ABN Amro Bank NV Extraordinary Shareholders Meeting

THOMSON REUTERS STREETEVENTS EDITED TRANSCRIPT ABNd.AS - ABN Amro Bank NV Extraordinary Shareholders Meeting

EVENT DATE/TIME: DECEMBER 17, 2019 / 8:00AM GMT

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CORPORATE PARTICIPANTS Hanneke Dorsman ABN AMRO Bank N.V. - General Counsel & Company Secretary Kees C. van Dijkhuizen ABN AMRO Bank N.V. - Chairman of Executive Board & CEO Rianne Kamphuis ABN AMRO Bank N.V. - Chairman of Employee Council Tom de Swaan ABN AMRO Bank N.V. - Chairman of the Supervisory Board

CONFERENCE CALL PARTICIPANTS Laetitia J. Griffith TenneT Holding B.V. - Member of Supervisory Board

PRESENTATION Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [Interpreted] Good morning. Good morning, ladies and gentlemen. And I hereby open the meeting, and I would like to welcome you to this meeting. And I'd also like to welcome the shareholders and the holders of depositary receipts that are taking part of this -- in this meeting virtually. I don't really know what that means, but they've logged into the voting platform.

On behalf of ABN AMRO, we have here the following members of the Supervisory Board. From left to right for you, the last row: Tjalling Tiemstra, Annemieke Roobeek, Arjen Dorland, Jurgen Stegmann, Michiel Lap; and the first row here, Arjen Dorland. And then the members of the Executive Board, Tanja Cuppen, Chief Risk Officer; Kees van Dijkhuizen, CEO; Clifford Abrahams, Vice Chairman and Chief Financial Officer; and myself, Tom de Swaan, Chair of the Supervisory Board. And the Secretary to this meeting will be Hanneke Dorsman, on my left-hand side. And also a candidate member of the Supervisory Board, Laetitia Griffith, is also present. And she's over there, but you'll be seeing her later on.

On behalf of the Employee Council, we have the Chair, Rianne Kamphuis, amongst others, who's present here today. Civil notary Rene Clumpkens of Zuidbroek Notary Public is present here to supervise the correct proceedings during the voting. And finally, on behalf of the trust office, the Stak, [Inge Bukman] is present. Well, that's what my paper says, but anyway, she's not here and she might be arriving. Let's hope so.

And I'd like to draw your attention to a number of points of order. First of all, I'm going to request you to switch off your mobile phone. I'm going to do that in a moment. So put it on silent mode. And do not make any audio or video recordings. The meeting will be held in Dutch and will be webcast directly both in the Dutch language and in the English language at the ABN AMRO website. It's the first time that we are facilitating the taking part of the meeting in a virtual way. So this is for -- it's not yet possible for shareholders -- virtual shareholders or depositary receipt holders to ask questions online on the items of the agenda. Well, we will be making an audio recording for the benefit of the meeting, of the minutes. And the minutes will be available as per the 17th of March 2020, for 3 months; and will be posted on the website of ABN AMRO for your comments. And after that, the minutes shall be adopted and signed by the Chair and the Secretary.

I confirm that the shareholders and holders of depositary receipts have been convened to this meeting, duly convened; and that the meeting can take due decisions; and that the shareholders and depositary receipts holders have not submitted any proposals for agenda items at this meeting. The shareholders and depositary receipt holders that are taking part virtually this meeting can vote by remote voting real time if they have been -- if they are logged in on the voting platform. And the shareholders and depositary receipt holders present here in their room will be able to vote through their or with their smartphone or tablet.

Well, on the screen behind me, let's see. You will see the capital of ABN AMRO consisting of 940,000,001 share.

Before we proceed to today's agenda, I'd like to take a moment to focus on the issues that we're dealing with now. ABN AMRO has appeared in the news over the past few weeks on several occasions, and there's an investigation which is being conducted by the Public Prosecution Service. And we've also have to decide to switch off a number of ATMs; and there is an agreement that was reached between the Ministry of Finance, Prosecution Service and the banks to close the ATMs throughout the night. And that is in order to take care of the safety and security of the people who live in

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©2019 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written consent of Thomson Reuters. 'Thomson Reuters' and the Thomson Reuters logo are registered trademarks of Thomson Reuters and its affiliated companies. DECEMBER 17, 2019 / 8:00AM, ABNd.AS - ABN Amro Bank NV Extraordinary Shareholders Meeting the environment of the ATMs. And this is because of all the attacks that have been taking place. And with respect to the Public Prosecution Service, I must say that there's very little we can say about this. All that we can say is that the investigation is ongoing and that we are providing our full cooperation. During the annual meeting on the 22nd of April, you will have the opportunity to ask possible questions about these issues and other topical issues, but today we are meeting here at the Extraordinary Shareholders' Meeting with respect to the appointment of Laetitia Griffith as a member of the Supervisory Board.

