1 January January 2008

CAO ABN AMRO 1 January 20 06 – 1 January 20 08 FNV Bondgenoten Postbus 9239 1006 AE Amsterdam telephone 020-585 60 00 De Unie Postbus 400 4100 AK C...
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CAO ABN AMRO 1 January 20 06 – 1 January 20 08

FNV Bondgenoten Postbus 9239 1006 AE Amsterdam telephone 020-585 60 00

De Unie Postbus 400 4100 AK Culemborg telephone 0345-85 18 51

CNV Dienstenbond Postbus 3135 2130 KC Hoofddorp telephone 023-565 10 52

Beroepsorganisatie Banken Verzekeringen Postbus 249 4600 AE Culemborg telephone 0345-851920



abn amro cao

Foreword

Foreword This Collective Labour Agreement (CAO) provides an attractive and competitive compensation and benefits package, which well rewards a good team and individual performance. It also provides ample scope to tailor the package to your own needs and wishes. In addition, this CAO emphasises the importance all parties involved attach to good employment relations, sound employability and career planning policies as well as the right work-life balance.

ABN AMRO Bank N.V.

FNV Bondgenoten



De Unie



CNV Dienstenbond



Beroepsorganisatie Banken Verzekeringen

Notice The English translation has no legal force and is provided for convenience only. The conditions in the Dutch original version of the Collective Labour Agreement shall prevail in all respects.

This Collective Labour Agreement is in effect until 1 January 2008. However, there are arrangements and tariffs that are subject to change. Therefore always check the current text on MyHR. You will find the definition of underlined words in the glossary.

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contents

Contents Foreword

5

CAO



my employment Employment contract Employment relations Rules of the CAO Advisory Committee Rules relating to sick leave

9 10 12 14

my time Working hours Working times Divergent working times Overtime Standby service Holiday entitlement Prenatal and postnatal maternity leave scheme Parental leave  Adoption leave Short-term care leave Long-term care leave Sabbatical leave Saving-up leave Special leave Voluntary work leave Seniority leave Pension course leave

17 18 19 21 22 23 24 25 26 27 27 29 30 31 32 32 33

my income Income adjustment and one-off payments Job evaluation policy Rules for internal job evaluation appeals procedure Rules of the external job evaluation appeals committee Appraisal system Salary and salary scale Salary in case of promotion Salary and demotion Benefit Budget Result-based bonus Deputisation allowance Special working circumstances allowance Company emergency service allowance Home-work travel allowance

35 36 36 39 40 42 44 45 46 47 48 49 50 51

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contents

my benefits Child care transitional scheme Transitional early retirement scheme (VUT) Retirement Payment during first two years of sick leave Benefits in the third and subsequent years of sick leave Long-service bonus Death benefits

53 54 56 58 59 60 61

other labour conditions my job General rules of conduct Security of information Conduct code for use of e-mail and internet Conduct code for personal dealings Conduct code for business gifts Regulations concerning private portfolio investment transactions Whistle blowing procedure Side functions Rules of the General Personal Complaints Procedure (ARIK) Work-related accident benefit

63 64 71 72 72 73 86 90 92 99

my career Employability CAO Social Charter General principles governing the outsourcing of services Study allowance

101 109 111 116

my income International deployment allowance Domestic business travel allowance International business travel allowance Meal allowance  Subscription allowance Allowance for gifts to employees  Telephone charges allowance Travel and accommodation allowance after relocation Removal allowance after transfer Travel budget Car leasing

119 119 121 122 122 122 123 123 124 126 127

my benefits Home loans on preferential terms Payment services on preferential terms Company contracts Social facilities

131 133 134 135

List of terms

138

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CAO my employment

CAO my employment



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CAO my employment

Employment contract Employees are generally appointed on a permanent contract. Fixed-term contracts are an exception. Fixed-term contracts are subject to rules that sometimes differ from the statutory rules. Target group These rules apply to every Employee. Description Your employment contract is either permanent or for a fixed term. Notwithstanding the statutory provisions, a probationary period of two months may be agreed in both cases. A fixed-term employment contract may be used only: • to cope with workflow peaks; • to provide temporary cover for an absent colleague; • to undertake a project; • to manage a transitional period during a reorganisation; • to employ a Trainee. A fixed-term contract may not exceed three years. Notwithstanding the statutory provisions, periods spent working at the Bank via an employment agency or on secondment in the six months immediately before the first fixed-term employment contract are not taken into account when such a contract is entered into or renewed. If you have agreed a period of notice longer than the period required by law, this longer period also applies to the Bank. If the period of notice is shorter than that required by law for the Bank, the Bank must nonetheless observe the statutory period. You may, within reason, temporarily be required to perform duties other than your normal duties. Your Salary is not adjusted as a result.

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CAO my employment

Employment relations Collective Labour Agreement (CAO) This CAO applies to every Employee, with the exception of holiday workers, Trainees or members of staff employed abroad but temporarily posted to the Netherlands. The Parties to the CAO will consult with one another beforehand to determine whether this CAO should apply to new business units or subsidiaries of the Bank. If these business units or subsidiaries are to be integrated into the Bank, the Parties to the CAO will also determine in advance what terms and conditions should apply to them. This CAO will be valid from 1 January 2006 to 1 January 2008 and will be tacitly renewed for one year at a time unless at least one party to this CAO has given written notice of termination no later than three months before the end of the term. The Bank may depart from the terms of this CAO in a manner favourable to you. If a court of law decides that part of this CAO is not binding, the rest of the CAO will remain in force and the Parties to the CAO will endeavour to replace the part that is not binding by provisions that approximate as closely as possible to their original intentions. If new legislation or regulations that affect the provisions of this CAO come into force during the term of this CAO, the Parties to the CAO will consult as to whether it is necessary to amend the CAO while it is still in effect. If you become involved in a dispute with the Bank about the application of this CAO, you must ask the CAO Advisory Committee to mediate. Trade unions The Parties to the CAO will hold regular talks about such matters as HR issues, employability policy and reorganisations. If it transpires that a major reorganisation that significantly affects employment cannot be resolved by the application of existing policy, they will discuss whether additional instruments are necessary. If this is the case, they will draw up a social plan that is worthy of the Bank in terms of content. Any such plan will not be liable to further change during the procedure for obtaining the opinion of the Employee Representation Body under the Works Council Act. The Bank will do its utmost to find suitable alternative work inside or outside the Bank for any Employee who loses his/her job as the result of a reorganisation and will make a sufficient budget available for this purpose. Every Employee may use the facilities available within the Mobility organisation. A budget of not more than 0.25% of the total Salary paid to every Employee in a year will be made available by the Bank to improve the employment prospects of disadvantaged groups. During the term of this CAO the Bank will review its approach to recruitment and selection from a multicultural perspective, make the findings of this review available to the Trade unions and develop policy designed to enhance the multicultural character of the Bank. The Bank wishes to have a proportional number of women in senior positions. If a female Employee leaves the service of the Bank following the birth or adoption of a Child, the Bank will make every effort to find her a suitable position if she wishes to rejoin the Bank within four years of the termination of employment. During the term of this CAO the Parties to the CAO will study how an age-aware HR policy can be used to

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CAO my employment

ensure that all Employees remain motivated and employable in all phases of their life and that optimal use is made of their knowledge and experience. The Bank will therefore also carry out a vitality study (before 1 January 2007) in which the Trade unions will be involved. During the term of this CAO, experience will be gained from the job (re)design assessment model developed for the banking industry. The Bank will inform the Trade unions annually of the evaluation of the appraisal system and situations in which supplementary remuneration is awarded based on thelabour market situation. The Parties to the CAO may agree a roster period shorter than three months for particular business units. Contact between the Trade unions and the Bank will be through the CAO negotiators of the Trade unions or persons designated by them. If a Trade union forms an organisation within the Bank it will inform the Bank of the composition of this organisation, after which the Trade union may use the Bank’s internal post system for communication with that organisation. The Trade unions may communicate through the MyHR portal. The Trade unions will be given space to hold meetings at the Bank and meetings with members within the Bank or other Employees. The meetings should generally take place outside office hours. If you are a member of the trade union organisation within the Bank, you may take up to ten days’ leave a year to attend trade union meetings. If you are an ordinary trade union member you may take up to four days’ leave a year to attend such meetings. Work permitting, you may take up to six days’ extra leave a year to attend Trade union courses, provided that the course is also relevant to the Bank. The Bank will pay the Trade unions an annual contribution of EUR 5.55 for each Employee (reference date: 31 March). The Bank will also pay a contribution of EUR 25,000 to trade union funds for international solidarity during the term of this CAO. Employee Representation Body The Bank will, where feasible, reserve space for the Trade unions and the Employee Representation Body in its management training courses. During the annual social policy discussions the Bank will give the Central Staff Council information about the number of people employed on fixed-term contracts. The Bank will also consult annually with the Central Staff Council about the working conditions implementation plan for the forthcoming calendar year, including, for example, the Banking Industry Working Conditions Covenant, and will inform the Trade unions about this. Under this covenant the Trade unions, together with the Bank’s Occupational Health Services Department HS&W Services Department, have trained union officials and members to act as consultants. A consultant’s role is to act as contact, informant and adviser and to refer people to HS&W Services. During the term of this CAO the possibility of integrating the consultant’s role into the prevention organisation will be studied. In the annual consultations on social policy the Bank will provide the Employee Representation Body with information about the amount and frequency of Overtime work and, on request, about the progress and outcome of consultations on work rosters. The Bank will hear the views of the Central Staff Council and the Association of ABN AMRO Bank N.V. Company Pension Rights Holders before changing the terms under which payment and mortgage services are made available to the staff. The Bank will also listen to their views before deciding on the introduction of new Bank services for staff.

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CAO my employment

Rules of the CAO Advisory Committee Composition of the committee The role of the CAO Advisory Committee, hereinafter referred to as ‘the Committee’, shall be to seek mutually acceptable solutions to disputes between individual Employees and the Bank regarding application of the CAO and, where this is not possible, to act as arbiter of such disputes. The committee’s expenses shall be met by the Bank. The Committee shall comprise an independent chairman, appointed jointly by the Parties to the CAO, and four ordinary members, two appointed by the Bank and two by the Trade unions. The chairman and each ordinary member shall have a Deputy, who is appointed in the same way. The Committee shall arrive at its decisions by majority voting. The chairman, ordinary members and their deputies shall each be appointed for the term of the CAO. The Committee shall remain competent to deal with disputes referred to it, but not resolved, before expiry of the CAO. If a vacancy should arise on the Committee, it shall be filled within one month by a new member appointed in the same way as the member to be replaced. The chairman, ordinary members and their deputies may not participate in the resolution of a dispute in which he/she has a personal interest. Secretariat The Committee shall have a secretariat, whose expenses shall be met by the Bank. The secretary and Deputy secretary or secretaries may not be members of the Committee and shall be appointed by the Bank. The Committee shall determine the duties and working methods of the secretariat. The secretariat shall be located at the Labour Affairs Department (PAC: AA3232), Mrs H. Jongman, Postbus 283, 1000 EA Amsterdam, telephone (020-6)28 12 83. Procedure An Employee who brings a dispute before the Committee shall be entitled to assistance throughout the procedure from a confidential adviser such as a union official. The Employee shall initiate the procedure by submitting a petition to the secretariat. This petition shall be submitted within six weeks of the date on which the decision that is the subject of the petition was made or became overdue. The petition shall include the name and address of the Employee, the nature of the decision made or overdue, a clear description of the facts of the case and a clear conclusion. If the petition does not include this information, the Committee shall give the Employee the opportunity to add them. Once in receipt of a petition and, where relevant, any supplementary information required, the Committee may (if necessary, immediately) take interim action. A motion to take interim action shall require a quorum of the chairman or his/her Deputy and at least two ordinary members or their deputies, with equal representation for the Bank and the Trade unions. The secretariat shall confirm receipt of the petition and forward copies to the Committee and to the Bank. The Bank may submit to the secretariat a statement in defence within two weeks of the secretariat forwarding the petition. The secretariat shall forward copies of any such statement to the Committee and to the Employee. Thereafter, the chairman may allow the Employee to submit a written response to the Bank’s statement, and the Bank to make a further written response in return, giving each up to two weeks in which to do so. The secretariat shall send copies of such responses to the Committee and to the other party.

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CAO my employment

Within four weeks of the completion of the correspondence, the chairman shall specify a time, date and place for a hearing. The Committee may also ask other parties to appear before it, if it considers that this is necessary. Both the Employee and the Bank may bring (expert) witnesses to address the hearing, provided at least two weeks’ notice is given to the secretariat. The secretariat shall immediately inform the Committee and the other party to the dispute if an (expert) witness is to attend the hearing. Hearings shall not be held in public unless the Committee rules otherwise and neither the Employee nor the Bank object. At the hearing, the Committee shall endeavour to find a mutually acceptable solution to the dispute. To this end, the Committee may adjourn the hearing so that one or both parties can reflect and/or seek advice. If a mutually acceptable solution cannot be agreed, the Committee shall within six weeks of the hearing’s conclusion issue a written recommendation to the Bank and to the Employee, accompanied by an explanation of the underlying reasoning. Minority views within the Committee shall not be communicated. On the working day following conclusion of the oral proceedings, the Employee and the Bank are entitled to ask the secretariat for details of the Committee’s recommendations. Committee recommendations may be published, provided the name of the Employee is omitted. The secretariat shall immediately forward copies of the recommendation to the Employee and the Bank and ensure that a copy of the final decision is sent to the HR Compensation & Benefits Department. Conclusion Petitioning the Committee or other involvement in the procedure described above shall in no way adversely affect the position of an Employee within the Bank. The Committee and the secretariat staff shall treat the details of the case as confidential, unless the Employee should publicise such details. The Committee shall be free to make exceptions to the deadlines specified in these rules, or to allow a party to a dispute additional time. The secretariat shall communicate any decision to this effect to the parties concerned without delay. If the Parties to the CAO are in agreement, Committee may be authorised to hear an appeal in a dispute between an Employee and the Bank regarding the implementation of another Collective Agreement, such as the Employability CAO or the General Principles governing the Outsourcing of Services; in such case further appeal to a civil court may or may not be excluded. Under such circumstances, the Committee shall produce a binding decision adhering to these rules as far as possible.

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CAO my employment

Rules relating to sick leave If you are unable to work because you are Sick you must observe certain rules. Target group These rules apply to every Employee. Description If you are Sick and unable to work, you should: • notify your Manager before 9.30 am on the first day you are unable to work; • do everything possible to expedite your recovery; • ensure that you can in any event be contacted between 11 am and 4.30 pm, unless you are away receiving medical treatment or receive different instructions from the ABN AMRO Occupational Health Services Department. If you are being cared for at a location other than your home address, you should provide us with the details; • undertake (other) suitable work which the Bank instructs you to perform, even if this is with another employer; • ask your Manager for permission if you wish to take a holiday in the Netherlands. Permission will not be refused if it is certain that the holiday will not hamper your recovery; for a holiday abroad, the permission of the Occupational Health Services Department is also needed; • inform your Manager by means of the electronic reporting system as soon as you are fit to return to work and then resume work immediately; • if you are taken ill while on holiday, you should not only report Sick and pass on your holiday address but also supply the Occupational Health Services Department with a note from the doctor who treated you; the note should specify the nature, duration and treatment of your condition; only then can you be credited for your lost holiday entitlement. If ABN AMRO Occupational Health Services finds that you are fit to return to work and you do not agree, you may request a second opinion from the Employee Insurance Schemes Executive Agency (UWV). The following rules apply in such a case: • The request must be made within one week of the finding that you are fit to return to work. • You should immediately notify your Manager and ABN AMRO Occupational Health Services. • You should be available for examination by a UWV doctor. • You should immediately make a new appointment with Occupational Health Services if the UWV agrees with you. • If the UWV disagrees with you, you should immediately return to work the same day. The missed working hours that elapse from the time of the finding that you are fit to return to work and the second opinion are treated as holiday. You are obliged to cooperate in any attempt the Bank may make to claim damages from a third party for your occupational disability. If you do not comply with these rules, this may affect the payment of your Salary and statutory benefits and supplements, and may also affect your employment contract with the Bank. If your Sickness is caused or aggravated by your own intentional acts or by your gross negligence, you will not be entitled to supplementary benefits from the Bank.

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CAO my time

CAO my time

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CAO my time

Working hours The Basic Working hours of the Bank total, on average, 36 hours a week. You may, however, work shorter or longer hours. Target group These rules apply to every Employee. Description The Basic Working hours of the Bank total, on average, 36 hours a week and 1,872 hours on an annual basis. You may agree different working hours with your Manager. The maximum working hours total, on average, 40 hours a week and 2,080 annually. A request to change the working hours may not be refused unless it would cause serious operational problems for the company as referred to in the Working Hours Amendment Act. If you wish to agree an increase in your working hours, you must also have achieved at least a satisfactory Final appraisal rating. Shorter working hours will not adversely affect your career prospects. Applying To request a change in your working hours you should submit a written application to your Manager at least four months before the desired starting date. Your Manager will confirm his or her decision in writing at least three months before the desired starting date. If your Manager rejects your request wholly or partly, he must explain why. If you do not receive the decision in time, your request is deemed to be granted. You may submit a request to change your working hours no more than three times a year. You can complain to the CAO Advisory Committee if your application is rejected.

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CAO my time

Working times The usual working days are Mondays to Saturdays. Your Manager will discuss your working times with you and record them in a work roster. This involves striking a balance between the interests of the team, the individual and the organisation. Target group These rules apply to every Employee. Description Your usual working times are between 7 am and 9 pm on Monday to Friday and between 8 am and 5 pm on Saturdays. When the working times are set, every effort is made to adequately balance the interests of the team, the individual and the organisation. The working times and desired staffing level are discussed by the team during work consultation meetings at least once a year. After that your working times will be determined in consultation with your Manager. Your working times are set out in a roster covering a period of no less than three months and no more than one year. Time off is rostered in periods of at least half a day. In the case of the Basic Working hours you can choose from the following rosters, unless this is organisationally impossible or impractical: • a half day off each week; • a day off every two weeks; • a four-day working week and nine-hour working day; • a variation on these options. If your working roster includes a Saturday as a working day, you are entitled to have the following Monday off. If your rostered day off happens to fall on an official public holiday, you are not entitled to take replacement leave at another time. Work rosters will be drawn up in such a way as to ensure that you are not disproportionately disadvantaged as a result. If the Bank agrees a ‘job contract’ with you, individual working times do not apply. Rules in the event of sickness You are not entitled to replacement leave if you fall Sick during your rostered days off.

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CAO my time

Divergent working times If you have divergent working times because you have to do Shift work or work Non-standard working times or on Saturdays or TARGET days, you are entitled to a Work roster allowance. Target group These rules apply to every Employee. Description If you have to do Shift work or work Non-standard working times or on Saturdays or TARGET days, your working times are recorded in a work roster for a period of at least three months. This minimum does not apply to TARGET work rosters. Parties to the CAO may agree to the use of other roster periods for particular business units. You will be consulted in good time before a roster is drawn up. You will receive a summary showing the working times and the average Work roster allowance based on this. TARGET days are Official public holidays on which staff of certain business units are required to work. This is necessary because the Bank participates in the euro clearing and settlement system (TARGET) of the European Central Bank. In the case of Shift work the rosters will, wherever possible, rotate forwards. The roster will also, where possible, allow you two consecutive days off a week. If a day off follows a night shift, your sleeping period immediately after the night shift will not be treated as a day off. A half-hour break taken between 9 pm and 7 am (8 am on Saturdays) counts as working time. The Work roster allowance is a percentage of your Hourly pay. See the table below. Days/times

Work roster allowance as percentage of the Hourly pay

Monday to Friday between 00.00 and 07.00

175

between 07.00 and 21.00

100

between 21.00 and 24.00

175

Saturday between 00.00 and 08.00

175

between 08.00 and 17.00

150

between 17.00 and 24.00

200

Sunday between 0.00 and 24.00

200

If you work a Shift beginning before 6 am, hours worked between 7 am and 8 am have a compensation weighting of 175. If you work a Shift on an official public holiday or TARGET day which does not fall on a Sunday, you will be entitled to the allowance for working on a Sunday. You will also receive an extra day off. This also applies proportionately if you work a shift after 1 pm on New Year’s Eve. If you work a Shift on an official public holiday or TARGET day that falls on a Saturday or Sunday, you will be entitled to an extra allowance of 50% of your Hourly pay for each hour worked. However, you will not receive this extra allowance for the hours of a Shift that starts during the evening of the official public holiday or the TARGET day.

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CAO my time

If you do Shift work you will receive part of the allowance in money. The remainder is compensated in time in your Shift work roster. The aim is to achieve an equal division between compensation in time and monetary compensation. For the purposes of this compensation in time, hours are weighted in the manner indicated in the table. The compensation in time will not affect the number of working hours. If you are on shorter working hours, you may obtain compensation for the Work roster allowance entirely in money. In all other situations, you will also be compensated entirely in money. Application The meal allowance scheme will also apply to Shift work or Non-standard working times. You are entitled to the following familiarisation allowance if you work or have worked shifts or Nonstandard working times: • if your Work roster allowance exceeds 5% of your Salary and your entitlement ceases; • if your Work roster allowance is reduced by an amount in excess of 5% of your Salary, except where the reduction in the Work roster allowance is due to the replacement of all or part of the monetary compensation by compensation in time. Nor are you entitled to a familiarisation allowance in the event of a reduction in the Work roster allowance if your shift is shorter than three months. The familiarisation allowance is adjusted in line with general pay rises negotiated in accordance with the CAO. The table shows the amount of your entitlement to familiarisation allowance and the length of time you are entitled to it. Length of time the allowance has been received 80% 60% 40%

20% of the Work roster allowance

½ – ¾ year

1

1

1

1 month

¾ year – 1 year

2

2

2

2 months

1 year – 2 years

3

3

3

3 months

2 – 3 years

4

4

4

4 months

3 – 4 years

5

5

5

5 months

4 – 5 years

6

6

6

6 months

5 – 6 years

7

7

7

7 months

6 – 7 years

8

8

8

8 months

7 – 8 years

9

9

9

9 months

8 – 9 years

10

10

10

10 months

9 – 10 years

11

11

11

11 months

10 – 15 years

12

12

12

12 months

15 – 20 years

15

15

15

15 months

20 years or more

18

18

18

18 months

Base figure You will receive a supplement of 16.33% on your Work roster allowance. This is added to your Benefit Budget. Your Work roster allowance is the basis for your early retirement benefit and pension. You are also entitled to your Work roster allowance during your holiday. If you have divergent working times, you will be asked to work Overtime only in special circumstances. You will receive an allowance for this. Your Hourly pay will be increased by the Work roster allowance for the roster period in which the Overtime must be performed. You will also receive this allowance in respect of the extra travelling time, up to a maximum of half an hour before and after the shift.

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Payment You will receive your Work roster allowance monthly. Rules in the event of sickness Your Work roster allowance forms the basis for any Sickness and occupational disability benefits to which you may become entitled.

Overtime You may sometimes be asked or obliged to work outside your normal working hours. If your job grade is 11 or lower, you are entitled to receive Overtime compensation. Target group These rules apply to every Employee. Description Your Manager may request you or the team of which you are a member to work Overtime (i.e. work outside the agreed hours of work). Under certain circumstances your Manager may even require you to do so (if you are not over age 55). If your Manager intends to require you to work Overtime, he must weigh the interests of the organisation against your personal interests. If he/she requires you to work Overtime, you will be informed of this immediately. He/she cannot require you to work Overtime on Sundays or Official public holidays. You may not work more than 45 hours of Overtime in any quarter. If your working hours are shorter, this maximum is reduced in proportion to the Basic Working hours. If you are unable to eat at home in the evening because you have worked two or more hours’ Overtime, you may take a half-hour meal break which is treated as time worked for the purpose of Overtime compensation. The costs of your meal will also be reimbursed. Compensation If your job is classified in job grades 1-11, you will receive compensation for Overtime. However, you will receive this compensation only if you work more than one half-hour of Overtime. The amount of the compensation is a percentage of your Hourly pay. Overtime compensation

Percentage of the Hourly pay

Hours

Sun/Pub. holidays

Monday to Friday

Saturday

0.00-7.00

200

150

175

7.00-8.00

200

150

175

8.00-17.00

200

150

175

17.00-21.00

200

150

200

21.00-24.00

200

150

200

The compensation for Overtime does not serve as a basis for other remuneration components. Payment You will receive Overtime compensation monthly.

