No, I'll be careful. Good morning, everyone, and a warm welcome to the NN Group Annual General Meeting. On behalf of my colleagues in the Supervisory Board and the Management Board, I hope that you're all doing well. I'd like to officially open today's meeting, which is again a hybrid event. We're presenting and broadcasting to you from our offices in The Hague. Welcome to our shareholders present, both in the room here with us, as also those joining virtually. With me here today are Pauline van der Meer Mohr, Vice Chair of the Supervisory Board and Chair of the Supervisory Board's Nomination, Remuneration, and Governance Committee, NN Group CEO David Knibbe, and NN Group CFO Annemiek van Melick.
I'd also like to introduce Rob Lelieveld and Cecilia Reyes, members of the Supervisory Board and nominated for reappointment, as well as Yanet van der Stok, Company Secretary and member of the Management Board as General Counsel. Inga Beale, member of the Supervisory Board, also nominated for reappointment, is unfortunately unable to join today's meeting. Other members of the Supervisory Board and Management Board are either in the room or are following the meeting via the webcast. In addition, I'm pleased to welcome and introduce you to three other guests. First, our External Auditor, Joost Wols, representing KPMG. There he is. Second, our Notary, Manon Kramers of Stippe, who will cast all votes on the basis of the electronic proxies with voting instructions that have been granted to her. Lastly, Anke snaak of Ernst & Young.
Anke is, yeah, over there, which audit firm has been nominated for reappointment as NN Group's new External Auditor. Before we start, I'd also like to give a special warm welcome to the representative of NN Group's Central Works Council, Jaap Engberts, who's the Chair of the Central Works Council, Anne Hesselmann, and Arno Dalms. Welcome. I'll chair this meeting in English, and all other speakers today will also be presenting in English. If you prefer to follow the Dutch translation of the meeting via a headset and you've not yet been provided with one, please raise your hand. The webcast is also available in both English and Dutch, so all shareholders attending virtually will also be able to listen to the meeting in their preferred language. I have a few announcements to make, formally at the beginning.
The shareholders have been convened in accordance with applicable law and the company's articles of association. The General Meeting is thus able to validly adopt resolutions. No shareholders have submitted proposals to be included on the agenda today. At the record date, which is the 17th of April 2025, the issued share capital consisted of 269 million ordinary shares. At that date, 2,891,000 ordinary shares were held by NN Group itself. No votes can be cast on these shares. Altogether, 266,109,000 votes are eligible for casting today. I will inform you on the present and represented share capital prior to the first voting item. The entire meeting will be recorded in order to be able to administer the meeting. I'd like to briefly elaborate on the procedure and the order of the meeting.
Shareholders were given the opportunity to submit questions on agenda items in advance of the meeting. We have not received any such questions. All shareholders who are present today in person and those shareholders who have registered to virtually attend and vote during the meeting may ask questions during the meeting. For shareholders who are present in person, if you want to ask a question, please make your way to one of the microphones. There are three in the room. Shareholders who virtually attend can ask questions via the messaging function. In both cases, before asking your question, may I ask you to please first state your full name and the organization you represent, if any, just so that can be included in the minutes. Some of the voting items today will be briefly summarized. An extensive explanation of these items is included in the convocation letter.
The proposals that will be put to a vote today regard the full proposals as included in the convocation letter. Similar to last year and in line with the usual practice for hybrid meetings, votes can be cast at any time during the meeting. As you can see on your voting device or on the online voting platform, voting is already open, and you'll be able to continue voting until the close of agenda item 12, which is the last voting item on the agenda. Voting results will therefore only be shown at the very end of this meeting. For reasons of efficiency, we will combine some of the agenda items. That means we will first explain each of the combined items, after which shareholders can then ask questions on any of these agenda items.
For shareholders who've registered to virtually attend and vote during this meeting, a hybrid general meetings manual and frequently asked questions document has been published on our website. Shareholders who are present today in person and who have received a mobile voting device, please keep this device with you at all times and only hand it in upon final departure. Instructions for the use of the mobile voting device or voting on your own personal device are included in the presentation. If you're no longer logged in or should you need help, please raise your hand so we may assist you. Shareholders are not allowed to make photos, video recordings, and audio recordings during this meeting. Lastly, can I please ask everyone in the room to put their phone on silent mode? Much appreciated.
Let me now turn to the first matter on the agenda, which is agenda item two. Here I'd like to refer to the 2024 annual report, and I'd like to give the floor to David Knibbe, CEO of NN Group, and Annemiek van Melick, CFO of NN Group. David will discuss the annual report, and Annemiek will look back on the financial results in 2024. The company's strategy and plans to contribute to the well-being of people and the planet, including our strategy and plans to address climate change, net zero ambitions for 2050, and progress made in 2024, will be addressed in agenda item three. The adoption of the annual accounts for the financial year 2024 will be addressed in agenda item 5A. David, over to you.
Yes, thank you, Dave, and good morning, everyone, and welcome at NN Group. Thank you for attending the shareholder meeting here in The Hague, either in person or online. It's good to see you all here. I will start with a short recap of the year and share the major achievements and developments with you. Our CFO, Annemiek van Melick, will then talk to you on our financial performance. I will close off with some final remarks. Before we start with a reflection on 2024, I would like to spend a moment on what's happening in the world around us. This month, many people commemorated and celebrated 80 years of freedom since World War II. At the same time, as we all know, tensions in the world are rising.
The war in Ukraine, the violence in the Middle East, and other conflicts or wars around the world are part of our daily news cycles. Many of us are concerned about what is happening to democracy, traditional alliances, the global economy, and financial markets. These developments are impacting the livelihoods and well-being of people everywhere. As an international financial company, NN is an active part of society. All of these topics come up in our engagement with customers, colleagues, shareholders, and other stakeholders. We feel we have a role to play by helping people care for what matters most to them and by supporting them in their financial well-being. Which brings me to the agenda of today. Let's look at our performance of 2024.
We reported very strong results, which shows that we are well on track in delivering our strategy focused on customers, our colleagues, and our contribution to society. I will share a few examples. On customers, we reported strong business performance and growth across the group. In Europe, we continue to see firm commercial momentum with higher sales of protection products. This was driven by our successful distribution mix in the region, reinforced by new product launches. In the Netherlands, our non-life business maintained its robust performance and delivered volume growth. Our pension business also reported continued growth supported by strong inflow in defined contribution renewals of existing defined benefit pension contracts and pension buyouts. Our performance is also reflected in our customer satisfaction scores, which continue their positive trend. Eight out of ten countries rank at or above market average.
On people, our employee satisfaction scores showed an upward trend, indicating our success in jointly creating an attractive work environment. We achieved our target of at least 40% women in senior management positions. Of course, there's always more work to do, for example, by focusing on gender diversity at all levels in the company and by investing in our talent and succession planning. Turning to our contribution to society, we support and see around 65,000 people with their financial, physical, and mental well-being in 2024. Since 2022, we have supported a total of 766,000 people, for example, with programs focused on reducing financial stress, improving health literacy, and on strengthening social connections. On our climate performance, we made further progress in reducing our carbon footprint, for example, in our corporate investment portfolio.
We also increased our investments in climate solutions, bringing the total investments to EUR 12.8 billion by the end of the year. I will elaborate on our climate ambitions in the next agenda item. Now let me turn to another important topic. The expectation of our customers is evolving rapidly, driven in particular by the high-speed development in technology and AI. Therefore, at the end of 2023, we refined our strategy and introduced a new commitment on becoming a digital and data-driven organization. We strongly believe that enhancing our capabilities in this area will enable us to remain competitive and to be ready for the future. Throughout the year, we made important steps with several initiatives across the organization. We are simplifying our IT landscape through standardization.
We're scaling AI applications throughout the business, and we launched specialized data literacy programs for our colleagues aimed at further improving their digital skills. Of course, these developments are going fast, so we need to keep up. We already clearly see the first positive results. We will share more details on this topic during our upcoming Capital Markets Day later this month. All in all, we can look back on a very good year, which highlights the strength of our business and our teams. This also resulted in a strong financial performance. Our CFO, Annemiek van Melick, will tell you more.
Thank you, David. Let me take you through the highlights of our financial results in 2024. I will first focus on the key group metrics and then go into some more detailed insights in the contribution of our underlying businesses. Let's start with our business performance, for which we use operating capital generation as one of the key performance metrics. We refer to that as OCG. You see that on the top hand on the left side of that page. This metric reflects the solvency capital generated by our underlying businesses before market movements, the impact of regulatory changes, and distributions to you, our shareholders. Our business performed very well in 2024, generating over EUR 1.9 billion in operating capital. This amount represents a slight increase from 2023, which benefited from positive experience and is in line with the EUR 1.9 billion target we set for 2025.
