and at all levels where it operates. ING tries to pay according to market rates. That means that if in a certain country, salaries are lower and capable management will be available for appointment at a rate 30% lower than elsewhere. If that's the context, then that's also the context for the remuneration.

That's also why we are trying to define peer groups as accurately as possible so that we can remunerate people according to all possible contexts, including the geographic context. I think that answers the question.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Ladies and gentlemen, I'm going to open the vote on this item. We're opening the vote on agenda item 5B, which is variable remuneration cap for select global staff. Please cast your vote. Has everybody voted? If you have cast your vote, I will now close the vote, and we will await the outcome.

Dames en heren, het voorstel is aangenomen.

Ladies and gentlemen, the proposal has been adopted. Thank you. Now onto agenda item six, which is the appointment of the auditor. It is proposed to appoint KPMG accountants as the auditor of the company for financial years 2016-2019, as described in the convocation notice for this meeting. I'm going to hand you over to Mr. Lamberti, the chairman of our audit committee.

Hermann-Josef Lamberti
Vice Chairman of the Supervisory Board, ING Groep

Thanks, [inaudible]. I'd like to give you some details on the KPMG selection process. Under Dutch legislation, ING Groep is required to change its auditor as of January 2016. This means that ING has to change its current audit firm, Ernst & Young. ING Groep proposes the AGM to appoint KPMG as its auditor for the financial years 2016, 2017, 2018, and 2019. The audit of the ING 2015 annual accounts will still be conducted by Ernst & Young. The nomination of KPMG is the result of a thorough tender process that was overseen by the audit committee and was executed in accordance with the ING policy on auditors' independence. I will give you now a summary of the firm selection process. In the summer of 2013, ING started the audit firm selection process.

ING decided to start relatively early as it aimed to get a team with very experienced banking auditors and prevent that such a team was already engaged at other accounts. Three of the Big Four firms were invited to tender for the audit of ING. Obviously, our current auditor, Ernst & Young, was not invited as it could not be reappointed according to Dutch law. Key criteria included the who, like the quality of the firm, the proposed lead partners, and the Dutch and international banking audit teams. The what, like the independence and the high quality of the audit, as well as the fairness of the fee. The how, for instance, the innovative audit approach and obviously, which was very important to us, the smooth transition between the two firms.

The tender process resulted in the selection of KPMG and the proposal to appoint KPMG to the AGM for four consecutive years. KPMG has submitted an audit proposal, which has been assessed also by means of a number of interviews with the KPMG lead partners and key team members. ING's board and members of ING's audit committee had a prominent role in this assessment. The decision to propose to the AGM to appoint KPMG as our new auditor from 2016 onwards was made during the supervisory board meeting held in November 2014 and was based on KPMG's ability to meet our key criteria, which I mentioned before. We propose the AGM to appoint KPMG as our audit firm for a period of four years, starting with 2016. Thank you, and I hand back to the chairman.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Thank you, Mr. Lamberti. Any questions? [Non-English content]

Speaker 19

Can we proceed to the vote immediately? Would you please be brief?

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

[Non-English content]

Speaker 19

Mr. Van den Bos. What I don't hear overall is that I thought there would be an evaluation every two years. That's the case now. Audit firms are appointed for four years or reappointed, but usually there's an evaluation after two years. Is that missing, or isn't that done?

Hermann-Josef Lamberti
Vice Chairman of the Supervisory Board, ING Groep

No, I don't think there's a formal evaluation process required according to the law. Obviously, that's at the discretion of the supervisory board and helped by the assistance of the audit committee. Obviously, that also depends on how satisfied we are with the audit works. Right now, I thought we saw no reason to believe that any appointment of the new audit firm less than 4 years would be advisable, particularly when you think about the steep ramp-up of a very large team across the globe and the very heavy transition work which has to be mastered by the new audit teams. Therefore, I think it is advisable to look for the 4-year period. Remember also that we try to achieve a balance between getting the good audit advice, the good professional teams on board, while at the same time achieving good commercial terms.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

[Non-English content]

Mr. Spanjer, please be brief.

Speaker 20

Well, it's all possible that this is according to the law, but would you please introduce an evaluation every 2 years? Second, the new audit firm. Do we have representatives from them in this auditorium, from the new audit team?