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CAO my time

Standby service You may be designated for standby service. If your job is classified in job grades 1-11, you will receive compensation for standby service. Target group These rules apply to every Employee. Description If you are placed on standby service, you must be available to work outside your office hours at times designated on a roster. In such cases you must be contactable at all times and able to report to your place of work within a reasonable period. A standby roster covers a period of at least three months. You are not required to be on standby more than 80 days a year. If you are called up, you will receive standby service compensation for the hours you work and the time spent travelling to and from your work. You should discuss with your Manager how you should get to work. The extra costs of public transport are reimbursed in full. If you travel by car, the Business Travel Allowance Scheme in the Netherlands will apply. If you are taken off a standby roster, you will receive a familiarisation allowance if your standby allowance has exceeded 5% of your Salary in the last 12 months. The size and amount of the familiarisation allowance is determined in accordance with the familiarisation to Work roster allowance. Amount of the allowance Your standby allowance is determined by reference to the following table. Days on call

Hours on call Allowance as % of Hourly pay

Monday to Friday

08.00 to 24.00

15%

Monday to Friday

00.00 to 08.00

5%

Saturday and Sunday

00.00 to 24.00

30%

Official public holidays

00.00 to 24.00

331/3%

Basis for calculation Your standby service allowance is included in the basis for your early retirement benefit and pension. Payment Your standby allowance benefit is paid monthly. Rules in the event of sickness Your standby allowance is the basis for sickness and occupational disability benefits.

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CAO my time

Holiday entitlement You receive your statutory holiday entitlement in the form of time credits. You may use your Benefit Budget to buy extra leave. Target group These rules apply to every Employee. Description For the Basic Working hours you will be entitled to 144 hours’ holiday a year. If you have different working hours your holiday entitlement will change proportionately. For example, if you work an average of 40 hours a week you will be entitled to 160 hours’ holiday a year. If your employment contract starts or finishes in the course of a year, your holiday entitlement will be calculated on a pro rata basis. Holiday entitlement lapses if the holiday is not taken within 10 years of the last day of the year in which the entitlement arose. The balance of the holiday entitlement, together with the hours saved on your time savings account since 1 January 2001, may not exceed 50 times your weekly working hours. Application You may take up to three weeks’ holiday at once. The dates on which you may take your holiday will be decided by your Manager after consultation with you and after the arrangements have been discussed with the team. If it is a local or other custom not to work on certain days, your Manager may decide that the hours not worked on such days will be deducted from your holiday entitlement. You are entitled to paid leave on Official public holidays, if work allows. You are not required to work on days that are treated as holidays by your religion or belief. However, if you take these days off you must apply for leave. During your holiday you remain entitled to all your usual compensations and benefits, unless you are taking an extended holiday. If you do take such a holiday, the accrual of holiday entitlement and payment of your home-work travel allowance will cease at the end of the month following the current month. Accrual of your pension (on the basis of your working hours immediately before your holiday) and your entitlement to travel budget and training facilities continue for a period of five months after the current month. Bank services on preferential terms continue as normal. Rules in the event of sickness If you fall Sick during your holiday, the hours of holiday lost as a result will not be treated as holiday provided you comply with the rules on sick leave. During sick leave you will build up holiday entitlement in respect of not more than (the last) six months of the leave. Periods of sick leave separated by a period of less than one month are treated as a single continuous period. Partial occupational disability does not affect the accrual and use of your holiday entitlement.

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Prenatal and postnatal maternity leave scheme If you are expecting a Child you will be entitled to maternity leave in the period before and after the birth of your Child. Target group These rules apply to every female Employee. Description If you are expecting a Child you will be entitled to maternity leave in the period before and after the birth of your Child. You may start your prenatal maternity leave on any working day between the first day of the sixth week and the first day of the fourth week before the expected date of delivery. Your prenatal maternity leave will end on the day of delivery. Your postnatal maternity leave will start on the day after the delivery. Once you have given birth, you should notify your Manager without delay. Term If your Child is born before or on the expected date of delivery, you are entitled in any event to sixteen weeks’ leave. You may extend the leave for a period equal to the interval between the expected and actual date of delivery. Maternity pay During your maternity leave you will receive Sickness benefit and a supplement to bring the total up to 100% of your Salary. During your leave all compensation and benefits will continue to be paid, with the exception of allowance for expenses no longer incurred (e.g. home-work travel allowance). Applying You must inform your Manager no later than three months before the expected delivery date of the baby as to when you wish to start your maternity leave. You should submit a doctor’s or midwife’s note indicating the expected date of delivery. Rules in the event of sickness The rules for reporting Sick and reporting back for work also apply during maternity leave. If you are on sick leave or are partially disabled for work at the start of the planned maternity leave the days of sick leave before the prenatal maternity leave will count as maternity leave, irrespective of the cause of the Sickness. The prenatal maternity leave may never exceed six weeks. If you fall ill during your maternity leave, these days of sick leave will be counted as days’ leave, irrespective of the cause of the Sickness.

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Parental leave You are entitled to take a period of leave for each of your children (up to a given age). You may take either full or partial parental leave. Unlike the statutory scheme, part of your Salary will continue to be paid. Target group These rules apply to every Employee who has been in the Bank’s service for at least one year and has a Child (including an adopted Child) under the age of eight. If you have adopted a Child over the age of seven years and ten months, you may take parental leave until your Child reaches the age of 12. Description Parental leave may be taken for your Child (including an adopted Child). If you have two or more children (including adopted children) you may take leave on two or more occasions, if necessary consecutively. If you marry or cohabit with someone who has children in this age group, you may take parental leave for one of these children. You can take full or partial leave. Partial leave can last for a maximum of 26 consecutive weeks and may not exceed 50% of your average working week. If you wish to take the parental leave in some other way, you should discuss this with your Manager. Approval will not be withheld by your Manager unless the leave would cause the Bank serious operational problems. When you start work again after your leave finishes, you will return to the same job and have the same working hours as immediately before your leave; in the case of reorganisations, however, the rules of the reorganisation will apply as though you had not taken leave. Term You may take a maximum of thirteen times your average working week as parental leave. If you take a combination of sabbatical leave, parental leave and care leave, the combined leave may not exceed six months. Payment while on leave You will receive 50% of your Salary for the hours of leave. This is based on your Salary, Benefit Budget and fixed allowances (such as shift allowance) at the start of the leave. The minimum Salary payable is EUR 10.15 per hour from 1 January 2007. This amount is always increased in keeping with the percentage of any general pay rises. If you take full leave, the accrual of holiday entitlement and payment of your home-work travel allowance cease after the month following the current month. The accrual of your pension (on the basis of your working hours immediately before your leave) and your entitlement to travel budget and training facilities continue for a period of five months after the current month. Bank services on preferential terms continue as normal. In the case of partial leave, these provisions apply proportionately. If your employment contract ends during your leave or within three months of the end of the leave, you must repay the allowance to the Bank. Payment The allowance is paid monthly.

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Rules in the event of sickness The rules for reporting Sick and reporting back for work also apply during this leave. If you become ill during the leave, this does not change the end date of the leave as originally agreed. You should arrange with your Manager what is to be done about the hours of leave you have missed. Applying If you wish to take parental leave you should ask your Manager at least two months in advance. You can specify a precise starting date or allow this to depend on the due date. You will receive a written confirmation of the arrangements from your Manager within a month of your application.

Adoption leave If you adopt a Child, you are entitled to adoption leave. Target group These rules apply to every Employee. Description If you adopt a Child, you may take adoption leave. You may take this leave at any time in the period from two weeks before the adoption until sixteen weeks after the adoption. Foster parents too are entitled to this leave if a Child is placed in their care for an extended period in the context of a fostering contract. Remuneration Your Salary and all benefits continue during your leave. Term You are entitled to adoption leave not exceeding four times your weekly working hours. Applying You must always consult with your Manager when taking adoption leave.

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Short-term care leave In certain situations you may be entitled to short-term care leave. Target group You will be given short-term care leave if your Partner, a Child living with you at home, or a parent is Sick and needs to be cared for by you. Description If you wish to take such leave you should discuss this with your Manager. The Manager will permit you to take leave unless this would adversely affect serious operational interests of the company and these may reasonably be regarded as taking precedence over your interests. Your Manager is always entitled to ask you to demonstrate the need for care to his/her satisfaction. Term The short-term care leave you take in any year may not exceed twice your average working week. If you fulfil the criteria, you may take long-term care leave immediately afterwards. Allowance You will be paid 85% of your Salary and the Benefit Budget. Payment The allowance is set off monthly against your Salary. Applying If you wish to take short-term leave you should apply to your Manager.

Long-term care leave In certain situations you may be entitled to take long-term care leave. Target group These rules apply if you have been in the service of the Bank for at least one year. You may take long-term care leave if a person close to you, for example your Partner, Child or parent, is seriously ill and in need of care and is dependent on you for this care. You may also take leave to look after a terminally ill Partner, Child or parent or a Child suffering from a life-threatening condition. Description You may take long-term care leave on each occasion under which the conditions are met. You can take full or partial leave or a combination of the two. You must always take the leave in a continuous period. If you wish to take such leave you should discuss this with your Manager. Your Manager will permit you to take leave unless serious operational interests of the company may reasonably be regarded as taking precedence over your interests.

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You will receive a written answer from your Manager within a month of your application. If the circumstances change, you can alter, interrupt or end the leave in consultation with your Manager. When you resume work after your leave finishes, you will return to your own job and have the same working hours as immediately prior to your leave; in the case of reorganisations, however, the rules of the reorganisation will apply as though you had not taken leave. Term You may take a maximum of eleven times your average working week as long-term care leave. You can take partial or full leave or a combination of the two. If you take partial leave, the leave (including any short-term leave) may last for a continuous period not exceeding 26 weeks. If you choose to take partial leave, you must continue working at least 50% of your average working week. If you take a combination of sabbatical leave, parental leave and care leave, the combined leave may not exceed six months. Allowance You will receive 50% of your Salary for the hours of leave. This is based on your Salary, Benefit Budget and fixed allowances (such as shift allowance) at the start of the leave. If you take full leave, the accrual of holiday entitlement and payment of your home-work travel allowance ceases at the endof the month following the month in which your leave starts. The accrual of your pension (on the basis of your working hours immediately before your holiday) and your entitlement to travel budget and training facilities continue for a period of five months after the month in which your starts. Bank services on preferential terms continue as normal. In the case of partial leave, these provisions apply proportionately. If your employment contract ends during your leave or within three months of the end of the leave, you must repay the allowance to the Bank. Payment The allowance is paid monthly. Rules in the event of sickness The rules for reporting Sick and reporting back for work also apply during this leave. If you become ill, this does not change the end date of the leave as originally agreed. You should make arrangements with your Manager regarding what will be done about the hours of leave you have missed. Applying If you wish to take long-term leave you should apply to your Manager indicating the period and nature of the leave and, in the case of partial leave, your desired working hours. If possible, you should also submit a doctor’s note with the application.

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Sabbatical leave You may take a maximum of six months’ sabbatical leave or, if you take the leave immediately before early retirement or pension, a maximum of three years. Target group These rules apply to every Employee. Description You must always take sabbatical leave in a single, uninterrupted period. You may take full or partial leave. If you take partial leave you must in any event continue to work at least ten hours a week on average. If you wish to alter the length of the leave once it has started, you should discuss this with your Manager. The rules on other positions and income from other work continue to apply during such leave. When you resume working after your leave finishes, you return to your previous position and have the same working hours as immediately before your leave; in the case of reorganisations, however, the rules of the reorganisation will apply as though you had not taken leave. Sabbatical leave may not be taken within three years of the end of a previous period of sabbatical leave. Term The leave must last at least one month and may not exceed six months. It makes no difference in this connection whether you take full or partial leave. If you take a combination of sabbatical leave, parental leave and care leave, the combined leave may not exceed six months. Sabbatical leave taken immediately before your retirement (or early retirement) may exceed six months but may not exceed three years. Payment while on leave During sabbatical leave you will receive no remuneration. You can finance the leave yourself by drawing down any balances on your life course savings account or personal time savings account. If you take full leave, the accrual of holiday entitlement and payment of your home-work travel allowance cease after the month following the current month. The accrual of your pension (on the basis of your working hours immediately before your leave) and your entitlement to travel budget and training facilities continue for a period of five months after the current month. Bank services on preferential terms continue as normal. In the case of partial leave, these provisions apply proportionately. Rules in the event of sickness If you fall Sick during your leave you have two options: • you do not report Sick and allow the leave to continue to the end of the agreed period; • you report Sick following the standard procedure; in this case, the leave is then discontinued and payment of your Salary resumes from the day on which you report Sick. If you subsequently wish to take the remainder of the sabbatical leave, you should discuss this with your Manager. Applying If you wish to take such leave you should request the consent of your Manager. The sooner you do this the better. You must apply for such leave at least four months in advance. If you submit the request at least a year in advance, your Manager will always grant consent. You will receive a written answer from your Manager within a month of your application.

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Saving-up leave Prior to 2007 you could save hours in a time savings account if you worked a 40-hour week. Target group These rules apply to every Employee who has saved time in a personal time savings account. Description Until 1 January 2007 you could save time in a personal time savings account if you worked in excess of the Basic Working hours. You could use the hours accrued for sabbatical leave. If you withdraw hours from your time savings account, all entitlement to compensation and benefits continues to apply (unlike the provisions governing sabbatical leave), with the exception of the accrual of holiday entitlement and the reimbursement of costs no longer incurred (e.g. home-work travel allowance). If you leave the service of the Bank or die, pay is given in lieu of the credits in the account. The value of the credits if payment is made in lieu is shown in the following table. You can also arrange for the credits to be paid in lieu as an addition to your early retirement benefit. Period in which credits were saved

Particulars

Value as % of the current Hourly pay

Before 1 January 2001

None

116.33%

Between 1 January 2001 and 1 January 2005 None

124.66%

Between 1 January 2005

If you were already in

120.53%

and 31 December 2006

service on 1 January 2005

Between 1 January 2005

If you entered the service

and 31 December 2006

on or after 1 January 2005

116.33 %

Upon their payment, credits saved since 1 June 2000 serve as a basis for your pension. The balance of your personal time savings account accrued since 1 January 2001 may not, when aggregated with the total of your holiday entitlement balance, exceed 50 times your average working week. Payment If you leave the service of the Bank or die, the amount is paid out as a lump sum.

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Special leave In certain situations you are entitled to special leave. Target group These rules apply to every Employee. Description You are entitled to paid special leave in accordance with the following table. Situation

Length of leave

Birth of Child

Two days

Death of:

From the day of death to the day of the funeral.

• partner • a dependent Child Death of:

One day and, if you attend the funeral, a second day.

• a parent

If you arrange the funeral, you are entitled to take leave from the

• a grandparent

day of death to the day of the funeral.

• a non-dependent Child or a step-Child • a brother, sister, brother-in-law or sister-in-law • a grandchild An emergency of a personal nature that

The time necessary to deal with the emergency, subject to a

requires prompt action and your presence.

maximum of two days.

Sitting a school or professional examination.

The time necessary for this purpose.

Applying You should apply to your Manager for special leave.

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Voluntary work leave You may be entitled to obtain leave to perform voluntary work. Target group These rules apply to every Employee. Description If you perform voluntary work, you may be entitled to paid leave for one period not exceeding your average weekly working hours. To qualify, you must do the work for an organisation that operates nationwide or for a project that is approved by the Sustainability Department. Another condition is that it is not possible to do the work outside normal working times. Applying You should apply to your Manager for voluntary work leave.

Seniority leave You may be entitled to seniority leave subject to certain conditions. Target group These rules apply to every Employee aged 58 or over. Description After reaching the age of 58 you are entitled to two hours’ paid leave for each week you work. After reaching the age of 60 you are entitled to four hours’ paid leave for each week worked. If you work part-time, you will be entitled to seniority leave on a pro rata basis. Seniority leave is taken on a weekly basis. In special circumstances you can save up the leave for a maximum of four weeks. If you wish to take seniority leave, you should arrange your working hours in consultation with your Manager.

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Pension course leave You are entitled to leave to attend a course on retirement and pension. Target group These rules apply to every Employee. Description You are entitled to paid leave to attend a Leaving the Workforce course (or another comparable course) arranged by the Bank. Currently you are entitled to four days’ leave for this purpose. You may take this leave in a period of two years before the date on which you or your Partner (if he/she also works at the Bank) retires or takes early retirement. Applying You must always consult with your Manager when taking this leave. You must be able to show that you will use the leave to attend the course.

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Income adjustment and one-off payments During the term of this CAO you will receive structural and one-off Salary increases. Target group These rules apply to every Employee. Description During the term of this Collective Agreement the Salary scales and your Salary will be increased as follows: • by 1.5% on 1 January 2006; • by 2% on 1 January 2007. These structural increases will also apply from the same dates to any disability benefits you may receive under the statutory scheme (WAO), provided you have been in the Bank’s employment for at least five years on the first day of your Sick leave and either your annual income is in excess of the maximum disability base income or you were at least 57.5 years’ old on the first day of your Sick leave. These increases also apply to any early retirement benefit you may receive. In July 2006 you will receive a one-off payment equal to 0.5% of your annual Salary. In July 2006 you will also receive a one-off life course savings scheme contribution equal to 1% of your annual Salary. You may have this contribution paid into your life course savings account or have it paid out as Salary. From 1 January 2007 you will receive a monthly contribution to your Benefit Budget equal to 1% of your monthly Salary.

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Job evaluation policy The Bank determines the seniority of your job on the basis of a job evaluation policy. The seniority of your job determines your Salary. Target group These rules apply to every Employee. Description The Bank uses the BASYS job evaluation system to determine the seniority of your job. All jobs are classified in one of 15 job grades. Each job grade is linked to a Salary scale. Each job has an up-to-date job description, including a statement specifying the job level. In the event of a reorganisation you will receive an indication of the level of your new job. Within a year following the reorganisation, the new job will be weighted and a description drawn up, which you will receive. You can lodge an objection to the evaluation of your job and how it was derived. The procedure is described in the Job Evaluation Objection procedure. You can appeal against the result of the objection procedure. This is governed by the Standing Orders of the External Job Evaluation Appeals Committee.

Rules for internal job evaluation appeals procedure Target group These rules apply to every Employee. Description You may appeal against the outcome of the evaluation of your job and how the evaluation was performed. An appeal may be based on the following grounds: • the correct procedure was not followed; • the information on file about the nature of the job (the job description, including, where applicable, the grading sheet) is not an accurate reflection; • the job evaluation system was not properly applied. Internal Job Evaluation Appeals Committee The Internal Job Evaluation Appeals Committee (Bezwarencommissie Fuwa) comprises a chairman and at least four other ordinary members. The chairman has two deputies – other members – all of whom work at the Bank. Each of the ordinary members has a Deputy, who must also work at the Bank. The Managing Board and the Central Staff Council will each appoint at least two members and their deputies. The chairman and Deputy chairmen will be appointed jointly by the Central Staff Council and the Managing Board. The Internal Job Evaluation Appeals Committee may be expanded if this is necessary in the light of the number of appeals received. In such a case the Committee will be increased by an even number of

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members and an equal number of deputies, half of whom are appointed by the Central Staff Council and the other half by the Managing Board. The Internal Job Evaluation Appeals Committee decides by majority vote whether such an expansion is necessary. The chairman and members and their deputies are appointed for a period of three years, after which they are eligible for immediate reappointment. In the event of a casual vacancy, a replacement is appointed for the remainder of the term of office of his/her predecessor. The Internal Job Evaluation Appeals Committee is assisted by a secretary in carrying out its administrative and executive activities. This secretary is appointed by the Managing Board after consultation with the Internal Job Evaluation Appeals Committee and may not be a member of the Committee. The Internal Job Evaluation Appeals Committee will form one or more subcommittees from among its members, which will also be known as the Internal Job Evaluation Appeals Committee(s). Such a subcommittee shall consist of a chairman and two ordinary members, one of whom is appointed by the Central Staff Council and the other by the Managing Board. A subcommittee of this kind will be chaired by the chairman of the Internal Job Evaluation Appeals Committee or one of the Deputy chairmen. Former job evaluation staff may not be appointed as members of the Internal Job Evaluation Appeals Committee within one year of the date on which they cease to be involved in job evaluations. Prior consultation Before lodging an internal appeal you must discuss your grievance with your Manager, and you may be assisted in this connection by an adviser. The purpose of the meeting is to clarify the grounds for appeal. A preliminary meeting of this kind can take place only after you have received formal notification of your job grading. To obtain information that can clarify the grounds for appeal, your Manager and you may together invite additional people to attend the preliminary meeting, including the job analyst, the HR Business Partner or others who can shed light on the job grading. The Manager will keep a record of this preliminary meeting. This will state the name and position of those present, the information obtained during the meeting and the outcome of the meeting. This report will be dated, signed by you and your Manager in confirmation of your agreement with its content, and handed to you. If the preliminary meeting fails to resolve your grievance, you may lodge an appeal with the Internal Job Evaluation Appeals Committee. Notice of appeal You must lodge your appeal with the Internal Job Evaluation Appeals Committee no later than two months after completion of the preliminary meeting or three months after this meeting has been requested. The notice of appeal dated and signed by you should contain: • your name and address; • the name of your department; • the title and reference number of your job; • if necessary, the name and position of your adviser; • if you wish, a statement that you and your adviser wish to be heard in person. You should send a copy of the report of the preliminary meeting together with your notice of appeal. The secretary may ask you to provide additional information in writing at the request of the Internal Job Evaluation Appeals Committee. The secretary will confirm receipt of your notice of appeal and send a copy of this notice to your Manager and the Job Evaluation Department. The Job Evaluation Department will be consulted in your case if it so wishes. The secretary will make the preparations for the hearing of your appeal and, after consultation with the chairman, will convene a meeting of the Internal Job Evaluation Appeals Committee to be held within a month of receipt of your notice of appeal. The secretary will also inform you immediately of the date of the meeting, the names of the chairman and members of the Internal Job Evaluation Appeals Committee and the names of any experts to be consulted.

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Procedure The Internal Job Evaluation Appeals Committee will hold one or more sittings, at which in any event you and your adviser will be heard if you have so requested. The Internal Job Evaluation Appeals Committee may request such information and consult such experts as it considers necessary in order to formulate a recommendation. If the chairman or a member of the Internal Job Evaluation Appeals Committee is personally involved in any case, the Committee will appoint a Deputy to take his place. A member appointed by the Central Staff Council may not be replaced by a member appointed by the Managing Board or vice versa. The Internal Job Evaluation Appeals Committee will make a written recommendation to the Managing Board within two months of the date on which the appeal is instituted. The recommendation will set out all the information which was available to the Committee and led to the recommendation. If necessary, the Internal Job Evaluation Appeals Committee may extend this two-month period for a maximum of two additional months, in which case it will give you written notice of the extension and the reasons for it. The Managing Board will issue it’s ruling on your appeal in writing, giving reasons, within two months of its receipt of the recommendation from the Internal Job Evaluation Appeals Committee, and will send a copy of the ruling to the Committee. If your appeal is turned down, the ruling will inform you of your right to appeal to the External Job Evaluation Appeals Committee. If you have not received notice of extension or a copy of the recommendation of the Internal Job Evaluation Appeals Committee within two months of lodging your appeal, you may request that the Managing Board directly rule on your appeal. Adviser You may engage an adviser at your expense to represent your interests by advising you on the procedures to be followed and assist you in the preparation and consideration of your appeal. The adviser may accompany you during the preliminary meeting and throughout the entire procedure and speak on your behalf; he/she is answerable only to you. Any Employee or paid representative of a Trade union may act as adviser. Other matters Your position within the Bank and the position of others involved will in no way be adversely affected by your decision to lodge a notice of appeal with the Internal Appeals Committee. Each party involved in an appeal procedure must treat as confidential all facts that come to his/her attention in this connection. The secretariat of the Internal Job Evaluation Appeals Committee is located at the Labour Affairs Department (PAC: AA3232), Ms E. Vermaat, Postbus 283, 1000 EA Amsterdam, (020-6)28 31 27. Anyone may, on request, obtain a copy of a ruling of the Managing Board from the secretariat, after the names of the parties have been deleted. You may appeal to the External Job Evaluation Appeals Committee against a ruling of the Managing Board.