As such, we have met our 2025 target one year ahead of plan. Next to operating capital generation, we also look on a cash basis to our business. So how much cash do our businesses generate? And we're happy to report an increase in free cash flow to EUR 1.5 billion, an 8% year-on-year increase. As such, we're comfortably on track to deliver on our free cash flow target of EUR 1.6 billion for 2025. Our balance sheet remains solid with a solvency ratio of 194%, which I will explain later. Our cash capital position reflects the cash capital we hold at Group and increased by EUR 300 million during the year, reaching EUR 1.3 billion at the upper end of our EUR 500 million-EUR 1.5 billion range. The continued strong commercial and operating capital performance of our business reinforces our commitment to our capital return policy to you.
This includes a progressive dividend per share, i.e., a growing dividend per share, and a yearly buyback of EUR 300 million. Raising the total dividend per share by 8% is a further sign of this commitment. Now let me give you some more insights into our solvency position. We started the year 2024 with a solvency ratio of 197%. This ratio indicates how much available capital, so-called eligible own funds, we hold versus the required capital we need, the called solvency capital required, to cover for a shock of one in 200 years. If that ratio is above 100%, we will have enough capital to fulfill our obligations to our policyholders, our clients, some of them in this room as well, in case of a one in 200 year shock. We obviously want that ratio to be well above 100%.
We started the year 2024 at 197% and were able to keep it fairly stable, ending the year at 194%. You can see the figure of EUR 1.9 billion of operating capital generation I just talked about in that chart. You can also see that that added 22 percentage points to the solvency ratio. That was nearly enough to cover for the 14% of capital we returned to our shareholders, to you, by executing a buyback and by dividend, as well as for negative market movements, which cost us minus 8 percentage points of solvency and the negative impact of regulatory changes. The latter, so this negative impact of regulatory changes, are reflected in the bucket other.
That negative impact would have been higher if we would not have executed management actions, including a reinsurance transaction, as well as an accelerated reduction of mortgages and equity exposure in line with our new strategic asset allocation. Now, let's have a look at the underlying businesses. Since 2021, our operating capital generation has grown at an average rate of 7% per year, generating over EUR 1.9 billion in operating capital for the full year 2024. This growth mainly came from the growing businesses in Europe. The strong performance in 2024 reflects a small increase from 2023, which benefited from positive experience, mainly in our non-life businesses. We saw higher investment results in Netherlands life, whereas Netherlands non-life segment exceeded its run rate in 2024, driven by strong new business in our property and casualty. That means fire and motor insurances and disability product lines.
As you know, we are active in nine other countries than the Netherlands, and we have leading market shares in life and voluntary pensions, for example, in Poland, in Greece, and in Slovakia. In 2024, the strong increase of Insurance Europe segment, which was 9%, as you can see in the table on the right-hand side, was mainly driven by sustained commercial momentum across most of our countries. Greece, Poland, Romania are especially worthwhile mentioning here. Due to the strong growth sales and margins, our European business generated EUR 461 million of operating capital generation, OCG, already surpassing its target of EUR 450 million, which we originally set for 2025. Our Japan life business maintained a stable OCG despite the impact from the business improvement order imposed by the Japanese regulator and negative currency impacts driven by a weaker yen.
Our Dutch banking business, NN Bank, saw a decrease in OCG as the interest margin normalized during 2024. Finally, the segment other experienced a decrease in OCG due to less favorable experience variances for the reinsurance business. We are proud to have achieved EUR 1.9 billion, to have achieved our EUR 1.9 billion target we set for 2025 one year ahead. More importantly, our growth profile has improved due to ongoing business diversification, reducing the dependency on our Netherlands Life segment and tapping into other revenue streams from fee and technical income sources. Going forward, future growth is expected mainly from our International and Netherlands Non-life business. Our IFRS reported figures do not drive our key targets nor our capital return to shareholders, but we are pleased to show that our 2024 operating result increased, largely driven by strong business growth in Insurance Europe.
The net result for the year increased by over EUR 400 million versus 2023, which contained a non-operating provision of EUR 360 million related to unit-linked settlement. To conclude, our commercial and financial performance in 2024 has been strong, and we're well positioned to continue delivering value to our stakeholders. Our delivery in 2024 shows that our 2025 targets are realistic and feasible. The continued strong commercial and operating capital performance of the business supports our capital return policy. We're increasing the total dividend per share by 8% and initiating our commitment to shareholders. We're excited about the future, and we will share more details with you at our Capital Markets Day in The Hague later on this month on the 27th of May. Let me hand it back to David now.
Yes, thank you, Annemiek. Let me close off. Our ambition is to be recognized as an industry leader known for customer engagement, talented people, and contribution to society. Since launching our strategy in 2020, we have made significant strides and are well on track to meet our targets for 2025. However, as said earlier, we operate in a turbulent environment, which requires us to continue to navigate this dynamic landscape with agility and speed while maintaining our long-term focus. This year, we celebrate our 180th anniversary of Nationale-Nederlanden, which is our testament of our resilience as a company. We recognize that this resilience is not guaranteed, and we must remain vigilant and fully focused on serving our customers and other stakeholders.
In the end, it all starts with providing financial security for our customers during key moments in their lives, whether that is retirement, illness, or an extreme weather event. This is our purpose: to help people care for what matters most to them and to support them in their financial well-being. With our leading market positions and our robust balance sheet, we are in a good position to continue to grow and create sustainable long-term value for our shareholders, including you. Later this month, on Tuesday, May 27, we will give an update of our strategy at our Capital Markets Day, which, of course, can be followed online. To close off, I would like to thank you, our shareholders, for continued trust in our company. Thank you for joining us today. Like always, we look forward to engaging in a dialogue with you. Thank you.
Thank you. Thank you both, David and Annemiek. At this point, I'd like to give shareholders an opportunity to ask questions or make remarks regarding agenda item two of our annual report. Yes, sir. Will you please go to the mic, state your name and any organization, if relevant?
[Foreign language] Van Riet, particulier. Ik had eerst even de frustratie over het parkeren. We hebben gisteren of eergisteren een e-mailtje gekregen hoe we moesten rijden.
Yesterday, we received an e-mail as to how to drive. I was frustrated about the parking situation. It's very frustrating that this didn't work out. I mean, you are a large company, a large corporation, so I don't understand that. Banking minus 11%, Ms. Annemiek, you never explained what the reason is.
That was mainly due to the fact that the net interest margin at the bank, in line with what we saw with other banks, was lower than last year. Last year, it was rather high because interest rates increased rather rapidly. This year, there was somewhat something of a normalization.
Shareholder, I agree with you that in 2025 it dropped, but in 2024 it increased. I may be mistaken, could be, Ms. Van Elk, in the second half of the year it declined, which means that it was lower than what we saw in 2023.
The shareholder, I missed that. I heard something about the pensions. What about NN, the introduction of pensions? There has been quite a bit of discussion in Parliament, and not only in Parliament, also in other institutions. Good question, Mr. Knibbe. We need to distinguish between pension funds and insurance companies. We see in the pension funds, Nationale-Nederlanden is ready with the new products under the new system. 50% of the clients that wanted to extend proceeded to the new system. We would like to see a higher number. We hope that this year we will go to a higher percentage. Sometimes employers are simply not ready, but we are ready, operationally speaking. Sometimes they have to consult with the works councils, trade unions, and other stakeholders.
I do expect that we'll be able to proceed at quite a good pace and to proceed and bring people to the new system, introduce them into the new system. I understood from publicity that only 4% or 5% had been transitioned to the new system. You say it's 50%. I think it's a good thing to distinguish two things, says Mr. Knibbe. I think there are about 150-160 pension funds. Only three of them have transitioned. Possibly this summer, another couple of them will transition. That's about the pension funds. We're talking about commercial clients, SMEs, or larger commercial clients that do not work with pension funds. They have a direct arrangement with us. For that group, half of those institutions that are clients of ours have already transitioned. These are individual commercial clients.
Shareholder, these are private companies that have pension arrangements with you, Mr. Knibbe. Yes, if you look at the overall pension market, it's about 80%-85% works with the pension fund, and the rest is in the unregulated market or the free market. We operate in that. Within the 50%, we have 40% market share. About half of that has already transitioned when they extend their pension. I don't know whether I've simplified things. I don't know. It was an attempt to do so. Aegon had all sorts of issues with the port pensions. Did you have similar problems? We never acquired Aegon, so we don't have any skeletons in the closet from Aegon. We did acquire Delta Lloyd, but we don't have these cases. No, they're not. I have a practical question. There's a headquarters in Amsterdam of NN.