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

[Non-English content]

I'll leave it to Mr. Flynn or Mr. Lamberti.

Speaker 19

I'll be happy to repeat my question. No problem. I'm disappointed that there's no representative. We're not going to introduce a review after two years. If we're extremely unhappy with the way the work is being done, that's a different matter. As Mr. Lamberti explained, we're a large company. We operate in 40 countries. By the time the auditors have been properly trained, that will take time, and we believe that four years is a satisfactory timeframe. At other companies, we have the same issue, and they always had two firms present, two audit firms. Why don't we have that here? It's very strange. Thank you for your remark.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Thank you. I'm going to conclude the remarks in Q&A. I'm going to proceed to the vote.

Please take your voting handsets and vote on agenda item six, which is the appointment of the auditor. Please cast your vote. I'm looking around the auditorium to see whether you've cast your vote. I'm waiting for the go-ahead from the voting office. The vote is now closed. We're waiting for the outcome of the vote on agenda item six. Ladies and gentlemen, the proposal has been adopted. I'm going to move on to agenda item seven, the composition of the Supervisory Board. I will start with the appointment of Mrs. Gheorghe to the Supervisory Board per the end of this general meeting and the reappointment of Messrs. Kuiper and Breukink, also as per the end of this meeting. Mrs. Gheorghe, would you please rise again as you did at the beginning of this meeting so that we can all see you?

The Supervisory Board recommends appointing Mrs. Gheorghe to the Supervisory Board. In a few moments, the same recommendation for Messrs. Kuiper and Breukink. To elaborate, if you like, the candidates are willing to leave the auditorium. Also, for your information, the proposed appointments derive from a profile that was drafted. Mrs. Gheorghe has an extended track record in running large listed firms and is knowledgeable about the financial industry and international trade and industry. Mr. Kuiper, the proposal to reappoint Mr. Kuiper is based on his extensive experience in Dutch finance and the way during his present term he performed his duties as Deputy Chairman of the Supervisory Board and Chairman of the Audit Committee. He also chaired the Remuneration Committee and was a member of the Nominations Committee.

The reappointment of [Mr. Breukink] is based on his extensive international experience in both finance and staff matters, the way during his present term he performed his duties as member of the Supervisory Board and Chairman of the Corporate Governance Committee, a member of the Nominations Committee. Recently Chairman of the Remuneration Committee as well. In a moment, I'll open these votes individually. First, I'd like to know whether anybody would like to make a remark. Please go ahead. Thank you.

Speaker 20

I'm [Mr. Bruening]. Supervisory boards are very important. That's why I don't think you can simply run through the formalities. I'd like each of the three candidates, especially the candidate with the complicated Romanian name, to tell me why they want this position, how they're going to do this. Could you please translate that into decent Romanian?

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

I understand your request, but I'm not going to accommodate that. There are quite a few companies where the candidate supervisory board members are not even present at the meeting. We have provided you with the information. It's up to you to cast your vote accordingly. Please be brief as well. What you just said does not hold true at all companies. There are some supervisory board members that do explain why they want to serve in that position. As for the new one, as for the two reappointments, I'm happy that this boring old banker is eligible for reappointment as well as the weathered member who is smiling there, that I'm glad that he's running as well. On to the vote. Oh, I missed somebody. I apologize. I didn't see you, madam.

Jose van Haaswift
Shareholder, ING Groep

Thank you very much, Mr. Chairman. I'm [Jose van Haaswift]. I'm a private shareholder.

I was allowed to make a remark about these appointments. I'm happy to. First, I'd like to express my appreciation that the expansion of the supervisory board will reflect diversity both in gender and origin. We missed the previous broad global representation on the old supervisory board. I believe that input from a country such as Romania is most welcome, if only because of the longstanding connections with other countries and cultures. I deeply hope that Mrs. Gheorghe will have great input in other fields as well, especially areas that are still under exploration. Thank you very much

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

I'm going to open the vote. We're going to have three votes for your information. First, we're going to vote about Mrs. Gheorghe. We're going to open the vote on Mrs. Gheorghe for appointment to the supervisory board. Please cast your vote.

Can someone please take a look at the voting handset to my right.

Could somebody take a look at the voting handset to my right? Let's wait a moment until this problem has been resolved. Can you help, madam?