And then I would like to highlight that, after the meeting, we will be offering you a cup of coffee or tea at -- in the lobby. So with that, I can close this item of the agenda.

The second item that we're dealing with today is the appointment of a member of Supervisory Board. As you will have read in the notice convening the meeting, at this point in time we have a vacant position in the Supervisory Board. At the general meeting of shareholders on 30th of May 2017, the term of office of Annemieke Roobeek was extended to the point in time in which we would proceed to appoint a new member of the Supervisory Board. Annemieke Roobeek had been appointed in accordance with the enhanced recommendation power of the Employee Council. And she -- and Arjen Dorland has this status after she leaves. On the 7th of November 2018, this council of employees was requested to issue an enhanced recommendation concerning the position of Annemieke Roobeek.

Before I offer you the floor, I proceed -- I would like to suggest that we proceed to item 2b of the agenda, which is giving the general meeting the opportunity to make a recommendation in accordance with the [profile]. To date, ABN AMRO has not received from the shareholders or holders of depositary receipts a motivated recommendation for the vacant position. So I'm assuming that the general meeting does not wish to avail itself of its right to make a recommendation, but nonetheless I'd just like to offer the general meeting the floor in order to make -- ask questions or make comments with respect to this agenda item.

Could you please state your name?

Unidentified Participant [Interpreted] [Andrej Yana] on behalf of the association of securityholders, VEB. Your largest shareholder, the Dutch state, has not availed itself of its right to make a recommendation. There has been consultation between you, yourself and the Dutch state and the possible candidate.

Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [Interpreted] In the case of appointments of the members of the Supervisory Board, there are no special rights held by our major shareholders, other than that they can attend this meeting and can cast their vote. But obviously Ms. Griffith has become acquainted with staff and the board of the NFI which holds the shares on behalf of the state. But on behalf of the -- with respect to appointment of members of the Supervisory Board, there are no special rights.

Unidentified Participant [Interpreted] But it is with their approval.

Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [Interpreted] Well, yes. I'm assuming that they're going to vote in favor. Otherwise, we might be in trouble. Are there any other questions? [Mr. Staephens], please.

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Unidentified Participant [Interpreted] Yes, well, I didn't know whether I should address this now or with the next question, but we would like to know a bit more about the procedure and whether you involved any executive search agencies or anything along those lines. And so we would like to know, was there a long list? How long was the list? And of course, was this long list shortened to a short list? We would like to know everything with respect to the procedure.

Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [Interpreted] As I highlighted earlier on, the appointment of Ms. Griffith is based on an enhanced recommendation right of the Employee Council, which means that the Employee Council plays a very important part. Well, it's really in the first carriage, so to speak, with respect to this appointment. And yes, an external agency was involved. We had a long list, and the long list was shortened in order to form a short list. And the Employee Council -- and by the way, this in close cooperation with the Nominations Committee or what was then called the Remuneration and Nomination committee, they made a selection. And unanimously -- that is, if there was any voting at all -- the outcome was Ms. Griffith. So we drafted a profile. There was consultation with the Employee Council and the Supervisory Board. There was an external agency that made a long list. We made a short list, and there were conversations with members of the short list. And Ms. Griffith resulted from that procedure as the most favorite candidate.

Unidentified Participant [Interpreted] Did you individually engage in conversations with Ms. Griffith?

Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [Interpreted] All members of the Supervisory Board met with her, obviously.

Unidentified Participant [Interpreted] Well, individually?

Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [Interpreted] Well, once she talked to 2 members of the Supervisory Board at the same time, but I, in any case, talked to her individually. Mr. Dorland talked to her individually. Mr. van Dijkhuizen -- I'm just looking around to my colleagues -- did you talk to her together or individually?