What about the operation? I haven't seen anything about that. No operational costs. Isn't it owned by NN? No, this is the former Delta Lloyd head office. No, the glass shoe, I mean. Yes. Yes, indeed. We own it, and we are letting it. This is the famous glass shoe property. It's a multi-tenant situation. We have several tenants and good occupation. We get rental income from that, and we're very happy with that. Thank you, Mr. Ferrer. I heard your comment about the parking situation. We will do our best to improve the situation next year. We apologize for that. Good morning, ladies and gentlemen. My name is Sef from Amsterdam. I have two questions. My first question concerns Japan. Last year, you'd already answered my question. You said that you wouldn't be able to solve 2024.
Could you tell us a bit more about 2025 and the situation in Japan? My second question. Last year, the second half of last year, I read that NN would introduce payment accounts. I was shocked somewhat because, as an investor, I do have some experience with larger banks, and even Triodos had issues with Dutch banks. For me to hear that NN would also introduce payment accounts, that is a whole new ballgame for transactions and payment transactions. Now NN is just a matter of saving. It is quite straightforward, but payment accounts are something entirely different, a whole new kettle of fish. Could you tell us a bit more about that situation? Absolutely. Thank you for your questions. Japan.
I don't know whether everybody remembers that in Japan, we had a business improvement order, which means that the regulator feels that we need to sort out a number of things. Unfortunately, in Japan, these orders happen rather frequently, and our sales are now half of what they used to be. Indeed, that was an issue in 2023 and in 2024. Now, I cannot comment on this in terms of when this will be solved. Ultimately, it's up to the Japanese regulator. They'll have to say when we've taken enough measures. We'll have to wait and see. Fact of the matter is that there is positive news. Ordinarily, during such a business improvement order, no new products are approved. They have approved a new product, which is a saving product that we just introduced. We do see the first positive results in sales there.
We do expect gradually increasing sales trends, but we have to wait until the regulator has lifted this Business Improvement Order. Even so, we will need some time in order to make sure that our sales get back to the level they used to have. Payment accounts. There has been quite a lot of debate about this. The background of these payment accounts is that for us, as an insurance company, especially a life insurance company, we have very little engagement with clients. The more engagement with clients, the happier the clients are. Payment accounts is one of the ways to engage with your clients. We see that possibility. If we can engage with our clients more frequently, we can improve our customer scores. That is the idea, the rationale behind it.
There are two very important considerations, one of which is how to deal with anti-money laundering policy. On the other hand, this is something that you're introducing. You're starting from scratch. You can start complying with the standards. You do not have any legacy issues. Your app and your portal have to be really stable. If you cannot see your life insurance immediately online, it is a nuisance. It is quite different if you want to transfer money. It is something we need to sort. There we said, in any case, we feel that the systems have to have a high degree of reliability, not only for payments. It is not good for your products if there is a lower reliability. We did a risk analysis, and the conclusion is that we are capable of going through with this.
That is why we will shortly be introducing payment accounts. Thank you. On behalf of VB, I am going to follow the trend to ask questions in Dutch with the English terms. Thank you very much for your presentation. If we compare presentations of NN and the reports of NN with other insurance companies, what strikes us is that return on equity, ROE, is no longer used as a metric, whereas other peers do do that. We see the life and prospectus. I looked at that. It was a metric at the time. Is there a certain rationale behind that? Do not you consider it to be a relevant metric, or do you want to show the cost and then manage the cost? Do you have any other questions? Yes, I have two other questions. If I may, I will ask those questions now. And then the peers.
If we compare the peer group, the top 10 insurance companies in the STOXX Europe Index, in terms of price book value, they're all in excess of one. NN points 5.6 over the past few years. Is this also a metric that you look at as NN that you might want to manage, increasing buybacks even more, or perhaps optimize your portfolio? My third question, if we look at Solvency II ratios and sensitivity analysis in your year-end presentation, it struck us that the biggest impact in a shock would be in the property market, real estate market. Equity and mortgages was reduced and then took measures, and that led to 13 percentage points of the solvency ratio was deducted. Should there be a shock in the real estate market, is NN comfortable with these numbers now, or are you looking at reducing the risks? Thank you.
I'm going to ask Annemiek to first reply to your question. Yes, I shall reply in Dutch. And I'll be using some English terms, left, right, and center. Your first question about return on equity, if we look at how we manage the business, if we look at the ratios that are determining to be able to pay our dividend and do buybacks, they're all based on Solvency II. That is also why we manage on the basis of those metrics. There's been a transition to IFRS 17, and the transition method that you use also has an impact on your level of equity. We chose a method due to which we have quite a bit of equity. Now, if we would look on IFRS basis, we would have an ROE of about 11%. ROE is also based on clicked-in returns after transition to IFRS 17.
That is not very telling. It also has to do with how big your equity base is. It does not really impact how we manage our business or the returns that we pay back to our shareholders, which is why we particularly focus on operating capital generation, OCG, and the cash that we generate and solvency ratio that we want to be good. We do not have a target in that respect. Price to book question. Of course, our share price. Of course, we are not in control of that. In the price to book, you have the nominator. We have quite a high nominator. It has to do with the kind of business that we are. If you compare us to the top 10 European insurers, we have quite a big chunk of pensions with very long liabilities. For that, you have to retain a certain capitalization.
Price to book, I think that many shareholders also look at the dividend yield, the capital return yield that you can get. There was a question about sensitivity of this, there was a comment off mic. The interpreters cannot hear it. Over the past few years, as Ms. Fermey looked at our sensitivity, our interest rate sensitivity is not that high because we really want to match the cash flows. If there is a parallel shift, interest rate up or down, we are not that sensitive to that. If there is a steep development in the curve, there is a bit of sensitivity, but that is not that big. The biggest sensitivity is in mortgages and in real estate. We are very comfortable with the real estate portfolio that we have.
If you look at recent volatility that we've seen in the market, if we look at the overall investment portfolio, 80% is fixed income. A large chunk of that is Dutch mortgages. We feel that the credit risk is really, really low. I think it's about 26% of our portfolio. We have 9% in real estate. We also believe that the credit risk there is very, very low. We hold on to it for a long time because we have long-term liability. We feel very comfortable with that. Quite apart from that, in the real estate portfolio itself, we see that last year, in our opinion, we hit the bottom of the market. We've seen some increases. With the mix that we have, EUR 12 billion in real estate, which is about 9%, we're very comfortable with that.
We also feel that the sensitivity related to that is something we feel comfortable. 13% of real estate, we've seen a big shock, about 10% on the price. Yes, one question about ROE. Perhaps it would be better or easier for investors to understand this because what strikes me if we look at ASR or other insurance companies, in their presentations, they prominently referred to perhaps not ROE, but an operating ROE. What is the difference between NN and other insurance companies that this metric is slightly less relevant, Ms. van Melick? When David and I go on roadshow and when we talk to our major investors, I think we get a question about ROE once a year, and that is at the AGM. The others only ask us about OCG, the free cash flow that is generated, and the solvency ratio.
Sometimes they do look at OCG or free cash flow per share. You do relate it to your share price. Actually, we never get this question about ROE because most major shareholders for a business that has 50% from life insurers, particularly pensions, for such a company, it is a less reflective metric. Thank you.
Questions or comments related to the annual report? Seeing none, I'd like to close that section. Thank you very much. We'll move now to the next agenda item, item three, which is our sustainability report and discussion item. Here, I'd like to give the floor again to David, who will give an explanation of the company's strategy and plans to contribute to the well-being of people and the planet, including our strategy and plans to address climate change, our net zero ambitions for 2050, as well as progress we've made in 2024.
Yes, thank you, Dave. As you may notice on the agenda, this is the first time we include sustainability as a separate agenda item. By doing so, we dedicate some time to provide additional context to our ambitions and commitments in this area and to answer any questions you might have. Sustainability has been part of our strategy for years, and we acknowledge the ongoing need for action and welcome the open dialogue. Let me start with sharing some of the latest developments within our company. In March, we published our annual report. Although CSRD, the Corporate Sustainability Reporting Directive, and the accompanying reporting standards are not yet transposed into Dutch law and therefore not yet applicable to NN, we have voluntarily used these standards as a basis for preparation for the sustainability statement in our annual report.
The annual report outlines our performance and results, as well as our approach on relevant sustainability matters, which include environmental, social, and governance topics. We recently also published our climate action plan, in which we describe how we incorporate climate action into material aspects of our business. Climate change continues to be high on the agenda, and the effects of global warming become more evident every day. Last year alone, we saw a disastrous impact of wildfires in California and in Greece, floods in Spain, and this summer is expected to become the warmest on record. This will impact our lives, our societies, and our industry as well. We believe the financial sector and we as a company have a role to play in a transition to a more sustainable economy.