Is it fixed or not? Is it resolved?

Has it been solved? It's been solved, I understand. Yes. We're going to close the vote on agenda item 7A now and wait for the result.

Speaker 27

[Non-English content]

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Just to say congratulations.

[Non-English content]

The second one, Mr. Kuiper. Reappointment of Mr. Kuiper as a member of the Supervisory Board, agenda item 7B. Once again, please cast your vote. I understand your excitement. You're clapping before we know the outcome. Perhaps you're prescient. I'm going to close the vote on agenda item 7B, despite the clapping we heard. We'll wait for the official outcome.

No call.

Thank you. Congratulations, Mr. Kuiper. We're going to vote about [Mr. Breukink]. Once again, the vote is open for the reappointment of [Mr. Breukink]. Please cast your vote. I will now close the vote and wait for the outcome.

[Non-English content]

Congratulations, [Mr. Breukink].

Ladies and gentlemen, on to agenda item eight.

Gentlemen, on to agenda item eight. The following agenda items are the same as last year. It's a long story, like in previous years, I'll try to pick up my pace. First, the issue of ordinary shares and granting rights to subscribe to such shares and restricting or excluding preference rights from ordinary shareholders. Please see the proposal and the explanatory notes in the convocation notice. This authorization is for a maximum nominal amount of shares exceeding EUR 92 million. That's 10% of the issued share capital for a period of 18 months, unless the general meeting extends this, the authorization serves general financing purposes.

[Non-English content]

Including issuing capital mergers and acquisitions, as well as performance shares. The Supervisory Board has approved the proposal. This authorization will replace the authorization granted by the previous General Meeting. I'd like to open the vote on this proposal.

[Non-English content]

Going to vote on 8A, authorization to issue ordinary shares with or without preemptive rights.

[Non-English content]

I am now closing the vote, and we will await the outcome of the vote on agenda item 8A.

[Non-English content]

The proposal has been adopted. Thank you. Agenda item 8B, authorization to issue ordinary shares with or without preemptive rights in connection with a merger, the takeover of a business or a company, or if necessary, in the opinion of the Executive Board and the Supervisory Board for the safeguarding or conservation of the company's asset position. I read all this out. Please see the explanatory notes on pages five and six of the convening notice. This authorization applies for over EUR 92 million or 10% of the issued capital and may be extended by the general meeting. The meeting may be exercised separately from the authorization under 8A, so it's a separate item in the event of a merger or acquisition of a business or a company, or if necessary, for safeguarding or conserving the capital position of ING. This concerns, except for s hares of the Tier 1 group that may be issued under the current financial supervision legislation.

The Supervisory Board has approved the proposal, and this will replace the proposal from the previous shareholders' meeting. I am now opening the vote on this proposal. Please vote on agenda item 8B. You may now cast your vote. The vote is now closed, and we will await the outcome for agenda item 8B. Ladies and gentlemen, the proposal has been adopted. Item nine of the agenda. Instead of issue, now we're talking about withdrawal. I am addressing the authorization to acquire ordinary shares or depository receipts of ordinary shares in the company's own capital. I'm talking about shares and depository receipts of ING. I'd like to refer to the notice, page six, and the explanatory note.

The authorization is for a maximum of 10% of issued capital and applies for a period of 18 months, the acquisition price must at least be EUR 0.01 and not be in excess of the highest price at which the depository receipts of shares are traded at Euronext Amsterdam, the date in which the agreement to acquire shares is entered into, or the day prior to which the stock exchanges opened. The authorization will be used for purposes of trading and investment in the context of ordinary exercise of banking and insurance operations. These authorizations, we repeat this year in, year out, and every year, you sort of push this through. I mean, it's a vote, I'm just wondering, why? What's the use? I just really don't understand. Is this really necessary? Is it legislation? What is the reason?

We waste a lot of time, year in, year out, on votes for these authorizations. I understand your question. In fact, it is in order to have a certain degree of flexibility should unforeseen circumstances arise. If not, you have all these periods of notice that you have to comply with in order to convene meetings. We've arranged things in such a way that we have to ask you for this authorization every year. Ladies and gentlemen, allow me to proceed to the vote. You can cast your vote regarding 9A, authorization to acquire ordinary shares or depository receipts for ordinary shares in the company's own capital. I'm looking around. Vote is closed, let us just wait for the results for 9A. Ladies and gentlemen, the proposal has been adopted. Now I'm proceeding to 9B.