Kees C. van Dijkhuizen - ABN AMRO Bank N.V. - Chairman of Executive Board & CEO [Interpreted] Individually.

Unidentified Participant [Interpreted] Ms. Griffith, I do have a -- questions to her. Could she tell us a bit more about the procedure…

Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [Interpreted] May I interrupt? Ms. Griffith will be giving a brief introduction later on, and I would like to ask her to address that question at that point. She will be introducing herself, and that will be raised then.

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[The interpreter describes a question off mic about the works council.]

Yes, the works council will also make a brief presentation. And so then, yes, you can also ask questions. I'm looking around. So there are no other questions.

I can confirm that, and the general meeting has not availed itself of its right to make a recommendation. And I suggest that we now proceed with the next item on the agenda, being the appointment of Laetitia Griffith. The Supervisory Board at the beginning of the recruitment process -- I'm just going to tell you about the procedure, Mr. [Staephens]. I think that will be clear. The beginning of the recruitment process drafted in a profile for the vacant position taking into account the collective profile of the Supervisory Board. Both documents have been included in the meeting documents for this Extraordinary General Meeting. The Employee Council has issued an enhanced recommendation to the Remuneration and Selection and Appointment (sic) [Nomination] Committee of the Supervisory Board. And according to this enhanced recommendation, the Employee Council proposed to appoint Ms. Laetitia Griffith as a supervisory director up to the shareholders' meeting of 2024, subject to the approval of the appointment by the ECB. And the ECB has indicated that it agrees and consents with her appointment. The Employee Council has indicated that it's prepared to explain its position at the EGM. And the Supervisory Board has decided on the basis of the enhanced right to a recommendation of the Employee Council, to nominate Ms. Laetitia Griffith as a member of the Supervisory Board. So both things, the enhanced recommendation of the Employee Council, but also the positive position of the Employee Council, have been included in the meeting documents for this EGM.

Ms. Griffith was born on the 1st of November 1965 in Paramaribo, Suriname and has a Dutch nationality. With her extensive experience in public and the private sector at the very highest level, her legal knowledge and social involvement, the Employee Council and the Supervisory Board felt that Laetitia would be a wonderful addition, an excellent addition I would even venture to say, for the Supervisory Board of ABN AMRO Bank. Laetitia has a degree in law and is master in public administration. She held several positions in the public domain such as member of the Advisory Council, the -- a Council of State member of Parliament, the States General; and worked with the Ministry of Justice and Safety (sic) [Security]. And also, she held several nonexecutive management positions.

She strongly identifies with the purpose of the bank, "Banking for better, for generations to come." For her, staff are of essential importance in order to materialize the purpose and strategy of the bank and help clients to transition to a more sustainable world. In a very natural way, she makes a connection between all the layers of the organization. And given her extensive political background, she has built a very diverse network and has great experience in creating support for decision making in a complex societal environment and has an eye for different interests that are involved in decision making. She has broad experience as a supervisory director. And she has an open mind, is very accessible to what goes out to everyone and what goes on in an organization. She has an eye for the strength of staff and the importance of codetermination as a connecting factor between staff and members of management. In her role as a supervisory director, she will surely show this.

Laetitia, at this point in time, is Chair of the Supervisory Board of Holding Nationale Goede Doelen Loterijen; member of the Supervisory Board of TenneT Holding, TenneT TSO; and also a member of the Supervisory Board of Benno Leeser Holding B.V.; and Chair of the Supervisory Board of the Dutch Film Foundation (sic) [Fund]. For most -- more information, we would like to refer to the CV of Laetitia Griffith that has been included in the meeting document for this EGM.

Her appointment will take effect, as per the decision at this EGM, for a period of 4 years ending at the closing of the Annual General Meeting of ABN AMRO Bank in 2024. And Laetitia will in a couple of moments take the floor in order to explain her reasons to accept this appointment as a member of the Supervisory Board, but first, let's proceed to agenda item 2cII. And I would like to give the Employee Council the opportunity to explain its position. I'd like to give the floor to Rianne. She's Chair of the Employee Council.

Rianne Kamphuis - ABN AMRO Bank N.V. - Chairman of Employee Council [Interpreted] Ladies and gentlemen, I would like to explain the nomination of Laetitia Griffith as member of the Supervisory Board.