Concretely, this means we aim to become a net zero company by 2050 for our proprietary investments, insurance, and banking activities, and net zero for our own operations by 2040. Though our objectives are ambitious, and we make good progress on some of our targets and reference objectives. Let me share a few examples. Looking at our investments, we invested EUR 12.8 billion in climate solutions by the end of 2024. We also reduced the greenhouse gas emissions of our corporate investment portfolio by 31%, surpassing the target set for 2025. Turning to our insurance underwriting business, we reported an 11% lower greenhouse gas emissions in our commercial lines portfolio in 2024 compared to 2022. We are also committed to advancing sustainable repair practices. By 2026, we aim to have 70% of our repairs to retail property home building in the Netherlands carried out by our sustainable repair network.
Turning to our own operations, we are taking steps to reach our net zero ambition by 2040 in this area by reducing the environmental impact of our offices, by cutting waste, and by stimulating a more sustainable way of commuting. All in all, it is important to note that for us to make an impact in the real economy, we are also dependent on factors which are outside of our direct influence. For example, we are dependent on government policies and actions to ensure decarbonization of the grid and people's homes. On our part, we will continue to step up our efforts and strive for positive change, and we'll continue to engage with our customers to support them in making the transition. Because only if we work together, join forces, we can accelerate the transition towards a net zero future.
I look forward to engaging with you on this topic today and in the future. Thank you.
Thank you, David. I'd like to open up the floor for questions and comments on agenda item three. Yes, ma'am. Could you please state your name?
[Foreign language] Goedemorgen, mijn naam is Angeli.
Good morning, Angeli Doskerich. I'm the director of VBDO, the Association for Sustainable Investment. Of course, the questions will be about sustainability. I would like to focus on biodiversity, living wage, and CSRD. To start with biodiversity, we're pleased to see that nature has been identified as a material topic at NN. That includes biodiversity and water. I think it's been quite a lot of work to establish that, departing from the double materiality analysis. The question is, how are you going to relate this to targets? How can you formulate targets?
We read that there are targets that were developed for that, and they'll be reported on next year. We are very much looking forward to that next year. We are also looking forward to hear how this procedure developed. Perhaps you could tell us a bit more about that and how this topic will remain an important issue for NN. It is also important in terms of living wage at NN. We played an active role in the platform for financials. Living wage has been given a new definition by the ILO. We are curious to hear whether or how that relates, your activities relate to the definition. Are you prepared to also endorse the definition of the ILO? In conclusion, CSRD. That has been a whole lot of work to sort this. I would like to compliment you on your efforts.
We would like to hear from you which problems you've experienced, or if any. Perhaps you only have successes to report, but perhaps you could also comment on that. Also, perhaps share your opinion on, of course, there's new legislation being developed in order to simplify matters a bit more. How does NN relate to this omnibus legislation?
Those are our questions. Thank you. Thank you for your questions, David. I don't know whether these actually are three questions. I don't know about that. Biodiversity. Yes, this is a topic that we are working on. It's complex because greenhouse gases, methane, you can calculate that. In that biodiversity, it's much more tricky. We do intend by the end of the year to disclose targets. We are still in the process of doing that. What are we doing?
We participate in all sorts of groups. Of course, we talk to asset managers in terms of how you could measure this. We are also part of other initiatives, clean water, sustainability, and other networks where, of course, we discuss what the best way would be to deal with this. Of course, we do not want to reinvent the wheel. We are also increasing our internal knowledge. In-house, we are recruiting people with experience in order to increase our know-how in the company. Because in the long term, this is something that we want to continue to work on, which means that we need a bit more know-how. We are going to organize a biodiversity day in our company. It is work in progress, as I said. It is not straightforward, but we do think that it is a good thing to do.
There's some overlap between biodiversity and what we're already doing in terms of climate. Things we're doing with respect to the climate are already good for biodiversity. By the end of the year, I expect that we will be able to disclose some targets. Living wage. Yes, we will endorse that definition. This is about how do you make sure that you not only purchase products and services, but throughout your value chain, that the parties you engage with, that you make sure that the products that you procure, that the people who make those products make living wage. Of course, we look at living wage, but also, and we do so throughout the company and also the procurement department.
We're working with the procurement department in order to look at criteria so that we look at living wage and climate, etc., before we do business with a company. Sometimes it's tricky because quite regularly you deal with smaller companies, SMEs. They're not used to that and not used to these requirements. Sometimes you need to give them some time, but it is a topic that we do have on our agenda. CSRD, sustainability reporting now. Yes, it was quite a job to be able to report on it. It hasn't impacted our policy, to be quite honest. We'd already been working in this field. We used to do things our own way. That was tricky. Now, all of a sudden, we had to fully comply with CSRD and adjust to those processes.
I think it's a good thing because it provides more transparency and it makes it easier to compare companies on the basis of these definitions. It's easy to compare and to see, okay, who's doing what. In that respect, that is a positive thing. To be quite honest, it's not that we've all of a sudden adjusted our policy to comply. No, we've been working on this topic for years and years, and we'll continue to do so. Simplification is important because there's a lot of overlap between rules and regulations and legislation on each and every separate topic. When we end up dealing with these topics, there's quite a bit of overlap. This whole debate on omnibus legislation would help. It doesn't mean that we will lower our ambitions, but it would be helpful to simplify reporting.
[Foreign language] Organization. Ja, ja, goedemorgen. Good morning.
Delian Gayar, I work for PGGM. I'm speaking on behalf of Pension Fund Zorg en Welzijn and one of the Eumedion participants. First of all, we would like to express our appreciation for the fact that you put sustainability on the agenda as a separate agenda item. We are extremely pleased with that. My question is the following. The European Commission has introduced ReArm Europe in order to increase and strengthen defense capacities. What are the implications for your investment policy? That is my question. How does NN balance the need to improve Europe's defense and its current policy in which certain sectors are excluded? Thank you. Yes, absolutely. This is a topic that we are putting a lot of time and effort in. We engage with many other institutions, the Ministry of Defense and other stakeholders. We have not adjusted our policy.
We've been pursuing a policy in which we do invest in defense. We haven't excluded defense. In the past, some people looked at this rather critically and said, "Why are you investing in defense?" Now people are asking, "Why are you not investing more in defense?" Our policy has not changed. We do exclude things, which means that, of course, we exclude a number of countries, cluster bombs, white phosphor, and nuclear arms. Of course, we do exclude certain things, but our investment policy in terms of defense has not been adjusted in the current climate. We are looking actively, but this is keeping in mind this ReArm Europe policy. The defense industry in Europe is rather small, and there's quite a need for capital.
I'm not really talking about the listed companies, but we're very often talking about non-listed companies that are developing drones or cybersecurity, etc. How can we make sure as an industry, the banks, the insurance companies, those types of companies, that they invest in these companies? I think it's in all of our interests that we have a strong European defense industry. Talks are ongoing, and that would be an additional way to invest more in that sector. Again, we need to comply with the criteria, and it has to be financially interesting. The company we deal with has to be a good company, and the shareholders need to appreciate these investments. Thank you. Sustainability item.
[Foreign language] Meneer van Riet, ik herken u. Dat is niet gewoon.
It's not so difficult to recognize me. This is a small group of people.
If I heard correctly, EUR 12.8 billion is what you invested in this. What did you do with those billions? Where did you leave them? I do not know what you mean by in this. EUR 12.8 billion is what we have invested in supporting the so-called energy transition. On the one hand, if you look at our investments, we are making sure that we reduce our carbon footprint in our existing portfolio. On the one hand, we are reducing our carbon footprint, and on the other hand, we want to release funds in order to support the energy transition. These are new investments. This would be a combination of factors. These are green bonds that are included, for instance, but also EUR 500 million that we have earmarked for Dutch residential. That is what we call it. That means making Dutch homes more sustainable.
You can earmark money for that to make the homes more sustainable, and that will lead to lower energy costs, and that will generate returns. It also includes investments in companies that develop battery technology in order to accelerate electrification and also to store energy because that is quite a topical issue nowadays with the solar panels. It is a combination of green bonds and these types of investments. In total, we have EUR 12.8 billion in that. If you invest in Rheinmetall, you will have made a lot of money. Oh yeah, that is quite striking. TALUS, Rheinmetall, these are the listed companies in defense. They did rather well, but I was specifically talking about the segment underneath that that requires more support, really.
I am looking around. I see no further questions for item three, so I propose we close that agenda item.
Before that, we move on to the next agenda item. As I mentioned to you earlier, I can now show you the present and represented share capital, which should become visible on the screen very shortly. Today's present and represented share capital amounts to 68.58%. Thank you. We will now move to agenda item four, which is the remuneration report. Here I would like to refer to the 2024 remuneration report as included on pages 103-114 of the 2024 annual report. I would like to invite Pauline van der Meer Mohr, Chair of the Nomination, Remuneration, and Governance Committee of the NN Group Supervisory Board, to give an explanation of agenda item four. I note this is the first voting item on the agenda. Pauline, over to you. Yeah, thank you, Dave.