This is the authorization to acquire ordinary shares or depository receipts for ordinary shares in the company's own capital in connection with a major capital restructuring. This is an authorization of the executive board. I'd like to refer to the explanatory note on page seven. Here, I would like to explain that this authorization applies to a maximum of 20% of issued capital. It's consisting of a maximum of the authorization pursuant to agenda item 9A, which is 10%, so this is another 10%, for a period of 18 months, and the acquisition price must at least amount to EUR 0.01 and may not be higher than the highest price at which the depository receipts for ordinary shares are traded at Euronext Amsterdam at the date in which the agreement is entered into or the preceding date in which the stock exchange is opened.

The purpose of the authorization is to allow the company, in connection with an important restructuring of its capital, to purchase ordinary shares. We can proceed to vote on this proposal. 9B, authorization to acquire ordinary shares or depository receipts of ordinary shares in the company's own capital in connection with the major capital restructuring. I'm just looking around, if everybody has cast their votes, I can now proceed to close the vote on 9B, we'll have to wait for a second till we get the results. Ladies and gentlemen, the proposal has been adopted. This brings me to any other business and closure, before I proceed to any other business, first, there are a number of closing remarks that I have for you.

First of all, concerning the minutes, holders of shares and depository receipts can receive a copy of the minutes, and we have forms for that request, and they'll be available when you leave the room. I'm sure they'll also have a password for you as well. The final results of the votes will be posted on the website within a couple of days. We'll be serving drinks in the central lobby area of this building. I'm sure you'll see that when you leave the room. Questions or complaints regarding ING service or products of ING, well, you can leave those complaints at the desk. Please hand back your voting handsets and the chip cards and the survey. Now I'd like to give you the opportunity to raise your last questions. First, Mr. Heinemann, and then you.

Please be brief, we would all perhaps prefer to enjoy a drink.

Speaker 19

Mr. Chairman, I have an extremely short question, that concerns dividends. 2014, ING is granting a very low dividend only in cash. I would like to hear a commitment from you that in the following years, if you do proceed to pay out dividend, that it be an optional dividend. I assume that ING would very much like to have foreign shareholders because it's an internationally operating company. These foreign shareholders always have an issue with the Dutch dividend tax. You want to claim it back. I always have issues for my shareholdings in foreign companies. In France, you have to do it in the computer. You have to do it in French.

I can have the bank do it, the cost will increase even further because the cost would exceed the dividend tax.

That's really not an option for me. We get your question. Thank you. [Mr. Joorna], and then Mr. Stevens. Ms. Haastrecht, then I can't see it in the dark. Then I suggest we stop. Very brief, Chairman. Innovative, actually what ING is doing is asking customers to brainstorm with it. As a private investor, I cannot invest in mortgages. I'm sure you have enough mortgages. Why don't you look for a way in which institutional investors can invest in mortgages, but private investors can't do that. It might be a good idea. Thank you very much for your suggestion. Mr. Stevens.

Speaker 32

Thank you, Mr. Chairman. Stevens is my name, SRB. Yes, well, I have a question on your financial calendar. It doesn't go any further than November 4, 2015, I've been insisting on the matter for a number of years. It seems to me that for a company of a certain standing, such as ING, I would think it would be important to extend this calendar. I don't understand. November 4, 2015, then what? That's as far as your financial calendar goes. We would prefer to have a calendar with all the important events up till and including next year, one year after the AGM. This is nothing new. BMW does it, lots of other companies. Your schedule for stepping down, 3 in 2015, 2016, 2017, 5 out of 8. 2018, 1 will be stepping down. We would like you to review the schedule in which supervisory directors are stepping down.

Five out of nine stepping down in 2017, which is more than 50%. Thank you.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Ms. [Van Haastrecht].

