Dames en heren, hartelijk welkom.
Ladies and gentlemen, welcome. The introductory video reveals what we hope to be for our customers. That's why I'd like to say a few words about our customers. Over time, the customers have changed. They expect more from their bank in the sense of simplicity and corporate responsibility. ING is pleased to accommodate this because customers are pivotal in our operations, and ING changes together with the customer. Our retail customers need insight and a clear impression of their finances and future and appreciate the security and safety of their data. Moreover, these difficult times require flexibility. Customers in the Netherlands have therefore been granted the opportunity for a suspension in their interest payments on mortgages, so that customers who are temporarily in financial difficulties can keep the roof over their heads. Customers are rapidly increasing the use of mobile applications.
To accommodate this, ING has made mobile banking available for customers in all countries. This is greatly appreciated. Customers now carry the bank with them in their pockets. There's a downside, which is that if there's a technical malfunction, services may temporarily not be available. We need to improve, and we do everything we possibly can to avert these malfunctions. In the recent DDoS attack, there was no encroachment on the banking systems or customer data. Availability for retail customers of mobile and internet services through My ING was fortunately on average 99.3% or higher throughout 2012 and the first four months of 2013. Our insurance industry also emphasizes good customer service. In Czech Republic, for example, since last year, more communication has been taking place with customers via email, which has accelerated claims settlement. 85% of the claims are now settled within five days.
What about customer appreciation of our services? We measure this by country, by product, and in many case, by customer contact. Customers are consistently willing to tell us what the areas for improvement are. We greatly appreciate this and use their feedback to introduce improvements. We want to be customers' preferred bank. That's why we measure in what measure customers recommend us to friends and relatives. In 2012, customers gave our services a higher evaluation than in 2011. In eight countries, including the Netherlands in 2012, we scored highest of all banks in terms of customer satisfaction. These are some of the awards that we're proud of. We didn't get them overnight. Thanks to the great dedication of our staff members who do their best to serve customers every day, customers appreciate ING. I can summarize 2012 for you very briefly.
It was an important year. We tightened our strategy both at the bank in January 2012 and in the insurance operations. Milestones were reached with payments to government in relation to the core capital exceeded EUR 10 billion. In connection with this, the restructuring plan of 2009 was adjusted, which had been submitted to obtain approval for the government support received. ING reached an agreement about adjusting this with the Dutch government in November 2012, in conjunction with the European Commission. Thanks to this adjustment, we have more time and greater flexibility to design our future. That doesn't mean that we've deferred or are deferring the restructuring. In 2012, much was achieved. In 2012, for example, the sale was announced of a large part of the Asian insurance and asset management operations. It's important to take note of signals from society. That's why we focus on customers and sustainability.
In that context, we also adjusted our remuneration policy and made it more austere. In 2012, we therefore made major headway in our strategy. This has laid a solid foundation for the future, which is necessary because we have a very full agenda. Let's take a look at our external surroundings. In 2012, our external surroundings remained very challenging. Let's take a look at these graphs going counterclockwise from the top left. While in 2012, the U.S. was gradually recovering, Europe had a relapse of the recession, as evidenced by very low consumer confidence, and this was all the more true in the Netherlands.
The graph at the lower right shows that interest rates in the Eurozone and the U.S. decreased in 2012 as a consequence of global support measures from central banks in response in part to the economic adversity, uncertainties about the euro just before the summer of 2012. Mario Draghi's statement as president of the European Central Bank that he would unconditionally support the euro greatly reduced stress in August and September and enabled a revival on the share markets in the final months of 2012. That was before Cyprus and before SNS. One of the most important factors concerning the external surroundings is regulation. This chart shows that we need to meet an awful lot of regulations. This is not a comprehensive list. This pressure is also well illustrated by the number of notes we receive annually from the DNB, about 100.
That means about one letter every two business days. ING supports boosting financial institutions stabilizing the financial system. We basically agree with the overwhelming majority of regulations, such as the required increase in capital and the core capital banks. We are a bit concerned about the timing of the measures and how they interact with one another. Often an impact analysis means that these measures need to be corrected and adjusted later on. Steering based on principles, in our view, may provide a better alternative. Additional measures may be an obstacle in helping finance the economy. We need more capital at the banks. That's in progress in corporate industry. I'm thinking primarily about small and medium enterprises and among individuals. In the Netherlands, there is simply too much debt. I'm going to discuss the strategic measures that were taken in 2012 and that I'd like to elaborate on.
I mentioned the decisive way that we continued to carry out the ING Groep strategic agenda in 2012. On 26th November 2012, a total amount of repayments, including interest payments to the Dutch government, exceeded EUR 10 billion for the first time, which was the original amount of the support. We're deeply indebted to the taxpayers, and we're also proud because not too many European banks are indeed repaying the support they received, especially not given a total of over EUR 3.5 billion in premiums and coupon payments. That's an average return to taxpayers of 12.5% or more per year between October 2008 until May 2015 or before. No later than May 2015, everything will have been repaid. We're also paying the Dutch government hundreds of millions of EUR for guarantees on some bonds that ING issued since January 2009.
In addition, we paid EUR 175 million in banking taxes to the Dutch government in 2012 and possibly a similar amount in 2013. In 2012, we also paid EUR 55 million in banking taxes in other countries. From 2015, we'll be contributing to the annual deposit guarantee system. If that's introduced in 2014, we'll be paying about EUR 300 million as a consequence of the nationalization of SNS Reaal. Since 2009, the Dutch government has sustained a considerable share of the risks of what's known as the Alt-A portfolio in the U.S., and ING pays periodic premiums. In 2012, the value of that Alt-A portfolio steadily rose thanks to more favorable economic conditions in the U.S. and what was known as the breakeven rate decreased thanks to repayments on mortgages, which benefits the salability of that portfolio.
Since December 2012, the Dutch state has been in a position to sell that Alt-A portfolio at a tidy profit on the market. All things combined, the government will earn between EUR 4 billion and EUR 4.5 billion from the support granted to the ING, and on top of that, we pay almost half a billion EUR in additional taxes. These are considerable amounts that we need to make, and of course, these payments will erode our capital. I'll speak more specifically about a component of the adjusted restructuring plan that was officially approved by the European Commission on 16 November 2012. At the end of this year, we'll need to have sold over 50% of the Asian insurance and asset management operations. Given the stock market flotation of ING U.S. at the start of this month, an important necessary step was taken for 2013.
This took place in a market which at present is not willing to pay more than 50% of the book value. That's significant capital erosion, but very well. In all other respects, the stock market flotation was successful, and on Friday evening on Wall Street, the share was selling at several percent more than it was launched. With the proceeds of the partial stock market flotation, we'll reduce the company's double leverage to about EUR 5 billion. Let's not count our chickens before they hatch, because in addition, we still need to determine how much capital our European insurance company will need for a stock market flotation, which hopefully will be ready in 2014 for that step. No later than the end of 2015, each business line within ING Insurance will have been sold for more than 50%.
That means that in terms of accounting governance, we'll have privatized the operations entirely. Once that's happened, our restrictions in terms of price leadership and acquisitions will be suspended for the European market. All deadlines revealed and stated are firm deadlines. We'd prefer to finish this before that, given the market circumstances, the economic situation, and the continuously changing legislation and regulations, this cannot be taken for granted. Much happened in 2013, we still have a lot of work ahead of us. Look at our list. We still have a lot of work ahead of us in 2013. ING Bank's fine financial position derives from the emphasis we placed in 2012 on better financing, higher liquidity, and a better capital position. We prioritized this over profitability, in fact. ING already meets all Basel III ratios, which we had hoped to achieve only by the end of 2015.
Another important point is that thanks to optimizing the balance sheet, we've obtained more from our balance sheet. That means that we can do more for our customers with a smaller balance sheet. We were also able to keep lending on track, in some cases even increase that. Influenced by the economic situation in 2012, ING had more than EUR 2 billion in underlying risk expenses. This increased level is something that all banks are facing. In addition, we tried to curtail risks, for example, by selling European notes. On the other hand, risks in the Netherlands with respect to mortgages and loans to small and medium enterprises did increase in 2012. The bank's risk profile has been significantly lower than that of many other banks that we compare ourselves with for several years.
Return on equity at ING has been somewhat higher compared to other banks since the second half of 2010. We still need to reduce it to cover our costs. After correcting for temporary factors and higher risk costs from 2012, ING's return may increase by a few percentage points. If we adjust our pricing and increase our lending portfolio, the ambition is to obtain a return on equity of 10%-13% in 2015, and that should be feasible. Given the 9% as of Q1 2013, we're already well on track. Now I'm going to discuss the financial results of the group bank and insurance company. The ongoing market volatility and economy in the Eurozone meant that ING Groep's net result decreased from EUR 5.8 billion in 2011 to EUR 3.9 billion in 2012. Among other things, the group results declined as a consequence of lower interest results on savings.
In the banking industry, this was a logical outcome of the lower interest rates that prevailed. In Q1 2013, ING Groep was able to improve its results considerably. Net result increased by a full 148% to EUR 1.8 billion with respect to Q1 2012. EUR 1 billion is attributable to the book profit from selling divisions of our company in Asia. Our underlying results improved in part thanks to cost-cutting programs, we're starting to reap the initial results there. As for income from banking in 2012, that remained at a similar level to one year previously. The result decreased in part because of declining interest income, lower commission income in commercial banking, as you've seen, higher costs of risks, the new banking tax in the Netherlands had an impact as well.
Proactive risk reduction of our debts in our bond portfolio in Southern Europe, because we introduced finance and we had higher liquidity costs. The underlying gross net results in insurance were back in the black. The income was reduced by EUR 2.4 billion, the expenses were reduced by EUR 2.8 billion, and this was primarily because as of 2012, the Asian insurance and asset management operations were discontinued on the books. As for the share price. In 2012, it increased by about one-quarter. In the second half this was partially attributable to improved market conditions. I already mentioned Draghi's speech in August. The ING share, measured from the start to end of 2012, performed as well as the European banking index immediately prior to and following the summer. There was a temporary steep decline in connection with the Eurozone uncertainties about that time.
From 1 January 2013, we initially outperformed other European banks. The ING share had climbed to EUR 7.44 on 31 January 2013. Because of the nationalization of SNS Reaal on 1 February, the price of the ING share dropped again to EUR 5.54 at the end of March. That is a decline of 26%. The good news is that we're back on the road to recovery and have driven the prices back up again. Rating agencies indicate that it's become more difficult for banks to operate in the Netherlands. That corresponds with our perception. ING is once again shouldering the Dutch discount. It's up to us to continue the divestment program and repayments to the Dutch government with the same decisive progress so that any doubts in that respect are alleviated as quickly as possible.
Weighing everything together on the balance sheet of ING, financial results are not all that matter. Non-financial results also relate to the core of our company, and that includes our efforts and progress in sustainability. I'll be telling you more about that under agenda item six. For the moment, I'm only going to speak briefly about the importance of ING for the Netherlands and vice versa, and about the ING brand. Graphs show that ING has a great brand awareness in all the markets in which we operate, and you'll see this in the graph at the top. In terms of brand value, we rank second of all Dutch brands, and this is the graph at the bottom left-hand side. Worldwide, we have a comfortable top 100 position, which is the graph at the right-hand side. The two graphs at the right-hand side.
One of the last points that I would like to address, I would like to show you how important ING is for the Netherlands and the other way around by means of a number of graphs. Almost 25,000 of our employees live in the Netherlands, which is the top left-hand side. One-third of our revenues, which is the graph at the top right-hand side, and a substantial part of the 33 million bank clients of ING and 28 million customers from the insurance business are from the Netherlands, the bottom left-hand side. Year-end 2012, we had EUR 144 billion in mortgage loans outstanding in the Netherlands, plus another EUR 77 billion in other forms of loan. 6% of our shareholders, and you'll see this at the bottom right-hand side, is Dutch.
As ING, we contribute directly and indirectly to, in a regular year, normalized year, more than EUR 2 billion to the Dutch government in taxes. We have not shown that here. What I would also like to point out is that ING is extremely important for Dutch business. Given our size and expertise, we are capable of rendering a thorough and integrated service to Dutch businesses, which means that we can facilitate the ambitions of Dutch corporations in their progress. We are also able to help companies that are in trouble. The latter, helping businesses in more difficult times, is something one can hardly expect from foreign banks, given that they hardly have personal, institutionalized, and cultural ties with our countries. In conclusion, ING is making progress in implementing its strategy, and this despite a very challenging environment. We are making headway in terms of customer focus and keep concentrating on sustainability.
We still keep an emphasis on capital liquidity and funding, and we made sure that in 2012, which was sooner than expected, that we were able to comply with the important requirements of Basel III. We may not rest on our laurels. There are another series of important items on our strategic agenda. After completing all the divestments of the insurance and asset management companies, at the latest at the end 2015, we will have a bank with a strong brand in the markets it operates in, with a high-end appreciation on the part of customers and competitive fees and innovative and adequate services, with a great financial strength and a low risk profile. We are working very hard to meet all the challenges, and in this respect, I would like to express my appreciation for the dedication and commitment of all the employees of ING.
Thanks to them, and also appreciation for you, our shareholders, for your faith in ING. Thank you very much.
I would like to thank Mr. Hommen for his very clear speech. I would like to proceed to the question and answer session. There could be questions about the speech and also the report of the executive board and supervisory board. This is a combined item. This is going to be a relatively long item on the agenda in which you can raise questions. After your questions have been answered, I will be proceeding to the financial statements, and you will be able to vote. First of all, I am offering you the floor. Should you have a question, please proceed to the microphone, state your name and the town where you live, which is important for the record. No, you have to use a microphone. The first question is for microphone number 5.
Good afternoon. My name is Keyner.
I live, I work in The Hague, I'm representing the VEB, the Association of Stockholders. I'm not only speaking on behalf of VEB, but also on behalf of a large number of small investors, representing 5.3 million shares and have given a proxy to the VEB. Mr. Chairman, I would like to compliment Mr. Hommen and the executive board. I think that in very tough times, they have been able to take those measures that were needed in order to reduce the risk profile of the bank. Compliments for that. That doesn't mean that it's all done and dusted, I think Mr. Hommen said this very clearly in his speech. The question that I would like to raise now for this session concerns two items.
First of all, the customer focus, I think quite rightly you referred to that, you referred to a sort of first, second, and third position, gold, silver, and bronze. To my great surprise, I saw that ING is doing very well. The whole thing with the medals is that it all depends on competition. Could you tell us a bit more about the absolute appreciation that customers have for ING or services ING? Does the competition have a 6+, ING is 7.5 out of 10? I'd like to know how well are you doing vis-à-vis your competition? The second issue that I would like to address is your ambition. I'm not going to go into the details, but the returns that you would like to achieve on your own equity. There was an interesting slide that was shown in this respect.
ING's ambition is between 10% and 13% return on equity as a bank later down the line, Mr. Hommen said, "Well, we're well on track, actually, we're almost there." That's more or less what I understood that he said. My question in this context is, I'm sure that in the past you will have seen that banks had excellent returns on their equity in the past and achieved this for years and years on end. All of a sudden, there were one or two years in which all the returns that they'd achieved over the past few years disappeared and evaporated. My question to you is, could you really reassure us as shareholders? Can you give us the comfort as shareholders that the returns that you have stipulated in your ambition, that this is a long-term issue? It is not a one-off issue. These are tough times.
A 10%-13% would be feasible. If all of a sudden you're faced with -20%, it'll all be down the drain. Could you tell us a bit more about that? Thank you very much for your question. Mr. Hommen. Mr. Hommen. Thank you very much, Mr. Keyner. Yes, customer focus, obviously very important. How do we measure this? Well, as I already said, we do this by means of customer interviews. Every time we have a transaction with a customer, well, not every time, but very often, more often than not, we ask the customer how he feels about that, whether there's any room for improvement, we do this in order to get some sort of sense as to whether the client would be prepared to recommend ING to friends and family. We score this in a very conservative way.
With an eight or nine out of 10, you get a positive score. At the seven, we don't even count. Anything below six out of 10 is a negative score. Six out of 10 is a negative score. It's very difficult to score a positive grading. If you're positive, and if you have a good grade, you really do very well because that means that you have lots and lots of people who are prepared to recommend you to friends or family, far more people who are prepared to recommend you to friends and family than people who are not. We're still at a negative score. We're not positive. In a number of cases, we do have a positive score.
At ING Direct, we're doing very well, extremely well in all those countries in which we operate because we are a very straightforward, customer-focused bank with simple products, and customers express their appreciation, and they choose ING quite deliberately because of the straightforward products, nothing more, nothing less. There is still a lot of room for improvement here, and we are better than competition, but we're not there yet because we want a positive score. Ambition of 10%-13%, I must say, this is far from straightforward. If you look at the banking business at this point in time, you see that most of our peers are somewhere around the 4%-5%. This is because at this point in time, it is extremely tough to make a proper return. There are lots of risks.
There have been lots of risks in Europe, the economy is weak, as you know. There are hardly any investments. In other words, few loans are being requested, our business model is based on issuing loans. We're very cautious on the one hand, and on the other hand, we would like to issue loans. All in all, if you have a return of 8%-9% now, I think you are doing pretty well, and that's where we are, 9%. It's not 10, it's not 13 yet, but that is our focus, 2015. It's not our goal, by no means, to just hit this for one year and then stop hitting this ambition. We want a long-term ambition because you want to be able to have a return within this bandwidth for a longer period of time.
Sometimes it'll be a little higher, sometimes a bit lower. The question I would like to link at this, is 10%-13% realistic as a long-term ambition? At the same time, you're saying you want a very low risk balance sheet, they both are interlinked. 13% with a low risk profile is very difficult, this year with very negative returns is something that is quite possible.
Mr. Hommen. I think this is one of the things that we tend to do rather well in, perhaps my colleague would like to comment on this later on. I think that we have been able to map out our risk policy rather well. If you follow this in time, you see that we have operated by taking very low risks.