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Rules of the external job evaluation appeals committee Target group These rules apply to every Employee. Description You may appeal to the External Job Evaluation Appeals Committee against the decision of the Managing Board on your internal appeal regarding your job evaluation. The costs incurred by the External Appeals Committee are borne by the Bank. External Appeals Committee The External Appeals Committee consists of an independent chairman, appointed in consultation between the Parties to the CAO, and two ordinary members, one of whom is appointed by the Bank and one by the Trade unions. The chairman and ordinary members each have a Deputy who is appointed in the same way. The chairman, ordinary members and their deputies are appointed for the term of the CAO. The External Appeals Committee remains competent to deal with disputes after the end of the CAO term, provided such disputes were brought before it during the CAO term. A casual vacancy on the External Appeals Committee must be filled within one month, in the same way as the departing member was appointed. The chairman, ordinary members and their deputies will not act in disputes in which they have a personal interest. The External Appeals Committee has a secretariat, whose expenses are also paid by the Bank. The secretary and his Deputy secretary or secretaries may not be ordinary members of the External Appeals Committee and are appointed by the Bank. The External Appeals Committee determines the duties and working methods of the secretariat, which is located at the Labour Affairs Department (PAC: AA3232), Ms E. Vermaat , Postbus 283, 1000 EA Amsterdam, (020-6)28 31 27. Procedure To initiate the procedure before the External Appeals Committee you must lodge a notice of appeal with the secretariat. This notice of appeal should be sent within six weeks of the date on which the Managing Board took its decision on the dispute. The notice of appeal should include your name and address and the decision of the Managing Board against which you are appealing, and should explain why you disagree with that decision. You must enclose with the notice of appeal a copy of the decision of the Managing Board and all documents used in arriving at the decision. If the notice of appeal does not comply with these requirements, the External Appeals Committee will give you an opportunity to supplement the notice of appeal. During the appeal procedure you may arrange to be assisted by a confidential advisor such as a union official. The secretariat will confirm receipt of the notice of appeal and forward copies of it to the External Appeals Committee, the Bank, and the licensee of the BASYS method. The licensee must at the same time be asked for an expert opinion in writing on any aspects relating to the technical operation of the system. This opinion is sent by the secretariat to you, the External Appeals Committee and the Bank. The Bank may lodge a notice of defence within 14 days of the date on which the notice of appeal is sent by the secretariat, after which the secretariat will send copies of the notice of defence to the External Appeals Committee and you.

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The chairman of the External Appeals Committee will then give you the opportunity to submit a written response, after which he will in turn give the Bank the opportunity to respond in writing, each party being given a maximum of 14 days for this purpose. The secretariat will in each case send a copy of the response to the External Appeals Committee and the other party. Within four weeks of completion of the written preparatory procedure, the chairman will specify a time, date and place for a hearing. The External Appeals Committee may, if necessary, interview other persons such as the licensee. Both you and the Bank may bring witnesses or expert witnesses to be interviewed by the External Appeals Committee, provided that at least 14 days’ notice is given to the secretariat before the hearing. The secretariat will ensure that the External Appeals Committee and the other party are immediately informed that witnesses or expert witnesses will be brought by the other party. The hearing will not be held in public unless the External Appeals Committee decides otherwise and neither you nor the Bank objects to this. At this hearing, the External Appeals Committee will endeavour to find a solution that is mutually acceptable to you and the Bank, for which purpose the hearing may be adjourned to allow the parties time for reflection. If a mutually acceptable solution cannot be agreed between you and the Bank, the External Appeals Committee will give a binding ruling in writing within four weeks after the hearing has taken place. The External Appeals Committee will decide by majority vote. The reasons for the ruling will be given and no mention will be made of any minority views. The ruling may be published, in which case your name will be omitted. The secretariat will arrange for you, the Bank and (if the licensee has provided a substantive opinion) the licensee to receive a copy of the ruling forthwith. Other matters Your position within the Bank will in no way be adversely affected by your decision to lodge a notice of appeal with the External Appeals Committee. This also applies to anyone else involved in the procedure. The External Appeals Committee and the Secretariat are obliged to treat the details of the case as confidential, unless you yourself disclose matters covered by this duty of confidentiality. The External Appeals Committee may always deviate,The External Appeals Committee may always deviate, or allow a party to the dispute to deviate, from deadlines specified in these rules. The secretariat will ensure that the parties are immediately informed of this decision.

Appraisal system Your performance and personal development are assessed by means of an appraisal system. Target group These rules apply to every Employee. Description Before the start of each appraisal period (usually a year) you agree SMART objectives with your Manager. The agreements must be specific, measurable, agreed, realistic and time-related and are recorded in your Personal Performance Plan (PPP). Your SMART objectives must be derived from the objectives of the Bank and your department and relate to the performance of your job, your team or a higher organisational unit (or a combination thereof). At least a quarter of the SMART objectives must relate to behavioural characteristics connected with your personal development and, if you are a Manager, the behavioural characteristics of your staff.

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Each SMART objective may have a different weighting, but must have a minimum weighting of 5%. The weightings of all objectives must total 100%. Your Manager may also make additional agreements with you about various aspects of your performance, such as compliance, credit management and teamwork. At least once during each appraisal period you and your Manager will discuss your progress in achieving the objectives agreed with you. Your Manager will record your appraisal in writing at the end of the appraisal period and discuss the results with you. He will give a score of between 1 and 5 for each SMART objective in accordance with the following table: Rating Meaning of agreed SMART objective Meaning of Final appraisal rating 1

Fails to meet most aspects of

Completely fails to meet the



the SMART objective

specified requirements Largely meets the specified requirements

2

Meets most but not all aspects of



the SMART objective

3

Meets all aspects of the SMART objective

Meets the specified requirements

4

Meets all and surpasses some aspects

Surpasses some of the specified requirements



of the SMART objective

5

Meets all and surpasses most aspects



of the SMART objective

Surpasses almost all the specified requirements

The sum of your scores is mathematically rounded. Depending on how you performed in fulfilling the additional agreements, your Manager may round the sum differently. He may round upwards where there is a 4 behind the decimal point and downwards where there is a 5 or 6 behind the decimal point. The rounding results in the final appraisal rating. You must score at least a 2 for your SMART objectives in order to move to the next Incremental level if you have not yet reached the top of your Salary scale. If you have been wholly or partly absent due to Sickness or leave for at least six consecutive weeks during the appraisal period, your SMART objectives will be adjusted proportionately. Your Manager must be able to observe your performance regularly and must undergo the training necessary for the purpose of carrying out appraisals. You may lodge an objection against your appraisal with your Manager and his/her own superior. If this does not produce a satisfactory outcome, you may issue a complaint about your appraisal under the general complaints procedure (ARIK).

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Salary and Salary scale Your Salary depends on the nature and seniority of your job and on how you perform and grow in the job. The seniority of your job determines the job grade to which it is assigned. Each job group is, in turn, linked to a Salary scale. Your Salary is placed on the Salary scale applicable to you. Target group These rules apply to every Employee. Description You are placed on the Salary scale appropriate to the job grade of your job. You will be placed on an Incremental level within the Salary scale applicable to you. You will then receive the Incremental salary linked to the Incremental level in question. If you are under age 23 and have been placed on Salary scales 1-3, separate scale placement rules apply in connection with the statutory minimum youth wage. You are entitled to advance one Incremental level on 1 April of each year unless: • your appraisal rating for achievement of your Personal Performance Plan is ‘insufficient’; or • you have already reached Incremental level 12; or • you entered the Bank’s service or were promoted in the period between 31 December and 1 April and were immediately awarded the Incremental level for the following 1 April. You may also be awarded an extra Incremental level. You may be temporarily placed one Salary scale lower if you are in training for a job and are not yet performing all the duties of this job. The length of the training course will be confirmed in writing. After successfully completing the training course you will be placed on the Salary scale appropriate to the job grade of your job. You may be placed on a higher Salary scale. If you are temporarily required to take on a lower job as part of your Career plan, your Salary scale will not change. If the Career plan provides for you to take on a job in the near future that is at least two levels higher, you may be placed one Salary scale higher before you actually take on this job. In the following circumstances you can be placed on a Salary scale even before your job grade has been decided: • if you will receive general training immediately after joining the Bank; • if you are receiving training and do not have a job; in such a case, you will remain on the Salary scale that applied before you started the course; • if the job grade has not yet been decided, you may be placed one Salary scale lower than that linked to the probable job grade. As soon as the job grade has been decided you will be moved on to the appropriate Salary scale with retroactive effect. On the basis of the labour market situation you may be temporarily awarded a Labour market allowance in addition to your Salary. Salary scales Gross annual salaries with effect from 1 January 2007, assuming 1872 working hours per year (based on an average of thirty-six hours per week).

42

abn amro cao

CAO my income

Incremental level Salary scale 1

Salary scale 4

Salary scale 5

7.464

9.140

12.701

16.330

8.508

8.740

10.557

14.229

18.039

9.657

10.017

11.971

15.758

19.752

3

10.807

11.294

13.386

17.286

20.410

4

11.953

12.570

14.801

18.816

21.068

5

13.103

13.845

16.215

19.402

21.727

6

14.251

15.120

17.630

19.990

22.383

7

15.400

16.398

19.045

20.576

23.044

8

16.548

17.673

19.588

21.167

23.700

9

17.007

18.161

20.133

21.756

24.358

10

17.465

18.653

20.679

22.341

25.013

11

17.924

19.144

21.220

22.930

25.674

12

18.384

19.634

21.767

23.517

26.330

0

7.359

1 2

Incremental level Salary scale 6

Salary scale 2

Salary scale 8

Salary scale 9

Salary scale 10

0

20.648

23.195

26.068

29.362

33.616

1

21.389

24.024

27.000

30.411

34.815

2

22.126

24.853

27.932

31.458

36.015

3

22.863

25.681

28.862

32.506

37.215

4

23.601

26.509

29.794

33.556

38.416

5

24.337

27.337

30.725

34.604

39.615

6

25.076

28.165

31.656

35.654

40.813

7

25.813

28.994

32.586

36.703

42.014

8

26.548

29.824

33.519

37.748

43.213

9

27.287

30.653

34.449

38.797

44.413

10

28.022

31.479

35.382

39.845

45.614

11

28.762

32.306

36.310

40.895

46.812

12

29.497

33.136

37.244

41.945

48.014

Incremental level Salary scale 11

Salary scale 7

Salary scale 3

Salary scale 13

Salary scale 14

Salary scale 15

0

38.432

44.661

51.910

60.853

71.563

1

39.808

46.256

53.764

63.027

74.117

2

41.179

47.850

55.620

65.200

76.675

3

42.554

49.446

57.471

67.375

79.230

4

43.925

51.039

59.326

69.547

81.786

5

45.297

52.634

61.178

71.721

84.341

6

46.671

54.227

63.034

73.894

86.897

7

48.044

55.825

64.885

76.070

89.451

8

49.418

57.418

66.738

78.241

92.008

9

50.791

59.013

68.593

80.417

94.563

10

52.164

60.606

70.446

82.588

97.118

11

53.537

62.201

72.300

84.763

99.675

12

54.910

63.795

74.153

86.938

102.228

abn amro cao

Salary scale 12

43

CAO my income

Salary in case of promotion If you are promoted, your position on the Salary scale will be determined according to set rules. Target group These rules apply to every Employee. Description If you are promoted, your Personal salary will be placed on the next highest Incremental level in the new Salary scale and then raised by one Incremental level. If you were promoted for the first time after 1 April 2005, half of your Personal allowance will be added to the rest of your Personal salary. Thereafter, your Personal salary will be placed on the new Salary scale. If and when you are promoted for a second time, the remainder of the Personal allowance will be included when your Personal salary is positioned on the Salary scale. The annual Salary increase is awarded as of 1 April, but if you are promoted in the period between 31 December and 1 April you can obtain this next Incremental level sooner, i.e. together with your Promotion raise. Sometimes your placement on a higher Salary scale is not treated as a Promotion. This may occur for example: • after a training period; • if the seniority of your job is re-evaluated; • if you are placed in a higher Salary scale as an intermediate step in a Career plan leading to a more senior job. In these situations you will not receive a higher Salary. Instead, your former Personal incremental salary will be placed on the next lower Incremental level in the new Salary scale. You will receive the difference as Scale transfer allowance. Your Personal allowance will not change.

44

abn amro cao

CAO my income

Salary and demotion You may be demoted (i.e. moved to a job in a lower job grade) for various reasons. In such a case your Salary will be switched to the appropriate Salary scale. Target group These rules apply to every Employee. Description You may be demoted for various reasons. 1. If you are demoted: • as a consequence of a reorganisation; • because your job has been downgraded, or • for medical reasons, you will be placed on the Salary scale appropriate to the lower job grade. You will retain your Personal salary. In such cases your former Personal incremental salary will be placed on the level of the next lower Incremental salary. You will receive a Scale transfer allowance or, if your Personal incremental salary exceeds the Incremental end salary of the new Salary scale, a Personal incremental salary supplement. Any Personal allowance you receive will not change. If you have not reached the upper end of your old Salary scale, you may be awarded a maximum of three Incremental levels until the end of the scale is reached. 2. If you move to a job in a lower grade at your own request, your Salary will be placed on the Salary scale of that job. If your Personal incremental salary exceeds the Incremental end salary of the new Salary scale, your Personal incremental salary will be reduced in a single step to the Incremental end salary of the new scale. Any Personal allowance you may receive will be reduced in proportion to the reduction of your Personal incremental salary. 3. You may also be demoted if you are no longer performing your job satisfactorily. The following situations are possible in this connection: • you have had your present job for less than three years since joining the Bank. Your Personal incremental salary will be made equal to the Incremental salary for the Incremental level you have been assigned to in the lower Salary scale. Any Personal allowance you may receive will be reduced in proportion to the reduction of your Personal incremental salary. • you have had your present job for less than three years since being promoted. In this case, your Personal incremental salary will be made equal to the Personal incremental salary that applied before your Promotion plus any general pay rises under the CAO and the number of Incremental levels you could have obtained in your old Salary scale. Any Personal allowance you may receive will also be reduced proportionately. • You have had your present job for three years or longer. In this case, your Personal incremental salary is guaranteed. Any Personal allowance you receive will not change. Your Personal incremental salary is placed in the new lower Salary scale as described above (reorganisation, lower job level and medical reasons). If your Personal incremental salary exceeds the new Incremental end salary, you will receive the difference as an allowance. As long as your Personal incremental salary exceeds the Incremental end salary, your Personal salary will not be increased in line with general income adjustments under the CAO.

abn amro cao

45

CAO my income

Benefit Budget You will receive a monthly Benefit Budget which you can use to buy benefits in the Benefits Shop. Target group These rules apply to every Employee. Description Your Benefit Budget contains 17.33% (holiday allowance, thirteenth month’s Salary and 1% contribution of the Bank) plus the value of the Discretionary holiday entitlement to which you are entitled (57.6 hours in the case of Basic Working hours and extra age-related holiday entitlement). Your Benefit Budget is also increased by 4.2% if you were previously entitled to the 4.2 allowance. The above percentages are percentages of your Salary. Part of your Benefit Budget is included in the base figure for early retirement and is the basis for pension accumulation: i.e. 16.33% of your Salary or 20.35% if you were entitled to the 4.2 allowance. Your Benefit Budget is the basis for any full or partial disability benefits. Payment If you do not make any purchases or reservations in the Benefits Shop in a given month, a twelfth part of your Benefit Budget will be disbursed to you. Rules in the event of sickness During the first six months of your Sickness you will receive your full Benefit Budget. During the next 18 months you are ill, your Benefit Budget will be reduced by the value of your Discretionary holiday entitlement. You will receive 70% of the remainder as soon as your Salary is reduced to 70%.

46

abn amro cao

CAO my income

Result-based bonus You may be eligible each year for a Result-based bonus determined on the basis of your Final appraisal rating for the past appraisal period. Target group These rules apply to every Employee. Description Your Result-based bonus is calculated as a percentage of your Personal incremental salary during the previous appraisal period. Your bonus will be proportionate to your working hours during this appraisal period. Final Appraisal rating Result-based bonus as % of Personal incremental salary 1

0 %

2

4 %

3

9 %

4

14 %

5

20 %

If your Personal incremental salary exceeded the Incremental end salary of your Salary scale, the Incremental end salary will serve as the basis for your bonus. Application If you leave the service of the Bank you must have been in its employ for at least six months during the appraisal period concerned in order to qualify for a Result-based bonus in that year. This does not apply if you leave to retire or take early retirement. If you have been transferred to the Mobility organisation you are not eligible for a Result-based bonus. However, for the first twelve months after such transfer, you are entitled to an allowance based on your Final appraisal rating, subject to a maximum of 9%. If you are absent (or partly absent) for longer than six consecutive weeks on account of leave, you will receive a proportionate part of your Result-based bonus. Basis Any Result-based bonus you may receive is not taken into account in calculating your Benefit Budget, pension accrual and other income components. Payment You will receive your Result-based bonus in April. Rules in the event of sickness If you are absent (or partly absent) for longer than six consecutive weeks on account of Sickness, you will receive a proportionate part of your Result-based bonus.

abn amro cao

47

CAO my income

Deputisation allowance You will be entitled to a deputisation allowance if you are temporarily required to perform the duties of a higher job. Target group These rules apply to every Employee. Description If you are requested by your Manager to perform the duties of a higher job temporarily you will be entitled to a deputisation allowance. The deputisation must last a minimum of two months and must not be necessitated by holidays. The deputisation allowance is 5% (on a pro rata basis) of the annual Incremental end salary of the Salary scale of the higher job. Basis The deputisation allowance is not taken into account in calculating entitlement to other forms of remuneration, benefits or pension. Payment You will receive the deputisation allowance in the month following the period of deputisation.

48

abn amro cao

CAO my income

Special working circumstances allowance You may be entitled to an allowance if you work in special circumstances that make your job particularly demanding. Target group These rules apply to every Employee. Description If special circumstances exist that make your job particularly demanding you are entitled to an allowance. These circumstances are assessed on the basis of the BASYS job evaluation system. The amount of the allowance depends on this measurement. BASYS BO points Monthly allowance 0-8

none

10-14

EUR 9.08

16-20

EUR 18.15

20 and higher

EUR 36.30

Application If, at some point, your job no longer has to be carried out in demanding circumstances or you are transferred to a job that does not qualify for the special working circumstances allowance, you will immediately lose entitlement to the allowance. Basis The special working circumstances allowance is taken into account in calculating your pension and any holiday allowance that is part of the Benefit Budget. Payment You will receive the special working circumstances allowance monthly. Rules in the event of sickness Your special working circumstances allowance is taken into account in calculating your Sickness and occupational disability benefits.

abn amro cao

49

CAO my income

Company Emergency Service allowance If you are a member of the Company Emergency Service (CES), you will receive an allowance for your efforts. Target group These rules apply to every Employee. Description If you join the CES you will receive an allowance of EUR 90.76 for each year of CES work and an extra bonus of EUR 227 after five years. Payment You will receive the allowance in December of each year.

50

abn amro cao

CAO my income

Home-work travel allowance You are entitled to a home-work travel allowance. Target group These rules apply to every Employee who is not entitled to a travel budget. Description For your home-work travel you will receive the maximum amount per kilometre exempted from tax by the tax authorities. As of 1 January 2007 this is EUR 0.19 for kilometres travelled between your home and work for a maximum of 214 days per year. If you have two or more places of work, the allowance is fixed in proportion to the number of days that you visit each place of work. You receive the allowance on a maximum of 40 kilometres in each direction. If you work fewer days each week, your allowance is calculated on a pro rata basis. The Bank determines the distances according to a system of its own choosing. Home-work distance 5 days a week 4 days a week

3 days a week

2 days a week

1 day a week

Single journey 1

EUR

6,78

EUR

5,42

EUR

4,07

EUR

2,71

EUR

1,36

2

EUR 13,55

EUR

10,84

EUR

8,13

EUR

5,42

EUR

2,71

3

EUR 20,33

EUR

16,26

EUR 12,20

EUR

8,13

EUR

4,07

4

EUR 27,11

EUR

21,69

EUR 16,26

EUR 10,84

EUR

5,42

5

EUR 33,88

EUR

27,11

EUR 20,33

EUR 13,55

EUR

6,78

6

EUR 40,66

EUR

32,53

EUR 24,40

EUR 16,26

EUR

8,13

7

EUR 47,44

EUR

37,95

EUR 28,46

EUR 18,97

EUR

9,49

8

EUR 54,21

EUR

43,37

EUR 32,53

EUR 21,69

EUR 10,84

9

EUR 60,99

EUR

48,79

EUR 36,59

EUR 24,40

EUR 12,20

10

EUR 67,77

EUR

54,21

EUR 40,66

EUR 27,11

EUR 13,55

15

EUR 101,65

EUR

81,32

EUR 60,99

EUR 40,66

EUR 20,33

20

EUR 135,53

EUR 108,43

EUR 81,32

EUR 54,21

EUR 27,11

25

EUR 169,42

EUR 135,53

EUR 101,65

EUR 67,77

EUR 33,88

30

EUR 203,30

EUR 162,64

EUR 121,98

EUR 81,32

EUR 40,66

35

EUR 237,18

EUR 189,75

EUR 142,31

EUR 94,87

EUR 47,44

40

EUR 271,07

EUR 216,85

EUR 162,64

EUR 108,43

EUR 54,21

If you travel by public transport and your costs on the basis of the cheapest season/2nd class ticket are higher, you will also be paid the excess up to a maximum of 10 public transport zones. Or, if you travel by rail, you will additionally be paid the costs of travelling up to a maximum of three additional zones over 40 kilometres. If you use Expressbus or Shuttlebus you may also claim the costs of a seat reservation or surcharge ticket. Payment You will receive the allowance monthly. Rules in the event of sickness If you are out on sick leave, you will continue to receive the allowance during the month in which you fall Sick and in the next calendar month. The allowance will become payable again on the day you return to work.

abn amro cao

51

CAO my benefits

CAO my benefits

52

abn amro cao

CAO my benefits

Child care transitional scheme A transitional scheme is in place that applies to the costs of Child care that have risen since December 2004. Target group These rules apply to every Employee receiving an allowance for the increase in the costs of Child care since December 2004. Description If you were entitled to compensation in 2006 for the increase in the costs of Child care since December 2004, you will receive 40% of the difference for 2006 and a further 20% for 2007. This applies only if you are still paying a higher parental contribution for the same children and the same form of Child care as in December 2004. If the number of hours of Child care has changed since December 2004, the compensation will be adjusted proportionately. Payment As the Child care scheme no longer exists, the compensation for 2006 and 2007 will be paid in the first quarter of 2007.

abn amro cao

53

CAO my benefits

Transitional early retirement scheme (vut) You may take early retirement subject to certain conditions. During the early retirement period you will receive early retirement benefit from the Bank. Target group Every Employee may take early retirement if he/she: • was born before 1 January 1949; • was in the Bank’s service on 31 December 1998; • could already have taken early retirement under the previous CAO; • is not receiving full occupational disability benefit; • has had a contract of employment with the Bank for an uninterrupted period of ten years before early retirement; service with another employer who was a member of the Employers’ Association for the Banking Industry counts for this purpose, provided that it immediately preceded employment by the Bank. Description If you take early retirement your employment contract with the Bank ends and you receive early retirement benefit from the Bank. If you were born before 1 January 1947 your early retirement starts nine months before your retirement date. If you were born later, the period is three months. Base figure Your benefit is based on your Salary in the last month of your employment contract. This Salary is converted into an annual Salary and increased by 20.53%. This is the base figure for your early retirement benefit. Allowances that are taken into account in calculating pension entitlement are also included in the base figure. During your early retirement your pension rights continue to accrue on the basis of your last Salary. Benefit Your early retirement benefit is 75% of the base figure. If you have been in the Bank’s service for an uninterrupted period of 40 years or more at the start of your early retirement, you will receive 80% of the base figure. Service with another employer who was a member of the Employers’ Association for the Banking Industry counts for this purpose, provided that it immediately preceded employment by the Bank. If you have a partial occupational disability, your early retirement benefit will be calculated in the same way as that of an Employee with no occupational disability. The early retirement benefit is then reduced by the amount of the statutory benefits or the benefit supplements paid by the Bank for occupational disability. If you performed Continuous work (or did Shift work at the Schiphol branch under a system that involved working more than 18 hours in a given 24-hour period for five or more days a week) and were age 55 or over on 1 January 2005 you may opt for a special early retirement scheme. To qualify you must have done this work either for at least ten years and until after your 52nd birthday, or for at least 25 years. For each year of Continuous work in excess of 10 years you may take early retirement two months earlier than would otherwise have been possible (subject to a maximum of 24 months). If you are required to take

54

abn amro cao

CAO my benefits

early retirement on the basis of this early retirement transitional scheme, the 24-month maximum is reduced by the number of months of obligatory early retirement. If you take early retirement in accordance with this special scheme, your benefit over the entire early retirement period will be 80% of the base figure. If you wish to take advantage of this scheme, you should apply to your Manager three months in advance. If you are in the early retirement target group and continue to work at least 50% of the Basic Working hours, and your most recent appraisal is ‘satisfactory’ or better, you may take part-time early retirement on the date that you would otherwise have taken full early retirement. Payment You will receive a twelfth part of your annual early retirement benefit each month. Term You will receive your early retirement benefit until your retirement date (i.e. the date on which you become entitled to your pension benefit). If you die before reaching retirement date, the benefit will end on the day after your death.