The Employee Council of ABN AMRO, by law, is entitled to nominate 2 members of Supervisory Board; and the Employee Council feels it's important to avail itself of that right. And that creates involvement from Board to staff and staff to Board. And this way, we connect with all the different strata in the organization and we strengthen each other.

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The Employee Council feels it's important that the candidate has an eye for the interest of staff and the importance of codetermination. And also the candidate has to identify with the strategy Banking for Better, referred to by Tom. And after her appointment, Laetitia Griffith and Arjen Dorland will be our supervisory directors. Laetitia Griffith will be replacing Annemieke Roobeek, who as a supervisory director has really focused on codetermination on the past -- in the past few years and has fought for the interests of the staff of ABN AMRO. We'd like to thank her. Laetitia Griffith, in our mind, complies with the profile. She has extensive experience and has built an extensive network because she's accessible and open minded. She has a good feel for what goes on in society, and her nomination will contribute to a more diverse Board and management in the bank. Now we trust that Laetitia Griffith will be a strengthening, a reinforcement for ABN AMRO in general, and we're looking forward to working with her.

Thank you very much.

Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [The Chairman is speaking off mic. The interpreter cannot hear what the Chairman is saying. There's no microphone. No microphone. Mr. de Swaan is speaking off mic.]

[Interpreted] So let's wait for that. And after that, I suggest that you be given the opportunity to ask questions to the Employee Council.

Laetitia? I'd like to give the floor to Laetitia Griffith.

Laetitia J. Griffith - TenneT Holding B.V. - Member of Supervisory Board [Interpreted] Thank you, Chairman. Good morning, ladies and gentlemen. It is with pleasure that I introduce myself to you. My name is Laetitia Griffith.

When I turned 21, I left Suriname for the Netherlands, especially to study law. And I studied at the Free University of Amsterdam. I read law, particularly criminal law and state and administrative law. After studying at university, I worked for the Public Prosecution Service and the Ministry of Justice. And from 2003 to 2010, I was a member of Parliament for the liberal party VVD. After having worked in the coalition and also in opposition, I felt that it was time to extend my knowledge and experience in the private sector. The seed was planted to that effect when I was alderwoman for finance and economic affairs in the city of Amsterdam. In that period of time, I worked with business and the private sector extensively. Questions such as how you can involve companies better in social activities are an issue; but also how they can contribute to education, traineeships and employment; and how the private sector can help enhance the livability of a city; and also how it can help reinforce the international character of the city. And so therefore, I became much more involved in the private sector.

From 2010, as a member of the Council of State, I was involved in issues and I advised the cabinet on rules and regulations. And I also was a member of management and Supervisory Board of Nuon, Vattenfall; the Dutch Film Foundation; the Goede Doelen Loterijen; TenneT, which is the Dutch-German net manager of the electricity network; and KPMG. I felt that this was a wonderful mix of public and private positions.

Accountancy on the one hand, 100% participation on the part of this -- started a family company, diamonds. And over the past 15 years, I worked in a very complex environment in which creating support for decision making and keeping an eye on the interests of several stakeholders was a focal point. And therefore, I have a good feeling for the public interest and society's trust in a company. Creating value of a company based on thorough strategic choices have been a leading theme for me. As a supervisory director, I have extensive experience in supervising a regulated environment, just as ABN AMRO, KPMG and TenneT operate in a very much regulated environment, an environment in which the standards are very high with respect to the regulators. And the same applies to a company's duty to care. As a supervisory director, the quality and safety of services and products, compliance, fraud, cybercrime, technology, innovation and the legal framework within which organizations have to operate, are issues that can count on my interest. It's relevant to highlight that, from 2011 to 2013, I was connected or I worked for the ABN AMRO Foundation, which is an entity in which ABN AMRO encourages its own staff to do something for society, for the elderly and children. And at the time and still, I feel very much committed to the strategy and purpose of the bank in "Banking for better, for generations to come."

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To me, ABN AMRO staff is essential in order to materialize the strategy. The personal drives, customer orientation of staff are prerequisites in order to meet the challenges that ABN AMRO has in front of itself. And the Employee Council is an important partner in this conversation.

Chairman, I would like to close now my extensive political, societal and administrative experience; my legal background; and my experience as a supervisory director in several organizations. All in all, I am looking forward to making my contribution to the Supervisory Board of ABN AMRO.