We are a bank with low risk profile. We're not going to make 20%-25% returns. You'll have to look elsewhere for that. 10%-15%, I believe, would be a very good return, and it would be wonderful should we be able to achieve that. 2015, don't forget that date. Mr. Chairman, the financial questions can be addressed later on. I would like to ask a question to the auditor? The Chairman. Yes. I'll make sure that you get the opportunity because the process is to first deal with the general questions. It can also be financial questions. Before we proceed to the vote on the financial statements, the auditor will be elaborating on his audit and any related questions can be dealt with there. Okay. There are several people with a microphone. We started at 5, we're going to count back.
We're going to proceed to microphone number 4. Ms. Van Schaik, if I'm not mistaken. After that it'll be you, and then Mr. Spanjer, if I'm not mistaken. First of all, microphone 4. Yes. Anouk van Baalen. I work for Milieudefensie, an environmental organization. Recently, we studied a palm oil company that was in the news today. ING has 8.48 million shares in Wilmar International. Also, a loan of 81. What's it called? Wilmar International Limited. At this point in time, we've conducted a study into several cases of territorial conflicts in Uganda, Indonesia, for example. Wilmar International is also a company that has quite a track record in this respect. Newsweek referred to Wilmar International as the least sustainable company in the world.
My question is, ING also has a sustainability policy for its investments and has environmental and social rules. My question therefore is, how responsible is ING in maintaining its relations with Wilmar International? Which are the measures that ING would take should the rules and regulations be infringed upon by Wilmar International? I must say we have an investment relationship with Wilmar. When we invest in companies, we focus very much on sustainability aspects. We exercise our voting rights. We engage in a dialogue with the companies we invest in. We raise questions if we feel that questions should be raised. We are very committed and very actively involved in those companies that we invest in and those companies in which we feel that we should be active and proactive. I think it is on page 42 or 43 of our annual report.
This is the page in which we provide you with a great many details on this issue. We also explain the sustainability aspects of our investments. I understand that we have received a letter from your organization and that we forwarded this letter to the company concerned, Wilmar International, and we have also asked them for a reply. We are awaiting their answer. As soon as we get their reply, we shall get in touch with you, certainly. Once again, we are very proactive and we're not just sitting back. We're not passive. As far as territorial conflicts are concerned and stealing land, we don't recognize this. We've seen other comments, other people saying that we were involved in the theft of land, which is absolutely not the case. The Chairman, I'd like to proceed to agenda item 3. Microphone 3. Your name, please.
My name is Steven Blom, I work and live in Amsterdam. I have a similar question, but it concerns the investments in companies that produce and manufacture weapons and arms. What are the steps that you take in this respect? Actually, same answer to this question. We're very proactive. We have a special program to that effect. Companies that manufacture weapons and arms are being excluded unless this is for defense purposes. We do have mixed companies, hybrid companies that manufacture ammunition but also airplanes, for instance, then we have a very strict requirement that funding should only take place for those sections or those businesses that have nothing to do with arms production. In general, we have quite a restrictive policy. We will not provide any funding for cluster bombs. Absolutely out of the question.
Here, once again, I must say we have a very active policy, we have adjusted our processes and our models. In the past, we did do this at the higher level in the group, now we've turned around the process, we have the different businesses dealing with that. We screen our businesses very rapidly, see what they do, what kind of business they do. If we feel that their business is something we want to and can invest in, we've embedded the entire process in the entire process. At an early stage, we have quite a good grip on what it is that we're doing. I think that we've really made headway here. You say rapidly, but when is it that you can guarantee that you do not invest in weapon manufacturing businesses?
As I said, we do have an exception for defense-related projects, we will emphatically not invest in those companies that use weapons, arms, against the population, for instance. We're taking into account the general political conditions and circumstances and those companies that are hostile to their own population, we don't engage with them. Later on, we have sustainability on our agenda. Item 6 is sustainability. You can always raise the questions under item 6, you could also raise shorter questions now on sustainability, we would like to keep the questions and answers going. My name is Spanja. My name is Spanja for the minutes, I do have a question about the presentation. There were 3 medals just now, the first, second, and third award that were shown in the PowerPoint sheet, we didn't see the Dutch flag there.
It was a Luxembourg flag, wasn't it? How are we doing in the Netherlands? It was the Dutch flag. It was the Dutch flag. We are number 1. It must be the flag that dates back to 1638. The colors may have faded, let me assure you, it was the Dutch flag. I have other questions. You are the sponsor of the stock exchange game on television, you're on television every day, which is great. You have a wealth of email addresses, your marketing department is asleep because you never get an email from your marketing department asking whether you want to invest with ING. Binck, on the other hand, does send out a lot of direct mail asking whether you want to invest. Why is your marketing department asleep? I'm glad you're here, Mr. Spanja. Always a good word of advice.
Thank you very much. A word of advice, that's all very well, what are you going to do about this? We're going to take a look at it. Is there something else? People keep saying that the Euronext system also dates back to 1638. TomTom is the new system. Are you going to work with the TomTom platform abroad? TomTom is a platform that is being used for roads, a sat nav system. Of course, we can work with that. We can put the ING branches on it. We can do things like that. What we use the system for is mobile. What we have is mobile banking, and people prefer to work with their mobile, do mobile banking. TomTom is a platform where you can buy and sell your securities. Apparently, it's cheaper than Euronext. Are you going to work with that?
I thought you were talking about TomTom, the sat nav. You're talking about Tom? Wow, now I have to ask the specialists. I'm sure they know more about that, and we'll be doing that. We'll be making a U-turn now. Isn't that nice? Let me just hold on to the order, five, four, three. Go ahead. Thank you, Mr. Chairman. My name is Stevenson, Foundation for Legal Protection of Investors. We would like to congratulate you with what you have achieved because it hasn't been easy for you. The governments are interfering time and time again. Every time you think you're well on track, there's some sort of government that comes up with some sort of rule, something comes up, and a department has to be set up in order to increase your expenses. We're going to have to deal with the bank tax.
Fortunately, it hasn't been introduced here yet, but it has in France. Rules, rules, and more rules. Are you lobbying to get things done and to get a more stable situation? Sometimes companies are audited by five different bodies for the exact same thing. We have to put a stop to all these rules and regulations. In fact, we are wondering how this can be an obstacle, or whether this could be an obstacle in the future. Every citizen is entitled to a bank account. There are quite a few people who are in the margin who can't get a bank account. How do you deal with that? What is it that you do for these people? Then there are countries such as Bulgaria, Romania, with an extensive black economy. Germany.
Just recently, Germany has agreed to the proposals for a European regulatory system, the ESM. What is your position in terms of the ESM? I think I'll just stick to these three questions so far. We are a bit upset about the IPO in the U.S. Morgan Stanley, Goldman Sachs, and Citigroup have acted as consultants, and at some point, they must have said, "The issue price may be a bit too high, we would recommend that you mitigate the price." Banks are entitled to buy back shares. My question is, has the market been influenced? You said so yourself, and we've seen that ourselves, indeed, last Friday, the share price was 16% higher than at the IPO. We would also like to hear from you how much money these banks have made.
We've seen in other share issues that banks first act as consultants. After share issue, they make so much money because of the arrangements they've made. Those are the questions so far, Mr. Chairman. Thank you. Let me first give the floor to Mr. Hommen, then I'll see whether there are any other answers that need to be elaborated upon. Well, Mr. Stevens, we are a regulated business, and we're being regulated, if you will, by two bodies, the Authority Financial Markets on the one hand, and the Dutch Central Bank on the other. Furthermore, the world is looking at possibilities of organizing this in a better way at a European level, so that we have an unequivocal European authority. You'd have one European market for one regulator, and that would lead to a level playing field, and we're very much in favor of that.
You were referring to the financial tax. It's not a banks tax, it's a financial tax on transactions. The Netherlands has said, "Well, we're not on board." We calculated what the impact would be. The impact would be very, very negative, not only for pension funds. This was the main reason for us not go along with this. It would have enormous disadvantages for banks and for business because any transaction that you do with derivatives or interest swap or an exchange, a hedge, whatever, everything would lead to taxes. That would involve enormous amounts of money. Either people would shy away from those transactions, and would be so expensive that there would be no profit. We have to be very, very cautious with this financial tax that is much more far-reaching than one would have suspected.
In terms of the future, that's very difficult for me to say what's going to happen. I do think that if we do have a European Bank Union with a European regulator and a resolution fund, of course, opinions differ about this. You must have read that Germany's opinion differs from the opinion of the rest of the world. I'm just going to calm down here, but I do think that something needs to be done, and we do have a clear opinion. I think it's better to have specific bodies than to make a whole lot of noise about this. Bank accounts. Anybody who wants to open a bank account has to identify him or herself and has to specify where he or she lives.
This is a requirement that we apply, and we have to do that because we need to make sure that people are not acting in ill faith. It's a very important duty, but it does involve quite a bit of paperwork. A flotation in the U.S. Let me clarify. We had an IPO, which we had estimated to be around $21, $24. It turned out when we were about to proceed, that that was not feasible. The investors were not prepared to pay the price, and they were prepared to pay a lower price. You do this in a book building process. You build a book of potential customers who say, "Okay, I'm in, but for this price." When we looked at this more carefully, we saw that we had to adjust our price. We did something quite unusual.
Normally, you have a round off figure, 19, 20, or 21. We said we're going to go for 19 and a half. The 19 and a half seems to be a very successful measure because we were able to build a book mainly of investors with a long-term view. If you look at the volumes that have been traded in those shares over the past few days, well, there's hardly been any trading. Of course, this means that we have robust investors that keep an eye on the longer term, and the share is 16%, has increased in value by 16%. At a certain point in time, we will be selling the remainder. It is in our interest that the share be well-received in the market and have an increasing price.
The banks that were involved negotiated rather a low percentage for their costs. They're somewhere between 3%-3.5%, which for the U.S. is rather a low percentage. It ordinarily is between 6% and 7%, we were able to negotiate a good price. I think the banks, you say that the banks will earn back this money, at this point in time, they have not exercised their, what we call the greenshoe. There's 15% available for banks to serve their customers at a later stage. This was not exercised. Well, if I may. Following this fact that the banks have options to buy 9.8 million shares, that would also be at this lower price. This is what I was referring to, the greenshoe. They haven't exercised that. No, the $19.50 still stands. No.
That is only for a limited period of time, it hasn't been exercised. Thank you, Mr. Stevens. Ms. Van Schaik.
Thank you very much, Mr. Chairman. I'm Anne van Schaik, I'm a coworker of Anouk van Baalen. I work at the European level for Friends of the Earth Europe. That's the European umbrella organization of the. I'd like to follow up on Mr. Hommen's answer. First, my compliments for ING's policy in investing in companies that are active in forestry and agriculture. The most important criteria are to comply with high environmental and legislative criteria, there are also ESR criteria, and all this has to be identified. I don't see an awful lot of that because I work at the European level. I think that ING has a very good policy, I am very concerned about its implementation. To get back to the investments in Wilmar, these problems are not new with respect to this company.
It's had problems for quite a while, and it's not an isolated case. We've observed violations of national environmental and land rights legislation in Uganda. They're planting palm oil trees in a protected forest in Nigeria, and there are countless problems with the local population in Indonesia. This country has a very dismal track record. I understand that as the ING, you'd like to talk with Wilmar, but I think it's odd that you make it sound like we're coming along with a new case, and you'd just like to start a dialogue with them. What my question is about is whether you have a certain procedure for dealing with problems that arise, and how is it possible that you've been financing a country with such a dismal track record for so many years now?
Well, I already told you that we passed on the letter we received to the company and asked for answers. We did not receive those answers yet. Perhaps we'll repeat our request that we're still waiting for those answers, and that we'll disclose those answers to you the moment we receive them. I think that we have a very clear policy. It's not always easy to implement a clear policy in a straightforward manner, but we're trying to keep it as clear as possible. If you have specific desires, please jot them down, and I'll review them.
Well, to wrap up, I'll certainly do that, but what surprises me is that you don't have a set procedure to enact when a problem arises. All I'm hearing is that you talk to the company, but what do you do if the results are unsatisfactory? Do you have a deadline?
Well, we ask for an explanation. If we don't like the explanation, we ask the company to make changes and give them a certain timeframe for that, and if that doesn't work, then we part ways.
How long is that period?
Well, I don't know it off the top of my head. I'll take a look.
Please do let me know. Thank you. On to agenda item 3, then 6, and then 5. You have the floor. I'm Mr. Abruk. I don't have a question. I'd like to deliver a statement. I'm happy that Mr. Hommen isn't leaving with a red card as the PSV player Van Bommel did. I think what you're pretty much sweeping under the carpet is the circumstances concerning risk. The Financial previously reported that ING was at the vanguard in risk efforts and that there were a lot of bad loans among Dutch banks. ING was one of the highest scores, possibly the highest.
In this article, ING emerged at the very bottom, and I'd like to express compliments for Mr. Timmermans, the old CRO, the accountants, the auditors, and the chairman of the risk committee, Mr. Klaver, who constructed an entirely new system and have curtailed the risk situation to something that is manageable in the sense that ING suffered a major impact several years ago, but that has pretty much been patched up and there's been a major recovery that certainly merits compliments. Thank you very much for your compliments. The names you mentioned are correct, but there have been some changes of office since then, and it's the outcome of extensive teamwork at the company. On to microphone six. Mr. Chairman, I'm Mr. Hegeman. I'm a private shareholder and live in The Hague.
There's an old sore spot, namely the penalty that Mrs. Smit-Kroes imposed to the tune of EUR 1.3 billion in the past. ING successfully appealed this penalty and won the appeal. But has this EUR 1.3 billion been repaid with interest? Because in my view, the penalty was entirely unjustified. ING received government support because of the old A investments. Now, ultimately, these even turn out to be profitable for the government. But in 2008, the value of these investments was very low. The stock exchange kept driving them both upward and downward. ING has already suffered heavy losses because of the forced sale also imposed by Mrs. Kroes of the Dutch Bank Unie at an extremely unfortunate and difficult point in time, and that also cost ING EUR 1 billion.
ING had to pay very high usurious interest rates and had to sell the insurance company despite agreements 10 years ago concerning major synergy effects thanks to the acquisition of Nationale-Nederlanden. My question is whether ING is still happy with the compulsory imposed split between the banking and insurance operations. That's a series of questions for Mr. Hommen. I don't think I'm supposed to radiate joy, but we want to be reasonable and persevere in putting that European case behind us as quickly as possible as a bank and as an insurance company. I think we both have a tremendous interest in that, and hindsight is wonderful, but that won't do us any good. We need to look ahead and do what we need to do, which is repay the government to the tune of EUR 3.3 billion.
Fortunately, the government can turn a profit on that portfolio, and they deserve that. I'm delighted that the government is making a profit because it means that our assessment was correct, but I would like to look ahead, if you don't mind. As for the penalty, was that repaid? Can we close that case? The penalty is repaid in the sense that a certain amount of the premium is offset against those amounts. Will ING receive the entire EUR 1.3 billion plus interest? No, we won't get that back. Despite winning the appeal? No, but we did win that, and then we moved on because there were a few other matters that needed to be resolved, and one was the demand on the part of the commission that we had to waive the appeal. The appeal is no longer pending. Is that a procedural error?
That was part of the entire package. This basically puts the shareholders at a serious disadvantage because the shareholders had to bear the brunt of all this misery. It's also the company that suffered the damage, definitely. I have another question about the SNS Bank. The government acquired the SNS Bank, and it's basically a healthy company, but because the previous CEO, Mr. Sjoerd van Keulen's extremely ruthless investment caused problems for the bank. There was a Spanish golf resort that Mr. Van Keulen purchased, and that did not do well at all. Why do all banks have to share in the suffering when it's really the mistake of the SNS Bank supervisory board and board of directors? In the Netherlands, we have a deposit guarantee system, which means that when one bank has a problem, other banks jump in and help out, and that's what happened here.
We jumped in to help out. Unfortunately, this involved a tax. I would have preferred simply participating in the bad bank. That would have been a better solution in my opinion. Unfortunately, that wasn't possible. I have another question about that bank tax. ING is not happy about this at all, nor are the other banks. Can't you take a common stand by acting together in protest against these very arbitrary decisions? Well, Mr. Hegeman, we have not been resting our laurels. We've been very active in that. Not only ING directly but also in conjunction with other banks in the Netherlands and throughout Europe. We've been very active in that. Thank you for your questions. Over to you.
I'm Mr. Piermar. I work for PGGM Investments, and I'm speaking and voting on behalf of our customers, including the pension fund for Zorg en Welzijn.
Today, I'm also authorized to speak on behalf of Triodos. I wanted to start by asking some questions about the recent IPO of the ING U.S. The points we had and the questions you answered basically cover this sufficiently by now. Onto the next item, which surfaced in Mr. Hommen's presentation, that's the Alt- A portfolio. Last week, an article about that appeared in the "Financieele Dagblad" reporting in part that there was an alleged conflict between the ING and the Dutch Ministry of Finance concerning the reduction of that portfolio. You didn't say anything about that in portfolio.
Could you elaborate on that and respond to that, especially the question as to whether it's true that after May 2015, when the final section of government support from 2008 needs to be repaid and perhaps other guarantees and obligations will be incumbent upon ING, for example, based on this Alt A portfolio. Please elaborate on that. Next, the 2012 annual report elaborates in detail on the Enhanced Disclosure Task Force, which is an initiative of the Financial Stability Board, an international partnership dedicated to boosting stability. We value ING's active participation in this, as well as the manner in which ING has covered this in detail in the 2012 annual report, including the recommendations. The table appears on pages 344 and 345 of the annual report and exemplifies best practice in reporting. We think it may serve as an example for other financial institutions.
As you rightly indicated in the annual report, you have not yet proved able to follow up on all recommendations. We hope that you will be able to do so by next year. Could you confirm at this occasion that you'll do so? Those were my two questions for now.
Now on to Mr. Hommen. Next, the people at microphones two and four will have the opportunity to ask questions. Then I hope to wrap up. We've been taking questions for over 45 minutes now.