abn amro cao

55

CAO my benefits

Retirement The Bank operates a non-contributory pension plan (i.e. a plan under which the Employee is not required to pay a premium). Target group These rules apply to every Employee. Description Your pension plan is an index-linked average earnings-based scheme that provides for retirement at the age of 65. The plan provides for an old age pension, a Partner pension and an orphan’s pension. Pension entitlement accrues annually, even if you have taken early retirement. The old age pension entitlement accrues annually, increasing by 2.15% of the base figure and the Partner pension entitlement by 1.505%. On the death of a parent, a Child receives an orphan’s pension until the age of 21 or its earlier death. This is 20% of the Partner pension. If both parents die, the orphan’s pension is doubled. You may retire when you reach the age of 57. With the approval of the Bank you can defer your retirement until you reach the age of 70 at the latest. In either case the value of your accrued rights is determined by actuarial assessment based on the standard retirement age of 65. You may choose to take part-time retirement on your retirement date. You can also opt to surrender a Partner pension in exchange for enhanced old age pension entitlement or vice versa. And you may vary the amount of old age pension paid to you over time. For example, you can choose to receive relatively more in the first few years of your retirement and thereafter less. The management board of the pension fund defines the parameters within which this may be done. Pensionable amount The pensionable amount is the difference between your Pensionable salary and the state pension (AOW) Deductible and is determined on a monthly basis. The AOW Deductible on 1 January 2006 was EUR 10,584. This is the minimum amount as defined under the tax legislation for an accrual rate of 2.15%. If this amount changes, the AOW Deductible will also be adjusted in our pension plan. If you die before reaching retirement age, the pension payable to your Partner is calculated as if you had retired on the standard retirement date and had continued to earn the pensionable amount applicable at your death. Rules in the event of sickness If you are Sick and unable to work, your pension entitlement continues to accrue in full during the first two years of your illness on the basis of your Salary, together with the fixed allowances you would normally have received. If you receive full disability benefit (IVA benefit) or partial disability reintegration benefit (WGA benefit) from the start of your third year of Sickness, your pension entitlement will continue to accrue based on 100% of your Salary for the hours worked and on 75% of your other social insurance reference pay. Index-linking The amount of your pension (and that of (former)pension plan members ) is adjusted annually on 1 April, subject to certain conditions, and is increased in keeping with the percentage rise in the Retail price index for all households. Index-linking is conditional and depends on the financial position of the pension fund on 31 December of the previous year. The management board of the pension fund determines the level of the adjustment. If there is no Funding deficit your pension entitlement is increased by the same

56

abn amro cao

CAO my benefits

percentage as the rise in the Retail price index, but if a Funding shortfall exists no adjustment is made. If the fund’s financial circumstances lie between these two extremes (i.e. there is a Funding deficit but no Funding shortfall), pension entitlement is increased on a pro rata basis. If no Funding deficit exists, any index-linked increases not applied in the past will be awarded after all, provided that this does not result in a Funding deficit. These indexation provisions apply to every member of the pension fund. Transitional scheme If you were receiving full disability benefit (WAO) on 31 December 2005 and are still receiving this benefit, you will retire upon reaching the retirement age of the pension plan that applied to you on that date. If you were partially disabled on 31 December 2005, you may take partial retirement at that age. Options in your pension plan for a lower pension (e.g. the variable rate scheme and the choice of extra pension for surviving dependants) cease to apply. Your disability benefit (WAO) and any supplement to this benefit paid by the Bank are deducted from your pension.

abn amro cao

57

CAO my benefits

Payment during first two years of sick leave If you become Sick and are unable to work, you will continue to receive part or all of your payment. Target group These rules apply to every Employee. Description In the event of Sickness you will receive 100% of the base figure of your pay for six months and 70% for the next 18 months. The Bank will supplement this 70% to bring it up to 100% if and insofar as you resume work or undergo retraining in accordance with the reintegration advice of ABN AMRO Occupational Health Services. You will also receive the supplement to 100% if there is no longer any prospect of reintegration owing to the nature of your Sickness. ABN AMRO Occupational Health Services decides whether you can be deemed to have resumed work or to be undergoing retraining. If you fell ill between 1 January 2004 and 1 January 2006 your entitlement in the two subsequent years of sick leave is 100% of the base figure. Your pension entitlement will continue to accrue in accordance with the base figure during the first two years of sick leave. After two years of sick leave, your employment contract terminates if you are not expected to recover within 26 weeks. If you are partially disabled, your employment contract will not be terminated on account of Sickness and efforts will focus on your reintegration. If the Employee Insurance Scheme’s Executive Agency (UWV) decides in connection with an application for benefit under the Work and Income (Ability to Work) Act (WIA) that the Bank has not made sufficient efforts to reintegrate you, the Bank will pay 100% of the base figure during this period and for a maximum of one year. Base figure The base figure is the Salary that you would have received if you had not fallen Sick, plus the fixed allowances and the Benefit Budget. The Benefit Budget will be reduced in the last 18 months of illness by the value of the Discretionary holiday entitlement previously applicable.

58

abn amro cao

CAO my benefits

Benefits in the third and subsequent years of sick leave In the third and subsequent years of sick leave you are entitled to a supplement to your benefit under the Work and Income (Ability to Work) Act. Target group These rules apply to every Employee. Description If you are unable to work due to Sickness and are receiving a full disability benefit (IVA benefit), the Bank will supplement this benefit from the third year of sick leave onwards up to 75% of the base figure. If you are partially disabled and receive partial disability reintegration benefit (WGA benefit), the Bank will supplement this benefit from the third year of sick leave onwards up to 75% of the base figure. If you utilise less than 50% of your residual working capacity and are responsible for this underutilisation, you will receive a supplement of 5% of the base figure up to the maximum Salary contributions under the Work and Income (Ability to Work) Act (WIA), multiplied by the classified disability rate. You will receive a supplement of 75% of your Salary for the purposes of the social insurance legislation above this maximum, multiplied by the rate applicable to your disability category. The supplements paid by the Bank are increased by 2% on 1 January of each year. If you are less than 35% disabled for work, the supplement to your Salary you receive will diminish annually, namely in the third, fourth and fifth years of sick leave (75%, 50% and 25% respectively of the base figure), multiplied by the rate applicable to your disability category. If you are in receipt of benefit under the Work and Income (Ability to Work) Act (WIA), from the third year of sick leave the Bank will continue the pension accrual on your full Salary for the hours worked and 75% of the base figure, less the Salary for the hours worked. Basis for calculation The base figure for the supplements is the social insurance reference pay figure in the last year before your Sickness, subject to a maximum of EUR 200,000. Supplements paid by the Bank under this scheme, together with the WIA benefit and the pay for the hours worked, will never exceed the base figure. Term The supplements and pension accrual continue for as long as you remain Sick, even after termination of your employment contract. After termination of your employment contract the supplements and pension accrual will be adjusted in the event of a reduction in the disability rate, but not in the case of an increase. The supplements and pension accrual will in any event end at the start of the month in which you reach the age of 63. Transitional scheme The rules in chapter 10 of the CAO of 1 June 2004 – 1 January 2006 will continue to apply to you if you were receiving partial disability benefit (WAO) on 1 January 2006 and become incapable of utilising your residual working capacity. These rules will also apply if you are unable to work again within five years of the date on which your disability benefit ceases in accordance with the rules of the so-called AMBER Act.

abn amro cao

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Long-service bonus If you have been in the service of the Bank for an uninterrupted period of 25 or 40 years, you will receive a long-service bonus. Target group These rules apply to every Employee. Description Up to 1 May 2008 your long-service bonus for 25 years of service will be one month’s Salary and for 40 years one and a half times a month’s Salary. From 1 May 2009 you will receive for both 25 and 40 years’ service one month’s Salary plus 16.33% of your monthly Salary (or 20.53% if you were already in the employment of the Bank on 31 December 2004 and receive the 4.2 allowance). Application If your service with the Bank was interrupted, only the years of service since the interruption count. Your previous years of service with ABN or AMRO will only count if you arranged in 1992 to have this recorded as service with ABN AMRO. If you have a full occupational disability, the first two years spent on sick leave count as years of service. Years during which you have a partial occupational disability also count as years of service. Base figure Your last gross monthly Salary before the anniversary date is taken as the basis for calculating the bonus. If you have a partial occupational disability, your long-service bonus is calculated on the basis of not only your last monthly Salary but also your last disability benefit under the WAO (Disability Insurance Act)/WIA (Work and Income (Ability to Work) Act), plus the supplement paid by the Bank. Payment You will receive your long-service bonus together with your Salary for the month in which the anniversary falls. Tax implications Under the present tax rules you will receive your long-service bonus without deduction of wage tax and social security contributions at source. The bonus for 40 years’ service is exempt from tax until 1 May 2009.

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Death benefits In the event of your death, your surviving dependants will receive a death benefit from the Bank. Target group These rules apply to every Employee and early retirement benefit recipient and to every company pensioner who retired immediately after the end of his/her employment with the Bank or participation in a Bank severance scheme. Description If you are an Employee, the death benefit is three times your Salary in the month before your death, plus 16.33% (or 20.53% if you were entitled to the 4.2 allowance). If you have a full or partial disability, the death benefit is increased by three times the last gross supplement paid by the Bank in the month before your death. If you are receiving early retirement benefit, the death benefit is equal to three times the amount of your benefit in the month before your death. If you are retired, the death benefit is equal to three times your monthly retirement pension. Any pension already paid for the remaining days of the month in which you die is deducted from the death benefit. Application Your surviving dependants are the persons listed in section 74 (1) of the Work and Income (Ability to Work) Act (WIA): a. the surviving spouse, or if there is no surviving spouse: b. any minor children to whom the deceased was related under family law or, if there are no persons as referred to under (a) and (b): c. the person or persons whom the deceased largely supported financially and with whom he/she was living as a family. Payment The death benefit is paid in the month after your death. Your Salary or early retirement benefit ceases to be paid on the day after your death. Tax implications Under the present tax rules your death benefit will be paid without deduction of wage tax and social security contributions at source.

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General rules of conduct You must obey the rules and procedures of the Bank. You must also conduct yourself as a good Employee, as referred to in article 7:611 of the Civil Code. Target group These rules apply to every Employee. Description You must, for example, comply with the Business Principles and rules for: • personal dealings with the Bank; • business gifts; • security of information; • use of e-mail, intranet and the Internet; • supervisory directorships, second jobs and income, powers of attorney and other private affairs; • ABN Amro Code of Contract for Private Portfolio Investment Transactions (Netherlands); • whistleblowing. Sanctions may be taken, either individually or in combination, against any Employee found guilty of inappropriate behaviour, irregularities or a breach of the rules of conduct, procedures or instructions. These sanctions may include: • reprimand; • transfer; • suspension; • dismissal (if necessary, summary dismissal). A suspension may last for a maximum of five days (excluding weekends, holidays and Official public holidays), and up to half the Employee’s Salary may be withheld for each day of suspension. You may appeal against a sanction by lodging a complaint under the general complaints procedure. Under this procedure, you may not appeal a dismissal decision taken after consultation with you. If an investigation into your actions fails to show that you have been guilty of inappropriate behaviour, irregularities or a breach of the rules of conduct or procedures, you will be provided, at your request, with a letter exonerating you. If the Bank suspects you of inappropriate behaviour, irregularities or a breach of the code of conduct or procedures which would warrant summary dismissal, you may be suspended for the term of the investigation. In such an investigation the Bank may use (hidden) cameras, although it may do so only on an occasional basis and for a limited duration. If a sanction is imposed on you on the basis of photographic/video evidence, you will be entitled to see that evidence. The Bank will endeavour to tackle and, wherever possible, prevent inappropriate behaviour such as (sexual) harassment, racism and bullying. You may complain about inappropriate behaviour to your Manager or the Occupational Health Services Department (Arbo-dienst). The Bank will always impose sanctions on any Employee found guilty of such behaviour. If the Bank fails to investigate or takes no action on your complaint regarding inappropriate behaviour, you may in turn file a complaint about this under the general complaints procedure (ARIK).

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Security of information Introduction Our information security policy is designed to guarantee the confidentiality, integrity and accessibility of information. Good security is essential in order to protect our information, maintain the Bank’s good reputation and retain the confidence of the public and our clients. Security risks ABN AMRO is heavily reliant on its information and information systems. These information systems are exposed to both internal and external security risks, which can in turn result in direct financial loss, loss of turnover, sanctions being imposed by regulators, legal claims and/or damage to ABN AMRO’s reputation. The three key aspects of information security are: Confidentiality: should only be accessed by and made available to authorised persons or groups. Integrity: information must be complete and correct. Availability: information should be able to be accessed by people or groups of people authorised to consult the information. Information security risks include: • misuse of a user ID and password in order to gain access to confidential information or to conduct fraudulent transactions; • loss or theft of laptops that are inadequately secured and contain confidential information about clients or the Bank; • Employees visiting internet sites or sending e-mails of an offensive or malicious nature; • viruses, worms, chain letters and such like, which may disrupt our networks and computer systems; • hackers who try to break into our networks and systems via the Internet or other remote access facilities. Responsibility for information security The way in which information and information systems are used must be in accordance with the purpose for which the information is intended to be used and in line with the values of the Bank and the nature and content of the user’s job. The appropriateness of an Employee’s use of information and information systems will be determined on the basis of the policy prevailing within the Bank and the implementation guidelines. All ABN AMRO Employees are responsible for the security of the information with which they have to deal. These rules of conduct set out Employees’ responsibilities in this area. The leaflet entitled Information Security Guidelines provides a short summary of the important information security measures applying to all Employees, regardless of their position, job or location. Security policy and guidelines In order to provide a structure for the Bank’s information security, policy has been set for the whole Bank and guidelines have been drawn up. The leaflet referred to above outlines the minimum requirements that every Employee must satisfy. In addition to the guidelines applying throughout ABN AMRO, separate, specific guidelines may also apply to individual countries, BUs or SBUs. It is important to be aware that:

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• the Bank’s policy on information security and the official guidelines are detailed in the ABN AMRO Instruction Manual (AIM) and that the Information Security Guidelines leaflet is based on but not intended to replace the AIM; • investigations may be carried out if the policy or the guidelines derived from the policy are suspected of having been violated; • failure to comply with the rules may have an adverse effect on an Employee’s performance appraisal rating and may result in disciplinary measures. Further information Security of Information, has also been included in the Information Security Guidelines leaflet, which can be ordered via the KO dialogue (applications for office stationery). More information is available from ORC&S Policy & Support, whose phone number appears at the end of the Information Security Guidelines leaflet. The official policy and the guidelines on information security have been included in the AIM, which can be found on the Corporate Centre’s intranet site in the section entitled Policies and Standards. Reporting imperfections and incidents Imperfections and mistakes make a system or the way in which it operates vulnerable. It is very important, in order to avoid incidents and possible damage, that any imperfections and security incidents are immediately reported to the correct people. Employee’s responsibilities As soon as an Employee becomes aware of or suspects an imperfection or a security incident, he or she should immediately inform his/her line Manager. The line Manager will then report the incident to the ICT helpdesk, whose phone number can be found at the back of the Information Security Guidelines leaflet. Dealing with confidential/high-risk information Not all information is equally sensitive. A distinction can be made between confidential and nonconfidential information on the basis of the criteria specified in the AIM. The most important issues in this area are as follows. Non-confidential information is public information or information intended for general, internal use. The Employee should obviously also treat information of this nature with care, but its use is not subject to any special security measures. Examples of non-confidential information include exchange rates, sales brochures, internal memos that are not of a confidential nature and press releases. Confidential information is divided into two categories: ‘secret’ and ‘confidential’. The Bank could suffer substantial damage if such information were to come into unauthorised hands. This type of information should therefore be treated with particular care. High-risk information means information and data carriers that are sensitive from a fraud perspective, such as payment transfer forms. Employee’s responsibilities An Employee should always handle information carefully. Information about ABN AMRO should never be provided to the media or the public without first consulting Corporate Communications. An Employee should also ensure that he or she is familiar with the criteria applicable to confidential and secret information. Such information should be treated with particular care and the following guidelines must be complied with:

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a Compiling confidential and secret information When compiling confidential and secret documents, each page should be marked ‘confidential’ or ‘secret’. If appropriate, extra information on the publication date or another important date and the user group may also be added, e.g. ‘Secret – until date of press release, only for use of merger project group’ or ‘Confidential within ABN AMRO until 31 May 2003’. b Copying and printing confidential and secret information Any secret information that has been compiled should be copied only under the compiler’s direct supervision. All copies should be numbered and each copy should include an original signature (where necessary, the signature of an authorised colleague). Confidential information should be copied only with the author’s consent and under his/her direct supervision or in controlled conditions. Care should be taken to remove all documents from the fax and photocopying equipment. Print jobs should be deleted from the printer queue in the event of any printing delays. c Storing confidential and secret information Confidential and secret information should be stored in such a way that the ‘owner’ can supervise its use or protect access to it. Paper documents should be kept under lock and key, for example, and a secure password and encryption used to protect electronic information. Confidential and secret information should not be left on, for example, whiteboards, in meeting rooms, on computers used for presentations or in wastepaper bins. d Distributing and exchanging confidential and secret information Confidential and secret information should be distributed only with the permission of the issuing department/entity or the author. Secret documents should be handed to the intended recipient in person or a reliable courier should be used. A register of authorised recipients and serial numbers should be kept under the control of the issuer. Confidential documents should be sent in sealed envelopes marked ‘Private’. Documents containing confidential or secret information should be encrypted if they are to be sent electronically. An address list of recipients authorised to receive secret information should be kept. Confidential or secret information should be addressed or handed directly to the authorised recipient and the sender should ask for confirmation of receipt. Confidential or secret information should be discussed only with the people for whom it is intended. Such information should never be discussed in public areas. e Destroying confidential and secret information Confidential and secret information should be destroyed immediately and in full as soon as it becomes outdated or superfluous. Documents should be destroyed in, for example, a paper shredder in the presence of the author or, with the author’s knowledge, in the presence of a colleague. See the electronic information Bank/AIM for further information. Confidential documents should be shredded and placed in special, sealed containers so that they can be destroyed under supervision. Electronic information that is no longer relevant should be deleted. Clean desk

In order to guarantee security, all desks must be cleaned up and left in a tidy state at the end of each day. Not only can substantial amounts of information be found lying around in an untidy office, but the disappearance of such information is also less likely to be noticed.

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Employee’s responsibilities An Employee should never leave valuable mobile equipment or confidential or secret information unsupervised or without security on a desk or in a meeting room. The Employee should personally keep an eye on such equipment or information or store it under lock and key. An Employee should never leave his/her computer unsupervised when working. Password security should be used or the computer switched off when unattended. Desk drawers and cupboards should be locked at the end of each day and the keys kept in a safe place. Using computers, networks and applications

This section contains a brief summary of the guidelines applying to the use of computers, networks and applications. Purpose and use of equipment ABN AMRO’s computers, networks and applications are intended for business use. The use of e-mail and the internet/intranet for private purpose is subject to strict conditions. See Conduct code for use of e-mail and Internet for more information on this subject. Employee’s responsibilities The Bank’s computers, networks and applications must be used responsibly and for the purpose for which they are intended. Collecting and managing information ABN AMRO uses systems and procedures in its automated collecting and processing of data. The Bank does this for legitimate business reasons, such as administration, reporting of exceptions and auditing. In order to protect Employees’ and clients’ privacy, the Bank’s use of these data collection and management systems is subject to certain conditions. Ownership of information ABN AMRO owns or has the right to use the information stored in its systems or sent via its networks. Not only does the Bank have the right to access this information, but it also has the right to restrict or refuse access to the information without the need for any advance notification and the right to change or remove the information for commercial or business reasons or if required by legislation or regulations or by any investigation into compliance with such legislation or regulations. Although ABN AMRO owns or manages this information, it will nevertheless at all times respect its Employees’ and clients’ interests and legitimate rights of privacy. Access to information systems

An Employee needs a user ID and a means of authorisation (or a password) to access information systems. User ID A user ID is the code that is used to identify a user on the system (identification). An authorisation is the way in which a user proves that he or she is the rightful owner of the specific user ID (authenticity). It is on this basis that the Employee logs on to the system and performs certain administrative actions (authorisation). Employee’s responsibilities The Employee is responsible for all actions performed using his or her user ID. When one logs on to the system, one should always check the date and time that one’s user ID was last used.

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The guidelines for reporting security incidents should be followed if it is suspected that a user ID has been misused. Password One’s password is the key to one’s user ID and should be used to confirm one’s identity. The Employee must keep his/her password secret. Whether or not one’s password remains secret (and, therefore, whether one’s user ID can be used by anyone else) is largely dependent on the way in which it is looked after. Employee’s responsibilities The Employee should choose a safe password. In other words, a password that is easy for him/her to remember, but difficult for someone else to guess. Passwords: • must contain at least six characters; • must contain at least four different characters; • must contain at least one figure (or special symbol) and one letter; • must not be a proper word (i.e. a word that can be found in a dictionary) or one’s own or someone else’s surname, or the like. An easy way to choose a safe password is to take a sentence that is easy to remember and then use the first letter/character of each word in that sentence. For example, the sentence ‘I worked there for two years’ would translate into the password ‘iwtf2y’. One’s password should be kept secret • Passwords should not be written down anywhere or stored as text in a computer and care should be taken to ensure that one’s password cannot be seen by others when it is typed in; • One’s password should be changed immediately if one knows or suspects that someone has seen it; • Passwords should be changed regularly and at least every 90 days; • Passwords that have been used recently or in other (less strictly controlled) systems should not be reused; • An Employee should immediately change a new password given by someone else (e.g. by the system Manager). Security token A security token (e.g. a smart card) can be used in combination with a secret code (e.g. a password or PIN code) as an extra means of confirming a user’s identity. A security token is personal and contains a secret key. It is important that users always keep their security tokens on them in order to prevent possible misuse by others. Employee’s responsibilities An Employee should never give his/her security token to someone else and should make sure that no one else can gain access to it. The Employee should keep a careful eye on his/her token or store it under lock and key. If the security token can only be used with a code, this code should be kept secret and never written down. In order to prevent security tokens being misused, the loss of any security token should be reported immediately via the appropriate procedures. Installing and maintaining software

The existence of incorrectly installed or incorrectly maintained software on Bank computers (including PCs and laptops) can affect system security. This in turn can create security risks for the Bank’s systems and networks. Failure to comply with copyright legislation and regulations may also have legal consequences. This is why only authorised people working in accordance with set procedures are permitted to install and maintain software on the Bank’s computers.

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Employee’s responsibilities An ordinary user is not permitted to install any software on his/her workstation or on any of the Bank’s other computers. The user should contact the system Manager to arrange for software to be installed or amended. False pretences

An outsider may seek to gain unauthorised access to the Bank’s computer systems by pretending to be an authorised Employee. An Employee might, for example, be telephoned by someone asking for his/her user ID and password because he has ‘to perform some system tests’. Such information should never be given, however convincing the request may sound. No one within the Bank is permitted to request such information from a user. Employee’s responsibilities The Employee should be aware of the possibility of fraudsters. Confidential or secret information (such as a password or PIN code) should never be given to anyone and security tokens or other valuable information should never be given to other people. If any request for information seems suspicious, it should be reported immediately to the line Manager and ORC&S Security. External connections

Our network is connected to various external networks such as the Internet and is, therefore, continuously exposed to ‘attacks’ from outside. In order to guarantee the continuity of our operations, we have to protect our network against such attacks. Special facilities, such as gateways, firewalls and remote access points, have been put in place in order to manage and control the connections between internal and external networks. This means that our systems are continuously being monitored in order to detect any unauthorised access and any computer viruses. In order to ensure that this monitoring is actually performed, all connections with external systems have to be made via the facilities put in place by the Bank. Employee’s responsibilities The Employee should never connect directly to an external network from his/her workstation or a Bank computer (e.g. via a modem). Connections with external networks such as the Internet should be made only via the Bank’s internal networks. This is the only way to make sure that the correct security checks are performed. Only standalone workstations that are never connected directly or indirectly (e.g. via exchange of diskettes) with the internal network may be directly connected to external networks. Only official remote access points should be used to log in to internal networks from outside the Bank. Using portable computer equipment

Not only does portable computer equipment, such as a laptop or organizer, have a monetary value, but it often also contains valuable information. Given that such equipment is both valuable and easy to carry, the risk of loss or theft is extra high. It is up to the user personally to keep a close eye on such equipment and to store it safely. Secret and confidential information may only be stored on portable equipment if such equipment has been properly secured. Employee’s responsibilities Secret or confidential information should not be kept on portable computer equipment unless there are clear business reasons for doing so and the equipment has been set up in such a way that it cannot be accessed by unauthorised people and documents can be stored in encrypted form. Portable computer equipment should be kept under close supervision and treated as a valuable possession. It should never be left unattended without physical security. A special security cable should be used to secure a laptop to the desk during working hours; otherwise the laptop’s user should keep it in

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his/her possession or store it in a locked cupboard or drawer. Outside working hours, a laptop may be taken home or stored in a locked cupboard or drawer. When travelling by public transport or in an aeroplane, the user should keep the equipment with his/her hand luggage and remain vigilant. Computer equipment should never be left in a parked car. If there is no alternative, it may be left in the trunk or boot of a car, providing the equipment is physically fixed inside the car by a security cable. If equipment has to be left in a hotel, it should, wherever possible, be left in the hotel safe or at least secured by a security cable. Any loss or theft of portable computer equipment should be reported to the line Manager and ORC&S Security immediately. Using private equipment

More and more Employees have their own PCs, organizers and other electronic equipment. The Bank has no control over how such equipment is installed and used. Any use of private equipment for and within ABN AMRO obviously has to be subject to certain restrictions in order to ensure the confidentiality of Bank data and the integrity of the Bank’s network. Digital diaries and personal address books are not regarded as Bank data. Employee’s responsibilities Private equipment should not be used for producing or storing secret or confidential information. Non-confidential information may only be produced or stored on private equipment with the permission of one’s line Manager. Private equipment should not be connected to the Bank’s network or workstations except by connections that have been approved for this purpose by ABN AMRO.