I would like to start with providing some context and background, and I'll be brief in relation to the remuneration report for the year 2024. Looking back on the year, the Nomination and Remuneration and Governance Committee, which we abbreviate to Energy Committee, has concluded that under the leadership of the members of the Executive Board, of course, NN Group remains well on track to deliver on its targets, driven by a continued solid financial and strategic performance. Also, in 2024, we have conducted a comprehensive engagement process with all of our stakeholders. We do this every year, as you may recall. Overall, we believe that the path we have chosen was well received. Any feedback was discussed with our shareholders, with our other stakeholders in a very constructive manner. These sessions provided valuable insights and highlighted several key areas which we've taken on board.
We would like to once again express our appreciation to all stakeholders for taking their valuable time to provide us with their views and with their recommendations. Of course, we intend to continue those dialogues in the future. They are very valuable to us. We concluded the annual compensation review cycle for the members of the Executive Board in the beginning of this year, 2025. In this review, we took into account, among other things, the position compared to the always moving market, the internal pay relativities, the interests and opinions of our stakeholders, and of course, the strong performance of the members of the Executive Board. Based on this thorough review, the Supervisory Board decided to increase the base salary by 9% with effect from the 1st of June 2025.
After the announced increase, the remuneration package of the members of the Executive Board continues to be positioned, as is our policy, below the market median, and it continues to be in line with the requirements of the Executive Board remuneration policy. Let me move on to the details of the remuneration report, and I'll be brief there, starting with the variable remuneration decisions taken by the Supervisory Board for the members of the Executive Board. The Supervisory Board concluded that the Executive Board members continue to deliver good results throughout the year 2024, which is supported by a consistently strong performance in both financial and strategic objectives. It has laid a very strong foundation for long-term growth and sustainable value creation for all stakeholders. The Executive Board's performance was assessed against the performance objectives set by the Supervisory Board in January 2024.
The overall outcome of the objectives related to all strategic commitments, both financial and strategic, resulted above target. Details of the performance assessment for the members of the Executive Board, including the achievements for the financial and strategic objectives, are provided in the remuneration report to which I refer. I would like to thank you for giving me the opportunity to provide some context and background in relation to the remuneration report for the year 2024. Let me now hand it over to you, Dave.
Thank you, Pauline. I would like to give shareholders now the opportunity to ask questions or make comments regarding agenda item four. Yes, sir. I quote very tall.
This might be boring, but the Executive Board gets a 9% increase, which is generous. It is way above the inflation percentage. I have an old-age pension, and I do not get a 9% correction.
You can't help that. It's got to do with my age. It's always great to have a sheet that shows the remuneration policy and the effects thereof, what the LTIs are and the LSTIs. I understand that you don't have it for us, but if I'm lucky enough to attend next year's meeting, I will ask you one more time. Next time, we promise that we have a sheet for you if you attend this meeting next year. Perhaps the people supporting this meeting can make a mental note of that. It's great to have a sheet because it's great to not only have to listen to me, but also to be able to see a visual. Second, you must realize that these increases are not granted automatically every year.
Our CEO started in 2019, and this is a second increase over the six-year period that he's been with us. This inflation takes place every year. I agree with that. 9% over six years is 1.5% acceptable. There was a third increase with this year included, I must be honest, says Ms. van der Meer Mohr. Thank you.
As I previously mentioned, voting on this item is already open, and I'd like to remind you that you can continue to vote until the end of the meeting. With that, I'll close the item on the remuneration report, and I'll move to the next agenda item, item 5A. This is the proposal to adopt the annual accounts for the financial year 2024. This is as well a voting item.
Here I'd like to refer to the annual accounts for financial year 2024 as included in the 2024 annual report, specifically pages 243 through 383. Annemiek has already given an explanation of the financial results under agenda item two. Just a bit of background. The annual accounts were drawn up by the Executive Board in English on the 12th of March 2025 and have been available on the website of the NN Group as from the 13th of March 2025. The annual accounts are also available free of charge at NN Group's head office for inspection by shareholders. The annual accounts were audited by the external auditor, KPMG's edition of Unqualified Auditor Report. If you look into the 2024 annual report, you'll see that on pages 385 through to 391. The Supervisory Board advises shareholders to adopt the annual accounts.
Before introducing the external auditor, Joost Wols from KPMG, I'd like to note that NN Group has released KPMG from its obligation to maintain confidentiality in order for Joost to be free to comment on the audit performed and on the auditor's report for the purposes of this meeting. I think, as all of you know, the external auditor has an obligation to rectify, so-called herstelplicht. This means that in case of statements in relation to the annual accounts or the auditor's report that might give a materially incorrect, inaccurate view of the affairs of the company, Joost Wols may request that corrections be made either during the meeting or prior to the adoption of the minutes of the meeting. I'd like to now give the floor to Joost Wols.
Good morning, ladies and gentlemen. My name is Joost Wols, and I'm the external auditor of NN Group.
It's my privilege to give you a brief presentation about our audit and on the annual accounts 2024, on which we issued, as Dave already mentioned, an unqualified opinion. Our objective is to plan and perform an audit engagement in a manner that allows us to obtain sufficient and appropriate audit evidence. Each year, we kick off our audit with a planning and risk assessment phase and drafting our audit plan. In our audit plan, we document our approach to the audit, the materiality that we will apply, the outcome of our risk assessment, and the scoping of our group audit. We discussed and agreed our audit plan with the audit committee in May last year. We apply a materiality in planning our audit procedures. We consider something material if the size of misstatements is such that it is likely to affect you as a user of the annual accounts.
At NN Group, we apply the materiality of EUR 200 million, which is close to 1% of the shareholders' equity, and allocated this materiality to all components in the group. All misstatements above EUR 10 million were reported to the audit committee. We conducted our audit based on a risk assessment. We focus on those areas which have the biggest risk for material misstatements in the annual accounts. Usually, these are the larger account balances and/or areas that require management estimate or judgment. Typical areas which we also discuss at this stage of the audit and are also explained in our audit opinion are the going concern assumption, the risk of non-compliance with laws and regulations, fraud risks, and the risks of climate change. We will discuss these risks with the audit team so we are all aware and alert to new insights and developments regarding these risks.
We share outcomes of our discussions with the component auditors as well. We evaluate together with specialists if these factors result in a risk of material misstatements. The Executive Board has performed this going concern assessment and has not identified any going concern risks. The outcome of our risk assessment procedures did not give reason to perform additional audit procedures on management's going concern assessment. To mitigate the risk of material fraud, we conducted a variety of audit procedures, of which an overview is provided in our audit opinion. Generally speaking, assumption setting inherently includes the risk of fraud that management may influence assumptions to manage outcome of calculations and measurements. For example, as management may feel the pressure to achieve certain targets, communicated internally or externally, as was just mentioned by the previous speaker.
We therefore identified a risk of fraud to the assumption setting for a number of critical assumptions applied by management to the valuation of a number of insurance liabilities. To address this risk of fraud, we performed additional and specific audit procedures on the assumption setting for which we involved actuarial specialists to challenge and execute these procedures. Our audit procedures did not reveal any indications and/or reasonable suspicion of fraud that are considered material for the audit. In our key audit matter on the insurance contract liabilities, we explained this in further detail. We have also focused on the risk of management override of internal controls during the performance of our regular audit procedures, including unjustified management bias, which may indicate an increased risk of material misstatement due to fraud.
Our regular audit procedures differ from those conducted during a specific and focused forensic investigation in the event actual fraud has been uncovered. Based on our current understanding and insights, we have not identified circumstances that warrant additional audit procedures beyond those that we conduct as part of our regular audit. These regular audit procedures regarding fraud, risk, and non-compliance have not resulted in what we call a key audit matter. We consider the internal control environment relevant to the preparation of the financial statements as part of our audit procedures. We evaluated the design and implementation of key controls, particularly those related to significant risk areas. We do not issue a specific opinion regarding the effectiveness of these controls. We do perform tests of operating effectiveness, but these could always be seen as part of a set of procedures rather than a single opinion or conclusion.
Relevant cultural and behavioral aspects are part of the internal control environment, the so-called soft controls. These are internal controls aimed at preventing, detecting, and responding to circumstances that enhance the effectiveness of the internal control framework as a whole. This allows us to identify elements that either strengthen or weaken the effectiveness of internal controls and therefore allow us to be more granular in our risk assessment. We believe that for the purpose of these audits, the soft controls were sufficiently effective. We have reported our observations related to controls that we have identified during our audit to the Management Board and the Audit Committee. As part of our risk assessment, we also performed an assessment of potential impact of climate change on the annual accounts.