Well, your question about Alt A. Alt A is a mortgage portfolio in the U.S. that may run for another two decades. The government is considering how they want to and will deal with this. We spoke with the government. Those conversations continue. These are professionals who discuss this matter with each other.
We need to give the government the time to reach a decision. That's where we stand now. As for the EDTF, I think it would be best to ask Mr. Flynn about that because he serves on that commission. He can answer that, and he can also say whether we'll be entirely on board next year.
I'll have to reply in English, I'm afraid. My Dutch isn't good enough. ING participated in the EDTF, the European Disclosure Task Force. We were an active member. I think we completed some 26 out of 30 of the recommendations. It was very much a joint effort between finance and risk working very closely together. We would aim to complete the remainder next year, substantially complete all of it. There may be some data issues that might delay that, but as I say, we support this initiative. We think it adds to the transparency around risk disclosures, and we will continue to develop our disclosures on this front.
Good to hear. Thank you very much. Very briefly, getting back to the Alt-A portfolio. I understand that that's still under discussion. Will this affect the way you might restructure?
There is in Netherlands a wet-
A law was adopted in the Netherlands, according to which government support means that you would still be subject to that as long as these mortgages are still outstanding. It would be very odd if that remained the case until, let's say, 2025 or 2030. We will need to talk that out. That's part of it. That was one of our concerns in this respect. Thank you. Mr. Hazewinkel.
Thank you very much, Mr. Chairman. I'm Mr. Hazewinkel, I'm representing the Foundation for ING shares registered in Amsterdam, I have a few questions, first, we'd like to second the appreciation expressed for the executive board. If you consider what was achieved last year under extremely challenging circumstances, extensive regulation. I think the ING has made excellent progress in de-risking, optimizing the balance sheet and the restructuring program. I think that given all the circumstances, we're satisfied with the new agreements with the European institutions in Brussels concerning the progress in restructuring. I have some questions about core capital risk and progress in the divestment program.
If you consider the core capital ratio as indicated in the introduction, if we adjust for changes under Basel III, that yields about 10.5% ambitions of ING according to the annual report. If you consider risk acceptance group and peer group, I stand at 10%. At the same time, we see all kinds of regulations and accumulations of regulations, we'd like to hear the board's vision in terms of pursuing additional discussion concerning that core capital. Do you expect the core capital for the major system to increase for major system banks such as ING, or do you think this is the end of it? That was my first question. My second question does concern the IPO in the U.S.
We read in the press release that that IPO means that approximately EUR 1.7 billion difference will materialize between the return and the IFRS on the balance sheet, which is a book value of about, EUR 1.7 billion on a 5% placement. That's a considerable amount. Mr. Hommen also mentioned that the market circumstances of that placement make it especially difficult. The press release suggests that this will not influence capital ratios of the bank and insurance companies. If I consider the program, ultimately there will be one balance sheet, that one balance sheet will need to list and process that asset shortfall and the capital shortfall. Given current situations, what do you expect for the current investment program? As for the double leverage, Mr. Hommen already mentioned that had been reduced, what about the capital ratios and repayments to the government? Will they be met?
In that context, a third question. ING Insurance Benelux is, of course, an important component in the division of insurance, which has yet to be divested. We've noticed the underlying result in 2012 did reduce considerably from EUR 739 million to a loss of EUR 91 million. This is said to relate to all kinds of non-operating issues, such as hedges and impairments. There's no itemization of that, but we sense that those result components may be non-operating but are nonetheless inherent in that insurance company. We understand that ING intends to minimize risks, we wonder what is the future prospect for the results of the insurance company, given this trend and the results? Those were our questions. The first question concerns core capital. Internally, we maintain 10%, and we've disclosed that. We like that number.
It is based on the requirements set, and we take into account that we're a strategically important financial institution. With SIFI, given the Basel III requirements that we presently meet, which is 10%, with the means we have to generate future profits that may be added to that capital. We should be able, by 2015, to keep the capital at that level. Of course, all kinds of new requirements might be introduced. That happens every now and then. Since we don't know what these are, we can't really answer that at this time. At this time, we're one of the more robustly capitalized banks in Europe, and we're very happy about this, and we're delighted that last year, even at the expense of profitability, we took several measures. You mentioned them, such as shortening the balance sheet, curtailing risks, eliminating risks that we considered excessive.
All these things combined did come at a price, they did strengthen the balance sheet, and liquidity is improved as well. All things considered, I think that this balance sheet will serve us well in the future. Your question about the U.S. IPO. Yes, that's correct. When you sell a company at less than the book value, you take the book loss, which is deducted from equity. Why it's deducted only from equity, because we still have a majority of the shares. The moment we make a sale that takes us below controlling, that is below the majority of the shares, and that could be the next step we take. That might lead to a P&L loss as well, and it could be a loss that would equal the difference between the price you get.
Fortunately, that price has been increased by 16% compared with the book value. It's important to keep that in mind, and what's most important is that when we finish the entire restructuring process, given all the insurance companies we need to sell, the loss we take on those should not erode the balance sheet's book value. So far, we think that we can achieve that so that the equity of the bank is not affected, despite the low prices we're currently receiving on insurance operations we sell. Next, your question about the Benelux. We have a very detailed program with Nationale-Nederlanden to prepare this company for an IPO. We said something about this at our Q1 presentation. That relates to an investment program. Interest rates are low, we can take greater risks because we've improved our capital. We're looking for a capital plan.
How can we ensure that once we go public, our capital position is such that we can manage for a few years? We're rapidly cutting costs. We're reconsidering certain products to see if we can issue them in a manner that will reduce costs for customers and nonetheless, yield a better return for the ING, and we're also trying to improve the program for hedging our risks through transactions with derivatives. We think that all things considered, we can bring about a stable company with a good equity story for the market and a constant income level that will make dividend payments possible. We think that's feasible. Thank you. Now, back to your remark about the group balance sheet and the bank.
Do I understand that your ambition is by the end of 2015, as you indicated in your introduction, to get below 50% in the U.S. and the insurance companies in Europe? Yes, by 2014, we'll get below 50% in the U.S., and by 2015, that will be the case in Europe or before that, if we finish earlier than that. Thank you. Mr. Hazewinkel. Now on to you. Good afternoon, Mr. Chairman. I'm Robert Vreeken of We Connect You, Public Affairs and Investor Relations . Mr. Hommen delivered another excellent presentation. It's unfortunate that he can't finish this job because you have about five more years to go. What I noticed from the presentation is that it's all about trust. How do we regain trust and confidence, and how can ING do this on its own merits? How can ING bring about a positive mindset in the Netherlands?
At this time, the Netherlands has a triple A rating. At this time in the Netherlands, EUR 100 million is saved every day. That's EUR 35 billion a year. If ING could get people to invest half of the money they're presently saving, no more cutbacks will be necessary. In this manner, 3% sustainable annual growth will become possible. At this time, the company and the government are constantly casting doom and gloom through negative reports. What I also notice about the credit rating is that ING's credit rating was unfortunately reduced last year. Then there's also cybercrime and pyramid card games, pyramid house of cards, where system banks in the Netherlands and abroad face these challenges.
What we might consider is dividing savings among several banks on different continents because this concerns one, two, five, or 10 years, and it would be nice if people don't lose a whole lot of money, as was the case at SNS recently. A separate remark about Orange ING. It's excellent to run a campaign like that, but bear in mind the context. The Rabobank is also orange, and Rabo bankers say this too. Orange is also Rabo, but what matters is to radiate the concrete successes, achievements, and awards, and this isn't done often enough. It would be nice if ING could capitalize on that bandwagon. I experienced a few things that I feel might be improved upon. I'm not going to elaborate on that now, but I would like to submit that separately to Mr. Hommen and to Successor Hamers. Improve confidence and think positive.
ING can do a lot that way. Thank you for your encouraging remarks. Given the time, I'm going to move on. Did you have a question? Yes. The question is, what can ING do about this specifically? Okay, I'll give that one to Mr. Hommen again. I think it would take me an hour and a half to explain all that. I'll give you all the time you need. We can take a look at that sometime, but I think that these are matters that don't belong in the annual general meeting but might be discussed at another point in a different setting. I had pretty much wrapped up the question and answer session, so please be brief. Hello. I'm Cees from Amsterdam. I have a question about page 23rd paragraph.
I read that ING is required to ensure that the Nationale-Nederlanden Bank achieves certain objectives on mortgage production, consumer credit, and that there should be a maximum set for mortgage production in retail banking in the Netherlands compared with mortgage production of the Nationale-Nederlanden Bank by 2015. I wondered what the targets were and what the ratio is. What's the market share in mortgage production and consumer credit that ING will need to give up.
Yeah. I have a
We agreed on specific targets with the European Commission. I don't have the exact targets ready here, but the number of mortgages by the Nationale-Nederlanden Bank has been related to what the ING can do. The ING is not supposed to drive the Nationale-Nederlanden Bank off the market. They've been related until 2015, how much is ING Bank allowed to do, and how much can Nationale-Nederlanden Bank do? If Nationale-Nederlanden doesn't meet their target, then they'll get some of the surplus from ING. The idea is to have a new competitor on the market, and we've got that with Nationale-Nederlanden Bank that will supply products on the mortgage market and will compete against ING. That was the intention, and we're working to achieve that. Could you quantify that in market share? 6%, right? Yes, 6% market share.
I wanted to wrap up the Q&A session, but if you're very brief at microphone three, we'll include you. I'm Mr. Swinkels. I'm from [VEB]. I'm one of your shareholders, and I also hold depositary receipts. I've been a shareholder for quite some time. My question focuses on your sponsor policy. It's always been my impression that as ING, we were going to sponsor the Dutch government. During Mr. Hommen's presentation, I heard this again. We paid 12% interest, and Mr. Hommen mentioned that as well. EUR 1.2 billion in a lawsuit that we eventually won, and I hope that you have this as spare change. As a shareholder, I don't sell ING. It's not something I work with every day, but this will cost me based on the value that you have as a company to create value for shareholders.
Perhaps we can turn back the clock the past five or six years. I remember Mr. Van der Bettix, I remember Mr. Jacobs and Mr. Kees. I know all your predecessors, as a shareholder, I'm being faced with the quest of the Dutch government as well, you have an active sponsorship policy. You do a lot, and you show a lot on television. You sponsored the Dutch football team, and I see all those people wearing very attractive shirts, and I'm very proud as a Dutch shareholder that I'm helping sponsor the Dutch football team. I'm very sad that I've been waiting for five or six years for any dividend payment. Listening to what Mr. Hommen is saying now, too, it won't be until 2015 or 2016 that we get our first dividend payment.
My first question is whether you're cautious in your sponsor policy because we need to cut costs with those players. All those players make a lot of money. We have to cut expenses. We read the newspaper every day. In what way are you cautious? Are you cautious in your sponsor policy? What have you budgeted for the year ahead? Another question. I'm very football-minded, as the sponsor or in many cases the main sponsor, could you perhaps give people some money to attend football games, buy people some tickets to attend a football game rather than sponsor the football team? I've been waiting for five or six years, and we're sponsoring the Dutch government, but even the Dutch government is saying you have to pay 1.2%. Thank you very much, Mr. Swinkels. Your questions are clear. Mr. Hommen. Okay.
Let's be clear, Mr. Swinkels, we're not sponsoring the government. We try not to do that. The government may take certain measures that we simply have to comply with. We may or may not like it, but that's what the balance of power is. The same held true in Brussels. If we had bulldozed through that case in Brussels would have sued us on a different count, four years down the road, we would have been here. Perhaps we would have won, we would have lost the company in the process. Those were the choices that we had to make, we think that it's better for us to have a company with glorious future, we feel that we made the right decision. That means as far as sponsoring goes, we're very cautious about sponsoring.
We've scaled that back. We receive an awful lot of requests. We have a special person designated to process those requests. We do sponsor the Dutch football team and think that this is a good cause, both ING and Orange. I think that this fits ING. I see there are a lot of football aficionados in the auditorium. Perhaps we can do something with that and with shareholders. We'll see whether there are any possibilities there. We are cautious in many fields. We have tightened our belt considerably. We're no longer signing special sponsorship contracts. We do honor ongoing sponsor contracts, but it's very difficult to get new ones from us. Mr. Chairman, I still have another question. That basically concerns remuneration. You already indicated that the ING risk profile has decreased considerably. I'm delighted to hear that.
I didn't know that the risk profile was so high five years ago. I hadn't noticed that. My question is, do you intend to adjust your remuneration package next year? You said that we've made some adjustments. I think that you are under this obligation, that you are held to this by the Ministry of Finance. They told you that you needed to adjust your package of remuneration. I think that this needs to be discussed at the AGM. My question now is whether you intend at the next AGM to submit the remuneration package to your shareholders again. For the record, Mr. Swinkels. I'll answer that question at agenda item four because that is about remuneration. Mr. Elverding, Chairman of the Remuneration Commission, heard your question. You'll answer me later about that.
Now I'd like to wrap up this section. For your information, we're running somewhat behind schedule. I hope you understand that this meeting will drag on past 6:00 P.M. Let's try to pace ourselves. I'm going to wrap up now and move on to the next item on the agenda. Before doing this, I'd like to know how much capital is present and represented here. If I understand correctly, we can see this on the screen now. I can repeat all of that for the minutes. The numbers are clear. You see how many shares may be cast, not including the Stichting. Later on before the first vote, we'll get back to the Stichting, which would like to deliver a brief statement.
3C.
We now proceed to 2C on the agenda, which is financial statements. This is an item for resolution. We're addressing this item now. I'd like to refer to the annual report as indicated here on the screen and the explanatory note. On the 18th of March 2013, the Executive Board drafted these financial statements. Nowadays we do this in the English language. Since March 28, 2013, it's been posted on internet. The financial statements have also been available for perusal at the head office and was available for shareholders and holders of depository receipts for free. The AGM decided last year that the financial statements should be audited. The auditor issued an auditor's opinion. We have the auditor here with us today. The Supervisory Board recommends that the financial statements be adopted.
Before doing so, I have requested, this is indeed one of the requests of one of the shareholders, I have requested our external auditor to briefly explain how they proceeded in their audit. Now I'd be happy to give the floor to Mr. Marcel Van Loo. Thank you, Mr. Chairman, for offering me the opportunity to explain our involvement as external auditor. My name is Marcel Van Loo. I've been the auditor of ING Groep and ING Bank since 2012. My colleague, Lex Van Maaren, has been the external auditor of ING Insurance since 2012, and he is here as well. ING has removed our confidentiality for the benefit of this AGM. Let me briefly explain our work. What is it that we audited?
We have the simple and we have the consolidated financial statements of ING, which we have audited, we also issued an opinion with the statutory financial statements and WFT overviews of some subsidiaries of ING, the main being ING Bank and ING Verzekeringen. ING Groep is also listed in the U.S., therefore must also comply with the so-called Sarbanes-Oxley legislation. In this context, we've issued an opinion on the efficiency of internal controls regarding financial reports. Finally, we evaluate and assess the quarterly figures for ING Groep, as well as the half yearly figures for ING Bank and ING Insurance. In these interim figures, we provide so-called auditor statement. We have a top-down and risk-based approach for ING.
This is in line with our Dutch and international principles for auditing, our risk assessment and scoping is fine-tuned amongst others with the finance department of the group and corporate services, audit services group of ING. The audit plan is also discussed with the executive board and the audit committee. During the audit throughout the year, we're frequently in touch with representatives of several departments in ING, being finance, corporate audit services, and risk group legal and tax. Now we also are in touch quite frequently with members of the executive board and management board, which includes banks and insurances, members of the audit committee and risk committee, and other members of the supervisory board. Our relationship with ING is absolutely very transparent, critical, and independent, and good. ING has an excellent control awareness. We conduct audits in all countries where ING has operations.
Depending on our risk evaluation and assessment and the relative size of foreign group companies, we will determine the depth of the audit, the audit will then take place based on detailed instructions which we have drafted to that effect. The results of the local audits are discussed with the local teams and also with ING in the Netherlands, we also visit the main countries ourselves, one or several times. For the benefit of the audit 2012, we visited the U.S., Belgium, Germany, Turkey, and Spain. Important issues in our audit are at a group level for bank and insurance are goodwill pensions and applying IAS 19R and the valuation of deferred taxes and actual value of investments. Then for the bank credit provisions, particularly commercial property and explanatory notes to risk management and for insurance provisions. Materiality.
That has been determined based on Dutch international standards for auditing. We've taken into account that ING is a listed company. We don't apply the same materiality for all items or certain explanatory notes. We don't take into account materialities such as explanatory notes concerning remuneration. We take into account based on auditing information, we establish whether or not assumptions are reasonable, and this is in the context of IFRS as adopted by the European Union. Since the financial statements complies with IFRS, we cannot say that these assumptions of management are conservative or aggressive. Furthermore, we also write a management letter and an auditor's report, they're discussed with the supervisory board, audit committee, and the executive board. The contents of these reports does not prejudice our audit statement or audit opinion.
In a management letter, we described our findings and recommendations concerning the internal audit as part and parcel of the audit of the financial statement. We are satisfied with the follow-up by management. In our auditor's report, we focus on a number of aspects of our audit, continuity of automated data processing, independent specific findings in audit, and differences. We feel that the financial statement reflects the financial position and results of this country. For that reason, we've issued a positive auditor's opinion regarding the financial statements of ING Groep, ING Bank, and ING Insurance. In auditing ING worldwide, there are several hundreds of colleagues involved in this exercise, and we make sure that our team has sufficient technical knowledge and is independent and complies with the training requirements.
In our team, we have the necessary experts for auditing specific issues and subjects such as valuation of property, validation of risk models, pensions, and insurance liabilities. Finally, I would like to point out that the expressions of ING in its annual report regarding corporate governance and compliance have been evaluated, and that we don't see any material incorrect statements or irregularities with regards to the financial statements. That concludes my brief explanation. The chairman. Should you have any questions about the financial statements, you may go ahead. Should you wish to raise a question to the auditor, you can do that, but you'll have to address the question to myself, I'll pass on the question only if the question concerns the audit. Should it concern any other subject, someone else here at the table will take the floor and answer your question.