Speaker 17

Thank you, Mr. Chairman. I have a couple of questions, but I'll be brief, and I shall try to be very clear in my questions. First of all, I would like to ask you what the word engagement or experience means. I keep hearing this word in Dutch, this word experience. I think it's vague. When I read words such as we are creating, I'm thinking, what are we talking about? Are we talking about the creator? My question is, the Executive Board, what is the position of the Executive Board? They're not part of the stakeholders. They're not part of staff. Could you perhaps describe that more specifically?

My next question to you is, in which measure, and I heard at this meeting that since 2011, you've been working very hard, but this is a question that may not have been asked at the past few AGMs, to which extent has ING been involved in the funding of weapons? Will it be involved in funding of weapons in the future? My last question to you. This is rather an observation. I agree with what Mr. Woltuis said on behalf of the employees of ING, that they are suffering the consequences of the fact that the bank isn't expressing properly what it is it's doing. It's not only their opinion, it's also my opinion, because bank is raking in the money here in the Netherlands. Where is it raking in the money? From all these old people in the Netherlands, the elderly.

The elderly people have been playing a very important role in the Netherlands, have a lot of experience, and their opinions are quite different from the opinions of the younger people, and also the opinions of institutional shareholders and people who have moved to other countries such as the U.K. and the U.S. Mr. Van der Bos Mr. Van der Zwaan. You have shown us a new meeting technique. You've also done that at Philips, the Royal Philips. I don't think it's a good way of chairing a meeting. I prefer the interactive meetings of questions and answers. Simply asking a question, you get an answer, and then you can comment on that. That was really the point that I wanted to raise. This meeting method or technique is something I would abolish immediately.

Speaker 32

The only thing I would like to say is that it's a quarter to 6:00 now, but then again, we never know what's in store for me. Well, this meeting stayed within the limits. Last year, we talked about shares and depositary receipts for NN. I talked to Mr. Hamers about this. At Philips, the meeting extended a long, long time.

Good afternoon. My name is [Van Weere], and I'm a private shareholder. I have one comment and one question, and the question is of a practical nature. Mr. Hamers has talked to us about customer experience, and he says that 1,000 new customers is a wonderful thing a day, but couldn't we increase this number if we can transfer to another bank with our own bank account number?

Speaker 17

How far are you in this process? Would banks agree to go along with this transfer of bank account numbers to a new bank? My comment, I'd like to refer to the speech of the chairman of the Works Council. The chairman of the Works Council and the bank asking us to help you think about possibilities for the future. I don't really get the impression that you stand here among your staff. It's as if you are at a different level. What [Mr. Breukink] said, do we really have someone in all the branch offices of ING across the world to explain what it is that we're doing here with remuneration?

All of a sudden, I realized what was going on, that it would make a big difference if people at the branch office got an explanation in terms of what's going on regarding the remunerations, because they're getting all this flak. Lots of words of advice. Mr. Spanjer, I wanted to proceed to conclude the meeting. Mr. Spanjer, please be brief. I still haven't got an answer to my question. My question is, can we have an EGM? You're going to look at corporate governance. You're going to review whether or not there should be shares. Important issues. Can't you make a commitment that you will address these issues and the review in an EGM in the second half of this year? Why must we wait another 12 months to get information on this important subject? I hope you'll make that commitment.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

We're not going to organize an EGM just like that. Thank you very much. Ladies and gentlemen, I would like to close the meeting. I'm sorry, I hadn't seen you. Please, go ahead

Speaker 18

I believe I was the first one at the microphone. Now I'm the last to speak. My name is Rika. I'm a private shareholder. Reiner, you know how to write my name. That'll be easy. Won't be any problem. Let me correct myself. The last two years, I've had an issue with the call center in Leeuwarden. One was about an inheritance. It was controversial with many problems. A payment request was made in order to have an essential payment carried out. You get your payment request sent back, torn in two.

I don't think that's a polite thing to do. The response that I got was worthless. When I go to the ING desk, I'm faced with someone that doesn't understand the issue. There's no manager. I ask for a manager, they're just looking and staring at you and don't know what to do. I'm fed up with this. This is the first problem I have. The second problem is that I was a representative of an informal account. All of a sudden, I was no longer the representative of this account without having signed anything. I don't understand that that can happen. All of a sudden, you're entitled to an account. You're not. This is just an improper action. Thank you.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

I wanted to conclude the meeting. You will be the very last. Yes, I want an answer.