Thank you very much.

Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [A comment off mic. Once again, the Chairman is speaking off mic.]

[Interpreted] I would now like to give the floor to ask questions following the introduction of the Employee Council and Ms. Griffith. [Mr. Staephens], and after that, the gentleman [of the EBU].

Unidentified Participant [Interpreted] Well, I was getting ahead of myself and wanted to ask questions earlier on, but anyway. So what is your experience? How did you experience this procedure? And how did you end up talking to ABN AMRO? How were you approached? And yes, well, what about risk management? How -- what are you going to do in that respect? And what was the decisive factor to choose ABN AMRO Bank? So yes, well, I would like to hear some more detailed information from you.

Laetitia J. Griffith - TenneT Holding B.V. - Member of Supervisory Board [Interpreted] Well, beside the information that the Chairman just provided in terms of the procedure, there was a search agency that was involved and that approached several candidates. And the Employee Council was involved in that procedure. And in accordance with the corporate governance rules, there were conversations. There were interviews of their background where studies and references were checked, so I experienced the process to be very, very thorough and very careful. And I myself had conversations with the regulators, the AFM, the ECB and the Dutch central bank. And there was also a conversation of 2 hours, so it was very, very thorough, to check whether I have the expertise in terms of supervising a bank. It was very pleasant. It was very intense, but it was also very necessary.

As I said, the bar is raised in terms of the regulators, but also supervisors of ABN AMRO.

Unidentified Participant [Interpreted] And I have a question about risk management. You think you can carry out risk management?

Laetitia J. Griffith - TenneT Holding B.V. - Member of Supervisory Board [Interpreted] At this point in time, we have a separate committee, the Risk Committee, which is where all these subjects are addressed. And along with the Supervisory Board, of course, we already have a lot on paper in terms of what the risks are that the bank is facing at this point in time. And I hope that, along with my fellow members of the Supervisory Board, by visiting the Risk Committee and then discussing matters in the Supervisory Board, to be able to see how we can make ABN AMRO future-proof.

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Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [Interpreted] Perhaps I can add that Ms. Griffith, based on the Corporate Governance Code, since she is a supervisory director that is being appointed with the enhanced recommendation right of the Employee Council, she will be a member of the Nominations and Recommendations Committee.

Unidentified Participant [Interpreted] Did you conduct due diligence?

Laetitia J. Griffith - TenneT Holding B.V. - Member of Supervisory Board [Interpreted] Well, believe you me, that was very thorough, not only by ABN AMRO but also by the regulators.

Oh, myself? Oh, in the context of my preparation and my conversations with the search agency, well, that's a very detailed process. And perhaps after the meeting, I can discuss this bilaterally with you. But before you can even have a meeting, you get all these questions, questions as to whether you're interested. And then you start reading the reports, and you look at everything that has appeared in the newspapers also about ABN AMRO. But I would be happy to tell you more about this in detail after the meeting.

Unidentified Participant [Interpreted] Yes. Thank you, Mr. Chairman. My name is [Jorna] of the VEB, the security association. I would like to come back to the Employee Council as I said earlier on. In which measure did you include in your search that there would be a legally -- there may be a legally mandatory quota for women? And ABN AMRO is not complying with that, especially since Ms. Roobeek was leaving. That may have been an item that was at the top of your list, perhaps, in your search.

Rianne Kamphuis - ABN AMRO Bank N.V. - Chairman of Employee Council [Interpreted] Thank you for your question. As you see, Ms. Roobeek is being replaced by a lady, which was specifically mentioned in the introduction. But first and foremost, as a Chair of the Employee Council, I think this is a difficult question. For us, it's a very important aspect. However, there are several aspects that come into play. And in a selection of a candidate, that will always play an important role. And it was very pleasant that in this case, everything coincided.

Unidentified Participant [Interpreted] Well, I would have hoped you would say, "We found the best candidate." I would have agreed with that. But anyway, this quota of women is something of an issue, and ABN AMRO is not complying with that with 2 female members. I think it should be 30% or something.

Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [Interpreted] Well, it's 28.5%. Well, you've got to be -- you've got -- you've got to have an eye for detail when you're working for a bank.