My name is Keyner, the VEB, Association of Stockholders. I would like to congratulate and compliment the auditor. You see that year-over-year, the explanations and elaborations of the auditors are more detailed. I have some practical questions to the auditor through you, Mr. Chairman. The external auditor, has he seen any indication whatsoever that there would be any form of window dressing, that the figures at the end of the quarter or the end of the financial year, before they become final, quickly you have some transactions. This is in compliance with rules, but that would just improve the effect of the figures. Second question is in line with the first one.
There are more and more bank specialists that are questioning whether the balance sheets of banks have been assessed and evaluated properly, and whether certain impairments that have been postponed to the future, hoping that the economy will recover, and as soon as the banks can afford it, they will proceed and take those impairments. Does the external auditor have any indication that this should be the case at ING? I'm not saying that ING is not complying with IFRS rules, but of course, this is a twilight zone. IFRS does allow certain things and has certain bandwidth. Is ING operating within the bandwidth? Is it being a bit more cautious in taking impairments and postponing them for three, four, five years? Can the auditor say that contrary to what some experts may fear, that ING is not too cautious in taking impairments should that be necessary?
Last question. Complements for the focus that you explained, because this gives us some idea of what it is that you are concentrating on. What will your focus be on in 2013 as compared to 2012? Is there any other area that you think you will be concentrating on more next year? Three questions, window dressing, impairment, and focus. Let me first ask the auditor, Mr. Van Loo, whether he can explain on the basis of his experience. Then I will be checking with the CFO, Mr. Patrick Flynn, see whether there's anything he would like to add. Then I proceed to the Chairman of the Audit Commission, Mr. Kuiper. Mr. Van Loo. Let me start with the last question. I think that the focal points for 2013 will be no different.
We've just assessed the first quarter of ING, and that's behind us now, and I think that I can be very clear about that. We have the same focal points. As far as the other two questions are concerned, actually, the questions are the same nature. We conduct our audits in accordance with IFRS. We don't look at window dressing, whether or not there's window dressing, whether or not just before balance sheet closing date, there are all sorts of transactions. Well, we do that, of course, but primarily our compass here is IFRS. It has been said, indeed. We look at that, and we issue an opinion and state whether or not the financial statements comply with IFRS.
I'm sorry, I simply can't answer that question, but I can say that we look into the consistency of a bank, and this is indeed what we have done in the case of ING. Mr. Flynn, please.
Yeah. The financial statements are the board's responsibility. We take that very seriously. We do apply IFRS. We try to take a conservative approach. Where there are points of judgment, we evaluate them very carefully internally. Where there are questions of judgment or interpretation, we will discuss those openly with the auditors. But we generally try to stay well clear of the middle of the road, so a conservative approach. I think you'll have seen over the course of recent years, there's been no evidence of us straying from that path, and we intend to continue being conservative in application of the accounting guidelines.
It's very clear. Mr. Chairman, would like to ask the external accountant to confirm the last comment that ING indeed takes the conservative approach.
As I said in my brief explanation, IFRS doesn't have that notion, conservative or aggressive. The financial statements comply with IFRS, and that is all I have to say about this.
This is a digital answer. I'm just going to check whether Mr. Klaver, Chairman of the Audit Committee, would like to say something. Yes, the Audit Committee does look into this subject and does check and see whether we are in compliance with the models that we use for impairment of assets and depreciation. In consultation with risk management and risk committee, as well as in consultation with the auditor, on that basis, we will determine that we feel this is in line with conservative policy. Thank you. Thank you very much, Mr. van der Loo. Oh, I'm sorry. We're going to proceed with questions about the financial statements. I think the most obvious thing is to proceed to microphone three, then one, then number five. Go ahead, please.
My name is Van der Bos from Stede Broec.
I can say this to the auditor and his team now personally, good work. Good work in setting up your new risk models and your calculations and computations. One question, however. The management letter that you have drafted, are there any material issues that have come up, or has it just been a matter of following up on previous years? That's my question.
Yes, thank you very much. I would just like to highlight, as far as the management letter is concerned, this is something between ourselves and ING. You must take it from me that we have issued an auditor's opinion, positive auditor's opinion with the financial statements. Specific remarks that we've made in the management letter, I'm sorry, but I don't think it's up to us to disclose that. This is something between ourselves and ING.
You must distinguish between working documents and communication and the final result that is being reported as we speak. The issue is that they would say, "Well, look out for this, and watch out for the other." That is really my question to you as members of the board. Well, you should see this in the overall context, as explained by the auditor. You have communication with one another, and you establish priorities. At the end of the day, you're accountable by presenting your financial statements. This is how it works. I know how it works, but I'm pleased to see that I'm finally at an AGM where I can say something positive about our auditors. Well, thank you.
Please, go ahead. My name is Frans Galcking. I have a question to the auditor and a question to the board.
In the north of Holland, there are a couple of companies that are being funded by ING, companies with a good order book. ING has actually said that they want more collateral. As a consequence, lots of people are becoming unemployed. Who advises you? The auditors, or how does this work? Mr. Hommen.
Well, this is part of the policy, the credit policy that ING pursues. We like to issue loans, but they have to be loans to clients that are able to repay those loans. We have certain obligations vis-à-vis the people who entrust their savings to us. We have to be able to give them back their savings. Given the economic situation in the Netherlands, we tend to be rather cautious.
On the other hand, if there are companies that have thorough and sound plans, good order book, good funding, good management, good products that markets have a demand for, well, then there's funding available. I know a few. I can give you a few names that comply with their obligations, and ING was bailed out by the taxpayer. I think it is quite outrageous that you proceed to close down these companies. I simply can't comment on this because I don't know what companies you are referring to. I don't want to give them, the names of these companies. If you want to discuss it personally, fine. We will be looking into this.
Okay. I'll do that.
Please let us know. We have a manager, ING Netherlands, and in my experience, all these kind of comments are taken extremely seriously.
Thank you, Mr. Chairman. My name is Stevens. You have certain operations, custody operations that you sell in certain European countries, particularly countries in Eastern Europe. Our question is, what are the financial details? Sale would not have a material effect on results, and the transaction would be closed in this quarter, apparently. Perhaps you could give us more details. We have seen that in the intercompany eliminations, that these intercompany eliminations have declined substantially, and of course, the company has become smaller, but we wonder whether this decline is in proportion to the shrink in the company. It is our impression that you must have encountered superfluous costs.
Those are your questions?
These are our questions, Mr. Chairman. Thank you.
Mr. Hommen will consult with Mr. Flynn.
The custody is a business that we have in Eastern Europe. We act as subcustodians.
This is a business that is actually too small for us. We found a buyer, and this operation would fit nicely with the buyer. We will be transferring the business to the buyer. This is what we've done. We're getting a price that we cannot determine right now. It all depends how many customers will go along with the transfer, but we believe that we will be getting a good price. It depends on whether or not your customers will transfer. Your second question, company relations, Mr. Flynn is checking this. You must understand that we have become much more two separate companies that operate much more independently. The bank operates independently, and the insurance company operates independently.
Previously, there were many more common operations, but since the companies are much more independent, we have fewer intercompany relations, fewer transactions, fewer services being rendered between the two and less funding. We felt that you may have encountered a great deal of inefficiency. No, that's not the reason. The thing is, when you do these things, of course, you have to adjust your organization, but it's got nothing to do with inefficiency. It's part and parcel of Of course, you've got to separate the two and manage them separately. Hence, the internal relations between or through in the group will decrease.
Ladies and gentlemen, it's almost 4:00. I would like to ask a question. I'm sorry, I overlooked you. A brief question. I hope you understand my hint.
Absolutely. My name is Anita. I'm a private shareholder from Amsterdam.
Allow me to first make a few comments and then ask a question. I'm a client at ABN AMRO and ING Bank, Nationale-Nederlanden, ABN AMRO. I feel very comfortable because I made a lot of money. ING, I don't feel comfortable because I lost a lot of money. That's just a comment. Two. Mr. Hommen didn't say a single word about the euro, and particularly the future of the euro and the implications for this company. My question. I have said this before, profit is an opinion, cash is a fact, which is why, as an investor, I like to look at the cash flow statement, and particularly operational cash flow. What I see is that in 2012, page 94, EUR 9 billion negative. Should I construe this as worrying? That's my question.
If I look at those items that make a big difference, there are two that I've highlighted. The first is amounts due to banks not payable on demand from EUR 6 billion with a minus to EUR 26 billion with a minus, so it's a cash outflow. I would like you to explain that to me. The second item is trading liabilities that goes from EUR 369 million to EUR 24 billion with a minus. That's a cash outflow. I would like you to explain these two items.
Jan, you're leaving them in total confusion.
That was never my intention. The euro. The euro is obviously a very important instrument, and it is something that can be criticized because it was set up in a period of time in which a number of things were forgotten.
The euro, and especially if you look at the capital markets, can be called a success. There was a great capital market in which companies can fund and finance in euros, which is very successful. The euro has also become a means of payment between or among them, and we haven't entered into proper arrangements. We are smack in the middle of this adjustment process, and it's very difficult to say what's going to happen. Of course, we have calculated a number of scenarios. What if the euro would be discontinued? Let me tell you, that doesn't make us happy. It's better to continue with the euro, but it should be done in such a way that it shouldn't become a free system. In other words, countries that don't comply with the rules are funded by other countries.
That will require quite a number of changes to sort that out. I think the first steps have been made towards budgetary discipline in Europe. Of course, it's very painful right now because every budget, all the budgets lack balance, which means that cutbacks are necessary, and at some point in time, the cutbacks will be necessary, however painful they may be. Not only cutbacks, but also restructuring will be required in order to restore balance in those economies. This is an ongoing process that has not been concluded yet. Mr. Flynn must have, in the meantime, found out.
Yeah. Cash flow statement gives you a movement in the balance sheet.
Operational cash flow statement.
Yeah. The consolidated cash flow statement in the accounts gives you a reconciliation movement in the balance sheet. I think one of the biggest numbers you picked out shows the reduction of interbank and the increase in customer deposits. This reflects the strategy of the group to strengthen the funding, reduce short-term professional funding, and increase customer deposits, which was successful in the course of 2012.
It isn't cash outflow. It's minus.
The other line beneath it shows an inflow.
Allow me to suggest that you two discuss matters, that is, if you're not convinced after the meeting. I'm not convinced, I don't think I got an answer to the question whether you think it's worrying that operational cash flow is negative. No less than EUR 9 billion. Do you think that's worrying? In general, I would say it's worrying. I think you should see this in relation to It's not cash flow in the sense of this isn't how ordinary businesses fund themselves. This is a bank. A bank has a different kind of cash flow. You could almost say that it's very difficult to make cash flow for a bank. It's easier to do it for an insurance company. In the beginning, I found it very difficult to understand this. I was making the same comments you were making.
What about the cash flow of the bank? They're very difficult to compare.
Sir, I would specifically look at the cash flow statement, which is why I'm saying you can't compare it to a cash flow statement of Philips or Shell. They're made on a different basis, these cash flows show that there's been funding, long-term funding, for which short-term funding has been paid back. Long-term funding was bigger than the short-term funding that had been repaid. With that, we created a balance sheet that has much more liquidity. It's much more robust, our balance sheet is.
Thank you.
Thank you for your question. I'm looking around. We're still dealing with item two of the agenda.
We're going to proceed to a vote, first, Mr. van Hout, the chairman of the Foundation of Holders of Depositary Receipts, would like to have the floor. Thank you, Mr. Chairman. For this first vote, I would appreciate to explain in a few words the role of the Foundation ING shares and the role that it plays in the voting process, because it's a two-pronged role, really. First of all, it is with great satisfaction that we have seen that 51.4%, almost, of the depositary receipt holders are taking part in the votes or has issued voting instructions after the record of last year, which was 50.8%. This is a new record, 51.4%, which pleases us greatly. This percentage had never been achieved before.
Of these holders of depositary receipts, 61%, almost, issued voting instructions to our foundation in order to vote on their behalf, votes in favor, against, or abstentions. We've introduced these votes prior to the meeting in the voting system of ING. The second role that the foundation has is the duty to vote on behalf of the other 48.6% depositary receipt holders. These are the depositary receipt holders who decided not to partake in the vote themselves, and it is our duty to vote in the interests of the holders of depositary receipt. These votes will therefore be shown separately on the screen.
Thank you, Mr. van Hout. I shall now proceed to the vote. We're going to proceed very slowly the first time in order to make sure that you don't have any trouble with your handset. Mr. Fink has the floor.
Thank you very much, Mr. Chairman. At the desk, you will have received a voting card and a handset. Please insert your card at the top of the handset with the gold-colored chip facing you. Most of you, I'm sure, will be quite experienced. After inserting the card, you'll see your name appear on the handset's display. Should that not be the case, please raise your hand and a hostess will help you out. Once you see your name on the display of the handset, you will know that the handset has been activated. Please leave the card in the handset throughout the meeting. If this works, I would like to proceed to the vote. I would request the operator to switch the system on so that you can proceed to vote on item 2C of the agenda.
The system has been switched on, if you check your display, you'll see three possibilities, a one, a two, a three. If you want to vote in favor of the proposal, please press one. Should you wish to vote against the proposal, please press two, and should you wish to abstain from voting, please press three. If you're ready, I would request you to cast your vote.
As usual in certain
If everybody has cast his or her vote, I will now wrap up. The handset doesn't work, excuse me. Please raise your hand and request the hostess and hope that it does function at the next vote. I propose that we try to continue in the meantime, unless it's quick to resolve.
To follow this way. Okay.
Very well. Mr. Fink, you may still cast your vote. If you're done, I will now close the vote, and we can see the result on the screen.
That is a more result, by the 100%.
That's an impressive result, nearly 100%. Thank you. Now I'm going to move on. For the record, the financial statements were adopted. I'm going to move on to agenda item 2D, abolishing the Dutch translation of the annual report as of this reporting year.
to let-
I'm going to elaborate on this. During the AGM in 2006, English was decided as the official language in the annual report, in keeping with the trend among many other Dutch corporations. I'm referring to the thick annual report which addresses professional users, especially institutional investors and financial analysts, who tend to regard English as the generally accepted language for international accounting standards. To accommodate Dutch-speaking investors, the corporation decided to translate the annual report into Dutch for the time being. In recent years, use of and demand for the Dutch translation of the annual report has diminished significantly. About 200 of these thick reports are published in Dutch, and I think about 10 are used, including five among the board members. That's, of course, a poor justification for continuing to print these. This reveals that in practice, there's little demand for such a translation.
ING therefore intends to discontinue the Dutch translation of the thick annual report, starting the annual report for 2013. Of course, ING looks forward to keeping you abreast of the development. Starting next year, ING will therefore post a digital annual review in Dutch and in English on the website, reflecting the highlights of the annual report for a general audience. This annual review will be an additional edition of the online quarterly magazine, ING World, and will be available on both desktop and iPad. You can subscribe to ING World, and people outside of the auditorium can assist you if this is difficult for you. I will now open the floor to questions.
Microphone 5, see two tall men soon.
I see two people at microphone 5. Thank you. You have the floor. I'm going to wrap it up.
I'm going to be brief on camera, the VEB. I understand that internationally, 6% of the shareholders is Dutch. I understand why you want to present the bulk in English in an abbreviated item for Dutch investors. I understand that you really need to cut costs, but if you are accommodating international investors, let's put another item on the agenda next year, that's certification. There's no place on the international capital market. It's not about giving 20% proxies and having them turn up. We're talking about half the investors. Do that well, that will cut costs, too. Next speaker.
Thank y ou, Mr. Chairman. I'm Tim Klooster. I'm from [VBDO].
I'm a depositary receipt holder from the outset. I object to your intention to stop issuing a printed report in Dutch. This thin report meets my needs. You can even pare it down a bit. Please continue printing it. I don't want to have to search online. I want to be able to hold it in my hands. Can you commit to that? No, that's not the proposal. Well, I'd like to continue holding it. What we've explained that it's very costly. There's hardly anybody who uses it anymore. You can still get it in English. Well, the thin report can't possibly cost you. You say that only 10% uses this. I don't believe it. No, I'm referring to the thick annual report. No, the thin is still in use. That was my question.
The intention was to transfer all this online. If you want to read it, you can print it out. Well, all of this is so expensive. We do this for so few people. It's not really feasible anymore. How few people read this thin annual report? I think the number can't be more than 200. Well, why not print 200? That's far too few. Far too few. Well, I oppose this. We hear you. Thank you. Thank you very much, Mr. Chairman and Mr. Stevens. We had understood that the thinner annual report would be maintained. It was our understanding that the thicker annual report would go online or in English.
That's why we requested, or we asked, "Why can't the thicker report be in both English and Dutch?" We think that it's easy to integrate, and that the thicker annual report does weigh a few pounds. I left it at home as well, because otherwise, I'm simply carrying too much. If you were to read it in both English and Dutch online, then that would be much simpler. Mr. Stevens, perhaps I wasn't clear. There is a thick printed annual report in English. Next year, it will still be available, the thick printed version in English. The idea here is that the thin report will still be available in Dutch, but online, and if you print it out, then you'll have the hard copy, and then you're done. There's no long Dutch annual report available, not in a printed hard copy version, not online.
Why isn't it available online? Well, you can transfer the language from English into Dutch. Can't you do that with the annual report? Well, to make a long story short, it's an efficiency issue, and we've already indicated very few people make use of this. That was the essence. You're talking about the hard copy version, we care about what we can find online. We don't see the cost of being able to select a language that's most convenient. Yes, producing this annual report in Dutch, having it translated into Dutch, and all the frills and having it reviewed and checked and having your auditor review it costs about half a million. We think that this report is probably sufficient for you. If we produce a fine report in Dutch, you can read it at your leisure.