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Conduct code for use of e-mail and Internet Target group These rules apply to every Employee. Description You may use e-mail, intranet and the Internet only in accordance with the following rules: • you may use these communication tools only for business purposes. However, occasional private use is permitted, provided this is brief, does not have an adverse affect on your duties and is not connected with your business activities or those of third parties; • you should always use the communication media professionally and honestly; • you must be wary of giving your e-mail address to persons outside the Bank; you must always ask yourself why someone outside the Bank would wish to know your e-mail address; • you must always consider whether e-mail is the right means of communication; • you must not send any critical or confidential information or orders outside the Bank, nor should you accept any external orders by e-mail; • you should consider your use of language, which should be businesslike in tone and show respect for the reader; • you must check whether the address is correct and whether the recipient is authorised to read the contents of the message; • you must be careful when sending confidential information; such information must be contained in a separate document protected by a password; • you must avoid sending unnecessary copies of messages; you must also handle attachments efficiently and send large documents or PowerPoint presentations only sparingly; nor may you forward messages indiscriminately; • if you receive a message which is not intended for you, you must return the message to the sender; if the message is not intended for the Bank you should immediately contact your line Manager; • y ou may not be in possession of or distribute texts or messages which are potentially harmful to the Bank’s good name or reputation or which are discriminatory, racist, harassing (whether sexually or otherwise), violent, political, obscene, religious, blasphemous or illegal. The same applies, for example, to chain letters, malicious or misleading jokes, viruses, worms and Trojan horses. If you receive such a text or message, you should make a printout of it and immediately report the matter to your line Manager; • you may not use these communication tools for entertainment (e.g. gaming), for accessing chat rooms or newsgroups, for downloading software or for hacking into computer systems.

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Conduct code for personal dealings Target group These rules apply to every Employee. Description For the purpose of your own banking affairs you are treated as an ordinary customer of the Bank, no more and no less. This means that you must also behave as an ordinary customer and that you should not put yourself at an advantage by exploiting your knowledge of the Bank’s internal procedures or its internal systems. To avoid creating any such impression, you may not at any time handle your own banking affairs. Examples: • you may not personally open an account for yourself or enter or execute transactions on your own account; • nor may you approve such transactions even if you have (general) authority to give approval in such matters; • if you are acting as a cashier you may not carry out a cash transaction on your own account through your own till; • you may not change your own credit limit, even if such a change is within the usual credit criteria; • nor may you approve your own credit application even if you have a (general) authority to give approval in such matters; • you may not enter into or approve transactions involving, for example, the securities and options order systems, even if you are permitted to carry out such operations for ordinary customers.

Conduct code for business gifts Target group These rules apply to every Employee. Description The Bank wishes to protect both its own and your integrity by means of this rule of conduct in order to make it absolutely clear to its customers and suppliers and to any future customers that the receipt of gifts from them will in no way influence the service they receive. You may therefore not accept any gift from customers or other persons. The term gifts must be interpreted in a wide sense. It includes, for example, • dinners • outings; • travel; • goods or services at advantageous rates; • loans of goods; • cash loans at favourable rates; • goods/services provided by a customer or another person to a third party at your request or through your intermediation; or

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• being named as a beneficiary in a customer’s last will. However, ordinary small gifts such as ballpoint pens, calendars, neckties, diaries or scarves may be accepted. If you are offered anything by a customer or another party, you must inform the person concerned of the fact that you may not accept gifts and tell them you hope that they will understand the reasons for this. You may accept the gift only if the customer or other party puts such pressure on you to accept it that you feel you cannot refuse. In such a case you must immediately report the matter to your line Manager. Your line Manager will then decide, if necessary in consultation with his own line Manager, whether the gift must be returned to the giver or whether it may be kept. In the latter case your line Manager will also decide who may keep the gift. You may, if necessary in consultation with your line Manager, offer a customer a gift from the ABN AMRO Webshop, if this is commensurate with the importance of the business relationship. Sometimes it may transpire that customers are themselves not allowed to accept a gift. Naturally, you must accept this. You may never give personal gifts to customers.

Regulations concerning private portfolio investment transactions Version December 2005 The ABN AMRO regulations concerning private portfolio investment transactions were adopted by the Managing Board on 29 May 2001 and came into force on 1 July 2001. They replaced: • the Regulations concerning Private Portfolio Investment Transactions of April 1994, amended in March 1998; • the ABN AMRO Code of Conduct on Price-Sensitive Information and the Regulations concerning Private Portfolio Investment Transactions of June 1999; • the Regulations concerning Inside Information relating to ABN AMRO’s own shares of 1 April 1999. REGULATIONS CONCERNING INSIDE INFORMATION AND PRIVATE PORTFOLIO INVESTMENT TRANSACTIONS FOR ALL EMPLOYEES

A number of words in these Regulations are used with a specific meaning. Such words are always written with an initial capital and are defined under Definitions. 1 Not acting with Inside Information An Employee who has access to Inside Information in relation to certain Securities may not effect Private Securities Transactions in these Securities. The prohibition to effect Private Securities Transactions using Inside Information is based on Sections 46.1 and 46.2 of the Securities Transactions (Supervision) Act 1995, (hereinafter referred to as the Act), which read as follows: “1 Anyone having Inside Information is forbidden to effect a transaction in or from the Netherlands in: a securities listed on a stock exchange recognised under Section 22 of the Act or on an officially admitted stock exchange outside the Netherlands or other securities which may reasonably be

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assumed to be listed soon on such a stock exchange; or b securities, the value of which is determined in part by the value of the securities referred to under a. 2 Inside Information is the knowledge of facts or circumstances concerning the legal person, company or institution to which the securities relate or concerning the trade in the securities: a t hat has not been made public; and b d isclosure of which can reasonably be expected to influence the price of the securities, irrespective of the direction of the price movement.“ A breach of this article is a punishable offence. 2 Secrecy An Employee who has access to Inside Information or other Sensitive Information is not permitted to disclose this Information to third parties, including explicitly Affiliated Third Parties. (For the definition of an Affiliated Third Party, see article 41 (Definitions).) If Employees have access to Inside Information in relation to certain Securities, they are not permitted to recommend to third parties to conduct or to have conducted securities transactions in these Securities. Employees may use such Information solely to perform their job appropriately. Employees occasionally possess information that could affect the price of a company’s shares, bonds, warrants or options. In these instances, Employees are prohibited from trading in such securities for their own account or on behalf of third parties. Employees are also prohibited from sharing Inside Information with other parties or advising another person to buy or sell securities on the basis of this information. This includes colleagues, family, friends and acquaintances. The rule is simple: an Employee does not divulge any Inside Information or Sensitive Information whatsoever. Employees have an obligation to keep Inside Information and Sensitive Information strictly secret and are prohibited from effecting portfolio investment transactions if they possess such information. This means Employees also avoid the appearance of acting on the basis of Inside Information. After all, these issues relate to the integrity of each Employee and, as a result, the Bank as a whole. This prohibition referred to in article 2 is based on Section 46a.1 of the Act, which reads as follows: “Other than in the normal performance of his job, profession or position, anyone who has access to Inside Information concerning a legal person, company or institution, as referred to in Section 46.2, or concerning the trade in securities, as referred to in Section 46.1, relating to the legal entity, company or institution is prohibited from: a disclosing this Inside Information to third parties; or b advising third parties to effect or bring about transactions in these securities.” A breach of this article is a punishable offence. 3 Due care in handling information Employees shall exercise the utmost care in handling information to which they have access as a result of their job. This applies both to information on clients and business clients and information relating to ABN AMRO itself. To reduce the risk of wrongful use of Inside Information or other Sensitive Information or a conflict of business and private interests, Employees shall avoid too close an involvement with ABN AMRO’s clients or other business relationships in a private capacity. The Bank’s clients must – at all times – be able to count on Employees to treat the information they entrust to them with discretion. Irrespective of whether this information covers their financial affairs, their private lives or developments inside the companies they work for or run. An Employee simply does not discuss

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client-related issues to which he/she has access by virtue of his/her position. Not with his/her husband or wife, not with his/her Partner, not with friends, not with family members, not with members of a portfolio investment club he/she may be involved in and not with other clients. And not even with a colleague in another department, unless an Employees needs to do so for work-related reasons. Employees must avoid every instance where Sensitive Information could give rise to a conflict of interests. Employees only use client-related information to provide the client in question with the best possible service. 4 Information Advantage Information advantage that an Employee obtains as a result of his job may not be used for personal gain. This applies to all types of Private Portfolio Investment Transactions, including transactions involving securities, property, precious metals and currencies. 5 Restraint The Employee shall exercise restraint in Private Portfolio Investment Transactions and shall refrain from effecting transactions that can be qualified as excessive or highly speculative. A transaction must never place an Employee in financial difficulties. In addition to the rules set out in these ABN AMRO Regulations concerning Private Portfolio Investment Transactions, there are several criteria to verify whether or not a Private Securities Transaction is permitted. These include the type of security, the size of the transaction (also in relation to the Employee’s financial position and/or wealth), the timing of the transaction, the position of the person conducting the transaction and ABN AMRO’s role in relation to the security in question (if any). 6 Avoiding the appearance of acting on the basis of Sensitive Information Employees may not effect Private Portfolio Investment Transactions if it can reasonably be foreseen that this could give rise to the appearance that they had access, or could have had access, to Inside Information or other Sensitive Information. 7 Intra-day trade Employees are not permitted to issue instructions for both buy and sell orders for Private Securities Transactions relating to Securities with the same security code within a 24-hour period. For the application of this provision, exercising staff options and selling the shares obtained immediately thereafter is perceived as one single securities transaction. Buying and selling a security on the same day may result in a financial gain. Alternatively, it is possible to sell shares from a portfolio with the intention of buying them back later that day, at a lower price. Employees are only allowed to buy or sell the same security 24 hours after the initial trade in that security code. 8 Sale before the issue date of payment If ABN AMRO has a function in an issue of securities or in a stock exchange introduction, an Employee is not permitted to sell shares obtained via a public share issue or initial public offering (IPO) prior to the payment date. This rule does not apply if ABN AMRO only fulfils a distribution role. 9 Front-running Employees are not permitted to effect Private Securities Transactions as a result of or in anticipation of securities orders from ABN AMRO clients or ABN AMRO itself. 10 Stock market analysis Employees are not permitted to effect Private Securities Transactions in listed stocks of which they have knowledge by virtue of an analysis that has not yet been published.

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Employees who have knowledge of research analysis that has not yet been published are not allowed to trade in the security/securities that the analysis relates to. As soon as the information is in the public domain, it is no longer considered Inside Information. As a consequence, Employees are free to buy or sell these securities, just like any other person. 11 Staff options Employees are not permitted to sell to third parties, to give away or to pledge staff options, nor to encumber them in any other way. 12 Joint account If a Private Securities Transaction is effected through an ABN AMRO account which one or more persons other than the Employee are authorised to operate, the Private Securities Transaction shall be deemed to have been effected by the Employee. The Employee must expressly inform such other person or persons of this stipulation. 13 Access to Inside Information All Employees with regular access to Inside Information should report this fact to the compliance officer. 14 Advice If an Employee has doubts regarding the interpretation or application of these Regulations, he is required to seek the advice of his Compliance Officer. The Compliance Officer is authorised to issue a decision that is binding on the Employee. 15 Appeal An Employee may appeal against the binding advice of his Compliance Officer to the Advisory Committee on the General Regulations for Individual Complaints (ARIK), or any other competent body. The lodging of an appeal shall not suspend the binding advice of the Compliance Officer. 16 Sanctions Actions taken by an Employee which breach the rules included in these Regulations shall be regarded as a grave breach of the confidence that ABN AMRO, in its capacity as employer, must be able to have in the Employee. Such a breach may consequently lead to an appropriate sanction being imposed by ABN AMRO, including reversal of the financial gain realised by the Employee, transfer to another position, suspension or other disciplinary or labour law measures, which may include summary dismissal. Seemingly meaningless transgressions could cause the Bank to suffer substantial losses (loss of reputation and/or financial losses). Employees are therefore required to abide by the ABN AMRO Regulations concerning Private Portfolio Investment Transactions. There are no exceptions. If they ignore these Regulations, they put the Bank’s excellent reputation at risk. In the light of this, any transgressions are taken very seriously. At the end of each calendar quarter, ABN AMRO is obliged to inform the Netherlands Authority for the Financial Markets (AFM) of any transgressions on the part of its staff. 17 Designation On the basis of articles 1 and 6, an Employee may be designated as having to comply with one (or more) of the other provisions that apply to these Regulations, for a period yet to be determined. It could, for example, be that an Employee involved in a project becomes privy to Inside Information on account of that project.

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SUPPLEMENTARY REGULATIONS CONCERNING PRIVATE SECURITIES TRANSACTIONS FOR INSIDERS GENERAL

Insiders General are Employees who, as a result of their job or position, have or can have more or less regular access to Inside Information in relation to securities other than ABN AMRO Securities and who include: • any Employees who perform activities primarily involving the offer, performance, settlement or control of services in the areas of stock-broking or asset management; • groups of other Employees designated as Insiders General by or on behalf of the management of the Strategic Business Unit or the Corporate Centre; • members of the Supervisory Board or Managing Board, Senior Executive Vice Presidents, Executive Vice Presidents/managing directors and compliance officers. 18 Reporting obligation and the obligation to effect securities transactions through ABN AMRO Insiders General shall immediately report every Private Securities Transaction that they effect to the Compliance Officer. Insiders General may only effect Private Securities Transactions through ABN AMRO’s securities services. If an Insider General meets his obligation to effect securities transactions through ABN AMRO in the Netherlands, the reporting obligation stipulated under point 1 will be fulfilled by ABN AMRO. If the Insider General works in a country where ABN AMRO maintains no securities services, he shall instruct the person effecting Private Securities Transactions on his behalf to inform the Compliance Officer of such transactions. This will be done by sending the Compliance Officer the relevant transaction statement immediately after the Private Securities Transaction has been effected. 19 Prohibition on subscription to issues If ABN AMRO has a function in an issue of securities or in a stock exchange introduction for a public issue or initial public offering (IPO), 1 members of the Supervisory Board, 2 members of the Managing Board, 3 Senior Executive Vice Presidents and 4 Insiders General who are involved in the public issue or IPO by virtue of their position are not permitted to subscribe to that issue or IPO. This rule does not apply to: a subscriptions related to the exercise of pre-emptive rights in rights issues; b subscription to a public issue or IPO fund, unless the Insider General mentioned in this article holds a management or administrative position in respect of that investment fund; c issues or IPOs in which ABN AMRO only fulfils a distribution role. 20 Subscription to issues by other Insiders General Insiders General not referred to in the preceding article are permitted to subscribe to a public issue or IPO in which ABN AMRO has a function in an issue of securities or in a stock exchange introduction. Securities acquired in the above manner may not be sold within six months after the payment date. This period does not apply to Securities acquired through the exercise of pre-emptive rights or participation in (semi) open-ended investment funds. This period also does not apply if ABN AMRO only fulfils a distribution function in a public issue or IPO. 21 Investment horizon of at least three months The Insider General involved in making bids and/or offers (in one or more securities) may effect Private Securities Transactions in those Securities subject to an investment horizon of at least three months.

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22 Pre-clearance Insiders General may be obliged to obtain pre-clearance for Private Securities Transactions. Consent may be granted subject to certain conditions. 23 Exceptions Discretionary management Insiders General Articles 18 (Reporting obligation and the obligation to effect securities through ABN AMRO) and 22 (Pre-clearance) shall not apply if, subject to certain conditions, the Insider General has concluded a written discretionary management agreement. A copy of the conditions, which form an integral part of these Regulations, may be obtained from the Compliance Officer on request. Insiders may contract out the management of their securities portfolios to a third party by means of a discretionary management agreement. Such an agreement must apply a strict distinction between ownership and management. In entering into such an agreement, the Insider authorises the third party to effect securities transactions on his behalf. The third party could be ABN AMRO Asset Management or another asset management/financial institution. When concluding a discretionary management agreement, the Insider is entitled to determine the level of risk diversification and the allocation of funds to different types of securities. Not more than once every six months may the Insider revise the arrangement made. The Insider is not allowed to issue interim instructions. (Semi-)open-ended investment funds Contrary to articles 18 (Reporting obligation and the obligation to effect securities transactions through ABN AMRO), 20 Subscription to issues by other Insiders General, 21 (Investment horizon of at least three months) and 22 (Pre-clearance), Insiders General are permitted to effect Private Securities Transactions in (semi) open-ended investment funds. Articles 18 (Reporting obligation and obligation to effect securities transactions through ABN AMRO) and 22 (Pre-clearance) remain in force if the Insider General holds a management or administrative position in respect of (semi) open-ended investment funds issued by ABN AMRO. Government bonds Contrary to the provisions in articles 18 (Reporting obligation and the obligation to effect securities transactions through ABN AMRO), 19 (Prohibition on subscription to issues), 20 (Subscription to issues by other Insiders General), 21 (Investment horizon of at least three months) and 22 (Pre-clearance), Insiders General are permitted to effect Private Securities Transactions in government bonds in member countries of the OECD. The countries of the Organisation for Economic Cooperation and Development (OECD) are Australia, Belgium, Canada, Denmark, Germany, Finland, France, Greece, Hungary, Ireland, Italy, Japan, Korea, Luxembourg, Mexico, Netherlands, New Zealand, Norway, Austria, Poland, Portugal, Spain, the Czech Republic, Turkey, the United Kingdom, the United States, Iceland, Sweden and Switzerland. Dispensation Insofar as authorised by the Chairman of the Managing Board, the Managing Director of Group Compliance is empowered to discharge Insiders General from their obligation to effect securities transactions through ABN AMRO (on special grounds). Should the Insider General be a member of the Managing Board, the Chairman of the Supervisory Board, insofar as authorised by the Chairman of the Managing Board, is empowered to discharge board members from their obligation to effect securities transactions through ABN AMRO (on special grounds). The Chairman of the Supervisory Board must inform the Netherlands Authority for the Financial Markets (AFM) accordingly. Dispensation shall be requested and granted in writing.

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24 Affiliated Third Parties With due observance of article 2 (Secrecy) and within the bounds of reasonableness and fairness, Insiders General are obliged to do their utmost to ensure that their Affiliated Third Parties do not effect securities transactions that conflict with these Regulations. For the definition of an Affiliated Third Party, see article 41 (Definitions). SUPPLEMENTARY REGULATIONS CONCERNING PRIVATE SECURITIES TRANSACTIONS FOR INSIDERS ABN AMRO

An Insider ABN AMRO is an Employee who has or can have more or less regular access to Inside Information in relation to ABN AMRO or ABN AMRO Securities. This includes: • members of the Supervisory Board; • members of the Managing Board; •m  embers of the Board of Directors of LaSalle Bank Corporation or directors and Supervisory Board members of group companies, as defined in the Ministerial Regulation; • members of the Central Staff Council; • Senior Executive Vice Presidents; • Executive Vice Presidents and managing directors; • Senior Vice Presidents; • other Employees or groups of other Employees designated as Insiders ABN AMRO by or on behalf of the management of a Strategic Business Unit or the Corporate Centre, after consultation with the Director of Group Compliance. 25 Private Securities Transactions The definition that applies to Insiders ABN AMRO is stricter than that shown in article 41. The term Private Securities Transaction is not limited to the purchase or sale of securities. Instead, the term encompasses the acquisition and disposal of securities in the broadest sense. In other words, this article covers more than the purchase or sale of securities. The legal act of acquiring or disposing of securities may take a number of forms, including, but not restricted to the purchase, sale, exchange, donation and acceptance (as a donation) of securities, the buying or writing of securities options, the exercise of options and the conversion of convertible bonds and the like. 26 Open Period An Insider ABN AMRO may only effect Private Securities Transactions in ABN AMRO Securities during an Open Period. For legal exemptions from this restriction, please refer to 37, below. The Open Period is the period of ten working days immediately following the publication of the quarterly, interim and annual figures of ABN AMRO Bank N.V. 27 Prohibition during Open Period Insiders ABN AMRO may be prohibited from effecting Private Securities Transactions in ABN AMRO Securities during an Open Period. 28 Opposite transactions Insiders ABN AMRO are not permitted to issue both buy and sell instructions during a single Open Period in respect of a Private Securities Transaction in ABN AMRO Securities bearing the same security code. They are, however, permitted to exercise staff options and to sell ABN AMRO Securities obtained in this way immediately thereafter. 29 Reporting obligation and obligation to effect securities transactions through ABN AMRO Insiders ABN AMRO shall immediately report every Private Securities Transaction in ABN AMRO

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Securities that they effect to the Compliance Officer. Insiders ABN AMRO may only effect Private Securities Transactions in ABN AMRO Securities through ABN AMRO’s securities services. If an Insider ABN AMRO meets his obligation to effect securities transactions through ABN AMRO in the Netherlands, the reporting obligation stipulated under point 1 will be fulfilled by ABN AMRO. If the Insider ABN AMRO works in a country where ABN AMRO maintains no securities services, he shall instruct the person effecting Private Securities Transactions on his behalf to inform the Compliance Officer of such transactions by sending the said Compliance Officer the relevant transaction statement immediately after the Private Securities Transaction has been effected. 30 Pre-clearance The following functionaries require prior written clearance from the Group Compliance Director in order to perform Private Securities Transactions involving ABN AMRO Securities: 1 members of the Supervisory Board; 2 members of the Managing Board; 3 members of the Board of Directors of LaSalle Bank Corporation, as well as directors and Supervisory Board members of group companies, as defined in the Ministerial Regulation; 4 members of the Central Staff Council; 5 Senior Executive Vice Presidents; 6 Executive Vice Presidents and managing directors; and 7 Employees or groups or categories of Employees yet to designated. After written consent has been granted, Insiders ABN AMRO are free to place the relevant order, unless they gain access to Inside Information during this period. 31 Exceptions Discretionary management – Insiders ABN AMRO Articles 26 (Open Period), 27 (Prohibition during Open Period), 28 (Opposite transactions), 29 (Reporting obligation and the obligation to effect securities transactions through ABN AMRO), 30 (Pre-clearance) and 33 (Statutory duty of notification to the Netherlands Authority for the Financial Markets) shall not apply to Insiders ABN AMRO, provided they have, subject to certain conditions, concluded a written discretionary management agreement. A copy of the said conditions, which form an integral part of these Regulations, may be obtained from the Compliance Officer on request. Insiders may contract out the management of their securities portfolios to a third party by means of a discretionary management agreement. Such an agreement must apply a strict distinction between ownership and management. In entering into such an agreement, the Insider authorises the third party to effect securities transactions on their behalf. The third party could be ABN AMRO Asset Management or another asset management/financial institution. When concluding a discretionary management agreement, the Insider is entitled to determine the level of risk diversification and the allocation of funds to different types of securities. Not more than once every six months may the Insider revise the arrangement made. The Insider is not allowed to issue interim instructions. A copy of a discretionary management agreement may be obtained from the Compliance Officer on request. Dispensation a At the request of an Insider ABN AMRO the Managing Director of Group Compliance may grant dispensation from the prohibition on effecting a Private Securities Transaction in ABN AMRO Securities outside an Open Period insofar as this concerns staff options. The dispensation will only be granted if the Insider ABN AMRO does not have any Inside Information and if the ABN AMRO Securities obtained from the exercise of the staff options are sold immediately afterwards. b At the request of an Insider ABN AMRO, the Managing Director of Group Compliance may grant