In this regard, one could, for example, think of the impact of valuation of assets and liabilities, but also the need to recognize provisions due to NN's commitments to climate change or from potential climate-related litigation. We concluded that climate risks had no material impact on the 2024 annual accounts. We also read the disclosure of the climate change-related information in the annual report, sustainability statement, and considered material consistency with the annual accounts. In line with the revised group auditing standard COS 600 for group audits, we instruct KPMG component auditors to perform audit procedures at local entity level and on our behalf, in addition to the audit procedures that we perform at group level. We determined which entity and at what level of materiality these local audits need to be performed.
In doing so, we obtained the coverage of 88% of shareholders' equity and 92% of revenue, as is also disclosed in the opinion. For specialistic audit areas, we include actuaries, as already mentioned before, IT, and valuation specialists. We meet at least every quarter with the Management Board, the Audit Committee, and the Risk Committee of the Supervisory Board. In those meetings, we discuss our audit findings and control observations to date and our reporting on the review procedures that we perform on quarterly accounts. We also held sessions each quarter with the CEO and CFO and chairs of the Supervisory Board and the Audit Committee to discuss current topics. We have reported in our audit opinion two key audit matters. Key audit matters are those matters that, in our professional judgment, were most significant for the audit of the annual accounts. Last year, we had four key audit matters.
Two you do not see anymore. One related to the one-time implementation of IFRS 17, as was described last year by my colleague Dick Korff, and the other one related to the contingent liability related to the unit-linked claim. As was also explained last year, as there was a settlement reached in principle with the associations, there was no longer, in that sense, a contingent liability. The two key audit matters that remain and can be found in the opinion relate to, one, the valuation of insurance contract liabilities for life and disability insurance contracts. This, as the valuation is driven by key assumptions for life insurance contracts, these are the expenses, inflation, and longevity. For disability, these relate to the morbidity risk. The other key audit matter relates to the valuation of illiquid investments.
As the estimation uncertainty on the valuation is high, especially due to increased market volatilities, as was already referred to, we look in more detail to the mortgages held by the insurance entities, the real estate investments, and next to that, also the private equity and private debt investments. Next to the audit of the financial statements, you also find the limited assurance report by KPMG in the annual report. This was the first year in which a company prepared a consolidated sustainability statement in compliance with the ESRS, the European Sustainability Reporting Standards. As the Corporate Sustainability Reporting Directive, as David already mentioned, has not yet been transposed into Dutch law, this was limited assurance on a voluntary basis. Our assurance report is the final deliverable in our limited assurance engagement.
We have issued an unqualified conclusion to the consolidated sustainability statement for the year 2024, which is included in the annual report. In our limited assurance report, we summarize the main steps and procedures we have undertaken to come to our limited assurance conclusion. I refer you to the report for more details. This brings me to the end of my presentation. Thank you for your attention, and I'm happy to take any questions that you may have.
Thank you, Joost. I would like to open the floor now to any questions regarding item 5A, the proposal to adopt the annual accounts for the financial year 2024. Yes, will you please state your name and organization, if any?
[Foreign language] Ja, dat doe ik. Ik kom hier wel meer. Mijn naam is Spanja voor de notulen.
My name is Spanja for the minutes. I have a question to the auditor.
For the CSRD, you need to know all sorts of things. You need to know what kind of car Mr. Knibbe drives, what kind of fuel he uses, how many kilometers he drives. You need to know that for all your employees. If there's one minor mistake, you can't check it off the list. Your organization has committed exam fraud and was given a penalty of EUR 20 million. This fine was not sufficient, apparently, because you still live in a parallel universe. In the manual 1149 of the MBA, the Professional Association, you must be familiar with that. This is the quality supervisor. You haven't specified who that quality supervisor is. Who is this person? Who has looked over your shoulder? What have you done wrong? What have you not focused on and should you have focused on?
What is the supervisor's assessment about your work? You say nothing about that, and we would like to hear more about it. Who was this? Why do you not specify the name of this quality supervisor? As we all know, the auditors always find it very difficult to look in the rearview mirror and to admit to making mistakes. Because in your profession, there was an auditor, and she wrote a thesis of 220 pages, and she committed fraud. I want to know who the supervising quality officer was, what the findings were, what the assessment was. Section 4.3 of the manual 1149 says, over which period of time, what matters did you check? I would like more information about that, and I would like you to incorporate that in your presentation next year. I would like to know who the quality supervisor is.
Mr. Spanja, do you have any further questions? No, this is my only question for the auditor. The supervisor, you say we do not want to give you the name, but let's put things into perspective. The quality supervisor has to look at the legal audit in terms of public interest, and it does not concern the sustainability statement. It just concerns the financial statements. The role of this quality supervisor is part and parcel of the whole quality system of an auditing firm to guarantee that the entire team and the responsible partner do the correct things. Also, the manual that you refer to gives guidelines or guidance in terms of how to go through this process. We need to decide when to involve the supervising officer.
I can reassure you, the supervising quality officer is involved throughout the process, not at the very end. Ultimately, it's not about the opinion of this person. It's about my opinion. Mr. Spanja, you give us a whole story. I asked for the name. You didn't give the name, and then you referred to the opinion. What was the opinion of the supervising person? You haven't told me. Why do you tell us this long story? Why can't you summarize it in just a couple of sentences? Why can't you incorporate it as a paragraph in your presentation? Why did I refer to the CSRD? Of course, you need to know everything about NN and Mr. Knibbe, except for his PIN code. The same applies to Mr. Nietowicz, the director of NN Poland.
This is European law, so you need to know everything there is to know about your staff. We, on this side of the table, decide who the auditor is supposed to be so we can ask for all the information we want to have. Because all you guys need to do is foot the bill. If I ask for the name of the supervising officer, you need to give me that name. I'd like you to give that information in the future in your presentation. Personally speaking, I disagree with you. If you allow me, my opinion is that it's important that the supervising quality officer becomes part of the whole system and that his or her name is not disclosed so that he or she has a liberty to act.
Ultimately, it is the auditor, the responsible auditor who is responsible, and that's myself, for the process. I can confirm that at the end of the day, the supervising officer endorses the steps that we took. Mr. Spanja, why doesn't your firm? Because if I ask real estate about the name, they don't make a fuss about it. Insurance companies all of a sudden make a fuss about it. Why is that? Don't you have a policy in your firm? Why is this a parallel situation? In my firm, this should be consistent policy. Mr. Korhl, thank you very much for your comments, your questions. We've taken note and incorporated that in the minutes. Are there any other questions?
[Foreign language] Dank je, Feebe. Ik heb één vraag. Ik zal die zo kort mogelijk proberen te stellen.
I do have one question, and I'll try to be as short as possible. If we look at previous reports, 2022, in terms of the key audit matter, I'm trying to find a sort of common denominator here. Solvency II disclosure two years ago was a key audit matter, and that then moved on to application of IFRS 17. As the auditor said, this disappeared as a key audit matter. As we heard today, Solvency II is an important metric for NN. Solvency II reporting, shouldn't that come back as a key audit matter? If you read the key audit matter and read about insurance liability, Solvency II is mentioned there. Why is that?
Because ultimately, the outcomes are different, but the underlying cash flows that are used for both things come from one source, which is why we felt it was not very useful to say the same thing twice. We included it in risk safety. We are auditing the IFRS financial statement. This is a non-GAAP metric, and we have included it. We combined the two, really. It is in it. As compared to 2022, that was separate at the time. Yes, it was separate, but because of the implementation of IFRS 17, the basis of the cash flow is the same. Thank you.
Questions for Joost related to item 5A?
If not, I'd like to close item 5A, and then we'll move to the next agenda items, items 5B and 5C, explanation of the dividend policy, which is a discussion item, as well as the proposal to pay out a dividend, which is a voting item. I'll combine these two items before we open it up for questions and comments. I'd like to refer to the dividend policy as published on NN Group's website. Just a brief explanation before we open up. So according to NN Group's dividend policy, NN Group intends to pay a progressive ordinary dividend per share. This was as explained by Annemiek van Melick earlier.
Under normal circumstances, NN Group intends to declare an interim dividend, which will be calculated at approximately 40% of the prior year's full dividend, with the disclosure of its first half-year results and to propose a final dividend at the annual general meeting of the shareholders today. NN Group, in principle, intends to pay dividends in cash only after deduction with the holding tax, if applicable. NN Group also intends to execute a recurring annual share buyback of an amount determined at its discretion. On the 20th of February of this year, NN Group announced an open market share buyback program for an amount of EUR 300 million, which commenced on the 3rd of March, 2025. Additional excess capital is to be returned to shareholders unless it can be used for value-creating opportunities.