Other companies do this, and nobody ever complains. I disagree. They complain at other companies, too, about no longer having it in Dutch. Wait a moment. I was talking with Mr. Stevens. We don't understand. Just like the website, you simply click on top whether you want it in English or in Dutch. Why can't we do this with the annual report? Isn't there a translation feature so that on the website you can click whether you want to read the annual report in Dutch or in English? We don't see why that would cost half a million or half a billion. What figure did you just mention? The cost of translating. Well, with the translation, every translation needs to be checked. The auditor needs to check it. All these things together add up, every penny we can save, we will save. It's necessary, that benefits you.
Again, we're talking about 200 copies that are mainly used internally. Yes, I can hear that you're not pleased, but I think we're going to prevail. Before I move on to the decision, I'll take the speaker at microphone four. I'm Mr. Van Rijdt , I would love to know what the English annual report cost if the Dutch one cost half a million. Plus the fact that we're not sponsoring the English football team, we're sponsoring the Dutch football team. It's better to do that in Dutch. You say that you produce 200 thin reports in Dutch. We have 113 people present. If everybody has one, then you've already got about 100 already in use. I would certainly support issuing the hard copy of the thinner Dutch annual report. I'm going to vote against this item unless there's a physical abbreviated Dutch annual report.
Well, what we'll do, I don't want to have problems with the Dutch depositary receipt or shareholders. By far the most expensive is the thick annual report. They're very few in Dutch. How many are there in English? Please help me here. Far more. Well, two would be more, too. Nowadays, most people read online. The annual reports, perhaps not everybody does, but most people do. People read online. If they think it's necessary, they do their own printout. The number of requests we have for the thicker version of the annual report, I don't have it handy here, but it's fairly modest. Probably does not exceed 5,000 that we circulate. Well, let's suggest the following. The thick printed annual report will no longer be produced. You want a thin Dutch annual report.
Let's see whether the shareholders that still want that, Mr. Hommen and I have just agreed, give us a bit of time. We're not unreasonable. We'll be happy to think about this, because let's see how many people actually want it. That seems like something worth considering. Well, I'd like you to commit to this so that you can vote on it next year and not now. This is not a voting item. This is simply an efficiency measure. Mr. Fink can explain that. No, we do have to vote on this. This is not a voting item. Well, that man asked how the draft is produced. Your auditor is Dutch, so you'll probably be discussing this in Dutch at his office. You mean the thin report? I assume that the auditor can look at everything that's published. I'm looking at the accountant, he's nodding yes.
Okay, that will be in Dutch. We'll start online. We'll see whether there's a means for the people who don't want it online, whether we can provide the additional service concerning the thinner Dutch annual report until we know how many people want it.
We'll leave this with Mr. Hommen, because you don't want to have disagreements with your shareholders. On the other hand, we're under pressure to cut as many costs as we can. On behalf of the PGGM, I think in 2006, there was just as much upheaval, perhaps more, about this issue. I think there's also some confusion about exactly what's going to be discontinued. If I understand you correctly, the thick Dutch annual report's translation will be discontinued both in print and online. Is that correct? That's correct, because the question that comes to our mind is your timing.
Why at this time? Because you could have, for example, as long as the Dutch government support continues, so until May 2015, you could continue it until then. That would have been perfectly logical. Now, another point. I waited until my counterpart from the VEB was done. In 2006, there was a clear discussion about this item. The consensus was that in the interim, you would maintain both in this format. The request was made that if you wanted to change that, it would have been submitted to a vote at the shareholders' meeting. I note that you have not done this. Why have you chosen not to do this? Mr. Fink, go ahead.
We reviewed the minutes from 2006, we see that for the time being, so temporarily, the Dutch version would be maintained, there was no mention about putting that to a vote. At the time, there was a vote on whether the English version would be the official version of the annual report. I did the same as you. I reviewed the minutes, they do reflect the proposal by the VEB at the time that if you do change this with respect to your previous commitment, you get back to that as a suggestion to submit it to the shareholders. I note that you have not done this. This is a discussion, why is this only a discussion item, why did you decide not to vote on it as requested at the shareholders' meeting?
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This is simply for discussion because it's not a decision item. Because you're not making it a decision item. The question was really, what was your reason not to honor that request? Let's be open about this. We can drag out this discussion and have all kinds of motions, you hear it. This is a motion versus efficiency, the need for the Dutch annual report was rapidly dwindling. That's what we considered. Just as I told the previous speaker, leave it up to us, help the company. This company is not unique. Help the company progress, then next year we'll see how much use is made of it. I'd like to wrap that item up here.
Hallo. Mijn naam is Kemper.
I'm Kemper from Waddinxveen. I haven't been at the ING meeting for five years, but I'm back, and I'm astonished that there's still certification. My question is, when will that be abolished? It turns out that over 50% has now cast a vote in favor or against. Leave that up to them and abolish the stichting administratiekantoor. It will save you money. As just stated, the clear request is abolish it. That's my proposal, my question is, when will you do this? You're one of very few that remain certified.
Mr. Kemper, for the record, I understand your question. If you really want to know this, we can take it under any other business. It doesn't belong at this agenda item, and we're really, really running late. I'm going to move on. Over to you.
Mr. Chairman, the Dutch annual report that's posted online will also need to be checked and reviewed by various people. Wouldn't it be a very little trouble, wouldn't the cost be negligible if about 20 printouts were made of the Dutch annual report, then you could accommodate demand from individual shareholders, the cost to a company such as the ING would be negligible. As I said, regarding the thin annual Dutch report to be posted online, let's leave that up to the management. As I just concluded, we're going to stop publishing the thick annual report in Dutch. Thank you. Once again, appealing to you we're running late. I'm going to move on to the next item on the agenda, which is the reservation and dividend policy. Please see the annual report. The reservation and dividend policy of ING Group will remain unchanged.
If ING Group starts paying dividend again, the policy of distributing a dividend linked to underlying long-term earnings developments will be maintained. A dividend will be proposed only if the Executive Board consider this to be appropriate. Given the uncertain financial circumstance, increasing requirements on the part of the regulators, and the ING's priority to repay the remaining outstanding core capital of debts, no dividend payment is being proposed for the financial year 2012. You have the opportunity to ask questions. I see somebody heading for microphone one.
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Mr. Chairman, I'm still Mr. Van Solleveld. What I'm wondering is we're under state supervision until 2013. Does that mean that we won't be receiving a dividend for about 20 years? Because as long as you're under state supervision, you wouldn't be able to issue a dividend. Well, I better give my grandchildren very careful instructions to throw that nonsense in a safe and see what it's worth 30 years from now, because this is ridiculous. How do you expect to solve this? Perhaps an interim dividend with a term until kingdom come? If you follow the trend in your company, which is doing relatively well, what can this possibly mean? I'll try to answer that. The dividend is payable when we've repaid the support we received from the government, and that will happen no later than 2015.
The government support subject to Alt-A has no bearing on the dividend because the government support concerns what's still outstanding from the EUR 10 billion. That's what will affect the dividend payment. Yes, you're indicating that given the mortgage issue, that you're basically in trusteeship until 2013. Well, that's something different. That doesn't mean that we won't be paying out a dividend. Thank you. I'm looking around. Wait, may I ask a question? I may have a new type of dividend. You're, for example, the Rijksmuseum sponsor. How is that possible, those tickets? Can't you spend the money on those little tickets for a loyal shareholder who's been waiting for a dividend for six years because the supervisory board at the time, Mr. Tilmant got the ING in trouble and called the fire department, and now we're inextricably linked to the government.
I'm Kranenburg, I'm a loyal depositary receipt holder from [Rijswijk]. Also extensive compliments and appreciation from [Rijswijk] for what Mr. Hommen has achieved in the recent past. Mr. Hommen referred a few times to 2015, and I hope that by that he's suggesting that a dividend payment will be considered again. I'm not a football fan, Mr. Swinkels proposal doesn't really appeal to me, and I can still afford tickets to see the Rijksmuseum. My proposal is somewhat different. Mr. Elverding would probably frown if he heard this proposal because at DSM he had a similar experience in the past, I'm going to overlook that.
What I propose is that loyal shareholders, loyal depositary receipt holders, is what I should say, should be eligible for an additional bonus, a loyalty premium. One calibration point might be the issue from 2009, you could also have a different calibration point. My question is whether you're willing to consider this, if so, are you willing to explore opportunities to this effect? As for Mr. Elverding, time marches on. Perhaps the works council feel differently, Willemse has retired in the meantime. Well, that's a fascinating topic, Mr. Hommen. Why do I get all the tough questions? All I can say is that these ideas are difficult to answer on the spot, I always welcome suggestions, perhaps there's a good one that's worth carrying out.
Please jot it down and send me an email and I'll take a look, and we'll certainly take it seriously.
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Thank you. There's no proposal, so we don't have to vote about this one. I'm going to move on to the remuneration report. Please see the annual report, which also contains the remuneration report, and I'm going to give the floor to our deputy chairman, Peter, the chairman of the Remuneration Committee. Thank you very much,
Mr. Chairman. Thank you very much, ladies and gentlemen. Good afternoon. I don't have a lot to report this time, but I'll try to walk you through the highlights of the remuneration report to prepare potential questions that you may have. You adopted the remuneration policy of the ING in 2010 and then amended it somewhat in 2011 based on regulations, and in 2012, that policy has remained in full effect. That's basically what Mr. Swinkels asked.
The executive board did not receive a salary increase in 2012 and did not receive variable remuneration either. To answer the question from Mr. Swinkels, in 2012, there was the act prohibiting bonuses, which took effect that year, and stipulates that the executive board may not be paid variable remuneration as long as the financial support from the Dutch government continues. That means that there's a legal injunction against paying variable remuneration, and there's also restrictions on salary increases. You know that that's not really news at ING because in the past four years, the executive board has not received variable remuneration or salary increases.
I've stated here before that if you consider the benchmark, the benchmark we use is the Euro Stoxx 50, so 50 comparable corporations with respect to ING, both industrial ones and financial organizations were at the very bottom, were in the lowest section of that benchmark. To put it differently, that's between 30% and 40% of the median. ING is nowhere near the middle of that group, both for the CEO and the CFO. They stand somewhere at 30% or 40% of the median. Although this is not officially coming up in this meeting, I'd like to point out that as announced in 2010, in 2012, the top senior management in their combination between variable and fixed remuneration, the variable component was scaled back further.
For senior management and top management, the amount or the share of variable remuneration, the total remuneration diminished, and the total remuneration declined as well. For the categories of senior and top management, once again, they saw a reduction in their remuneration. To sum up, in this respect, ING has an extremely cautious remuneration policy. I'll be happy to ask any questions you may have. I'm going to open the floor now for questions.
Yes, Mr. Chairman. I'm from PGGM. Thank you very much for your explanation. We've explicitly considered what you wrote in the annual report for 2012 about this item, especially regarding the market average and the gap that has emerged. We also support explicitly what you assert, which is the need to moderate and mitigate remunerations throughout the financial industry.
We very clearly understand that this pursuit may clash with the interest of ING in attracting and retaining qualified, specialized staff members and managers as shareholders, not only at ING, but I think at all financial institutions that invest also in the U.S., we've appealed for this moderation. We think this is very important for the sector as a whole, in part because of their reputation, but also for what they call the license to operate of these firms and their support base in public opinion. That certainly matters. We see the problem that arises from the gap that you mentioned, you need to attract the right people on your staff. We think that this is the course toward additional moderation in the financial industry. We hope that you'll prevail on this course, although it may be difficult in some areas.
Thank you very much for your remark. Mr. Chairman, following up on that, you've seen that in the remuneration for the new CEO that will be discussed later on in this meeting, that we've included that remark in our reflections because you need to navigate a fine line between the social and political call for moderation which we face, and on the other hand, market reality. In that proposal, we're trying to reduce fixed remuneration by 6%, but nonetheless want to show ING's effort to moderate remuneration as much as possible.
My name is Keyner, VEB. VEB would also endorse a moderate policy. We are not communists, far from it. Market mechanism should be at play. But the last six years, we have seen that more expensive banks are not better banks and an expensive CEO is not a better CEO. The predecessor of Mr. Hommen made more money, but I don't think he was a better CEO. I would have liked to reverse the situation that Mr. Hommen would be paid the money that his predecessor was paid with excellent results for everybody involved. The main question is, first and foremost, what is the value of a good CEO? It's not EUR 100,000, EUR 1 million, perhaps EUR 2 million, but not EUR 10 million. I think we have to go back to those times, and a restriction of variable pay is very risky, which is also a lesson that we've learned.
A very practical question. Given the situation, given the remuneration policy that's very reticent, not only for members of the board, but also for senior management, did you see an outflow of very talented bankers, or is the situation perhaps not that bad?
Thank you very much for your support for our remuneration policy and senior management. The question as to whether we've seen an outflow of talented managers, that question will be answered by Mr. Hommen.
Well, it wasn't massive, but we did lose a couple of people that we would have preferred not to lose. Very recently in our investment management group, we saw 18 people leave the company. Together, they were a fantastic team, and in that field, they were one of the world players. So we lost 18 people that were world players, and they left for an American company. There were people in America, in the Netherlands, Singapore, and Hong Kong, not only in the Netherlands. Right? At this point in time, as far as we understand, their pay has been doubled. So they're paid twice as much as we were paying them.
That's a substantial increase for the individuals, but it is a great loss for ING. As a result, we lost a number of mandates. Mandates of people. People have given us mandates to manage their assets. That, of course, is quite unfortunate. We have been able to replace this group or part of this group and hire new people, but at a loss. From time to time, we do see people leaving the business that we would prefer to retain, which is unfortunate.
Now, finally, perhaps a rhetorical question. Can you rule out that in the future, the future remuneration policy that starts with the CEO and the management layer below it, that there are several managers or specialists, top investors perhaps
that are allowed to make more money than the CEO. Can you rule that out?
I can't rule that out because it's happening as we speak. The point I'm trying to make is that a moderate remuneration policy at the top doesn't mean that other people may not make a lot of money. Yes. Well, there's a certain indication. In the annual report, you will have seen that we said there is a limit to the position ING can take vis-à-vis others when it comes to moderation. If you're at 30%-40% of the median, in the long run, you'll be running a risk. That won't be the case in day one, because people of ING are very loyal and very committed to the company.
In due course, it can be a substantial risk, and this is a risk that we want to avoid in the long term, whereas at the same time, we have to try to pursue a moderate policy.
Mr. Vreeken.
Thank you, Chairman. Two years ago, I pointed out that, as far as I'm concerned, we should honor Mr. Hommen's work with a bonus of EUR 10 million. I was alone at the time. There was very little support from the audience. That's not a bad thing. I'm still alone in my opinion. I cannot pay Mr. Hommen EUR 10 million. I can't do that, unfortunately. As a token of my appreciation, I can give him something else, because worldwide, Mr. Hommen has done a couple of wonderful things, and I would like to hand this over to Mr. Hommen as a token of my appreciation. A cup with EUR 9 million?
Thank you, Mr. Vreeken. Allow me to turn to you.
Mr. Chairman, the big disadvantage of a bonus policy is that it would tempt people to be reckless, and we've seen this in the past. Mr. Goodwin, he's no longer here. He was considered to be a genius, but at The Royal Bank of Scotland, he failed. Dick Scheringa, same thing. Sjoerd van Keulen at SNS Bank, same thing. On the other hand, I understand you said that you had to navigate a fine line, and you said that you wanted to hold on to talented people. The solution, in my view, would be to fix the bonuses and to put them on a blocked account, and that the manager should only receive the incentive when he leaves the company, when he retires, or if he dies.
Well, that way the heirs will have something, a little something. Perhaps because he or she leaves the company and starts working in another company. Quite an interesting suggestion. Well, let's hear what the chairman of the remuneration committee has to say. Absolutely, you are right that high bonuses of three, four times the annual salary, that those incentives led to the disadvantages that you are referring to. This is something of the past, because if you apply policy, as a maximum, you could get an annual salary. Within this annual salary, you must understand that an important part of it is postponed. The payment thereof is postponed. It's only after three years that you can receive this remuneration in its entirety. After those three years, there still is this clawback opportunity or possibility in which the money can be taken back.
There are rules and regulations and there is a policy, and that means that the risks have been mitigated. Indeed, we shall take your comments on board, and shall take them into account. Yes, my question, this clawback, has it ever been applied? I cannot remember having read anything about this. Well, what we have applied are the so-called holdback situations. These are situations in which, for instance, risks have emerged that had not been foreseen. If that risk takes place, the person involved and the person responsible for that, the remuneration or the incentive that he would get will not get that. This is something, in fact, that we have applied internally. These new rules and regulations are effective when it comes to holdback and clawback. We try not to give everything away in one go, actually, in line with your proposal.
Thank you.
Can I close this item on the agenda? Thank you very much.
This concludes this item on the agenda, and we can now proceed to corporate governance. I would like to refer to the chapter concerned in the annual report. By way of explanation, the certification of shares was evaluated and assessed in 2010 by the Executive Board and Supervisory Board. Based on this assessment, the Executive Board and the Supervisory Board reached the conclusion that it would be premature to discontinue certification or change certification in 2010, and that a decision on the matter should take place within the context of a broader review of the governance structure of ING Group as a consequence of the restructuring process and after carrying out the divestments that were approved at the extraordinary general meeting in 2009. Aforementioned assessment was discussed at the AGM in 2010.
Based on the original agreement with the European Commission, aforementioned restructuring process and divestments should be finalized by year-end 2013, this is year, that a possible review could take place in 2014. In November 2012, we just discussed it, ING and the European Commission entered into an adjusted restructuring plan. Part of this restructuring plan are the extended final dates, 2016 in part, and in part 2018, for divesting the insurance and asset management businesses. This is the divestment of more than 50% of the Asian insurance and asset management operations before year-end 2013, and the remaining part before year-end 2016. At least 25% of ING U.S. must be divested before year-end 2013. We've just done that. More than 50% at year-end 2014. The remaining participating interest will have to be sold prior to year-end 2016.