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dispensation on special grounds to effect a Private Securities Transaction in ABN AMRO Securities outside of an Open Period. c Insofar as authorised by the Chairman of the Managing Board, the Managing Director of Group Compliance is empowered to discharge Insiders ABN AMRO from their obligation to effect securities transactions through ABN AMRO (on special grounds). d Should the Insider ABN AMRO be a member of the Managing Board, the Chairman of the Supervisory Board, insofar as authorised by the Chairman of the Managing Board, is empowered to discharge board members from their obligation to effect securities transactions through ABN AMRO (on special grounds). The Chairman of the Supervisory Board must inform the Netherlands Authority for the Financial Markets accordingly. Dispensation shall be requested and granted in writing. 32 Affiliated Third Parties In accordance with the provisions of 2 (Secrecy), above, and within the bounds of reasonableness and fairness, the Insider ABN AMRO is required to do his utmost to ensure that his Affiliated Third Parties do not effect securities transactions that conflict with these Regulations. For the definition of an Affiliated Third Party, see article 41 (Definitions). 33 Statutory duty of notification to the Netherlands Authority for the Financial Markets The following Employees are legally obliged to report to the Netherlands Authority for the Financial Markets any Private Securities Transaction involving ABN AMRO Securities performed in or from the Netherlands: 1 members of the Supervisory Board, 2 members of the Managing Board, 3 members of the Board of Directors of LaSalle Bank Corporation, as well as directors and Supervisory Board members of group companies, as defined in the Ministerial Regulation, 4 members of the Central Staff Council. This obligation is based on the provisions of Section 46b of the Securities Transactions (Supervision) Act in connection with article 3 (et seq.) of the Ministerial Regulation. The statutory duty of notification must be fulfilled: a immediately by members of the Supervisory Board and members of the Managing Board; b n o later than ten days following the end of the calendar month in which the transaction was effected by members of the Board of Directors of LaSalle Bank Corporation, Management Board and Supervisory Board members of group companies, as defined in the Ministerial Regulation, and members of the Central Staff Council. The statutory duty to notify the Netherlands Authority for the Financial Markets does not apply to the exceptional circumstances listed under 37 (Statutory exemptions from not acting with Inside Information) or if the person with a duty of notification has concluded a written discretionary management agreement (see 31). 34 Statutory duty of notification by other persons to the Netherlands Authority for the Financial Markets Apart from the Insiders ABN AMRO referred to under 33 (Statutory duty of notification to the Netherlands Authority for the Financial Markets), the following persons are required by law to notify the Netherlands Authority for the Financial Markets of a Private Securities Transaction in ABN AMRO Securities effected in or from the Netherlands, no later than ten days following the end of the calendar month in which the transaction was effected: a spouses of members of the Supervisory Board, spouses of members of the Managing Board, spouses of members of the Board of Directors of LaSalle Bank Corporation or spouses of directors and Supervisory

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Board members of group companies, as defined in the Ministerial Regulation; b relatives by consanguinity or affinity in the first degree of members of the Supervisory Board, of members of the Managing Board, of members of the Board of Directors of LaSalle Bank Corporation or of directors and Supervisory Board members of group companies, as defined in the Ministerial Regulation, to the extent that they run a joint household; c other persons sharing a household with a member of the Supervisory Board, a member of the Managing Board, a member of the Board of Directors of LaSalle Bank Corporation or directors and Supervisory Board members of group companies, as defined in the Ministerial Regulation. The duty of notification neither applies to the exemptions referred to in point 37 (Statutory exemptions from not acting with Inside Information) nor if the person with a duty of notification has concluded a written discretionary management agreement (see point 31). 35 Delegation of duty of notification The persons referred to in 33 and 34 may ask the Managing Director of Group Compliance in writing to make the necessary notification referred to in the previous article on their behalf in accordance with the time limits indicated therein. However, the persons referred to under 33 and 34 remain responsible for ensuring that the statutory duty of notification is complied with. 36 Advising the duty of notification by Insiders ABN AMRO Members of the Supervisory Board, members of the Managing Board, members of the Board of Directors of LaSalle Bank Corporation and directors and Supervisory Board members of group companies, as defined in the Ministerial Regulation, are obliged to advise their spouses, relatives by consanguinity or affinity in the first degree and other persons with whom they share a household, of the statutory duty of notification. It is worth noting that children and other relatives by consanguinity or affinity in the first degree not sharing the same household are not required to notify their transactions in ABN AMRO Securities to the Netherlands Authority for the Financial Markets. OTHER PROVISIONS

37 Statutory exemptions from not acting with Inside Information The prohibition on effecting Securities Transactions using Inside Information does not apply to the following situations/persons/circumstances: a an intermediary who, having only trade-related Inside Information, acts to serve clients, in accordance with the rules of good faith; b effecting a Private Securities Transaction in order to comply with an enforceable obligation that was already in existence at the point at which the Employee became aware of the fact or circumstance on which he has Inside Information; c the acceptance of ABN AMRO options under a staff option plan if the intention to grant the options was notified by ABN AMRO to the Netherlands Authority for the Financial Markets at least two months before the date of granting; d 1 The exercising of options on ABN AMRO Securities under a staff option plan on the expiry date of that right or within a period of five working days prior to that date; 2 The exercising of options on ABN AMRO Securities granted under a staff option plan on the expiry date of that right or within a period of five working days prior to that date and the immediate sale of the ABN AMRO Securities obtained in this way, provided the Employee has notified the Managing Director of Group Compliance in writing at least two months before the expiration date of the intention to sell the ABN AMRO Securities obtained in this way. An Employee who makes use of the above right is obliged to sell the ABN AMRO Securities obtained in this way without delay.

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e The receipt of Securities through a dividend distribution, whether through stock dividend or dividend with stock option. These exemptions are based on Sections 46.3 and 46.4 of the Securities Transactions (Supervision) Act. 38 Unforeseen situations The Managing Director of Group Compliance is authorised to take decisions in cases not covered by these Regulations. 39 Investigation The Compliance Officer is authorised to conduct or commission an investigation into any Private Securities Transaction effected by, on the instructions of or for an Employee or Affiliated Third Party. To this end, the Compliance Officer may use ABN AMRO’s securities administration. Provision of information by Employees Employees are required, on request, to provide their Compliance Officer with all information in relation to strict compliance with these Regulations. On request, Employees are also required to issue instructions to ABN AMRO, another securities or credit institution, agent, portfolio Manager, investment undertaking, intermediary or other third party to provide their Compliance Officer with all information relating to any Private Securities Transactions effected by them or on their behalf. Employees are additionally required to make every reasonable and fair effort to ensure that their Affiliated Third Parties provide all information concerning any Private Securities Transactions effected by or on behalf of such Affiliated Third Parties, at the first request of their Compliance Officer. Before submitting a written report on the outcome of an investigation, the Compliance Officer shall offer the Employee an opportunity to respond to facts or circumstances emerging during the investigation. The Employee will be advised in writing of the outcome of the investigation. 40 Register The Managing Director of Group Compliance shall maintain a register containing: a the names and addresses of Insiders General, Insiders ABN AMRO and Employees as referred to under 17; b Private Securities Transactions in ABN AMRO Securities effected by Insiders ABN AMRO; c Private Securities Transactions effected by Insiders General; d Private Securities Transactions effected by Employees as referred to under 17. Each Employee has the right to inspect the data included in the register insofar as these relate to him. Data shall be retained for seven years, and shall then be deleted from the register by the Managing Director of Group Compliance. 41 Extension of operation of the Regulations The provisions in these Regulations shall continue to apply to Employees, to Insiders General and to Insiders ABN AMRO for a period of six months after they have ceased to have that status. DEFINITIONS

The following terms have the following meanings: ABN AMRO ABN AMRO Holding N.V. and ABN AMRO Bank N.V. as well as majority

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interests, insofar as they are not directly subject to the conditions of the Credit System (Supervision) Act 1992 or the Securities Transactions (Supervision) Act 1995; ABN AMRO Securities





Securities

Affiliated Third Parties

a Shares or depositary receipts for shares in the capital of ABN AMRO; b Other securities issued by ABN AMRO listed on a stock exchange recognised under Section 22 of the Act or on an officially admitted stock exchange outside the Netherlands or other securities issued by ABN AMRO, which may reasonably be assumed to be listed soon on such a stock exchange; c Securities the value of which is determined in part by the value of the shares or depositary receipts for shares in the capital of ABN AMRO or of the securities referred to in b, including (staff) options, warrants and reverse exchangeables; d Units in (semi) open-ended investment funds, issued by ABN AMRO, do not constitute ABN AMRO Securities covered by this definition; As defined in Section 1 of the Act: a share certificates, debt instruments, profit-sharing certificates and founder’s shares, options certificates, warrants and similar securities; b rights of joint ownership, options, rights to the forward transfer of goods, entries in share and debt registers and similar contingent or absolute rights; c certificates representing securities as referred to above; d scripts representing securities as referred to above; e interest rate, currency and equity swaps or similar instruments; a the spouse or Partner of an Employee; b relatives by consanguinity or affinity in the first or second degree of an Employee; c other persons who run a joint household with an Employee; d agents and portfolio Managers (not being discretionary management administrators), to the extent that they act on behalf of the Employee; e legal persons and portfolio investment clubs in which the Employee exercises a degree of control over the investment policy;

Sensitive Information information obtained by virtue of his job, which the Employee knows to be or should, in all fairness, have understood to be confidential; Insider ABN AMRO an Employee who has or can have more or less regular access to Inside Information in relation to ABN AMRO or ABN AMRO Securities, including: a members of the Supervisory Board; b members of the Managing Board; c members of the Board of Directors of LaSalle Bank Corporation or directors and Supervisory Board members of group companies, as defined in the Ministerial Regulation; d members of the Central Staff Council; e Senior Executive Vice Presidents; f Executive Vice Presidents and managing directors; g Senior Vice Presidents; h other Employees or groups of other Employees designated as Insiders

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ABN AMRO by or on behalf of the management of a Strategic Business Unit or the Corporate Centre, after consultation with the Director of Group Compliance; Insider General an Employee who has or can have more or less regular access to Inside Information in relation to Securities other than ABN AMRO Securities. This includes: a members of the Supervisory Board; b members of the Managing Board; c Senior Executive Vice Presidents; d Executive Vice Presidents and managing directors; e Compliance Officers; f Employees who perform activities primarily involving the offer, performance, settlement or control of services in the areas of stock-broking or asset management; g other Employees or groups of other Employees designated as Insider General by or on behalf of the management of the Strategic Business Unit or the Corporate Centre; Employee a person in the employ of or otherwise in a subordinate relationship to ABN AMRO, regardless of the duration of the employment contract, as well as the members of the Supervisory Board and Managing Board; Ministerial Regulation Regulation concerning the notification and regulation of transactions under the Securities Transactions (Supervision) Act 1995 (Government Gazette 1999, 5); Open period the period of ten working days immediately following the publication of the quarterly, interim and annual figures of ABN AMRO; Private Portfolio Investment Transaction a Private Securities Transaction as well as the performance, assignment or promotion of any action for the purchase or sale of property, precious metals, goods and currencies, other than in the performance of a job or position, directly or indirectly in a personal capacity, or partially in a personal capacity, or on behalf of a third party; Private Securities Transaction the performance, assignment or promotion of any action for the purchase or sale of Securities, including ABN AMRO Securities, other than in the performance of a job or position, directly or indirectly in a personal capacity, or partially in a personal capacity, or on behalf of a third party; Inside Information as defined in Section 46 of the Securities Transactions (Supervision) Act: knowledge of facts or circumstances concerning the legal person, company or institution to which the Securities relate or concerning the trade in the Securities: a that has not been made public, and b disclosure of which can reasonably be expected to influence the price of the Securities, irrespective of the direction of the price movement; Act

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Securities Transactions (Supervision) Act 1995.

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Whistle blowing procedure Target group These rules apply to every Employee or any other person who works for the Bank or its subsidiaries or sub-subsidiaries in the Netherlands and is based in the Netherlands under an employment contract with the Bank or its subsidiaries or sub-subsidiaries in the Netherlands. Introduction If you know that something has gone wrong or is going or is likely to go wrong, you may have the feeling that there is no one you can tell because you are worried about your own position or because you feel that this would not be loyal to your colleagues or the Bank. The Bank tries to create an open and honest atmosphere in which people can feel free to express their sincere concern about abuses (or suspected abuses) without fearing for their own position. It is also of great importance that abuses be uncovered so that adequate action can be taken, damage limited or prevented and lessons learned for the future. This is why you are encouraged to report abuses or suspected abuses. This scheme is based in part on the ABN AMRO Global Policy on Employee Whistleblowing and is in keeping with the recommendations of the Labour Foundation (Stichting van de Arbeid) (2003), the Social and Economic Council (Sociaal-Economische Raad) (2004) and the Dutch Corporate Governance Committee (commissie-Tabaksblat) and with the American Sarbanes-Oxley Act. The policy has been introduced in consultation with the Central Staff Council. Description Something is considered suspected abuse if you have reasonable grounds to believe that serious breaches of legislation and regulations, guidelines, instructions or standards or the duty of care that may be expected in business transactions are occurring or are likely to occur within the Bank or its subsidiaries or sub-subsidiaries. An abuse may, for example, involve: • a criminal offence such as money laundering, insider trading, theft, fraud, bribery, extortion or corruption; • violation of government rules, such as market abuse or manipulation or the financing of terrorism; • violation of the ABN AMRO Business Principles or other unethical behaviour; • serious, repeated or intentional violation of ABN AMRO rules; • danger to public health, safety or the environment; • provision of deliberate misinformation to public bodies; • wasting public money; • violation of auditing rules and procedures, such as serious irregularities in financial reporting • harassment or discrimination; • breach of trust in relations between the Bank or its subsidiaries or sub-subsidiaries in the Netherlands and a customer; • deliberate withholding, destruction or manipulation of information. An abuse is considered a serious situation. Your report of an abuse or suspected abuse must reflect the seriousness of the situation. Internal report You should normally report an abuse or suspected abuse to your line Manager. Your line Manager must always treat your report seriously, investigate it and, if necessary, seek advice on it. On receipt of such a report your line Manager must always consult with the head of Group Compliance NL.

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If you cannot be expected to report an abuse or suspected abuse to your line Manager, you can report it to: • the special telephone line operated by Group Security – (020-6)28 86 66; • the special e-mail address set up by Group Security: [email protected]; • the special confidential counsellor (the HR BU NL director or the chairman of the Central Staff Council). You may submit such a report in addition to your report made using the special telephone number or via e-mail. If you are considering making a report, the confidential counsellor can advise you on how to prepare your report in the correct manner and at the correct place as well as acting as intermediary. He may record the initial conversation and pass on the report, with your consent, to the Bank. The confidential counsellor may also report your report anonymously, although this is discouraged as it is then more difficult to afford you protection. It should be kept in mind that the confidential counsellor is not a reporting authority and does not deal with complaints, give rulings, make public pronouncements or impose sanctions. • the chairman of the Supervisory Board if the abuse or suspected abuse concerns the Managing Board or a member of the Managing Board; or • the chairman of the Managing Board if the abuse or suspected abuse concerns the Supervisory Board or a member of the Supervisory Board. Group Security or (depending on the subject of the report) the chairman of the Supervisory Board or of the Managing Board records the report in writing, together with the date of receipt, and submits this to you for signature in ‘confirmation of your agreement’. You also receive a copy for your own records. If you have reported the matter to the confidential counsellor, he informs Group Security or (depending on the subject of the report) the chairman of the Supervisory Board or of the Managing Board of the report and the date of receipt, in a manner and at a time agreed with you. Group Security immediately passes on the report to the head of Group Compliance NL and sends this official a copy of the record. The head of Group Compliance NL sends a confirmation of receipt either to you or to the confidential counsellor to whom you have reported the matter. The head of Group Compliance NL or (depending on the subject of the report) the chairman of the Supervisory Board or of the Managing Board immediately passes on every report to Group Compliance. With your approval, Group Security or the confidential counsellor to whom you have made the report will give notice of your report to the head of Group Compliance NL or (depending on the subject of the report) the chairman of the Supervisory Board or of the Managing Board and your HR Business Partner. However, this is permissible only if all parties consider that the risk that you will be victimised or discriminated against in your position as a consequence of the report will diminish. Investigation The head of Group Compliance NL or (depending on the subject of the report) the chairman of the Supervisory Board or of the Managing Board immediately investigates every report of an abuse or suspected abuse in order to determine as quickly as possible whether the allegation is well-founded. The investigation will be on an individual basis and will be carried out carefully, confidentially, thoroughly, expeditiously, impartially and with the proper technical and investigative resources. If the report concerns unacceptable treatment of staff, the investigation will usually be carried out by, or under the responsibility of, the head of Human Resources of the business unit in which the staff alleged to be exposed to the treatment are employed. The head of Group Compliance NL and Group Compliance will record all reports under this whistleblowing scheme and the results of the investigation of each report. Group Compliance will report on this to the Audit Committee of the Supervisory Board in order to enable its members to properly perform their designated duties. In doing so, Group Compliance will not disclose your identity. Within eight weeks of the internal report either you or the confidential counsellor will receive from the

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head of Group Compliance NL or (depending on the subject of the report) the chairman of the Supervisory Board or of the Managing Board a written statement setting out the position taken on the abuse or suspected abuse and explaining what steps have led to the adoption of this position. All of this will be done insofar as appropriate and allowed by law, this being a matter for the exclusive judgement of the Bank. If this position cannot be communicated within eight weeks, either you or the confidential counsellor will be informed accordingly by the head of Group Compliance NL or (depending on the subject of the report) the chairman of the Supervisory Board or of the Managing Board. You will also be told within what period you can expect to receive notice of the substantive position. The substantive position will also be communicated to the person who has been the subject of investigation and to Group Compliance (at the discretion of the head of Group Compliance NL), the chairman of the Supervisory Board or of the Managing Board and authorities such as regulators who must be informed or must assess whether measures should be taken on the basis of the findings. If you have reasonable grounds for believing that the person to whom you have submitted the report has not handled it carefully or if you do not agree with the substantive position, you or, at your request, the confidential counsellor may refer the matter to the Audit Committee of the Supervisory Board. The secretary of the Audit Committee of the Supervisory Board is authorised to deal with such matters. You can contact this official confidentially at Postbus 283, HQ1210, 1000 EA Amsterdam or on (020-6)29 43 90. Advisor You may also discuss an abuse or suspected abuse with a person who is able to advise you in confidence. This must be someone who has a duty to maintain client confidentiality, for example a lawyer (possibly a lawyer employed by a trade union or legal expenses insurer) or a company doctor. He or she can advise you on the appropriate method of reporting an abuse or suspected abuse and explain to you the possible implications of making such a report. You may also file an anonymous complaint through this adviser. You yourself will have to bear any costs charged by this adviser. External report You or the confidential counsellor may report an abuse or suspected abuse to an external third party. Such an external third party is any organisation (or representative of an organisation) to whom you report an abuse or suspected abuse because the interest served by reporting it outweighs, in your view, the interests of the Bank or its subsidiaries or sub-subsidiaries in the Netherlands in maintaining secrecy, and which you reasonably expect to be capable of ending the abuse or suspected abuse. You or the confidential counsellor may report an abuse or suspected abuse to an external third party of this kind only: • if you disagree with the substantive position taken on the abuse or suspected abuse; • if you have not been notified of a substantive position within the period of eight weeks or any extended period; • if the extended period is unreasonably long and you have lodged an objection to this with the head of Group Compliance NL or (depending on the subject of the report) the chairman of the Supervisory Board or of the Managing Board. • if there is an exceptional situation. An exceptional situation of this kind occurs only where: - a n acute danger exists and there is such a serious and pressing social interest that it is necessary to report the matter immediately to an external party; - the circumstances are such that it is reasonable for you to fear countermeasures if you were to report the matter internally; - there is a clear risk that evidence may be concealed or destroyed; - the same abuse or suspected abuse has been the subject of a previous internal report under this whistleblowing scheme, but the abuse or suspected abuse has not ended; - there is a statutory duty or power to immediately report the matter externally.

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You should report the matter to the external third party who is, in your reasonable opinion, best suited to deal with the report, based on its ability to intervene effectively and on the interests of the Bank or its subsidiaries or sub-subsidiaries in the Netherlands in minimising the damage as a consequence of that intervention, insofar as this damage does not necessarily result from the action to tackle the abuse or suspected abuse. In deciding whether to report an abuse to an external third party you should weigh the likelihood of damage to the Bank or its subsidiaries or sub-subsidiaries in the Netherlands against the seriousness of the abuse or suspected abuse. After reporting a matter to an external third party you should immediately inform the head of Group Compliance NL or (depending on the subject of the report) the chairman of the Supervisory Board or of the Managing Board, and also state the grounds on which the report has been made. Protection If you have reported an abuse or suspected abuse in good faith in accordance with this whistleblowing scheme you will not be disadvantaged in any way in your job as a consequence of the report, regardless of whether or not it later proves correct. Disciplinary measures will be taken against any officer of the company who nonetheless victimises or discriminates against you. If an Employee considers that he has been adversely affected in his work by the fact that he reported an abuse or suspected abuse in good faith, he may lodge a complaint about this through the internal complaint scheme (if such a scheme exists). If your report is based on false accusations or malicious intent or is submitted in a manner which is not in accordance with this whistleblowing scheme, you will have no right to the protection afforded by this scheme and disciplinary measures will be taken against you. A confidential counsellor or adviser will also not be adversely affected in any way as a consequence of his actions under this whistleblowing scheme. If an Employee has made a report in good faith and this report results in legal or other proceedings, he or she may be summoned as a witness in these proceedings. The Employee may possibly be under an obligation to obey such a summons. In such a case the Bank will support the Employee in these proceedings. All parties and everyone who knows of your report will endeavour to observe complete secrecy, unless they are asked questions about this by government bodies such as the police, prosecuting authorities or regulators in the context of this whistleblowing scheme. You too will have to observe secrecy as regards any feedback following the report. Your identity will not be disclosed without your consent, unless there is a statutory duty of disclosure. In such a case you will immediately be informed that your anonymity cannot be maintained. Quite apart from all this, the Bank or its subsidiaries or sub-subsidiaries in the Netherlands may have an obligation in the case of an abuse or suspected abuse to report this to government bodies such as the police, prosecuting authorities or regulators.

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Side functions Target group These rules apply to every Employee. Description You require the Bank’s prior written permission to enter into certain private dealings that could endanger the Bank’s position of independence in relation to third parties, for example by creating a real or apparent conflict of interest. You need permission for the following private dealings: • acceptance of a supervisory directorship of any company, business or undertaking; • performing work for third parties, whether as an Employee or otherwise, with or without remuneration in any form whatever; this includes, for example, acting as an administrator, consultant (on tax or other matters), insurance assessor or insurance intermediary; • carrying on business on your own account or on behalf of third parties, for example as an agent for third parties; • accepting powers of attorney involving dealings with the Bank; • a ccepting nomination for membership of a board or body governed by public law; • a cting as an administrator, testamentary executor or trustee in bankruptcy; • p roviding security in the form of a guarantee or otherwise in relation to the Bank and guaranteeing or accepting bills of exchange. You should submit an application for such permission in writing to the EVP of the business unit for which you work. If the application concerns powers of attorney for a large, national institution or supervisory directorships, the EVP will forward it to the Managing Board for decision. If you request permission to accept a supervisory directorship the following additional conditions also apply: • your application should in any event state the name of the company and the name and position of the person who has invited you to become a supervisory director, the time expected to be required for the specific duties, the remuneration, the company's Bank or Banks and details of any credit relationship. If the Bank is the company’s Bank, the name of the account Manager must be provided, together with the company’s most recent financial information, such as the balance sheet and profit and loss account, details of any other secondary jobs that you already have and the names of the other supervisory directors; • the criteria on which the granting or refusal of the mission will be based are the risk of a conflict of interest, harm to the reputation of the business, the expected time needed to perform these specific duties (taking into account the time required by any other secondary jobs) and the composition of the Supervisory Board; • y ou need not provide the Bank with details on the remuneration you receive for the supervisory directorship, provided that you also bear the costs and that work resulting from the supervisory directorship is not performed during your working hours; furthermore, the specific supervisory directorship must not be one conferred by the Bank and arising from your job, for example a supervisory directorship of a subsidiary of the Bank; • HR Services must register the supervisory directorship in your personnel file; • you must notify HR Services immediately if the supervisory directorship is terminated. If you work fewer hours than the Basic Working hours you will not be refused permission to work for third parties as an Employee or to carry out business activities on your own account or on behalf of third

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parties, unless the Bank believes that there is a chance of damage or of injury to the reputation of the Bank or a conflict of interest is likely. If you are to be granted a power of attorney, the Bank requires that you always exercise the power jointly with another person not employed by the Bank and that the Bank statements not be sent to you. The Bank is not in favour of your having the capacity to issue approvals for the Bank while at the same time holding a power attorney for dealings with the Bank. In such a case, the account should be transferred to another branch. You may not be appointed as an administrator, testamentary executor or trustee in bankruptcy if your branch holds assets in safekeeping. Assets must not be held in safekeeping or administered at the branch where the authorised person works. If necessary, the assets must be transferred to another branch.