Unidentified Participant [Interpreted] You often see -- if you have an appointment of a supervisory director on behalf of the Employee Council, you see that social involvement is a very important element. Is that something you have weighed?

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Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [Interpreted] So you're referring to an HR component? You're referring to the staff issue here, internal HR component? Well, we looked at several candidates. Obviously, you want the best possible candidate for a Supervisory Board. And so we worked closely with the Supervisory Board in this search, and we discussed what the best addition could be in terms of the profile. The profile consists of several aspects, and the involvement with staff is a very, very important issue to us.

Unidentified Participant [Interpreted] I don't think we have to go back that far in history, but it was quite extraordinary that there was a letter of 40 managers, I think, who publicly had expressed their concern about the ratio between the top: the management, Supervisory Board; and the staff -- or the relationship, rather. Was that ever discussed or was this just a blooper that will never happen again? Or is it that you say that, "Within our organization, there's still this extensive feeling of not being heard. And for that reason, we looked for a supervisory director that, in that sense, could really make a contribution."

Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [Interpreted] Well, my point of departure is always the voice of the staff. So an outcome of a letter, well, it's not up to me to identify in any way with such a letter or to make any statements to that effect. But we have listened to staff to see what they needed, and we took that into account in the profile.

Unidentified Participant [Interpreted] So you don't think there's going to be a second letter?

Rianne Kamphuis - ABN AMRO Bank N.V. - Chairman of Employee Council [Interpreted] I can't really comment on that.

Unidentified Participant [Interpreted] But you did your best to that effect. Well, a question to Ms. Griffith. What we hear, in fact, is that with new supervisory directors, it's difficult and tough to accept a financial role in a new Supervisory Board. So this search is very often very difficult, because there is a big risk in working for a bank or it's considered to be a big risk to work for a bank. So in that sense, it must have been very difficult to search for a candidate. So I would like to compliment you and the Supervisory Board, and it's wonderful to have such an excellent candidate. But did you take that into account in your due diligence that there was an enormous risk, an image risk to become a member of the Supervisory Board of ABN AMRO?

Laetitia J. Griffith - TenneT Holding B.V. - Member of Supervisory Board [Interpreted] Explicitly, I think, there's always a risk if you take a position in the Supervisory Board. Obviously, you have to realize that because the requirements are stricter and stricter. And it's not like in the past, where you just go to the meeting and at the meeting, you just open the envelope. And I mean, that's a long, long time ago. So that means that you really have to study the organization that you want to work for as a supervisory director, but also you need to study your colleagues, your fellow supervisory directors. Obviously, it's all about a team. And as a team, you try to operate together in order to further the organization. Now if all the pieces fit well, and if you talk to everyone individually and jointly and you have a good feeling about it, and also this feeling that you have a shared vision in terms of the future, then you say yes and you accept the position. In my case, that was the case.

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Unidentified Participant [Interpreted] So at parties, you will dare to say that you're a supervisory director of a financial institution such as ABN AMRO? Because people have their doubts about people working for financial institutions.

Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [Interpreted] Well, Ms. Griffith only goes to parties where people know that.

Laetitia J. Griffith - TenneT Holding B.V. - Member of Supervisory Board [Interpreted] Well, looking at my background, I heard these exact same words when I became a member of Parliament. This is how people see politicians. I was also a supervisory director at KPMG. I mean accountants, auditors, they are horrible. The same happens to lawyers, civil law notaries. I mean every profession at some point in time is viewed in that way. Being a supervisory director means that you can't be a fearful person. It's all about furthering an organization. And I'm very happy to contribute my expertise, my knowledge, my experience and my position to further the cause of ABN AMRO.

Unidentified Participant [Interpreted] That's wonderful to hear. As an alderman of ABN, I'm sure that you have all the experience you need. I'm quite sure of that. You've weathered quite a few storms. You've been screened. So I assume the licenses, the permits are no problem, ECB. I'm looking at the Chairman.

Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [Interpreted] As I said in my introduction, ECB gave its approval.

Unidentified Participant [Interpreted] Okay. So all that has been finalized. And actually, when I look at what you just read out, Mr. Chairman, I would say staff is of essential importance in order to materialize the purpose and strategy and help clients in the transition to a more sustainable world. That's quite something. I think most clients of ABN AMRO would have expected more, avoiding negative savings interest, integrity, which is also an issue at ABN. And those slogans would be slogans that clients would want to hear.