Year-end 2015, more than 50% of insurance and investment management Europe must be divested, and the remaining participating interests before year-end 2018. Since ING is still in the execution stage of aforementioned restructuring plan, ING doesn't consider it appropriate to review the governance structure and certification. I shall now open the floor for questions or comments, and given the subject, we've already dealt with one question on the subject, that I shall take all questions first, and then ask someone at the table, depending a bit on the nature of the questions, or ask several people at the table to answer all the questions. Please, all the questions in one go, and then we'll try to answer those questions in one answer. Thank you. Please go ahead, Mr. Stevens. My name is Stevens, SEB. Well, actually, what was discussed at the time was that ING would split.
Well, it was quite a development, ING would split into a bank and insurance business. We said, "Okay, let's maintain certification until the business is split in two." However, the government has extended that process until 2018. The actual separation, is that still planned for 2015, or will it also be postponed to 2018? Because that way, we'll be stuck with certification for another five years. I'm going to answer all the questions in one go. Have you finished your question? Because all these subjects are very related. PGGM. Yes. In view of all the comments that have been made, first of all, I believe that we have more than 50% of shareholders and depositary receipt holders attending the meeting. This is an argument to proceed to the discontinuation or elimination of certification.
We've been very patient in the past, and we've gone along with your wish and your desire to link this to the restructuring process of the group as a whole. At the time, we felt that was the right thing to do, which is why we didn't want to refer to this subject in the different ATMs. I understand that the review will only take place after this period, but we assumed that this was part and parcel of the restructuring process, setting up a new structure for the organization after this split, and it would be part and parcel of that. As far as we're concerned, there would be no review after this period of time, and we would like you to clarify that. I'm just looking at Mr. Hommen.
I'm not quite sure whether I understand your question, and if Mr. Hommen understands the question, I'm sure he'll be able to answer later on. Let's see whether there are more questions. Mr. Kemper. Well, apparently, I have to repeat my question. No, no, no need. Please be brief. I was supposed to wait until any other business, but I can't stay that long. I'm going to repeat my question. I didn't attend the meeting for five years. I'm astounded that you still haven't discontinued this, and I know nothing about all these intermediate arrangements. I didn't follow the developments, and now I found out that it still exists. My question is, why aren't you discontinuing certification?
You're one of the very few that have this. Your original arrangement of 2010 could be revised because all the related arrangements are being revised. You could also say, "No. We're going to stick to 2014. 2015 is the latest. That's when we'll discontinue it." That's my question. Discontinue it at the latest, 2015. Any other questions? Mr. Keyner. Mr. Keyner, VEB. The fact that there's a difference of opinion, well, it doesn't surprise me, but I haven't really heard why you want to maintain it. Does it cut costs? No, I don't think so. Quite the contrary. It costs more. The price of the depositary receipt in the market, I would understand that lots of foreign investors wouldn't want any restrictions whatsoever regarding voting rights or anything. I haven't really heard any arguments as to why you would want to postpone this for another few years.
Thank you. Any other questions on depositary receipts? Looking around. Okay, this concludes the questions, unless you would want to respond to possible answers that we may give. Mr. Frehe. Please be brief. I'm always brief, you must know that, Mr. van der Veer. Two years ago, I pointed out to the executive board of ING, also to the then minister of finance, that we could possibly avoid splitting ING, that we can cause some problems for the European Commission. I was talking to Kees Van Lede. He was an advisor to the executive board in the past for acquisitions, European strategy. He came up with some interesting ideas, but his condition was that he should be invited to talk. That's how it works at that level. He was prepared to talk, but he should be invited. You might want to consider inviting him.
[Mr. Nachal] knows Mr. Kees Van Lede very well. The CEO also knows Mr. Kees Van Lede. I'm sure they're familiar with his exceptional skills in coming up with complicated ideas. Ingenious ideas. Thank you. Mr. Van Lede, was that the name? Kees Van Lede. He was head general affairs, ING International. Later he worked under the executive board for European strategy for ING with [Linda Bernsie Malby]. He had left before things went astray and things went pear shaped with Mr. Tilmant. For discussing this point, I think that we should discuss speed and split up and have Mr. Hommen answer that question. Then I'll check matters with Mr. Fink. Then I will try to close this subject. You see the separation. We have a separation of bank and insurance company.
We've already been able to realize this at an operational level. Achieved that year end 2009, sorry, 2010, says Mr. Hommen. Where we stand now is that the whole process is taking place legally and in terms of accounting. We're wrapping that process up. We're smack in the middle of that process. We believe that the guidelines in Europe are such that we will have concluded this in 2015. More than 50% of the businesses will have been either sold or made independent. You'll have a separate bank and separate insurance business, or several insurance businesses. You could see whether the process is complete or whether anything else needs to be done. I think that would be the logical step to take in 2015.
First, divest more than 50%, then finish the restructuring process, which is the old philosophy, then put it on the agenda again. In fact, that was the philosophy that we discussed with one another in 2010. Mr. Finck. What I would like to add to this is that if we look at the reasons not to put it on the agenda in 2014, there's also an international debate ongoing on corporate governance of financial institutions. Actually, this is a debate that is being fueled by the financial crisis, which we will also look at the position of banks vis-à-vis short-term interests and long-term interests and the position of clients vis-à-vis shareholders. In this debate that we participate in very actively, it's important to see what this will lead to.
I think it is early days yet to draw any conclusions, and I would like to await the outcome of this debate. This is the reason why we would not want to put this subject on the agenda 2014, so that it be reviewed then. As far as the foundation is concerned, from what I understand from Mr. van Hout, it's very important because I understand that he holds 60% of the proxies, which means that the foundation, if I'm not mistaken, will find support, important support, with depositary receipt holders. Depositary receipt holders consider the foundation as an important body to exercise their votes at this meeting because they themselves cannot be present at the meeting. That represents or reflects the faith depositary receipt holders have in the foundation.
We realize here at the table that there are a couple of shareholders that have very outspoken ideas about this. I don't think I should repeat our views. I'd like to close this point of the agenda, thanking everybody for participating in the debate and acknowledging that there are different opinions. Mr. Stevens, please be brief because we're far behind schedule. The proxies that they go through the trust office is rubbish. The companies that are not certified will also get the proxies, but will get them through different channels. This is a superfluous argument. Thank you for your comment. I shall proceed to item. In due course, when we discuss this, I shall take all these comments on board. I shall close item five and proceed to item six.
I would like to request Mr. Hommen, or ask Mr. Hommen to perhaps shorten his presentation because we've already covered a number of issues concerning sustainability. Mr. Hommen. Well, if you allow me, I'd like to stay here. If we look at the social annual report, ING 2012, it contains a lot of input that we take on board, extensive information on the most important issues and dilemmas 2012, and specific challenges for our international businesses. We show an overview of our scores, our ranking positions in external sustainability reviews, and we also show overviews of our positions in different economical sectors with further social and environmental policy of ING that is applicable to these sectors. We also show a list of activities and operations that we exclude from funding and investments because of our view of our social and environmental policy at ING.
We also share information on corporate governance and compliance, also an independent review of the report 2012. ING has almost doubled the assets linked to sustainable goals to EUR 5.7 billion. Also our scope for the application of ING policy framework for social and environmental risk has been extended and further developed. ING has been nominated and appointed as chairman of the Equator Principles Association Steering Committee for the period 2012-2013. ING Bank has introduced ING procurement sustainability standards based on the Global Compact principles of UN. 2012, ING once again operated 100% climate neutral, the bank and insurance company have extended their collaboration with UNICEF for three and one years respectively. Thanks to the collaboration partnership between ING and UNICEF in 2012, 92,469 children have obtained access to better education. Our goal is to reach 1 million children 2015.
Since 2005, ING and UNICEF together have been able to provide 800,000 children worldwide access to better education. We determine our strategy in terms of sustainability, taking into account several components. First of all, we will take into account specific skills, expertise as financial service provider. We also integrate our views on the future, we also take on board the expectations of our clients, our staff, our shareholders and other stakeholders. Assessments, reviews of external bureaus, as indicated on the slides, will help us in developing and further fine-tuning our strategy and management. The graph on the left-hand side will show the worldwide development of our credit portfolio in the field of energy 2012. Late 2012, 30.8% of the portfolio consisted of renewable energy projects. In 2011, it was 29.8%.
On the right-hand side of the graph, you can see that the percentage of funded renewable energy products has increased substantially, contrary to the percentage of energy products that is related to coal. In the period 2006-2012, it declined from 63%-15%. The turnaround is the result of our intention to invest more in sustainable energy projects, changes that we have introduced in the risk policy, and our increasing knowledge of the sector. Now, just a few words about our ambitions 2013-2016. We would like to enhance the programs focused on helping our customers make the right financial choices, we also want to make our services accessible for customers with a physical disability. We also want to develop a broader range of sustainable products and services, we also want to reduce the impact on the environment.
We want to continue to invest in flexibility and commitment and professionalism of our staff and invest in education so that in 2015, we will have given more than 1 million children access to better education. We want to continue to play a role in our social debate on stability in the future of the financial sector. Well, this is a very concise presentation. Are there any questions? Microphone two. Should anybody else like to ask a question, please approach a microphone because I'm really trying to speed things up here. Go ahead. Good afternoon. My name is Liesbeth Hanekroot. I am here on behalf of the VBDO, which is Association for Sustainable Development. You'll be familiar with that. First and foremost, VBDO would like to compliment you, obviously, on the sustainability report that you've made.
Not only the report, but also the policy that you've developed and the results that you've achieved. You've just presented that, Mr. Hommen. Of course, we do have a couple of questions and comments about sustainability and what you do in the field of sustainability. I would like to address three subjects. First of all, ESR, Environmental and Social Risk Framework, which you reviewed in 2012. We've seen improvements, and we would like to hear from you what room for improvement there is in terms of sustainability vis-à-vis the future. We're very pleased with your sustainability report, in the press and in some studies, we see that there's a bit of criticism. We would like to put that criticism to you.
The Honest Bank Indicator also was quite critical in terms of your ESR on subjects such as taxes, biodiversity, health, also certain sectors, fishing, asset management, housing. According to this indicator, you have negative scores here. Our question at the VBDO is whether you are familiar with this report of the Honest Bank Indicator, Eerlijke Bankwijzer, and how do you feel about that? What are you going to do about it? Are you going to take measures in order to improve your results? The second subject that I or we would like to address is taxes.
Over the past six months, we have seen in the press that a couple of companies, such as Starbucks and Google, have been reflected poorly or badly in the press because of the taxes they pay, they spread their money out across the world so that they pay the lowest possible amount of taxes. Our question at the VBDO is whether you, in principle, would see a link between sustainability, your corporate governance on the one hand, and your policy on taxes on the other hand. I would like to link this to studies that have been published and that are available on the internet. I'm going to mention two studies. There's a website about banks. It appears that ING has quite a number of offshore entities. De Volkskrant has published about this, and allegedly, ING would have seven so-called offshore companies.
While these are worrying articles, I'd like to hear from you whether you're familiar with these studies or with this research, is it true that you have offshore entities? Apparently, it appears that the tax policy and sustainability policy at ING are not in line with each other. Now that we're talking about tax policy, could you give us a bit more information and make a publication available in the future? My third subject, reputation risk, RepRisk organization. RepRisk has also conducted a study. The title is "The Most Controversial Companies in 2012," which has also been published and posted on the internet, it actually announces, and it has been said before, there are allegations or accusations that ING would be involved in illegal transactions which are linked to drug trafficking, terrorism, countries that are under embargo.
It says that ING in June 2012 paid $619 million in settlements for facilitating illegal transactions with Cuba and Iran. These are clear statements that make us frown. Once again, whether it is true or not is quite irrelevant to the VBDO. It is more relevant to know whether you are familiar with these reports and what it is that you are going to do with this information. What are the measures you are going to take?
Thank you very much. Those were three questions. The Social Response Framework, including the banking index, questions about taxation, and questions about the settlements last year. I'll hand the questions over to Mr. Hommen, who can determine whether he'll distribute them. First, the Environmental and Social Risk Framework. In 2012, we adapted our policy, considerably improved the process noticeably. We issue directions directly to our divisions so that our divisions can interact with customers far more directly and immediately know whether they meet the requirements stated as far as what the customers are doing. We're working far closely with the customers and screening customers far better. We're also tracking it better. If this changes in the future, we'll be able to track it far better locally than we could do it at the group level. We're constantly seeing whether we need to adapt or adjust this.
It depends on what we find. What I can tell you is that we're certainly active, and any necessary adjustments will certainly receive consideration. As you see, we sometimes modify the criteria we use. When we modify those criteria, our relationship with specific customers changes too, and that's carried over as well. What we do here in the sense of corporate social responsibility. The social report that we've compiled contains a far more detailed explanation, so feel free to consult that. The Eerlijke Bankwijzer made a few remarks such as about tax. If you look at the taxes we pay, I've mentioned this earlier, our tax rate in the Netherlands for the group ranges from 28%-29%. This is definitely not a country where corporate tax amounts to 25%. We're certainly not underpaying.
If you look at the taxes we pay in an ordinary year. Our total payment approximates EUR 2 billion. Not only corporate tax, also value-added tax and all other related costs. We've always paid a lot of tax, and we're very dedicated. We don't do business in tax shelters. We may be represented there, but that's based on the operations of certain customers, and it's not that we're helping them evade taxes, because we certainly don't want to do that. If it's our impression that taxes are using us to evade taxes, we certainly don't cooperate. Conceivably because of double taxation, they may be using us. At a certain island that I even had to check. We were recently in the news. That was an island off the Malaysian coast. We were all listed there as board members of that company. It was quite simple.
In Malaysia, if you want to do business as an international bank, you need a permit from the Malaysian authorities, and the only way to get that is if you have a branch registered on that specific island. That's how they can keep tabs on everything that happens. We have a branch there, as such, we're responsible as the management of that firm, we were listed there. That doesn't mean that we're doing tax business there, not personally and not as entrepreneurs, but this is necessary if we want to lend money to Malaysia. I'm not even sure where the island of Labuan is located. As for biodiversity, we look at that very carefully. Fishing is a very small component of ING. The total exposure of ING in fishing is less than, I think it's 400th of a percent.
It's not a spearhead activity on our part. We are certainly focusing on areas where we have a footprint. In animal welfare, we barely have a footprint either. As for fishing, I already covered fishing. Land theft. I've read that we're believed to be active in land theft. We examined all the examples mentioned by Oxfam, none of these parties did banking with ING. Sometimes the reports distributed are incorrect. As for the controversial illegal activities, last year, we did indeed pay a penalty equaling $619 million to the U.S. government, this concerned activities relating primarily to Cuba and a few countries against which the U.S. have imposed sanctions on doing business. We analyzed and scrutinized these date back to the period prior to 2007. We took sweeping measures to avert any recurrence.
We considerably boosted our compliance and expanded it and took measures to prevent this in the future. I think with all these studies thus far, this proves that our measures have been effective. There was one more item concerning drugs. Okay, we don't do those. We don't use them, and we don't fund them. I think that covers it. The concern is that such publications are posted online of these banks and the most controversial companies and the Volkskrant. These messages are basically damaging your sustainability reputation, and I'd like you to respond to that as well. We find this exceptionally unfortunate, and we try to contact them. That's not always easy, and any position that we refute is never fully credible, and that bothers us even if we're fully confident that we're speaking the truth. I would like to appeal for better reporting.
As you know, social media have acquired a certain nature, and it's very tricky and complicated to take on everybody making a statement on social media. We do try to contact them. We have a very active social media policy, that's basically advertising for our excellent website and having been designated as the friendliest social media company in the Netherlands, or the company that's friendliest to social media in the Netherlands, to avoid reputation problems. This sometimes causes problems for us. May I conclude that you have contacted the Honest Banking Index to see how they compile their criteria and what their sources of information are? Yes, we have. Thank you. Mr. Fager. If I'm correct, in 2011, according to the Dow Jones Sustainability Index, ING was the most sustainable bank, I don't think ING has that title anymore.
From the perspective of Amsterdam, there's room for improvement. To give you one example, I saw a lovely Orange Spirit video featuring the sun, and then in the presentation I saw that solar energy financing from the ING is only 1%. Couldn't you improve upon that? You do a lot of traveling and flying. That's lovely, and I imagine that ING takes the most sustainable airline in the world, and we want this to be done on biofuels. If we look at the head office, if you enter the ING Holding as a customer, you can park your car at the door. It's beautifully reserved. But when you get to the ING head office, you see Audis and BMWs of the board members, and the visitors have to travel a long way to find a parking space.
As for the fleet, the management may well drive Audis and BMWs. That's not a problem, but they're starting to issue hybrid and electric versions of those vehicles, so it would be great if you could set an example in that respect. As for Amsterdam, we have the largest collection of electric cars in the world. Car2Go has a fleet of 300 vehicles, and those electric Smarts would be excellent for travel between ING Bank offices, both business and personal travel of staff members and customers. All you need to do is set up some solar recharging poles, and they cost EUR 15,000 each. You could get 10 for EUR 150,000, and then your customers can travel sustainably from one office to the other.
We've been working on this for quite a while, but from the grassroots, we're encountering a lot of opposition, and I'm convinced that you'll have that problem solved by next year. As for buses, the ING is well on track with induction buses, and we hope that this will be launched in Amsterdam soon as well. That was it. Thank you very much, Mr. Chairman. You made a few suggestions that I'll convey to the executive board. Does Mr. Hommen have anything to say? No, I think these are just that, suggestions. I'm sure we'll meet again and talk about it. Okay, I have a Car2Go vehicle out front. I'm going to wrap up agenda item 6. I'm still way behind schedule according to this agenda. Now we're going to see if we can catch up.