When proposing a dividend or announcing a buyback, NN Group will take into account, among other things, its capital position, leverage and liquidity positions, regulatory requirements, and strategic considerations, as well as the expected developments thereof. As I said, I'll now first move to the next agenda item before I give you the opportunity to ask questions or make remarks on our dividend policy. This is item 5C, the proposal to pay out a dividend, also referred to by Annemiek van Melick in her presentation under agenda item two, and which is included in the convocation letter on page four. This proposal is now officially put to a vote. In short, it's proposed to pay a final dividend of EUR 2.16 per ordinary share, together with an interim dividend of EUR 1.28 per ordinary share that was paid in August of 2024.
This will result in a total dividend over 2024 of EUR 3.44 per ordinary share. The final dividend will be paid in cash after deduction of withholding tax, if applicable. The key dates for the proposed dividend are shown on the slide and are also published on our website. I would like to now give shareholders the opportunity to make questions or have remarks regarding the dividend policy agenda item 5B, as well as the proposal to pay out a dividend agenda item 5C. Are there any questions on the dividend policy or the proposal to pay out dividend? I see none, so I will close these two agenda items and we will move to agenda item 6, which is the release from liability. Proposal to release liabilities of the members of the Executive Board from liability for their respective duties performed during financial year 2024.
Then 6B, which is the proposal to release the members of the Supervisory Board from liability for their respective duties performed during the financial year 2024. Both of these are voting items. The proposals are as included in the convocation letter, once again on page 4. Any questions or remarks from shareholders regarding these two items? If not, we'll close these items and move to the next agenda. Just like to remind everyone, voting is open on all items throughout the meeting. Item number 7, composition of the Supervisory Board, specifically 7A, which is the proposal to reappoint Inga Beale as member of the Supervisory Board. Again, a voting item. This proposal was included on the convocation letter on page 5. A brief explanation from me.
In accordance with the rotation schedule of the Supervisory Board, the term of appointment of Inga Beale will end at the close of this meeting. As announced on the 20th of February 2025, the Supervisory Board has nominated Inga Beale for reappointment as member of the Supervisory Board. If adopted, her appointment shall become effective as from the close of this meeting and will end at the close of the Annual General Meeting in 2029. If reappointed, the Supervisory Board also intends to reappoint her as member of the Risk Committee, as well as member of the Nomination and Remuneration and Governance Committee of the Supervisory Board. A short biography of Inga has been included on the convocation letter, page 5.
Inga has been nominated for reappointment because of her long-time experience in international insurance and financial markets, her extensive knowledge and experience on digitalization and transformation, her commitment to diversity, equity, and inclusiveness, as well as the professional manner in which she fulfills her membership in the Supervisory Board. The intended reappointment of Inga is in accordance with the profile of the Supervisory Board, and the Central Works Council of the company has informed the Supervisory Board that it supports the reappointment of Inga. More information regarding this item can be found on the convocation letter, page 5. The nomination of Inga is subject to the condition that the general meeting will not recommend any other person for nomination. We've not received any such recommendations in advance of this meeting, and I'll assume that the general meeting does not wish to recommend any other person.
Since the general meeting does not recommend any other person for nomination, the proposal to reappoint Inga Beale as member of the Supervisory Board will officially be put to a vote. Are there any questions? If not, I'll close this item and move to the next item, which is 7B, the proposal to reappoint Rob Lelieveld as member of the Supervisory Board. Again, a voting item. Here, I'll refer to the convocation letter, page 5, for the full proposal. In accordance with the rotation schedule of the Supervisory Board, the term of appointment of Rob Lelieveld will end at the close of this meeting. As announced on the 20th of February 2025, the Supervisory Board has nominated Rob for reappointment as a member of the Supervisory Board.
If adopted, his reappointment shall become effective as from the close of this meeting and end at the close of the annual general meeting in 2029. The Central Works Council of the company has made use of its enhanced recommendation right and has asked the Supervisory Board to nominate Rob as the person recommended by the Central Works Council. If reappointed, the Supervisory Board also intends to reappoint Rob as Chair of the Audit Committee, as well as member of the Risk Committee of the Supervisory Board. Rob will then also remain a member of the Nomination, Remuneration, and Governance Committee of the Supervisory Board. A short biography of Rob is included on the convocation letter, page 5.
Rob's been nominated for reappointment because of his extensive knowledge and experience in the audit and insurance industry, his profound understanding of the regulatory framework and corporate governance, as well as the professional manner in which he fulfills his membership of the Supervisory Board. The intended reappointment of Rob is also in accordance with the profile of the Supervisory Board. More information on this can be found in the convocation letter, page 5. The nomination of Rob is subject to the condition that the general meeting will not recommend any other person for nomination. We have not received any such recommendations in advance of this meeting, and I assume the general meeting does not wish to recommend any other person.
Since the general meeting does not recommend any other persons for nomination, the proposal to adopt Rob Lelieveld as member of the Supervisory Board will officially be put to a vote. I'd like to close that item and move to item 7C, which is the proposal to reappoint Cecilia Reyes as member of the Supervisory Board. Again, a voting item. Once again, I'll refer to the proposal as included in the convocation letter on page 5. A little bit redundant, but I need to go through it again. Brief explanation. In accordance with the rotation schedule of the Supervisory Board, the term of appointment of Cecilia will end at the close of this meeting. As announced on the 20th of February 2025, the Supervisory Board has nominated Cecilia for reappointment as a member of the Supervisory Board.
If adopted, her reappointment shall become effective as from the close of this meeting and will end at the close of the annual general meeting in 2029. If reappointed, the Supervisory Board also intends to reappoint her as Chair of the Risk Committee, as well as member of the Audit Committee of the Supervisory Board. A short biography of Cecilia has been included in the convocation letter on page 5. Cecilia has been nominated for reappointment because of her long-term experience in international insurance and financial markets, her solid knowledge and experience on investment management and risk management, as well as the professional manner in which she fulfills her membership of the Supervisory Board. The intended reappointment of Cecilia is in accordance with the profile of the Supervisory Board.
Once again, the Central Works Council of the company has informed the Supervisory Board that it supports the reappointment of Cecilia. More information regarding this item can be found in the convocation letter on page 5. The nomination of Cecilia is subject to the condition that the general meeting will not recommend any other person for nomination. We've not received any such recommendations in advance of this meeting, and I assume that the general meeting does not wish to recommend any other person. Since the general meeting does not recommend any other persons for nomination, the proposal to reappoint Cecilia as a member of the Supervisory Board will officially be put to a vote. Any questions or comments regarding this agenda item?
If not, we'll close this item and move to item 8, which is the proposal to amend the level of the fixed annual fee for the Chair of the Supervisory Board. This is a voting item. This proposal was included in the convocation letter on page 6, the proposed remuneration policy for members of the Supervisory Board, as well as the clarifying note thereto, as well as the advice of the Central Works Council of the NN Group. I'd like to ask Pauline van der Meer Mohr to give explanation of this agenda item. Pauline?
Thank you, Dave. As I said before, we frequently interact with all of our stakeholders about remuneration items, including the remuneration of the Supervisory Board, and we then talk about the appropriateness of the level of remuneration of the Supervisory Board members.
We then look, of course, at the attractiveness in the market. We look at the current Supervisory Board remuneration policy. We also do a benchmark, and we see whether, from time to time, the remuneration is still relevant and appropriate. We had some concerns expressed by various stakeholders about the level of appropriateness, especially of the chair fee, and that is why we are now proposing an adjustment to the chair fee. An important starting point for that review, which you will find described in the remuneration policy, is that the fixed annual fee should be below the market median level, as we do for our executives, for comparable positions in the relevant markets.
In order to prevent the remuneration level for the Chair of the Supervisory Board from falling too far behind in the market, which could make significant increases necessary at a later date, the Supervisory Board has decided to propose a moderate increase in the fixed annual fee for the Chair by EUR 11,000. This proposal follows a balanced assessment taking into account the interest of all stakeholders, and the fixed annual fee of the Chair of the Supervisory Board after this proposal remains below the market median in accordance with our policy. Fixed annual fee of the Vice Chair and other Supervisory Board members will remain unchanged for this year.
In line with regulatory requirements, the Central Works Council has been requested to give advice on the proposed amendment in the remuneration policy for the Supervisory Board, and we very much appreciate that the very much involved members of the Central Works Council took the time to engage in a conversation with us aimed at a solid understanding of the proposed amendment and has issued a positive advice for this amendment to the policy. Thank you once again for giving me the opportunity to provide some context and background in relation to that amendment to the Supervisory Board remuneration policy. Once again, I would like to hand it back to you, Dave.
Thank you, Pauline. Are there any questions regarding agenda item 8? If not, I'll close agenda item 8 and move to the next agenda item, which is item 9, external auditor.