Do clients of ABM AMRO really want a more sustainable world? Well, everybody would say yes, but at which expense? So I feel this is more of an advertising slogan. And I don't really think that it would really affect me or touch me as a client of ABN AMRO. How did you see this?

Laetitia J. Griffith - TenneT Holding B.V. - Member of Supervisory Board [Interpreted] I think that not everybody takes into account the objective, the goals of a bank being a profitable bank, but how they can contribute to making a better world. If you can combine these 2 factors, then staff will also identify -- intrinsically identify with their employer. They want to work for a company that also has an eye for sustainability, climate change because they have children and grandchildren or nieces and nephews. So as human beings, I think that is the way we should live our lives. Personally, I want to make a contribution to a more sustainable world, which means that you have to think about how you drive. Do you drive an electric car? Are you careful with your consumption of water? I hope you would do the same thing. That is the way we can build a better world.

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Unidentified Participant [Interpreted] In the Supervisory Board, are you then also going to make sure that if you discuss financing or funding of fossil fuel generation plants, are you going to do something about that?

Laetitia J. Griffith - TenneT Holding B.V. - Member of Supervisory Board [Interpreted] Well, I'm looking at Mr. Dijkhuizen because this is the exco -- the [expo]. We've got strategies that we've agreed there, which way we're moving, how the sustainability agenda will fit within the products and services that we have. I don't know. Mr. Chairman, I'm looking at you. You are going to manage the meeting, so perhaps you can decide.

Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [Interpreted] Well, perhaps I can answer in general terms. The Supervisory Board does not deal with individual transactions. It's up to the Executive, not the Supervisory Board, and we supervise policies that are being developed and whether this fits in the context of transition towards sustainability. And it is in this context that we think and reflect on financing and services to our clients.

Unidentified Participant [Interpreted] I understand that. But if you keep insisting that sustainability is so important, I can imagine that from the Supervisory Board, with Ms. Griffith as a leader, really, towards management, that there may be a directive saying, "Thou shall not finance coal plants or cigarette factories, et cetera, et cetera."

Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [Interpreted] As I just said, in the Risk & Capital Committee, but also in the Supervisory Board, we discuss these types of policies. And these things that you mentioned could be part and parcel of those types of policies, so yes.

Unidentified Participant [Interpreted] Well, I'm pleased with that. It's good to have a more sustainable world.

Laetitia J. Griffith - TenneT Holding B.V. - Member of Supervisory Board [Interpreted] Good to hear.

Unidentified Participant [Interpreted] And then in conclusion, because I don't want to go on and on, because you also indicated that she, in a very natural way, can make a connection between all the strata or levels of the organization. Well, that sounds wonderful. But what is a natural way, and how would you go about that?

Laetitia J. Griffith - TenneT Holding B.V. - Member of Supervisory Board [Interpreted] That's why it's called a natural way. You either have it or you don't.

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Unidentified Participant [Interpreted] Yes, but I would like to learn.

Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [Interpreted] I think you're a bit too old for that.

Unidentified Participant [Interpreted] Well, really, does that mean that you just listen to all parties involved? Is that a natural way? Do you always try to find a consensus? Or is it that you say, "No. I explained the policy that I defend. Take it or leave it." What is the natural way?

Laetitia J. Griffith - TenneT Holding B.V. - Member of Supervisory Board [Interpreted] It's got to do with making connection, which means that you listen to people who have different views or have different positions in the organization, which means that you also listen and you see that there's a cleaner in the organization or a safety guard in the organization and realize what their roles are. Because we're also talking about cybercrime, which means that in terms of safety and security in an organization, that means that you have to see everyone in the organization as someone who can make a contribution to that effect. So you have to engage with these people as well. And if you have this broader view, then in a very natural way, whoever you meet with, you will be interested in that person. You would start a conversation with that person asking, "What is your position? What are the issues that you find? Is there anything I can learn from you?" That's a natural interest that you have in life. But also, same applies to my fellow members in the Supervisory Board.

The most difficult question I was ever asked was, what is your added value? Well, if you want to answer that question, that takes a long time. That was the most difficult question that was ever asked to me in a company.