First, we're going to discuss granting discharge to the executive board members for performing their duties in 2012. This is a voting item. Please see the convening notice, and I would like the discharge to be granted to the executive board for performing their duties concerning the annual accounts and their report, the corporate governance chapter, the Sarbanes-Oxley Act chapter, the remuneration report, and the statements made in the annual general meeting. This is a very technical item that comes into play at all Dutch corporations. Would anybody like the floor on this? Thank you. Then we'll proceed to the vote. Over to Mr. Fink. Mr. Chairman, thank you. Would the voting operator please activate the system? That's been done. That means that you may now cast your vote. If you would like to vote in favor of the proposal, please press one.
If you want to vote against, press 2. If you want to abstain, press 3. Please cast your vote. Wait for everybody to cast his or her vote. When that's happened, I'm going to close the vote and await the results. Thank you. Nearly 98.5%, the proposal has been adopted. That takes me to the equivalent proposal 7B, now concerning the supervisory board members, so discharge concerning exactly the same items. Would anybody like the floor on that? Mr. Keyner. On behalf of Mr. Keyner from the VEB, very briefly, this is a very unfortunate question directed to the chairman of the supervisory board given the important role of supervisory board members, far more important than we could have imagined 5-10 years ago, essential in running the company. Would you swear to the fact that all supervisory board members understand ING's financial statements?
At Shell, I learned that swearing to anything is tribute to an unsafe action. You shouldn't do that. More seriously, all jokes aside, an annual report requires financial background. The fact that you've been working in the banking industry for 3 decades, or people such as myself, who came from a different industry. There are also quarterly reports, and annual reports are a good test to see whether you understand enough. What we're doing, we're having a lot of learning and knowledge sessions and additional training sessions. If you want, as an individual, I've done this quite often, you can also request assistance. As you see in those 330 pages, it can be very dense material. In some cases, you may think you understand, but then after another 3 months, you see that you could have understood it better.
Ultimately, it's not that one individual understands everything, but it's an interactive process of checks and balances so that you have a total impression. I think that's the most honest answer to that question, I think that in the future, we'll still need to do extensive training, especially because the auditing systems have not yet stabilized. New regulations are being issued every day, we have to keep track of all those. I'm primarily addressing the audit committee members because it's less optional there. It's not up to the entire supervisory board to see where the sore spots are, the standard is much higher for the audit committee. What do you do to test whether the knowledge of each audit committee member is up to the required standard for each member to exercise his or her supervisory responsibilities?
I'm going to ask the chairman of the audit committee.
Yeah.
Mr. Klaver. You don't have to sit for an exam to serve on the audit committee. The test is in addressing the report. We do that in 2 stages. We review it twice, and we examine all disclosures together and with our internal audit service. That's how we learn what we need to learn, and we think that we understand it sufficiently to have an opinion on that. Thank you for that. For now, I'm going to move on to the vote on discharge of the supervisory board members on the subjects just mentioned concerning the executive board. Please cast your vote on agenda item 7B. Once the system has been activated, which it is. Please cast your vote. Just looking around to see whether you've all cast your vote.
If you have, I'm going to close the vote now. We'll await the results on the vote on agenda item 7B. I see slightly over 98% of the results. The discharge has been granted. That takes me to agenda item 8. That's where we are. Extending the appointment of the auditor of ING, Ernst & Young. At the annual general meeting in 2012, extending the appointment of Ernst & Young for the financial years 2012 and 2013 was approved as a consequence of new Dutch legislation. ING should rotate the external auditor no later than 1 January 2016. Ernst & Young's performance in 2012 corresponded with the outcome of the evaluation of Ernst & Young's performance for 2008 through 2011, as discussed at the 2012 AGM.
By extending Ernst & Young's appointment now by 2 financial years, rotating the external auditor is being prepared for 1 January 2016. The executive board and the audit committee advise that this AGM appoints Ernst & Young as the auditor of ING Group to extend this appointment by 2 financial years. Would anybody like the floor on this? Floor, Mr. Van der Bos. I'm Mr. Van der Bos from Bovenkarspel. You raced through this. I still have a point concerning 7B in response to Mr. Kander. I remember Mr. Klaver from his time at ABN AMRO. He was a good, solid financial person, so we're in good hands. As for item 8, the auditor. 2016, at that point, ING will be required to rotate. The answer is yes. There's no avoiding that. Unless the present legislation is amended again, that's not up to us.
Everything concerning the risk issue, which matters a lot to me. I think this is a foundation for the ING Bank and perhaps ING Insurance as well. I think that Ernst & Young started about 3 or 4 years ago in setting this up all over again together with Mr. Timmermans and Mr. Klaver. I think they did truly excellent work, as clear from the article in the Financieele Dagblad that I mentioned earlier. I think it's very good that they're going to be appointed for another 2 years. If it's up to me, they can stick around for longer. Our auditors are beaming. Thank you very much, Mr. Van der Bos. Mr. Vreeken, please be brief. I'll be very brief.
In 2008, when ING ran into trouble, our previous Minister of Finance, Wim Kok, served on the ING Supervisory Board. The chairman of the supervisory board was Mr. Hommen at that time, and Ernst & Young was also the auditor. What I'm trying to indicate here is that all parties, both Mr. Hommen and Kok, those are really the best people you can have on board. They didn't anticipate everything that might go awry. The same is taking place now with respect to cybercrime and all kinds of other processes. There's still a lot ahead. The supervisory board and the auditors don't see that coming. I think this is an entirely different item. If we're talking about risk assessment, of course, a lot has changed, not only in the banking industry since 2008.
There are few other people that didn't predict the present financial recession either. What it boils down to is that you need to think internally about risk and bear in mind that you're talking about a situation that's entirely different from 2008. This is specifically about auditing the annual accounts and everything that goes with it. That's the agenda item we're talking about now. That's what I'm addressing. There are certain risks that both the supervisory board and the auditors can't predict. Rumsfeld called those the unknown unknowns. Perfect. Thank you very much. I note Wait a moment. Mr. Van der Bos, I almost skipped you again. I'm very curious about this wise guy. Perhaps he can indicate which problems he predicts. I'm dying to know them. I propose that you do that over drinks after the meeting.
I think that if you have a point of criticism when you say that the supervisory board and the auditors don't predict problems, be a man and call a spade a spade. State the problems. I think that the chairman of the risk committee could answer that, or Mr. Hommen, or you yourself, but don't just say anything. That's nonsense. Either you say nothing at all, or you call a spade a spade. Say what's wrong and where you envisage the problems, or perhaps the auditor and the risk committee, perhaps Mr. Timmermans or Mr. Nagel have already thought about this. I'm appealing to the other speaker to show up with his tablet and to tell us what problems he envisages. I'll help you along, Mr. Van der Bos.
If you have no idea, they're unknown unknowns. If you have an idea, they're known unknowns. You can now solve them. I'm going to move on. I don't see anybody standing at the microphone anymore. I'll give Mr. Fink the floor for the vote. Would the operator please activate the system again? That's been done. That means that you may now vote on reappointment of the auditor, agenda item eight. Let's see whether all votes have been received. They have. That means that the vote is now closed. We're waiting for the results of the vote on agenda item eight.
Sorry.
I was just reading them. Just over 99% in favor, so it's been adopted for two years. Thank you. That takes me to agenda item nine, composition of the Executive Board. This concerns appointment and reappointment of Executive Board members. Messrs. Hommen and Flynn were appointed on 27 April 2009 at that AGM for a four-year term, so their term of appointment will expire at the end of this AGM. The proposal is to appoint Mr. Hamers to the Executive Board. The Supervisory Board has made a binding recommendation for these appointments and reappointments in keeping with Article 9 [2] of the Articles of Association, and this appears on page four of the convening notice. This corresponds with past practice. I'll state very briefly. First, the Supervisory Board drafted a profile for the new appointment.
They see what board experience and corporate governance experience they have, and experience in dealing with social movements or political ideas outside the firm, as well as affinity and experience with ING and ING's culture. They also consider various aspects as well. The reappointment of Mr. Hommen is what we're going to talk about. I'll make a personal note later on, but first, the official part about Mr. Hommen. The proposed reappointment of Mr. Hommen is based on the way he has performed his duties as member of the Executive Board and as CEO in his current term of office. The proposed term of appointment serves to promote the smooth transition of leadership of this firm. The Supervisory Board, therefore, advises that the AGM reappoint Mr. Hommen at the end of this AGM to the Executive Board for a period to end on 1 October 2013.
Mr. Hommen, we'll be happy to leave the auditorium if you want to say something that he shouldn't be present to hear. I'll make a personal note later on, but let me first get this formal point through the agenda. Thank you very much. Mr. Van der Bos, I apologize. That's okay, Mr. van der Veer. If I look at that photograph, then that photograph was taken just after IX was decreed as national champion. I think that Mr. Hommen looks very pale. Thank you. I'm going to open the vote. Mr. Fink, you may now vote on agenda item 9A, the reappointment of Mr. Hommen. Please cast your vote. I'm looking around. If everybody's done, I'm going to close the vote, and we'll wait for the outcome of the vote on agenda item 9A. This certainly deserves a round of applause.
I'm going to move on to the reappointment of Mr. Flynn. Mr. Flynn was appointed at the end of the meeting in 2009, and it's proposed that he be reappointed for a standard term until 2017. The explanation is as follows. This is based on Mr. Flynn's valuable contribution as a member of the Executive Board and Chief Financial Officer in his present term, his broad experience of audit and control, and treasury and finance-related matters. The Supervisory Board advises that this AGM appoint Mr. Flynn to a term to conclude in 2017. If you would like, Mr. Flynn, we'll be happy to leave the auditorium if you want to make a special remark. I'm looking around. I'm also checking microphone three properly this time. Thank you very much. We're going to open the vote. Mr. Fink.
You may once again vote on item 9B, the reappointment of Mr. Flynn. Please cast your vote. I'm looking around. If everybody has cast his or her vote, the vote is now closed, and we'll await the outcome. Patrick, congratulations. Thank you. I think you achieved the same approval rate as Mr. Hommen. I'm going to move on to agenda item 9C, the appoint of Mr. Ralph Hamers. Mr. Hamers' appointment is based on his extensive experience in retail and commercial banking, his excellent track record in risk management, and his qualities in managing strategic change processes. The Supervisory Board advises that the AGM appoint Mr. Hamers as of the end of this AGM to the Executive Board for a period to conclude after the end of the AGM in 2017. If you would like, Mr. Hamers is willing to leave this meeting.
It might be interesting before you start voting or ask questions. Please rise, Mr. Hamers, and you can take a look at him if you haven't seen him yet. Thank you. Would anybody like the floor? I see Mr. Spanja in the semi-darkness. Yes, your glasses are still the perfect strength for you, Mr. van der Veer. What type of contract will Mr. Hamers receive? The new contract, according to the Supervision and Management Act, yes, the new contract, as Mr. Elverding mentioned, with a base salary that's 6% below that of Mr. Hommen, and Mr. Hommen's fixed salary has not been increased in recent years. That wasn't my question. I already know that. I'm asking what type of contract? Mr. Fink will explain it. Just a moment.
Nog meer vragen? Ik zie iemand lopen naar mic Nee, u komt terug. Dan gaan we nu over tot-
We're going to vote about Mr. Fink now. Please cast your vote concerning the appointment of Mr. Hamers, agenda item 9C. Please cast your vote.
Als u allemaal uw stem heeft uitgebracht, dan is de stemming nu ge-
If you've all cast your vote, we'll close the vote and await the outcome.
Wederom.
Once again, we wish you all the best, particularly impressive results. I'm going to do something slightly unusual because of course, we've already congratulated Mr. Hamers and Mr. Flynn, Mr. Hommen didn't want to hear this, so he hasn't seen what I'm about to say, because this could be his last meeting with you as shareholders. I would still like to make some personal remarks. In 2009, I'll call him Jan. Jan was appointed to a four-year term. That was a very unusual time. Back then, he was already Chairman of the Supervisory Board, so he thought that things would quiet down. He agreed to run ING for four years, and this term of appointment was going to end this year.
Following consultation to the immense delight of the Supervisory Board and his fellow members of the Executive Board, I also think yours, based on the outcome of the vote, he agreed to remain with us for an additional five months. On 1 October, it will be time, Ralph Hamers will take over from him. All of us seated at the board members table have greatly appreciated Jan's decision to stay on with us for an additional five months. This will smooth the transition. That's exactly what we want. When Jan became the CEO, it was a huge challenge to help the company through the recession, we didn't know that it would last this long, it is still in swing. Major steps were taken under his aegis that have strengthened the corporation despite uncertainty about the future.
We've charted a clear course and have done a lot to restructure, as you've heard from his presentation. He achieved a lot of milestones. We're all aware of what we achieved, but we still have a lot of work ahead of us, both in the banking sections and the insurance industry. Mr. Hommen, in the months ahead, will do his utmost to bring this all off without a hitch and hand over neatly to Ralph Hamers. The company is forging ahead along its strategic course and is doing an excellent job. I think that we should certainly give Jan Hommen an excellent round of applause.
[Foreign language]
Thank you. Allow me to proceed to agenda item 10, the composition of the supervisory board. According to the roster, Ms. Bahlmann will be stepping down as Let me see. It's more complicated. Stepping down are Mr. de Waal, Ms. Bahlmann, and myself. Ms. Bahlmann and myself are eligible for reappointment. Mr. de Waal has announced not to be available for reappointment. The state had nominated Ms. Bahlmann, Mr. de Waal at the time, and the state or the government has now announced no longer to avail itself of the authority of nominating a second member of the supervisory board. If we decode this message, Ms. Bahlmann is eligible for reappointment, candidate number one. Mr. de Waal would be candidate number two, is not available for reappointment. He doesn't want to be reappointed, and the government doesn't want to reappoint him.
Mr. Klaver, at the end of the meeting, will be stepping down as member of the supervisory board due to the fact that other commitments require his time and attention. Mr. Van Keulen has decided at the end of this meeting to step down as member of supervisory board for personal reasons, and also because he wants to rebalance his priorities. These are the directors that will be stepping down. I'm going to go through the formal points first, and later on, I'll say a few words to the people who are stepping down. The new members of the supervisory board that have been nominated are the following people. This is in accordance with Article 25, Section 2 of the Articles Association. Binding nominations have been made to that effect. How have these nominations come about?
Well, we have a profile description in great detail, which is also known to the Dutch Central Bank. We look into managerial experience with corporate governance, and experience with public companies and political and social environments, and affinity with and experience with ING and ING's culture and aspects of diversity. Gender diversity are also taken into account. For the first point, I would just like to give the floor to Mr. Elverding. He would explain why. Yes, ladies and gentlemen, we are going to discuss the reappointment of Mr. van der Veer. As you heard, he will be stepping down by the end of the meeting, and he is eligible for reappointment. The nomination that we have made as a Supervisory Board for his reappointment is based, on the one hand, on his broad experience in international business, international trade. You're all very familiar with him.
Also because of his valuable contribution as a member, but also as a Chairman of the Supervisory Board of ING. The Supervisory Board advises the AGM to reappoint Mr. van der Veer at the end of this AGM as a member of the Supervisory Board. Mr. van der Veer is prepared, should you so wish, to leave the auditorium. Are there any comments, any questions? Yes, my name is Bruning. I'm a private shareholder from Rotterdam. Mr. van der Veer can stay on. I'm not going to talk about that, but I would like to talk about the composition of the Supervisory Board, which is actually one step back.
Earlier on, when we were talking about discontinuing the Dutch annual report, I was thinking, "Oh my God, isn't ING childish in its international ambitions?" Fortunately, in the new Supervisory Board, I see that there are proposals for internationalization. Thank you very much. I'm very pleased with that. Thank you for those comments. Are there any other comments or questions regarding the reappointment of Mr. van der Veer? No. Now I give the floor to Mr. Fink to open the vote. Ladies and gentlemen, you can cast your votes on the reappointment of Mr. van der Veer. Agenda item 10A. Vote is open.
I'm looking around. If everybody's cast his or her vote, we can close the vote, and then we'll have to wait for the results. I hereby confirm that Mr. van der Veer has been reappointed, and I'd like to congratulate him and then give back the chairmanship of the meeting to Mr. van der Veer. Thank you. Thank you, Mr. Elverding. We can now proceed to the reappointment of Ms. Bahlmann. Well, I just said this. For the same reasons, in view of her experience and the way she's contributed to the company over the past four years. Are there any questions on Ms. Bahlmann ? Thank you. Now we can proceed to the vote. You may cast your votes. Agenda item 10B, the reappointment of Ms. Bahlmann . Vote is open.
If everybody has cast their vote Yes, I can now close the vote, and we can wait for the results. Agenda item 10B. Thank you. Ms. Bahlmann has been reappointed. My congratulations. I shall now proceed to the appointments of new supervisory directors as announced in the notice convening the meeting. First of all, we shall discuss the appointment of Ms. Gorter. Ms. Gorter is nominated in view of her experience in banking and her profound knowledge of risk control, audit, and compliance. She has a large network in financial services as well as in the academic world, and she's very socially involved. Supervisory Board proposes to appoint her as per the end of this AGM. Should you so wish, she would be prepared to leave the auditorium, and her appointment has been approved by De Nederlandsche Bank.
It might be a good idea, Ms. Gorter, for you to stand so that we can see who it is that you're voting for. Mr. van der Bos.
I'm pleased that someone, Mr. Klaver from West Friesland, is stepping down, and there's another person from the West Friesland to replace him. That's very consistent policy. Very well done. It just goes to show how subtle our gender diversity and diversity policy is. Mr. Spaarn. Diversity policy. I was just going to say this. That's all very well. What kind of contract will Ms. Gorter be given? Will this also be one of these contracts according to the new act? Mr. Fink is the expert here. Yes. The act says nothing about the contracts for members of the Supervisory Board. The corporation appoints the Supervisory Directors, and there's no compliance with legislation in this respect. There you go. We are contractless individuals. Let us proceed to the vote on Ms. Gorter. Yes, you can vote on item 10C, which is the appointment of Ms. Gorter.
Vote is open.