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Rules of the General Personal Complaints Procedure (ARIK) 1 General All Bank Employees are entitled to complain about any decision the Bank has made or is to make that affects them personally. Complaints may also be made about a failure to make such a decision. This individual right of complaint is given effect below in these Regulations governing the General Personal Complaints Procedure (hereinafter referred to as ‘ARIK’). The aim of the ARIK is to contribute towards good and fair industrial relations within the Bank. The General Procedure achieves this by giving every Employee the right: • to make a complaint, in the manner described in these Regulations; • to have his complaint considered; • to be given a reasoned decision within a reasonable time scale; • to submit his complaint to the Managing Board as a final resort, without his position being adversely affected as a result. 2 Applicability of the regulations These regulations apply to Netherlands-based staff working for ABN AMRO Bank N.V. under a contract of employment. The ARIK specifically allows other options for contesting a decision made by the Bank. The ARIK does not apply to: 1 decisions, the substance of which is based on statutory provisions or ABN AMRO Collective Labour Agreement (CAO); 2 decisions affecting a group or groups of Employees which have been discussed with Trade unions or an Employee Representative Body (staff council). A complaint cannot be made under the ARIK about a decision covered under paragraphs 1 and 2 if the complaint relates to the substance of the decision. However, complaints may be made about the way such a decision is implemented. 3 decisions to which other appeals procedures apply or decisions made by bodies, associations or funds that have been set up for Bank Employees; 4 decisions concerning termination of a contract of employment, taken after consultation with the Employee concerned and his confidential counsellor (if he has one), and decisions about suspension, except where it involves a disciplinary measure. 3 Grounds for a complaint An Employee may make a complaint in any case where he feels the Bank has acted unreasonably with regard to his terms of employment and/or working conditions, in that it has made (or failed to make) a particular decision, as a result of which he believes his legitimate interests to have been prejudiced. It is expressly understood that the Employee may also make a complaint in cases of alleged discrimination. A complaint may also be made about the Bank’s failure to investigate a complaint of alleged sexual harassment suffered by the Employee personally. Where an Employee has already made a complaint about a previous personal experience of alleged sexual harassment and the Bank has made a decision on that complaint, the Employee cannot make a complaint under the ARIK about the Bank’s decision in respect of the accused person. 4 Prior discussion Prior to an Employee lodging a complaint, an attempt must be made to resolve the matter by discussion.

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The discussion should take place with the person who made, or should have made, the contested decision. If it is unclear who that official is, the Employee may also hold the prior discussion with his own line Manager or – if the complainant is on secondment – the person who, to all intents and purposes, is managing him. In seeking to resolve the matter, each of the participants in the prior discussion may, if they wish, invite other people from within the Bank to attend the discussion, such as their Manager’s superior, an HR Manager or a representative of ABN AMRO Arbo Services. If the prior discussion fails to resolve the issue to his satisfaction the Employee may then lodge a complaint. The Employee should request the prior discussion within four weeks of the day on which the decision was made or is considered not to have been made. At this stage of the ARIK procedure the Employee may arrange for a confidential counsellor to assist him. The prior discussion should be concluded within four weeks of it being requested. 5 The complaint in the first instance Notice of Objection The Employee must make his complaint in a notice of objection. This must be in the form of a letter, which he must sign. In it he must state what decision is involved or what decision has, in his opinion, wrongfully not been made, as well as how he believes his interests have been prejudiced as a result. The Employee must also state who the prior discussion was held with, when it took place and what the outcome was. He must further state whether he is being assisted by, or intends to obtain assistance from, a confidential counsellor and, if so, state their identity. The notice of objection must be lodged within six weeks of the day on which a final decision was made, or was deemed not to have been made, during the prior discussion. Appeals body In the first instance the Employee makes his complaint by lodging the notice of objection with the secretary of the Advisory Committee, who will ensure that the Committee issues its opinion to the appeals body within six weeks. The appeals body is: • (for the branch network) the General Regional Director, or • (for head office sections) the Executive Vice President in whose chain of command the Employee works, or • (for the subsidiary companies) the management of whichever subsidiary company he is employed by. If, under the above rules, the person who made or should have made the contested decision would also be the appeals body, the Advisory Committee will appoint a different official to perform this function. This will always be done on an ad hoc basis. There can be no further discussion about this selection, which must, however, be justified by the Advisory Committee. The official appointed must be at least the same grade as the person who made or should have made the contested decision. How the complaint is handled The secretary of the Advisory Committee will immediately write to confirm receipt of the notice of objection and, at the same time, send all the documents to the members of the Advisory Committee. The Committee’s opinion and how it is arrived at The Advisory Committee will consist of a chairman and ten members, all of whom are Bank Employees. The Managing Board and the Central Staff Council of the Bank each appoint five members. A Deputy member is appointed for each member in the same manner. In appointing members and their deputies, the Managing Board and Staff Council should seek to spread the appointments across a range of the Bank’s divisions. The chairman and Deputy chairman are appointed following consultation between the Managing Board and the Central Staff Council. If a member of the Advisory Committee is unable to attend

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or has some personal involvement with the complaint at issue, his Deputy takes his place. The members of the Advisory Committee serve for three years. Should any member step down before the end of that period, because (for example) he ceases working for the Bank, a successor must be appointed for the period his predecessor still had left to serve. The chairman and the members of the Advisory Committee and their deputies may be re-appointed once. The Advisory Committee will set up a panel from among its members to handle the complaint. The panel will consist of the chairman and four members, with the Managing Board and the Central Staff Council appointing two members each. The Advisory Committee’s task is to investigate the complaint and inform the appeals body of its opinion. It must give its opinion in the form of a draft decision. The Advisory Committee will first ask the Employee and any confidential counsellor acting on his behalf to attend a review. The person who made the decision in question will also be asked to attend, as will the person with whom the prior discussion was held and the HR Manager if one is involved. The Employee and/or his confidential counsellor are under no obligation to comply with the request to attend. The Advisory Committee may also interview other parties should it wish to do so. If the Employee and/or his confidential counsellor do appear before the Advisory Committee, it will interview them and any other officials it may have asked to attend, in the presence of the other parties, unless the Employee objects or the Advisory Committee considers that joint appearance will serve no purpose. In such cases the Advisory Committee will always give reasons to justify its decision. The Advisory Committee will be assisted by a secretary who is not a member of that Committee. The secretary and his Deputy shall be appointed by the Managing Board following consultation with the Advisory Committee. The secretary will ensure that the notice of objection is duly dealt with. He will also ensure, prior to their appearance before the Advisory Committee, that the Employee and/or his confidential counsellor and any other officials the Advisory Committee may have called, are sent any relevant documents produced by the other persons appearing. The Advisory Committee must deliver its opinion to the appeals body within six weeks of sending confirmation of receipt to the Employee. The Advisory Committee has the right to obtain any information it regards as relevant to assist it in forming its opinion. A request for information may only be refused if reasoned grounds are given and if the provision of that information would constitute an invasion of the privacy of one or more other Employees (unless the other Employee has no objection to becoming involved in the matter) or if highly confidential business information is involved. The Decision The appeals body will advise the Employee of the decision in writing, giving reasoned grounds, within two weeks of receiving the opinion of the Advisory Committee. The Advisory Committee’s opinion will be appended to the decision. If and insofar as the appeals body does not accept the opinion of the Advisory Committee, it must give reasoned grounds for rejecting the Committee’s recommendations. The decision will state how and by when the Employee must submit any complaint in the second instance. It must always be pointed out that if the Employee believes that the letter and spirit of the decision is not reflected in the way it is subsequently implemented, he may contact the secretary of the Advisory Committee, who will then act as an intermediary. 6 The complaint in the second instance Notice of objection An Employee may submit an objection if he does not agree with the appeals body’s decision. The Employee makes this complaint in the second instance by means of a notice of objection. This must be in the form of a letter, which he must sign. In it, the Employee states why he disagrees with the appeals body’s decision. He must also state whether he is being assisted by, or intends to obtain assistance from, a confidential counsellor and, if so, say who that person is. The notice of objection must be lodged with the secretary of the Managing Board within six weeks of the appeals body’s decision.

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Appeals body The complaint in the second instance is submitted to the Managing Board. How the complaint is handled The secretary of the Managing Board will immediately write to confirm receipt of the notice of objection. The secretary of the Managing Board will also ensure that the entire complaint file is submitted to the Managing Board. If the Managing Board considers it advisable, it may ask the persons who have an interest in the complaint to attend a review. If it does so, it must also ask the Employee and any confidential counsellor he may have to attend this review. Decision The Managing Board will give a written and reasoned decision within four weeks of receiving the notice of objection. If and insofar as the decision of the Managing Board differs from that of the appeals body, reasons must be given as to why this is so. It must always be pointed out that if the Employee believes that the letter and spirit of the decision is not reflected in the way it is subsequently implemented, he may contact the secretary of the Advisory Committee, who will then act as an intermediary. No further appeal is possible within the Bank against the Managing Board’s decision. Once the Managing Board has given its decision, the secretary of the Managing Board will pass the entire complaint file over to the secretary of the Advisory Committee. 7 Standards for assessing complaints When assessing a complaint the various appeals bodies must, at the very least, examine whether: • the contested decision appears to contravene any statutory provisions, the terms of the CAO, other terms of employment which apply to the Employee, or normal Bank guidelines or rules of conduct, whether or not these are laid down in writing; • the complaint relates to the Employee’s individual position; • the person who made the decision was competent to do so; • the decision was considered carefully and made in accordance with normal decision-making procedures; • it was reasonable to make the decision, i.e. that, taking all the circumstances into account, the Employee’s interests have not been unreasonably prejudiced. 8 Consequences of an appeals body’s decision If an appeals body rescinds or amends the contested decision, the decision on appeal given by that body replaces the contested decision and, if possible, has retroactive effect from the time the contested decision was made. The responsible body within the line organisation will implement the decision of the appeals body with immediate effect. 9 Special provisions Confidential counsellor The Employee may be assisted by a confidential counsellor. A confidential counsellor may be another Bank Employee (for instance a complaints adviser), or someone from outside the Bank (for example a trade union executive/legal adviser or an external lawyer). The confidential counsellor is entitled to accompany the Employee at all stages of the prior discussion and the complaint handling process, to speak jointly with the Employee or on his behalf, to ask questions and have access to the same information as the other persons involved insofar as such information relates to the complaint. As far as the execution of his duties is concerned, he is accountable only to the Employee. Once the problem has been resolved or an appeals body has given its decision, the confidential counsellor may liaise with the Employee and find out how the solution or decision is being implemented or applied.

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The Bank must give Employees who act as confidential counsellors the opportunity to carry out their task properly. Should the complainant so wish, he may seek advice in selecting a confidential counsellor from: • the HR Manager, or • the secretariat of any of the Employee Representative Bodies (staff councils), or • the department which deals with consultation matters. Complaints adviser The complaints adviser is a confidential counsellor whom the Managing Board appoints to, and can relieve from the position, at the recommendation of the Central Staff Council. The number of complaints advisers that may be appointed is determined in consultation between the Managing Board and the Central Staff Council. The complaints adviser is appointed for a period of three years and is eligible for immediate reappointment. Before a recommendation for the appointment of a complaints adviser is drafted, candidates may be nominated to the Central Staff Council by a member of that Council or at least fifteen Bank Employees. At least nine weeks before a recommendation to appoint a complaints adviser is drafted, the Central Staff Council will advise the Employees of: • the date that the recommendation will be drafted; • the number of vacancies; • the date by which nominations must be received by the Central Staff Council. Unless the candidate has co-signed the nomination himself, it should be accompanied by his written declaration that he is willing to perform the duties of a complaints adviser. The complaints adviser will relinquish the position three years after being appointed, either at his own request or as a result of dismissal by the Managing Board on the recommendation of the Central Staff Council. Guarantees The fact that an Employee has made use of the ARIK must not in any way adversely affect his position within the Bank. This applies equally to the chairman, members and secretary of the Advisory Committee and their deputies, as well as the confidential counsellors and complaints advisers. Permitted extension of deadlines If there are special circumstances and the period within which the appeals body must make a decision is inadequate, it may be extended by up to four weeks. In such cases the appeals body will advise the Employee of the deadline extension before the original deadline has passed, stating the reasons. No suspensory effect The submission of a complaint does not have suspensory effect on the contested decision. However, if in his notice of objection the Employee requests suspensory effect of the decision and provides detailed and reasoned grounds, the relevant appeals body may suspend the effect of the contested decision until such time as the complaint has been handled. A decision on a request for suspensory effect will be made as soon as possible and the Employee will be notified in writing, with reasons. If a request for suspensory effect is granted, the appeals body will also advise the other parties that need to know so that the suspensory effect can be implemented. No appeals will be considered in respect of the decision on a request for suspensory effect. Failure to meet a deadline for appeal If an Employee fails to meet an applicable deadline, his complaint will not be dealt with unless he is able to demonstrate that his failure to make the complaint in time was due to no fault of his own. Confidentiality Persons involved in handling the complaint and anyone consulted while the complaint is being handled

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must keep confidential any information that comes to their attention in connection with the complaint or the complaint handling process, insofar as such confidentiality does not conflict with any statutory disclosure obligations. The confidentiality requirement ceases to apply if the complainant himself makes public any matters covered by this requirement. The secretary of the Advisory Committee will retain for four years the files containing the complaints that have been handled, whereupon they will be removed from the records. Only the Advisory Committee and its secretary may examine them. Notification of the decision An appeals body will send a copy of its decision to: • the person(s) with whom the prior discussion was held; • the person who made (or failed to make) the decision which gave rise to the complaint; • the HR Manager responsible for the Employee who made the complaint; • (in the case of a complaint in the first instance) the Advisory Committee; • (in the case of a complaint in the second instance) the first-instance appeals body and the Advisory Committee. Apart from the above, the decision may only be communicated to third parties with the written authority of the complainant. His authority is not required if the Bank is instituting or has instituted proceedings with a view to terminating his contract of employment. 10 Final provisions Unforeseen circumstances Should circumstances arise which are not covered by these regulations the Managing Board will make a decision following consultation with the chairman of the Advisory Committee. Annual report Once a year the secretaries of the Advisory Committee and the Managing Board will provide the HR Group SEVP with a written report of their activities. The management of this Personnel Division will subsequently report to the Managing Board and the Central Staff Council. The report will deal with complaints handled by the bodies in question, but will not give personal details. It will state the number of times and the reasons why any deadlines were not met. These Regulations may be supplemented, amended or cancelled at any time with the approval of the Central Staff Council. 11 Information Further information may be obtained from the Secretary of the ARIK Advisory Committee (Secretaris van de Adviescommissie ARIK): Ms C. de Ruijter, HR Labour Affairs Department, Postbus 283, 1000 EA Amsterdam (PAC AA 3232), tel (020-6)28 12 84.

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Sample notice of objection Secretary to the ARIK Advisory Committee Ms C. de Ruijter HR Labour Affairs Department PAC: AA 3232 Postbus 283 1000 EA Amsterdam

Dear Madam, Sir, Please be advised that I was informed by my Manager Mr / Mrs ................, on .............(date) that I am not eligible for ….. I believe that this decision is wrong because............. The prior discussion with my Manager took place on ............. (date). However, my Manager maintains that the decision is correct and does not intend to change it. Mr/Mrs ............. will be acting as my confidential counsellor. Yours faithfully,

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Work-related accident benefit If you are involved in a work-related accident, you or your surviving dependant will receive a supplementary benefit. Target group These rules apply to every Employee. Description You or your surviving dependant will receive a supplementary benefit from the Bank if you die in a work-related accident or suffer occupational disability (as defined in the Sickness Benefits Act (ZW), the Occupational Disability Insurance Act (WAO) or the Work and Income (Capacity for Work) Act (WIA)) as a result of such an accident. A work-related accident is a sudden and violent external event directly effecting you and which occurs in the course of or is directly related to your work. An example is a bank robbery or an accident you suffer while travelling on business or while posted temporarily abroad. An accident that occurs while you are travelling to or from work is not treated as work-related. If the consequences of a work-related accident do not become apparent until a later date, the Bank may, on the advice of the Occupational Health Services Department, declare this scheme applicable to you or your surviving dependant. Term You will receive this supplementary benefit for as long as you are unfit for work as a result of the accident, but until no later than the termination of your employment contract. Allowance For the first two years off work as a result of a work-related accident, you will receive the Salary and fixed allowances that you would otherwise have received, less any statutory benefits, provided that your disability was not deliberately self-inflicted or the result of your own gross negligence. In the third and subsequent years of your disability, you receive, if you are fully disabled, a supplement to the statutory benefits and a supplement under the CAO to bring your income up to 90% of your last annual income before your disability. In the third and subsequent years of your disability, you receive, if you are partially disabled, a supplement to the statutory benefits and a supplement under the CAO to bring your income up to the level of your full Salary. If you die as a result of a work-related accident and your surviving Partner is entitled to a Partner pension from the Bank’s pension fund, he or she will receive a supplementary benefit amounting to 25% of that pension. If you die as a result of a work-related accident and your child is entitled to an orphan’s pension from the Bank’s pension fund, he or she will receive a supplementary benefit amounting to 25% of that pension. Under no circumstances may the supplementary benefit payable under these rules exceed the amount necessary to bring the aggregate of the statutory benefit and the benefits payable under the CAO and voluntary group occupational disability insurance schemes up to the amount of your income before the start of your occupational disability.

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Employability CAO Originally agreed on 21 October 2003; amended by inclusion of Placement Procedure on 26 February 2004, by inclusion of General Principles governing Offshoring on 17 February 2005, by inclusion of revised versions of the Employability CAO on 11 March 2005 and 16 January 2006, the latter version being that which took effect on 1 January 2006, and the changes resulting from the compensation and benefits as of 1 January 2007. The undersigned, ABN AMRO Bank N.V. of Amsterdam, including those of its Dutch subsidiaries whose Employees are engaged on contracts of employment with ABN AMRO Bank N.V., referred to below as ‘the Bank’, of the one part, and FNV Bondgenoten, of Utrecht, De Unie, Vakbond voor Industrie en Dienstverlening, of Culemborg, CNV Dienstenbond, of Hoofddorp, Beroepsorganisatie Banken Verzekeringen, of Maarssen, referred to below as ‘the Unions’, of the other part hereby agree to the following: I Transfer to a different job 1 If an Employee is transferred to a job that is linked to a lower Salary scale, the Employee will retain his/ her existing Salary. The Employee’s guaranteed Salary will form the basis for calculating adjustments to the Employee’s Salary in line with general pay rises provided for in the CAO. For a maximum of three years, as long as he/she has not reached the top of his/her old Salary scale, an Employee who has been transferred in this way will receive the Salary increments that would have been due to him/her on the old Salary scale. Any such Salary increments will be included when calculating adjustments to the Employee’s Salary in line with general pay rises provided for in the CAO. 2 From the moment of transfer, the replacement allowance provisions of the Rules on Non-standard working times will apply to any monetary Work roster allowance that the Employee was receiving immediately prior to transfer. 3 The Bank will not require an Employee on a Salary scale between 1 and 5 to move to another place of work if this would increase the distance between the Employee’s home and place of work to more than the maximum for which an allowance is payable in accordance with the rules of the Home-Work Travel Allowance Scheme, or would involve a distance of less than the said maximum but a total daily travelling time of more than 150 minutes by public transport. If an Employee on a Salary scale between 1 and 5 already has to travel more than the specified distance or time, the Bank will not require him/her to move to another place of work which would involve travelling further or for longer. II Placement procedure in the context of a reorganisation 1 In the context of a reorganisation, a distinction is made between those jobs that are subject to fundamental change and those that are not. The decision as to whether or not a job is subject to

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fundamental change is taken on the basis of the system agreed between the Parties to the CAO, taking account of the setting within which the job is carried out. 2 For jobs that change fundamentally, a fair and transparent placement procedure will be followed, based on the registration of interests and the assessment of potential. If asked to do so by any affected individual, the Bank is obliged to explain the rationale behind the conclusions of this procedure, and thus to enable the conclusions to be reviewed through the CAO Advisory Committee. 3 For jobs that do not change fundamentally, unless the reorganisation affects ten or fewer staff members, the Employees involved are divided into three age groups: under 35, 35-45, and 45-57.5. Age grouping is based upon Employees’ ages on the date that the Bank formally makes the decision to proceed with the reorganisation (after receiving the advice of the Employee Representation Body in the context of a “Section 25.1/5 procedure” or a “Section 25.1 procedure”). Selection is based on two criteria: length of service with the Bank and quality. In the assessment of quality, as much emphasis as possible is placed on identifiable factors such as appraisals, knowledge, skills and behavioural characteristics. Each Employee is given a score of between one and five for each criterion. Where length of service is concerned, the scores are based upon the following system: an Employee with up to two years’ service gets one point, an Employee with two to five years’ service gets two points, an Employee with five to ten years’ service gets three points, an Employee with ten to twenty years’ service gets four points, and an Employee with more than twenty years’ service gets five points. 4 The Bank is entitled to bypass the scoring procedure where certain key Employees are concerned. If the Bank decides to do so, it must explain to the review committee set up to monitor the reorganisation why it is considered appropriate to bypass the procedure. The review committee should include representatives of the line management, HR Account Management and the Employee Representation Body. The review committee formalises the placement of the Employees concerned by means of a fair and transparent process. III Transfer to the Mobility organisation in the context of a reorganisation 1 If, due to reorganisation, the Bank no longer has suitable work for an Employee, he or she will be transferred to the Mobility organisation upon the disappearance of his/her existing post. At the time of transfer, financial responsibility for the Employee moves to the cost centre number linked to the Mobility organisation. Any rank-related entitlements that an Employee enjoys immediately prior to transfer, including his or her Salary, will be retained. In the event of transfer in the context of a scheme operating within the Bank, however, the Employee loses his or her entitlement to job-related benefits and equipment, such as a mobile phone or laptop computer. Following transfer, the head of the Mobility organisation unit in question, or his/her Deputy, becomes the Employee’s Manager. The premises occupied by the unit become the Employee’s place of work. An Employee who is to be transferred to the Mobility organisation is notified at least two months before the transfer is to take effect, subject to the proposal being approved by the Employee Representation Body. During this two-month period the Employee’s Manager will hold frequent, in-depth discussions with the Employee regarding the placement and transfer options open to him/her, and counselling by the Mobility organisation will begin. The aim of transferring an Employee to the Mobility organisation is to find him/her suitable alternative employment inside or outside the Bank. Once an Employee has been with the Mobility organisation for six months, he or she is obliged to undertake temporary work that is made available inside or outside the Bank during the remainder of the placement period at the Mobility organisation. If the Employee is offered suitable alternative employment within the Bank, as referred to in the Social

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Charter, he or she is obliged to accept it, otherwise the Bank may terminate his/her employment without making a severance payment to the Employee. An Employee whose job disappears in the context of a reorganisation is not transferred to the Mobility organisation if he or she is 57.5 years old or older on the date that the Bank formally makes the decision to proceed with the reorganisation (after receiving the advice of the Employee Representation Body in the context of a ‘Section 25.1/5 procedure’ or a ‘Section 25.1 procedure’). Such an Employee will be found suitable work within the business unit to which he or she is already attached. 2 Where the individual in question is employed in the Netherlands on a permanent contract, an Employee whose job disappears in the context of a reorganisation will have the option of receiving a redundancy payment and voluntarily leaving the Bank immediately, instead of accepting transfer to the Mobility organisation. If the Employee takes this option, his or her employment will be terminated by mutual consent with effect from the date that the Employee would otherwise have been transferred to the Mobility organisation, unless the Employee and the Manager of the business unit undergoing reorganisation agree on an earlier date. Under such circumstances, the conditions set out below will apply. 06 16:22:30 3 The voluntary redundancy payment, net of tax and social security contributions, will be made within one month of the date on which employment is terminated. No statutory or other interest will be payable for this one-month period. If an Employee, having opted to take the voluntary redundancy payment dies before the date on which his/her employment is due to end, the Bank will not be liable to make a redundancy payment to his/her estate. The gross redundancy payment will be equal to one month’s gross Salary for each year of uninterrupted employment. In the context of this agreement, employment which has been interrupted no more than once and for a period of no more than three months will be deemed unbroken, although the time spent out of the Bank’s employment will not be included when calculating the length of service. The Employee’s total service will be rounded up or down to a number of full service years, a period of six months or less therefore being ignored and a period in excess of six months being counted as a full year. The actual number of full service years (not rounded off) after the date on which the Employee has his 40th birthday will be multiplied by a factor of 1.5, while the actual number of full service years after the date on which the Employee has his 50th birthday will be multiplied by a factor of two; there will be no rounding off of years in this context. In the context of this scheme an Employee’s gross monthly Salary will be his or her gross monthly Salary in the month preceding the termination date, increased by 16.33% (or 20.53% if the 4.2 allowance was applicable) and, if applicable, Labour market allowance and Work roster allowance. If the Employee’s working hours have changed during the term of his/her contract of employment, account will be taken of the pro rata Salary determined by the above method for the period or periods when the other working hours applied. No account will be taken of working hours in excess of the Basic Working hours in the period from 1 May 1996 to 1 January 2007. In the case of an Employee with a partial occupational disability, account will be taken of the pro rata Salary determined by the above method for the period or periods of partial occupational disability. The gross redundancy payment will not be greater than the Employee’s gross Salary, increased by 16.33% (or 20.53% if the 4.2 allowance applied) and – where applicable – Labour market allowance and Work roster allowance, up to the time at which employment is terminated under the Transitional Early Retirement Scheme, plus the gross allowance payable under the transitional scheme until such time as the Employee becomes eligible under the Pension Plan 2006 to an old-age pension equal to that which would have been payable to him or her under the rules of the Pension Plan 2000, if he/she had retired at the age of sixty-two. In the case of a female Employee who has previously chosen to retire at the age of sixty, the latter comparison will be with the pension that would have been payable to her