Speaker 19

It's not only an observation. I want an answer. No. We have agreed on the system. You will be given an answer. First of all, we gather all the questions. Mr. Chairman. I agree with one of the previous speakers. Just as I, he said that you are clustering all these questions. Now it's hopeless. You were here at a meeting, Mr. Hamers is speaking, speaks for half an hour, discusses all sorts of subjects, answers all sorts of questions. You can't see the wood for the trees. I think it's a terrible situation. Of course, last year after the meeting, I said to you that a four-hour meeting would require a break. I thought that was the solution, to have a break. This is hopeless. Another question.

Why can't we, before the meeting starts, why doesn't ING send us the annual report so that we can read the information prior to the meeting? I was given an annual report here, but it wasn't sent to my home. Thank you.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

I'm closing any other business. Before giving Mr. Hamers the floor, in any other business, a number of statements were made or words of advice were given, perhaps Mr. Hamers will comment on that or somewhere else. Regarding the meeting model, this is something we're going to evaluate. I heard two opinions. We're also going to ask other people how they feel about it. Now, the goal is, it's very simple. We're not saying this is any better or any worse, the whole idea is to shorten our meetings. We'll have to see how we can achieve this.

That'll take a bit of experimenting, we very much appreciate your feedback. This was a serious attempt, I must say, for this afternoon, we'll have to wait and see what we do next year. Mr. Hamers, please.

Ralph Hamers
CEO, ING Groep

Well, there were some words of advice. We'll take that on board. A couple of questions. Transferring account number to another bank, that requires investments. What we do have is an excellent transfer service. Almost all banks in the Netherlands have such a transfer service. If you want to transfer from one bank to the next, that is a process that runs rather smoothly, automatically, the account change is passed on to the new bank. This service works rather well. If you so wish, you can use this service. As I said, it works rather well. Optional dividend.

Once again, we have engaged in discussions with major shareholders on several occasion. 94% of our shareholders are non-Dutch nationals. It's not that we're looking for even more foreign shareholders. It's not an issue for us. Optional dividend, well, it's a bit more complicated. It's less straightforward than you would think. I'll take that on board, I can't promise anything. Investing in mortgages, we'll have to take a look at that. Well, if it would be that easy, then financing weapons. I'm just looking at Mr. Nagel, I think that he would be the person to explain what it is that we've been doing over the past few years.

Wilfried Nagel
Chief Risk Officer, ING Groep

Yes, the subject of weapons is very broad. What we do is we distinguish between controversial transactions and controversial weapons.

Controversial transactions would entail anything that is supplied regardless of the type of weapons concerned to countries that fall within sanctions or exports that are not provided with a license of the United Nations, EU, or U.S. On the other hand, there are, as I said, controversial weapons, cluster ammunition, [APVs], chemical weapons, nuclear weapons. Actually, what we do is, well, we actually in principle never do that, but we do look at companies that deal with that type of weapons. Depending on the type of weapon, we either say, well, we don't want anything to do with such a company, or we say, if it's less than a certain percentage of the operations, well, in general, corporate fundings, we would be prepared to do something, but not specific transactions.

We have very detailed rules and regulations internally at ING, and our desk looks at each and every individual transaction. Thank you for that. I'd like to conclude with your question. Thank you very much for raising this question. I understand the emotions. Particularly if it involves an inheritance, these are very often very complicated situations, technical situations that have to be dealt with separately. In any case, this is always a situation that involves emotion. My apologies, I don't know exactly what went wrong, but we do have people outside here that can take these complaints on board, see what we can do about that. The same applies to any other complaints you may have. I'd like to say thank you very much for raising this complaint.

We're taking it very seriously, particularly in terms of these subjects, because inheritances involve emotional periods of time. We know that these are complicated situations. Nonetheless, we have to make sure that these procedures are carried out as smoothly as possible.

Jeroen van der Veer
Chairman of the Supervisory Board, ING Groep

Thank you. Ladies and gentlemen, this brings us to the end of the meeting. First of all, thank you very much for your support, your comments, your observations, even when they're critical. That is why we have these meetings. I realized that I was trying to aid you on, but the whole idea was to be able to have a drink. Now, since you've been so helpful, we will have time to walk around and enjoy a drink with you. Thank you very much, and have a safe trip home.