Once you've cast your vote
I can close the vote. I'm closing the vote. Let's wait for the results, agenda item 10C. Congratulations, Ms. Gorter. I shall now proceed to agenda item 10D, the appointment of Mr. Lamberti as a member of the Supervisory Board. His nomination is based on a successful international career within several sectors and his profound knowledge of international businesses, financial services, as well as issues such as HR and IT. The Supervisory Board advises that Mr. Lamberti be appointed as per the end of this AGM, and his appointment has been approved by De Nederlandsche Bank. Should you so wish, Mr. Lamberti will be prepared to leave the auditorium when you ask questions. Would anyone like to take the floor? I see Mr. Vreeken. Mr. Lamberti, would you please stand? Thank you. We may proceed to the vote.
You can cast your vote on item 10D, the appointment of Mr. Lamberti. Vote is open. If you've cast your vote, I can proceed to close the vote. We can just wait for the results of the vote for item 10D. Mr. Lamberti, congratulations. Very welcome. Welcome the team, the senior management team. Wait a minute. First of all, Ms. Isabel Martín Castellá. She's nominated based on her more than 20-year experience in economic and business issues in finance and banking, national, Spanish, international level, in public as well as in the private sector. The Supervisory Board advises to appoint Ms. Martín Castellá at the end of the AGM. The appointment has been approved by De Nederlandsche Bank. Should you so wish, perhaps Ms. Martín Castellá could just stand so that we can see. Thank you. Now we can proceed to the vote.
You have the opportunity to vote on 10E, the appointment of Ms. Martín Castellá to the Supervisory Board. Vote is open. I'm looking around to see whether everybody's cast their vote. I now proceed to close the vote. We'll wait for the results, agenda item 10E. Ms. Martín Castellá, congratulations. Now, before we proceed to the next item of the agenda, I would like to say a few personal words to Mr. Klaver, Mr. De Waal, also Mr. Köhler, who's not present here today. First of all, to Mr. Klaver, the most senior member of our Supervisory Board. He's been an enormous support during this very tough and difficult time. That is because Mr. Klaver not only does his homework very meticulously, but he has good common sense.
If you know what else he does, he has common sense, and that really helps in the banking business in these very tough times. He can ask really open questions of which you think, "Oh my God. Oh, yes." Then we all have to rack our brains, and that really helps in decision-making and in getting insight into difficult issues, particularly in these very tough times. Mr. Klaver was also always very constructive. A big hand for Mr. Klaver. Mr. de Waal. Well, you know his track record. He was nominated by the government as the supervisory director, so you have to help manage a company. Remuneration very often is in the front pages of our newspapers. It's very emotional, and sometimes I thought about Mr. de Waal, I think it was Scylla and Charybdis , I don't know which one.
He was sort of sandwiched by all these forces, I really appreciated his expertise, his dedication, and he really helped sort out difficult issues such as remuneration, but also many other issues in order to restore the balance in the business. Mr. de Waal was always very constructive in his opinion, and we greatly appreciate that. It's very unfortunate that he was not eligible for reappointment, but we understand his decision. A big hand for Mr. de Waal, please. Mr. Van der Lugt , unfortunately, is not attending the meeting. Albeit for a very short period of time, but he tried to share and contribute his knowledge of banking and insurance business. As I just indicated, he has stated that he would like to leave the company prematurely. I shall now proceed to the agenda item. These are a number of technicalities.
They're almost the same issues as last year, formally, we have to go through all these issues. First of all, 11A, authorization to issue ordinary shares with or without preemptive right. This is a point for resolution, item for resolution. We would like to address the indication of the executive board as the body that is authorized upon approval of supervisory board, to adopt a resolution to issue ordinary shares and to grant the right to subscribe for such shares, and to restrict or exclude preemptive rights of shareholders. Well, this has been included in the explanatory note. Of course, everything has been explained, so I'm going to proceed straight out. It's a maximum of 380,000 ordinary shares.
380 million, says Mr. Van der Veer for a period of 18 months, with extension authorization of the AGM, the number of shares that can be issued equals 10% of share authorized capital, the authorization can be used for any end, the supervisory board has approved the proposal. This authorization will replace any other authorizations granted by the AGM previously. Would anybody like to take the floor? Thank you very much, we can proceed to the vote. You can vote on 11A, the authorization to issue ordinary shares. Vote is open. I'm just checking to see whether everybody's cast their vote. If you've cast your vote, which is the case, I'm closing the vote. We'll have to wait for the results. Thank you. Agenda item 11A has been adopted. We can now proceed to 11B.
The Executive Board, with the approval of the Supervisory Board, proposes to designate the Executive Board as the corporate body authorized upon approval of the Supervisory Board to adopt a resolution to issue ordinary shares in connection with a merger or takeover business of a company, or if necessary, in the opinion of the Executive Board or Supervisory Board, to safeguard or conserve the capital position of the company and to grant the right to subscribe for such shares, and to restrict or exclude preemptive rights of shareholders. I'd like to refer to the explanatory note in the notice convening the meeting. Once again, a maximum of 380 million ordinary shares, a period of 18 months, with extension by the AGM, and the number of ordinary shares that can be issued equals 10% of authorized capital, and issued capital rather. This is authorization under 11A.
It can only be used for merger, acquisition of a company, or if capital increase is required according to the Executive Board or Supervisory Board in order to strengthen the capital position, or protect the capital position of the company. The Supervisory Board has agreed to the proposal, and this authorization will replace any earlier or previous authorizations granted by the AGM. I'm looking around to see whether there are any questions. Thank you very much. Now we can proceed to the vote. I request you to cast your vote on item 11B. The vote is open. Once you've cast your vote, we can close the vote, and we have to wait for the results. Thank you, 11B. 11B has been adopted. We can proceed to 12A.
I'm addressing authorization to acquire ordinary shares or depository receipts for the ordinary shares in the company's own capital in connection with a major capital restructuring. Oh, sorry, there was 12A. The authorization to acquire ordinary shares or depository receipts of ordinary shares of the company's own capital. The period is 18 months, and the acquisition price must at least be EUR 0.01, and may not be higher than the highest share price for which the certificates or depository receipts for ordinary shares are traded at Euronext Amsterdam on the date of which the purchase contract is concluded or on the preceding day of the stock market trading. Authorization says trading in the context of ordinary banking business or insurance business. Are there any comments? No? We can proceed to the vote. You can vote on agenda item 12A. Vote is open.
If you've cast your vote, we can proceed to close the vote, and we will have to wait for the results. Agenda 12A. Thank you very much. 12A has been adopted, and I can proceed to agenda item 12B, authorization the Executive Board to acquire ordinary shares or depository receipts for ordinary shares in the company's own capital in connection with a major capital restructuring for ING Groep N.V. I'd like to refer to the proposal in the explanatory note, and the authorization would be for a maximum of 20% of issued capital, consisting of a maximum under the authorization pursuant to agenda item 12A, which you've just adopted, plus an additional 10%.
This would be for a period of 18 months, the acquisition price must at least be EUR 0.01 and may not be higher than the highest price of which the depository receipts are traded at Euronext Amsterdam on the date on which purchase contract is concluded or on the preceding date of the stock market trading. The objective of the authorization is to enable the company to repurchase ordinary shares or depository receipts for such shares in connection with a major capital restructuring and to be able to respond promptly to developments in the financial markets. Are there any questions? Thank you very much. We can proceed to the vote. We're going to vote on agenda item 12B. You may cast your vote.
Once you've all cast your votes, I can close the vote, and we can wait for the results on the screen. Agenda item 12B. Thank you very much. Agenda 12B has been adopted. Thank you. We're going to proceed to the final item on the agenda, which is any other business. Would anybody like to raise any other points? Please stand at the microphone so we'll have a view of everybody interested in making a statement.
I thought Mr. Sponger was the first at the microphone this time. I'm not sure, but I do have something to say. One question, in the upcoming financial year, you still have to make an IPO for 25% of the shares in the U.S. In what stages will you be doing this IPO, and what's your timeframe?
It's still 75%, Mr. Hommen will explain.
Wasn't it 25% in 2013 and 2015 that had to be floated on the stock market?
Yes. We did 25% this year for 2013, and we'll need to do another 25% next year in 2014. As you know, we have a lockup. That means that we're not allowed to trade for 180-day period after we do the first section. The number of sections will depend on the market. Clearly, we want to do this as quickly as possible. On the other hand, we want to do it in a manner that fetches the right price.
I apologize. I didn't understand your question properly. We still have 75% to go, but we've got some more time for that. Thank you.
Mr. Stevens and Mr. Van de Bos. Thank you very much, Mr. Chairmans. I'm Mr. Stevens. Your financial agenda, it's on the same page as last year, page 11. We remember this from November 2013. We'd like to know when the meeting will be next year.
I haven't a clue.
Do you mean the financial agenda? Do you mean all the important financial dates? Yes.
Okay. I guess we'll need to do something because you don't list any dates past November 20th.
You'll need to book a venue, I understand that that needs to be done well in advance. Otherwise, they're all occupied.
Well, don't hold me to it, as for the AGM, it depends on how quickly we progress with privatizing the insurance business, if we're ahead of schedule, the bank will be able to report earlier. We'll have a different timeframe from the one we've had thus far. We could accelerate that. We'll get back to you on that.
Next, the appointment of Mrs. Bahlmann. I think you may have had a slip of the tongue or made an error because we're talking about the agency at the Ministry of Finance. From our perception, you read something different aloud.
The recommendation is from the supervisory board, the state is entitled to make a recommendation to the supervisory board for which candidate should be appointed.
Yes, I'm aware of that. At first, the agency of the Ministry of Finance required that you, because of that loan, you had to add two people at the recommendation by the government to the supervisory board. That's why I think it's strange that Mr. de Waal has been replaced.
That's as per the agreement, you would have to settle for 11 supervisory board members, and you secretly expanded the supervisory board. It all depends on how you see it. You can state it very formally, but at the time, the state recommended two supervisory board members through a procedure by the supervisory board, as Mr. Fink explained.
Were approved by you at the shareholders meeting. Now that we've made such good progress in restructuring, the state said we think it's sufficient to reappoint one of them. Mr. de Waal is stepping down. Officially, the state could have said, "We want the same procedure." They could have come up with somebody new. That's separate from the fact that overall three supervisory board members left, and three were reappointed. That's not a direct succession, but given all uncertainties and given the profile we aspire to and the profile that De Nederlandsche Bank expects of the total supervisory board, and as you may have read from the papers, that's far more rigid. Given the diversity requirements, I don't only mean gender balance, I also mean based on international aspects.
We thought it was wise to recommend not two, but three people for appointment to the supervisory board. That's separate from the state appointment.
Mr. Van der Burg. Mr. van der Veer.
My compliments for the way you chaired this meeting. It was smoother, more easygoing, and more cheerful than in previous years. My compliments.
Yes, that's us East Frisians. Perhaps. If you get past Mackem. The problem with the old Alt-A mortgages and the government, the government has various objections to the ING. Perhaps you should swap problems and this is some free advice from West Friesland.
Thank you very much, Mr. Hommen. Thanks to you.
Okay, you're last. No, wait a minute. You have a question, too.
Good afternoon. I'm Paul de Meyer from Belgium to the South. I have a question about the recent IPO in the U.S.
It bothers me because I understand that you're required to stick to certain stages agreed with the government. Considering this superficially, not having read the prospectus, but just reviewing the figures you published, I think that the valuation is very low. I see that in the past two years, you've achieved results of about EUR 500 million and have about EUR 10 billion equity, and if I understand correctly, a market value of EUR 2 billion, or did I misunderstand that? Please correct me if I'm wrong. No, we've sold 25% at a market value of EUR 1.3 billion. That 25%, if you multiply that by four, that yields EUR 5.2 billion. That doesn't sound like a lot to me if you compare that to the book value, because that's about half the book value. That's a sad fact.
At present on the market, given our very low interest rates, the market values some insurance companies somewhat better in the U.S. than in Europe. In Europe, they're sometimes going for 30%-40% of their book value. We're not very quick to sell because we hope that the market will pick up. We hope we'll be right. Thus far, we've done all right because we sold everything that we turned a profit on. Then you have a few more things that are a bit undervalued on the public market, hopefully, the market will pick up. I certainly agree with your strategy of playing for time.
I'm Mr. Van der Riet. I have a question for Mr. Hommen. How long will you be able to exercise that greenshoe? Because you can request another 10 million shares at the old price.
Greenshoe is for 30 days, I think this is day 14. Yes, roughly. The institutional investors that purchased this, are they customers of the banks you're in charge of? The institutional investors are mainly people we know well and primarily people who invested in ING. Many of them are from the United States. I think approximately 75% is American. There were quite a few Asians, that was surprising, and a very small percentage of Europeans. About 20% Asians and approximately 5% Europeans. The investors were mainly long-term investors, we're delighted with them. Customers of the bank that canceled you concerning the issue. There are major investors who do banking with all the banks that helped us as well as with others. It's not that they had to buy because they do business with that bank.
The 18 people that left and started making double the salary in the U.S., were they taken on by the same bank and the same people who canceled you? No. I would like to second what Mr. Swinkels said. I think that I like the idea of getting tickets to an international football game, if there's one being played in the Netherlands. We'll look for them for you. I'm Hans Groen from The Hague. I wanted to ask whether the problems at the WestlandUtrecht Bank might be combined with the problems you're having selling your insurance businesses and the coercion in setting up a Nationale-Nederlanden Bank. Perhaps we could team up and find strength in numbers.
That's the intention, that the WestlandUtrecht Bank transfers part of the mortgage portfolio to Nationale-Nederlanden, and that that section continues as the Nationale-Nederlanden Bank and the part that is not transferred will end up with the ING. Will gradually be managed back. Is the EU okay with all this? Yes, it's all interrelated. That will certainly streamline things. I have another question. Last year you suggested, I'm not sure whether you were certain, that you might have a spinoff for the shareholders in the IPO of Nationale-Nederlanden. Is that history, or can we still keep our fingers crossed? That will depend on various factors, such as how fast we can reduce group debt.
There's still EUR 5 billion in debt that has to be repaid, and then it depends on how much capital Nationale-Nederlanden will need and whether the debt position that will carry that division is acceptable. We still need to work that out. Then we might make that spin. We might also do an IPO or some kind of hybrid match. We haven't decided yet. There are pros and cons to all those transactions. What about the transition to a paper-free environment? Perhaps we could start using electronic entrance certificates instead of paper ones. Then you wouldn't need to print that at home anymore. You could simply scan it on your iPhone. We'll take that one on board. Thank you. Microphone three, and then microphone four, and then you'll have the floor at six, and then I'm going to wrap up. I'm Mr. Swinkels. I'm from Erp.
Thank you very much for the invitation to the football game next year. I look forward to attending it. I have a different question that concerns the spinoff you just responded. I'm a shareholder that has been through the merge. I'm still pretty young. I experienced the merge with the Nationale-Nederlanden and the Nederlandsche Middenstandsbank and ING, which has been transformed into ING. I'm not happy with the way the transaction took place in the U.S., that we as shareholders lost 50% of our value creation in the firm, that we're giving it away to speculators. You say those are all long-term investors that have acquired those shares, but I consider them to be speculators. I'm interested in that, and I really hope that you'll consider current shareholders because giving 50% discount won't do us any good.
I suffered deep losses and the other person may have been satisfied with ABN AMRO, so was I, but what happened with ING was really overwhelming and I still haven't recovered. I wanted to get that off my chest, could you please cater the spinoff to the present shareholders? I appeal to you. Another issue I'd like to raise concerns the composition of the supervisory board. If it turns out that in the past year the spinoff took place or will take place next year, then the firm will be more manageable because of its size. I can imagine that the supervisory board, as Mr. Van der Burg already said, the government regulations stipulate that you need quite a sizable group, but let's control the cost because they're hitting the ceiling and we need to tighten our belts. My suggestion concerned remuneration as well.
If the spinoff takes place, then it will be more manageable for the present executive board, and then the remuneration structure should be adapted accordingly. Those were my suggestions. I expect you to respond. Check with Mr. Hommen, but I'll follow up on that. Regarding the spinoff, we're certainly interested, and it should be possible because then you need to have repaid the debts and you need sufficient capital. I understand your argument. I think it's a crying shame to hand over a company to others and have them watch the premium rise. A cautious yes, but it needs to be responsible. We'll take it on board and it certainly figures on our agenda. As for the membership of the supervisory board, I think we need to get through all these restructurings. When you have a new balance situation, you might indeed consider scaling back the supervisory board.
That said, given all the desires and competencies of De Nederlandsche Bank, it's clear that supervisory boards in Dutch banks and insurance companies will never be tiny, but I can easily imagine making do with fewer than 12 in the new balance situation. On to Mr. Vreeken, you're last. Wait a minute, I made a mistake. First Vreeken, and then you, I believe. No matter, you'll get the floor last. Mr. Vreeken. ING has a lovely art collection, but I understand from the art management division that no new acquisitions have been made in years. Given the ING's social responsibility, perhaps the ING might consider, given the dismal circumstances in the art industry, perhaps they could do something nonetheless, allocate a certain budget for purchasing new art. I think our current priorities lie elsewhere.
I'm not going to follow up on that at this time, but don't let me stop you.
[Dasor].
The floor. You get the floor last, excuse me.
Yes, Mr. Chairman. I'm Mr. Van Heijningen van Horssen . I have a question about American mortgages. Has it been considered that under U.S. law, in many cases, the debtor is no longer liable for residual damages as the debtor would be under Dutch law? Well, mortgages in the U.S. are very unusual. I'm referring to the Alt-A mortgages, and the legal system is entirely different from what we have in the Netherlands. Fortunately, we've noticed that a large number of mortgages have been repaid or refinanced and repaid even earlier, so the total amount outstanding is considerably less, and that's why if you see what the government received in financing from the ING and the value of those mortgages, that's back in the black. I think that we should all be happy that that's the course it took.
Ladies and gentlemen, thank you for your support to the ING. Thank you for coming, and have a safe trip home. We have some refreshments in a moment. Thank you very much again. This meeting is now over.