Unidentified Participant [Interpreted] Well, in conclusion, Chair, and I think that with Ms. Griffith, you have a fantastic candidate that has gone through all the ins and outs. And given her legal background, do you really think it appropriate for Ms. Griffith to make sure that the fines, that the penalties be as low as possible?

Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [Interpreted] As a member of the Supervisory Board, obviously she will keep a keen eye on these cases.

Unidentified Participant [Interpreted] Well, she's already done that.

Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [Interpreted] But these case files, they develop. Obviously, there's an investigation. We don't know exactly what they are investigating. As soon as there's more clarity, the Supervisory Board, along with the Executive, will study that. And her contribution, I'm sure, will be invaluable.

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Unidentified Participant [Interpreted] I also have a question to you. My name is [Leifthart]. I have 3 questions. What about your political connection?

Laetitia J. Griffith - TenneT Holding B.V. - Member of Supervisory Board [Interpreted] I'm sorry?

Unidentified Participant [Interpreted] Political connection. Are you going to give up some of your positions? And my last question, do you still teach or do you help young people?

Laetitia J. Griffith - TenneT Holding B.V. - Member of Supervisory Board [Interpreted] Political connection, I think that's fine.

Unidentified Participant [Interpreted] Are you politically active?

Laetitia J. Griffith - TenneT Holding B.V. - Member of Supervisory Board [Interpreted] No. No, I'm not. Recently, I stopped as Deputy Chair of the Supervisory Board of KPMG because there was a conflict of interest with ABN AMRO because of a joint venture. And I chose ABN AMRO.

And at this point in time, I'm not teaching. I'm not teaching younger people, but I am approached by e-mail by younger people, or older people also, that want to talk to me. And I do that sort of coaching, coaching conversations or career coaching. So that's ongoing.

Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [Chairman speaking off-mic]. Are there any questions? [Chairman is speaking off-mic. The interpreter cannot hear. The chairman is speaking off-mic. No microphone means the interpreter cannot hear what is being said.] 2024, Laetitia Griffith, as I said, will be a member of the Remuneration Committee and Selection and Appointment Committee.

Are there any further questions or any comments with respect to the intended appointment of Laetitia Griffith? That not being the case, I'm going to ask the secretary to read out the voting procedure.

Hanneke Dorsman - ABN AMRO Bank N.V. - General Counsel & Company Secretary [Interpreted] For the shareholders and holders of depository receipts in the room. Does everybody have the app? Does everybody have the first -- something on the display? If there's a problem, we'll have someone help you. Okay. Everything seems to be working well. On the screen, you see the item that we're going to vote on in a moment. On your smartphone or tablet, you'll see the different options -- in favor, against or abstention -- as soon as we open the vote. If you do not press a button or do not select an option, that would be an abstention. Shareholders and holders of depositary receipts here in the room have about 10 seconds to select their choice. And you have 10 seconds to change your mind, and your last option will be valid. So we are now opening the vote.

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(Voting)

Hanneke Dorsman - ABN AMRO Bank N.V. - General Counsel & Company Secretary [Interpreted] The vote will be closed now. At this point in time, the votes are being counted.

Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [Interpreted] It shouldn't be that difficult.

Hanneke Dorsman - ABN AMRO Bank N.V. - General Counsel & Company Secretary [Interpreted] The online votes and the votes cast in the room are being combined as we speak.

Tom de Swaan - ABN AMRO Bank N.V. - Chairman of the Supervisory Board [Comment off-mic. The chairman is continuing off-mic. The interpreter cannot hear what the chairman is saying.]

[Interpreted] Annemieke, since 2010, she is the supervisory director of ABN AMRO. Before that, she was involved in Fortis Bank, and in that period of time -- well, the first period of time, she was closely involved in the merger between ABN AMRO and Fortis Bank. The current ABN AMRO emerged, and with that, she cooperated in the integration of both banks, with the IPO in 2015. And we're so grateful to her for her dedication over the years, and last but not least, the excellent cooperation that she created between the Supervisory Board and the Employee Council. She did fantastic work in that process. Thank you very much, Annemieke.

So well, with that, I'd like to close the meeting. I'd like to thank everyone for coming and for contributing to this meeting. And as I said earlier on, we're happy to offer you a cup of coffee or tea in the lobby. Well, there might even be a biscuit. So safe trip home. Thank you.

[Statements in English on this transcript were spoken by an interpreter present on the live call.]

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