I will combine items 9A, 9B, and 9C in my preliminary explanation, and then we'll open up all three of the items for questions or comments. Proposal 9A is the proposal to appoint KPMG Accountants as the external auditor of the company to carry out the assurance of the sustainability reporting for financial year 2025. 9B is a proposal Ernst & Young accountants as the external auditor of the company to audit the annual accounts for the financial years 2026 through 2029. 9C is a proposal Ernst & Young accountants as the external auditor of the company to carry out the assurance of the sustainability reporting for the financial years 2026 through 2029. For all of these items, I'd like to refer to the convocation letter, page 6, as well as the appendix to the convocation letter, page 9. Now, a brief explanation.
In accordance with applicable legislation, Dutch-listed companies must rotate their external auditor every 10 years. NN Group's current external auditor, KPMG, will have reached its maximum term of 10 years after the completion of its work for the financial year 2025 and cannot be reappointed. It is proposed Ernst & Young accountants bv as the external auditor of NN Group for financial years 2026 through 2029. This is the result of a thorough selection process led by the audit committee of the Supervisory Board. A detailed explanation of the selection process has been included in the appendix to the convocation letter. Furthermore, the current draft legislation implementing the Corporate Sustainability Reporting Directive, CSRD, into Dutch law provides that the general meeting separately appoints an external auditor to carry out the assurance of NN Group's sustainability reporting.
NN Group prefers to assign both the audit and the assurance engagement to the same auditor. It is therefore proposed Ernst & Young with the instruction to both audit the annual accounts in anticipation of the implementation of the CSRD into Dutch law, and carry out the assurance of the sustainability reporting for the financial years 2026 through 2029. For the financial year 2025, it is proposed in anticipation of the implementation of the CSRD to appoint NN Group's current external auditor, KPMG, to carry out the assurance of the sustainability reporting. If the general Ernst & Young as nn Group's new external auditor, Anke Snaak, who I introduced to you earlier, will be the lead partner. I'd like to now give shareholders the opportunity to make comments or ask questions regarding agenda items 9A through C. Are there any questions?
If not, we will close these items, move to item 10A, 10A, 2A, 10B, 11, and 12, which will be combined in my explanation before opening up for comments and questions. Item 10A is a proposal to designate the Executive Board as the competent body to resolve to issue ordinary shares and to grant rights to be subscribed for ordinary shares. Proposal 10A2I is a proposal to designate the Executive Board as the competent body to resolve to limit or exclude preemptive rights of existing shareholders when issuing ordinary shares and granting rights to subscribe for ordinary shares pursuant to agenda item 10A, single I. Item 10B is a proposal to designate the Executive Board as the competent body to resolve to issue ordinary shares and to grant rights to subscribe for ordinary shares by way of a rights issue.
Item 11 is a proposal to authorize the Executive Board to acquire ordinary shares in the company's share capital. An explanation for all of these items has been included in the convocation letters, pages 7 and 8. I know you're already familiar with these agenda items, which were also submitted to you in previous years. Given the extensive explanation for these items in the convocation letter, I'd like to assume there's no need to further explain or repeat this explanation. I'd like to open up the floor for shareholders' comments or questions regarding any of the items 10 to 12. Seeing no questions, we'll close these items. I'd like to note that agenda item 12 was the last voting item on the agenda. In a few moments, we'll close the voting. If you've not already cast your votes, please do so now.
Meanwhile, we've closed the voting, and we'll share the voting results to you just before the close of the meeting. I'd like to thank you very much for your votes. I'd now like to move to the next agenda item, 13, which is any other business, and then closing. I'd like to open up the floor to shareholders for any additional questions or comments they may like to make. Mr. Spanjer. Yes, Mr. Kohl.
I have a question. In this meeting, Mr. Knibbe said that safety is important and that there's a war going on, but Mr. Knibbe, what if there's a startup that needs money? Startups involve trying out things, things that can be successful or less successful. Would you be prepared as NN to, I mean, if this is a company that makes defense products, there's a risk that they might be less successful.
Would you accept that risk, or would you say, "No, there cannot be any risks"? Mr. Knibbe, thank you. Thank you for the question. When we review our investments, one challenge is that we, in general, have bigger investments, and we are not very good at managing all these minor investments. Yes, we would be interested in participating in a fund with many more smaller investments. That way, you have a better risk spread, and you get companies that are specialized in how to assess startups. One of the opinions to take into account is the opinion of the Ministry of Defense because they might be prepared to give long-term contracts. There are certain requirements that need to be met. Yes, if something like that would be set up and lots of parties are interested in setting up something like that, we would always be interested.
In any case, we always have to look and see whether the investments are good. Good investments, defense is a good idea, but we also want returns because we do not want to invest in endeavors that do not generate returns. That is not what I meant, says Mr. Spanjer. What if there would be a startup set up by the Technical University of Delft? What if the University of Delft has developed something new, but they need money, for instance, they are in phase one, but in order to proceed to step two and so on and so forth, they would need a manageable amount of money to proceed from step one to step two to see whether the product is feasible. Would NN be interested if it is a defense product?
This is a very hypothetical situation, but once again, we would prefer to do this in combination with other parties instead of really giving an amount of money to a smaller startup. That is not our expertise. We do not have expertise in smaller startups. That would be the realm of venture capitalists. Absolutely, we do have a role to play. As I said earlier on, in the European defense sector, there is a role for us to play, but that would be in a different situation. Since I have the microphone, I would like to thank you for all your due care this past year. Thank you to you and your staff. Thank you. I will pass it on. Yes. Mr. Van Riet. Yes, my name is Van Riet. You invested EUR 0.5 billion in the energy transition for private households. I mean, what is this?
Are these mortgages or extensions of mortgages? Who guarantees that? What are you referring to? Yes, you've given EUR 0.5 billion in mortgages. Mr. Knibbe, no. This was an example. These are funds that earmark money, not for mortgages, but to make homes more sustainable: heat pumps, better insulation, solar panels, etc. You need money for that. In due course, you'll get a return for that because you're more energy efficient. By investing in such a fund, we will benefit from that in the longer term, the returns, the houses become more energy efficient. This is not through mortgages. Mr. Riet, the fund guarantees payback? No, they do not guarantee anything, but we look at the parties that we consider to be appropriate to set up such a fund.
In that way, I think you get a wonderful combination of a financially interesting return and also a good investment in sustainability, which is what you're always on the lookout for. The best thing is that you invest and get returns and contribute to a better climate. Thank you. Yes. It is still morning. Good morning. My name is Teo from Amsterdam. I'd like to come back to the introduction of the payment accounts. Would that be introduced for new customers or for existing customers who already have a savings account or investment account? Would you give them the opportunity or the possibility to open a payment account? Would it also be for new customers that simply want to open a bank account? Mr. Knibbe. This is a possibility for everyone, also for the new customers.
The idea behind it is that we have about almost 7 million retail customers. If we're just looking at the NN population, we've got a large number of customers. The whole idea is, as I said, to engage more frequently with these customers in order to boost our customer score. Yes, this is a possibility everybody can avail themselves of. Of course, if you already have so many customers, you do not really necessarily need to increase the number of customers. The purpose is to boost your engagement with customers, which is what we consider to be important.
If not, what I'd like to do is show you now the voting results. We will put up on the screen a couple of different screens covering all the different agenda items. Here you see the results for agenda item 4 through 6B.
As you can see, all of these items have been adopted by the shareholders. On the next slide, we will go to items 7A through 8. Once again, here, very clear adoption for all of the items by the shareholders. Thank you very much. On the next slide, we will see the voting results of the proposals including agenda items 9A, 9B, and 9C. Again, these items have all been approved by the shareholders. Finally, on the next slide, we will see the voting results of the proposals included in agenda items 10A, single I through 12. As you can see, all of these items have also been approved and adopted by the shareholder. That means that all voting items have been adopted by the general meeting. I would like to thank you very much for your support.
Also Ernst & Young has been appointed as a new external auditor for the NN Group. I'd like to express congratulations also on behalf of my colleagues in the Supervisory Board and the Management Board. Of course, we look forward to continuing our relationship with KPMG for 2025, but then look forward to Ernst & Young beginning with 2026. Also means the appointments of Inga, Rob, and Cecilia have been approved. I'd like to thank shareholders once again there for your support. I'd like to congratulate my colleagues and just express the really strong positive expectation I have of our continued cooperation, your engagement, highly appreciated, and looking forward to continuing those relationships. The draft minutes of this meeting will be published on the company's website within three months, and the final voting results will be published on the company's website within a few days.
I would like to formally close the meeting. I would like to thank the shareholders as we wrap up this year's AGM. I would like to take a moment to specifically thank you for your participation and for your engagement. Your input and feedback, not only today but also throughout the year, are invaluable as we work to build a stronger and more sustainable NN Group. On behalf of my colleagues in the Supervisory Board and the Management Board, I would like to thank you for attending this hybrid annual general meeting. Finally, I wish you all a good day. Thank you.