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under the rules of the Pension Plan 2000, if she had retired at the age of sixty. Where the Employee has debts to the Bank other than mortgage debts, at least 25 per cent of the net amount of the redundancy payment must be used to repay or partially repay that debt. The credit limit will then be reduced to the amount of the outstanding debt. The branch where the account is held will then propose to the Employee a reduced monthly repayment. Where the Employee asks the Bank, having regard to the provision concerning repayment or partial repayment of a debt, other than a mortgage debt, to transfer the full or remaining amount of the payment without deductions to an insurance company for the purchase of an annuity right which is then transferred to the Employee, the Bank will do so provided that the annuity right construction is legally permissible and defined in the policy as an entitlement to periodic payments to replace pay that will be lost (section 11, subsection 1, paragraph g, of the Income Tax Act 1964). At the Employee’s request, the Bank will also, under the same conditions, cooperate in contributing the full or remaining amount, without deductions, to a self-administered annuity company (‘stamrecht B.V.’). 4 The Employee’s contract of employment will be terminated in accordance with the usual internal and other rules and the details will be set out in a standard termination agreement. • The Employee will continue to build up pension rights until termination of employment, when the Employee will be provided with a statement of his/her paid-up, time-weighted pension entitlements. On behalf of the pension fund the Bank hereby declares its willingness to transfer the aforementioned pension entitlements to a pension provider specified by the Employee, the transfer value of the accrued pension entitlements being calculated on the basis of the rules of the Stichting Dienstverlening Samenwerkingsverband, on condition that the pension fund is provided with a written determination by the Inspector of Direct Taxes, stating that the value of the accrued pension may be transferred without deductions, and a declaration from the pension provider certifying that the pensions will not be reduced as a result of the transfer of value. • The Employee’s entitlement to Bank services on preferential terms will end on the date that his/her employment ends. The Employee and the Bank will notify the branch where his/her Personal salary Savings Account is held and – if applicable – the Bank’s mortgage and securities departments of the termination of his/her contract of employment, so that preferential conditions enjoyed by him/her or his/ her Partner and/or other family members can be converted into normal customer terms. If the Employee fails to give the above notification in good time he/she will be liable to repay any savings made as a result. Any amounts due for this reason will be immediately payable without notice. However, where a mortgage loan has been granted on preferential terms specified in the Rules on the Use of Bank Services on Preferential Terms, such terms will continue to apply for up to five years from the employment termination date to an amount not exceeding the mortgage debt outstanding as at 29 September 2003 (or, as of 22 December 2004, in the event of termination of employment on or after 22 December 2004, or, as of 16 January 2006, in the event of termination of employment on or after 9 December 2005 and a reference date of 16 November 2006 applies from 16 November 2006 onwards). This five-year extension will apply only to a mortgage of a type chosen by the Employee prior to 29 September 2003 (or prior to 22 December 2004 in the event of termination of employment on or after 22 December 2004, or, as of 16 January 2006, in the event of termination of employment on or after 9 December 2005 and a reference date of 16 November 2006 applies from 16 November 2006 onwards). • If the Employee has health insurance under the group policy with Zilveren Kruis Achmea, cover will cease on the first day of the month following the month that employment is terminated. The Employee will have the unconditional opportunity to take out a private health insurance policy with Zilveren Kruis Achmea, which begins immediately upon the cessation of cover under the group policy. However, such a private policy will not qualify for the group discount or other benefits specific to the group policy. • From 22 December 2004, the Bank will no longer be entitled to require repayment, as provided for in the Rules of the Study Allowance Scheme. • If the Bank has provided the Employee with a lease car this must be returned to the Bank’s Lease Bureau no later than the date of termination of employment. Any costs arising from exceeding the standard lease

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rental will be borne by the Employee. The Employee may acquire ownership of the lease car at a price to be determined by the lease company. • If the Bank has granted the Employee a housing advance under the housing finance scheme, the advance will be repayable immediately on or before the employment termination date without the need for any notice of default. The Employee will ensure that the advance is repaid immediately and in full. • The Bank is prepared, at the request of the Employee, to provide a fair reference, the wording of which will be determined by the Bank after consultation with the Employee. • In the event of disputes between the Bank and the Employee about the termination agreement, the CAO Advisory Committee under the ABN AMRO CAO will act as appeal body – to the exclusion of the civil courts. This Committee will make a binding arbitral award. 5 The Employee will be attached to the Mobility organisation for up to eighteen months starting from the day of transfer (the date that financial responsibility for the Employee moves from the cost centre number linked to the reorganising business unit to the cost centre number linked to the Mobility organisation). For the first six months of his/her attachment to the Mobility organisation, the Employee will not be obliged to undertake work; the Employee may nevertheless work if he/she wishes, and if working is considered beneficial to the Employee’s efforts to find alternative employment. Within three months of his/her transfer to the Mobility organisation, the Employee will undergo an assessment (competence scan) and career check. The assessment and check will be transparent, justified and verifiable. On the basis of the findings, the Mobility organisation will indicate whether the Employee can be found alternative employment within the Bank. If the conclusion is that the Employee can be found alternative employment within the Bank, he or she will be found a suitable position, as referred to in the Social Charter. When applying for an internal position, an Employee attached to the Mobility organisation will have precedence over other equally suitable internal applicants. An Employee attached to the Mobility organisation will be seconded to an external Mobility organisation for the last twelve months of his or her attachment. An Employee attached to the Mobility organisation may also be seconded to an external organisation at his/her own request in the first six months of his/her attachment to the Mobility organisation; under such circumstances, the twelve-month period of secondment to the external organisation will be extended by the length of time spent on voluntary secondment. Ordinarily, the eighteen-month period will be suspended only if the Mobility organisation is able to find the Employee suitable temporary employment within the Bank for a period of at least a year (so that financial responsibility for the Employee consequently moves from the cost centre number linked to the Mobility organisation to the cost centre number of the business unit to which the Employee is temporarily attached) and if both the Employee and the Mobility organisation agree in writing to the suspension. As soon as the Employee’s temporary placement comes to an end (so that financial responsibility for the Employee moves back to the cost centre number linked to the Mobility organisation), the residual portion of his/her eighteen-month attachment period begins. It will nevertheless also be possible to suspend the eighteen-month attachment period under exceptional circumstances, where the head of the Mobility organisation believes that failure to do so would have manifestly unacceptable consequences for the individual Employee. 6 If an Employee working in the Netherlands on a permanent contract of employment is transferred to the Mobility organisation, so long as no suitable alternative employment has been found for the Employee, he or she will retain the option of taking voluntary redundancy throughout the eighteen-month attachment period, provided that paid employment has not been secured elsewhere and is not in immediate prospect. If the Employee takes this option, his or her employment will be terminated by mutual consent with effect from a date agreed between the Employee and the Mobility organisation.

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Under such circumstances, a severance payment equal to 75 per cent of the redundancy payment referred to in III.3 will be made available to the departing Employee. In other respects, the provisions of III.3 and III.4 will apply, with the exception that the Employee will not be entitled to continuation of any preferential mortgage terms. 7 If an Employee working in the Netherlands on a permanent contract of employment finds alternative paid employment elsewhere and his/her employment with the Bank is terminated by mutual consent from the date that the new employment starts, he or she will be entitled to a severance payment. This payment will be equal to the difference between his/her gross annual Salary immediately prior to the termination of his/her employment with the Bank and his/her gross annual starting Salary from the new employer, multiplied by the number of years left before the Employee reaches retirement age (subject to a specified maximum). To enable the Bank to calculate the amount due, the Employee will be obliged to disclose details of his/her new income and other employment terms and conditions. If the Employee leaves the Bank’s service during the first six months of his/her attachment to the Mobility organisation, the maximum annual multiplier used to calculate the level of his/her severance payment will be six, and the payment will be maximised at the level of the voluntary redundancy payment referred to in III.3. If the Employee leaves the Bank’s service in the second six months of his/her attachment to the Mobility organisation, the maximum annual multiplier will be five, and the payment will be maximised at 75 per cent of the level of the voluntary redundancy payment referred to in III.3. If the Employee leaves the Bank’s service in the final six months of his/her attachment to the Mobility organisation, the maximum annual multiplier will be four, and the payment will be maximised at 75 per cent of the level of the voluntary redundancy payment referred to in III.3. The following elements will be taken into account in the comparison of gross annual incomes: Salary, increased by 16.33% (or 20.53% if the 4.2 allowance was applicable), profit-sharing bonus, individual allowances such as labour market and Work roster allowances, and 1% contribution to the Benefit Budget, contributions payable towards pension, early retirement benefits, number of days’ holiday and number of working hours per week. Other benefits will not be taken into account. If the Employee’s service ends in the first twelve months following transfer to the Mobility organisation, the allowance payable instead of the Result-based bonus and maximised at 9 per cent of the final appraisal/bonus is taken into account. If the Employee’s service ends in the final six months of his/her attachment to the Mobility organisation, severance payment entitlement is calculated on the basis of the average of the replacement allowance payable in the first twelve months of attachment and the bonuses paid to the Employee in the forty-eight months immediately prior to the contract termination date. Where profit-sharing bonuses are concerned, severance payment entitlement is calculated on the basis of the average of the bonuses paid to the Employee in the forty-eight months immediately prior to the contract termination date. In the case of an Employee with a partial occupational disability, the comparison will take account of his/her proportional residual income only. In other respects, the provisions of III.3 relating to the payment arrangements, the application of the amount involved to the full or partial settlement of non-mortgage debts and the purchase of annuity rights will apply, as will the provisions of III.4, with the exception that the Employee will be entitled to continuation of any preferential mortgage terms only for a period not exceeding four years, regardless of the annual multiplier employed in the calculation of entitlement to severance payment. 8 If an Employee working in the Netherlands on a permanent contract of employment is transferred to the Mobility organisation, his/her employment will be terminated immediately on expiry of the period referred to in III.5. Under such circumstances, a severance payment equal to 75 per cent of the voluntary redundancy payment referred to in III.3 will be made available to the departing Employee. Any preferential mortgage terms enjoyed by the Employee will be discontinued.

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IV General principles governing offshoring 1 The Bank undertakes to inform the Unions at the earliest opportunity about any projects that may involve offshoring. Sometimes, owing to stock market or supervisory regulations, this information may only be given in confidence. The confidentiality period will be kept as short as possible. For each individual project, the Bank will consult the Unions as to whether additional measures are needed to mitigate the staffing consequences and, if so, as to what form those measures should take. Such measures will always be aimed at minimising the (foreseeable) number of transfers to the Mobility organisation necessitated by the offshoring. 2 Where external labour market circumstances permit, one of the additional measures that the Bank may consider will be employment mediation. This means that Employees whose jobs are to be lost due to offshoring are brought into contact with one or more potential alternative employers, before being transferred to the Mobility organisation. The Bank may organise such mediation on an individual basis or on a collective basis through a job fair. To prevent specific groups of Employees being excluded from the mediation process, the Bank will do its utmost to make arrangements with the potential alternative employer(s). Furthermore, the Bank will do its utmost to persuade the potential alternative employer(s) that Employees should be engaged on permanent contracts of employment without probationary periods. 3 Employees will have the opportunity to voluntarily apply for jobs with such potential alternative employer(s). If an applicant is successful, the date on which his/her employment with the Bank is to end will be decided in mutual consultation between the Bank, the Employee and the new employer, but this date will not be later than the date on which the Employee would otherwise have been transferred to the Mobility organisation. 4 If an Employee employed in the Netherlands on a permanent contract finds alternative employment through the Bank’s mediation, as described in IV.3, and his/her employment with the Bank is thus ended by mutual consent, he or she will receive the severance payment referred to in III.7, calculated using a maximum annual multiplier of four. In other respects, the provisions of III.7 will apply, except for the maximum level of the payment, which is set at the maximum of the voluntary redundancy payment described in III.3. Furthermore, the provisions of III.3 relating to the payment arrangements, the application of the amount involved to the full or partial settlement of non-mortgage debts and the purchase of annuity rights, as well as the provisions of III.4 will apply. V Transfer to the Mobility organisation in the context of the ‘Without Detours’ programme (This passage is no included here; see instead pages 105 and 106 of the 2003-2004 CAO booklet.) VI Mobility organisation 1 Every Employee attached to the Mobility organisation will be given a personal activity plan. 2 The Mobility organisation will be informed of all vacancies arising within the bank’s Dutch operation. For one week from the date that a vacancy is reported to the Mobility organisation, it will be open only to Employees attached to the organisation in the context of a reorganisation. 3 The Mobility organisation will periodically consult with the Unions and the Employee Representation Body. In this context, the Mobility organisation will provide the Unions and the Employee Representation Body with statistical information regarding its own performance and the performance of the external Mobility organisation.

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VII Concluding provisions 1 This agreement is effective until 1 January 2008. No later than 1 July 2007, the Bank will enter into discussions with the Unions regarding the desirability of extending this agreement, either in its present form or a revised form. 2 This agreement will serve as a Collective Agreement (CAO) and will be identified as such to the Ministry of Social Affairs and Employment. Its field of application will be the same as that of the ABN AMRO CAO. 3 In the event of a dispute between the Bank and an Employee concerning the application of this agreement, the matter may be settled only by the CAO Advisory Committee, as provided for in the ABN AMRO CAO. The Advisory Committee will make an arbitral award binding on all parties. As agreed in Amsterdam on 16 January 2006.

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Social Charter Target group These rules apply to every Employee. Description Domestic and international market conditions are such that the Bank and each and every member of its staff constantly need to adapt. It is very difficult to predict where and when changes will be necessary, or how extensive those changes may be. Nevertheless, it may be assumed that the processes of change will continue, and indeed gather pace. The Bank may be expected to draw new developments to the attention of its staff in sufficient time to allow them to respond appropriately. To prepare itself as well as possible for these changes, the Bank has formulated an employability policy which is incorporated in this Social Charter. The basic aim of the policy is to prepare you for future developments by optimising your employability. This is a shared responsibility of the Bank and each Employee. This policy has been discussed with the Trade unions and with the Employee Representation Body, which have given the policy their full support. The Bank will always engage promptly in open and meaningful discussions regarding foreseeable developments in the employment situation, both at central level with the Trade unions and at non-central level with the Employee Representation Body. Openness will also be a key feature of the Bank’s dealings with each Employee, and the Bank will provide facilities for each Employee, for example a Personal Development Plan, appropriate training and work experience opportunities, and will ensure that the Managers implement the Bank’s corporate values by putting greater emphasis on coaching. The Bank will also pay particular attention to groups that require special support, including older Employees, Employees from ethnic minority backgrounds and those with a partial occupational disability. Your aim must be to enhance your employability by taking training courses required both for your existing job and in order to acquire the competencies necessary to perform other jobs. You must also be prepared to change jobs and move to other locations, in keeping with your Personal Development Plan. You are entitled to a Personal Development Plan, which you agree with your Manager during your performance appraisal interview. You may also agree with your Manager and his immediate superior to dispense with a Personal Development Plan, either temporarily or otherwise. You must perform the agreements contained in the Personal Development Plan. If you do not do so, the Bank may apply sanctions affecting your Personal Development Plan. If you are aged 45 or over extra attention will be paid in your Personal Development Plan to the issue of employability up to retirement age. If you are aged 55 or over consideration will also be given to the possibility of revising reducing your workload by changing your duties. The Personal Development Plan may provide for both specific training courses aimed at enabling you to perform a particular job and general training aimed at enhancing your employability. If you wish, you may take an intermediate vocational course, for example an accelerated course, or a higher course of study. If your request to take a particular type of training course is refused, the Bank will always explain its reasons. Permission to take a training course may never be refused on the grounds of budgetary constraints, your age or the number of hours you work. The Bank will reimburse the costs of the training courses agreed in the Personal Development Plan.

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You may attend the agreed training session(s). You will be given leave if such a session takes place outside working hours. If you take the course agreed in the Personal Development Plan outside working hours, you will be compensated in full with an equal amount of time off. In such a case you will only receive time off in lieu for: • attendance at the training session (i.e. not for study at home or elsewhere); • the actual duration of the session (i.e. not for travelling time); • a session which you visit only in the afternoon, evening or weekend or on any other day when you would otherwise have been off work; in the case of a training course lasting several days, which includes one or more evening sessions, no time in lieuwill be given for the evening session. The usual compensation arrangements apply in respect of MD or university courses. Internal applicants who meet – or are shortly expected to meet – the relevant job requirements are given priority when vacancies arise. All vacancies are also published in the Vacancy Notice Site on intranet, provided this is considered relevant. The Bank’s management training courses will focus on updating management techniques such as coaching, delegation, showing trust and encouraging staff creativity. A Manager’s performance will also be assessed partly on the basis of how he or she implements training and human resources policies. To encourage staff to take on new jobs, the Bank has established a Mobility organisation. You may contact the Mobility organisation for expert guidance in connection with career development, career reorientation, personal advice in drawing up your Personal Development Plan and use of the resources available within the Mobility organisation. You may request a career check every five years. If no suitable opportunities are immediately available when you leave a particular job or for your next career step, you will receive guidance from the Mobility organisation provided you qualify for this in the usual way. As part of this guidance you will receive an individual activity plan on the basis of which you may undertake work within the Bank or on secondment to external organisations during the period of the guidance. This guidance will last for a maximum of six months unless agreed otherwise with you in advance, and is primarily intended to enable you to find other suitable employment within the Bank. Suitable employment is a job which is consistent with: • your professional knowledge and experience; • your personal qualities and income; • your ambitions, preferences and development capabilities; and • your personal and family circumstances. After consultation with you the Mobility organisation may decide that you should concentrate exclusively on finding suitable employment outside the Bank.

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General principles governing the outsourcing of services Originally agreed on 21 November 2002; amended by Novelle on 18 March 2004, by revision of the (Employability) CAO on 16 January 2006 and by the changes resulting from the adjustment of the compensation and benefits as of 1 January 2007. The undersigned: ABN AMRO Bank N.V., of Amsterdam, referred to below as ‘the Bank’, of the one part, and FNV Bondgenoten, of Utrecht, De Unie, Vakbond voor Industrie en Dienstverlening, of Culemborg, CNV Dienstenbond, of Hoofddorp, Beroepsorganisatie Banken Verzekeringen, of Maarssen, referred to below as ‘the Unions’, of the other part WHEREAS: If the Bank concludes that a number of services or activities create insufficient value (in the longer term), it will explore alternatives such as the transfer to a third party or continuation through a joint venture. In this agreement the term “third party” also means “joint venture”. The Unions have asked the Bank to formulate general arrangements for all such outsourcing projects. The Bank has done this because these basic arrangements, as formulated below, do not exclude certain projects, transaction forms or market parties in the future. HEREBY AGREE TO THE FOLLOWING: 1 Information The Bank undertakes to inform the Unions as early as possible of what a project is likely to entail. The Bank will also hold consultations concerning each individual project with the Unions to establish whether separate arrangements are necessary in addition to the basic arrangements. Sometimes, owing to stock market or supervisory regulations, this information may only be given in confidence. The confidentiality period will be kept as short as possible. 2 Consultation with unions and Employee Representation Body The Bank undertakes to make every effort to agree with the third party that said third party will consult with the unions about the transfer of the business activity. The Bank will be pleased to help start up the consultation between the Unions and the trade organisations associated with said third party. The Bank will also bring its Employee Representation Body and the corresponding body at that third party into contact with each other.

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3 No loss of employment upon transfer a Any transfer of (part of the) Bank will be subject to specific Dutch legislation (articles 7:662-666 of the Civil Code). These rules prevent loss of employment upon the transfer of activities. The Bank and the Unions endorse this basic principle. b If the transaction form precludes the application of these rules, the Bank will nevertheless make sure that no employment is lost upon the transfer. 4 Employees and their work a The law governing the transfer of a business establishes the principle that transferred Employees should continue their existing work. b Sometimes the nature of the transaction precludes the application of these laws. Where this is the case, Employees can choose to transfer to the third party or to continue working for the Bank. In the latter case, they will be redeployed through the Mobility organisation referred to in section III of the Employability CAO. 5 Compensation and benefits following transfer of a business a The law stipulates that, when a business is transferred, the Employees should retain all rights and obligations (including those provided for in their contracts of employment) such as Salary, increased by 16.33% (holiday allowance and thirteenth month’s Salary) (or 20.53% if the 4.2 allowance was applicable), other fixed allowances such as the 1% contribution to the Benefit Budget, bonus scheme, financial Bank services on preferential terms, expense allowances, leave entitlement, holiday entitlement, working hours, long-service bonuses, severance payments and death benefits. However, the law excludes from this requirement rights and obligations that are entirely specific to the Bank, such as: • the Benefit Budget system • the Social Charter • social provisions (ABN AMRO Social Fund, family assistance, family holidays, Dennenheuvel sanatorium) • rules of conduct and sanctions (general and in relation to occupational disability) • grievance procedures (ARIK, Fuwa, CAO Advisory Committee) agreements on labour relations • work rosters, rostering method and working hours • BASYS job evaluation system • appraisal system • the ABN AMRO system for indefinite adjustment of working hours • employability policy and policy on working hours management and teleworking • health & safety and working conditions policy (Working Conditions Plan, Company Emergency Services). The Bank will make every effort to agree with the third party that Employees’ working hours will be maintained and that service at the Bank will be treated as service with the new employer in the context of length-of-service-related conditions of employment. The third party may subsequently seek to harmonise or revise conditions of employment, but cannot simply impose conditions. The Employee, after all, is protected by labour and collective bargaining laws, and the approval of the Employee Representation Body has to be sought. If the third party harmonises or revises conditions of employment, the Bank will make a one-off compensation payment to any permanent Employee who has been legally transferred to the third party. This payment will be equal to the difference between his/her gross annual Salary immediately prior to the termination of his/her employment with the Bank and his/her gross annual starting Salary from the new employer, multiplied by the number of years left before the Employee reaches retirement age (subject to a maximum of four). To enable the Bank to calculate the amount due, the Employee will be obliged to

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disclose details of his/her new employment terms and conditions. The compensation payment will be maximised at twice the Employee’s gross annual Salary. The following elements are be taken into account in the comparison of gross annual incomes: Salary increased by 16.33% (holiday allowance and thirteenth month’s Salary) (or 20.53% if the 4.2 allowance was applicable), profit-sharing bonus, individual allowances such as labour market and Work roster allowances, and the 1% contribution to the Benefit Budget, contributions payable towards pension and early retirement benefits, number of days’ holiday and number of working hours per week. Other benefits are not taken into account. Where the profit-sharing bonus is concerned, compensation payment entitlement is calculated on the basis of the average of the bonuses paid in the forty-eight months immediately prior to the contract termination date. In the case of an Employee with a partial occupational disability, the comparison will take account of his/her proportional residual income only. The one-off compensation payment, net of tax and social security contributions, will be made within one month of the date on which employment is terminated. No statutory or other interest will be payable for this one-month period. Where the Employee has debts to the Bank other than mortgage debts, at least 25 per cent of the net amount of the payment must be used to repay or partially repay that debt. The credit limit will then be reduced to the amount of the outstanding debt. The branch where the account is held will then propose a reduced monthly repayment to the Employee. Where the Employee asks the Bank, having regard to the provision concerning repayment or partial repayment of a debt, other than a mortgage debt, to transfer the full or remaining amount of the payment without deductions to an insurance company for the purchase of an annuity right which is then transferred to the Employee, the Bank will do so provided that the annuity right construction is legally permissible and defined in the policy as an entitlement to periodic payments to replace pay that will be lost (section 11, subsection 1, paragraph g, of the Income Tax Act 1964). At the Employee’s request the Bank will also, under the same conditions, cooperate in contributing the full or remaining amount, without deductions, to a self-administered annuity company (‘stamrecht-B.V.’). If an Employee is covered by a new package of employment conditions immediately upon transfer, the one-off compensation payment will be calculated on the basis of the number of years remaining before the Employee reaches retirement age, subject to a maximum of four years. If a new package of employment conditions takes effect subsequent to a permanent Employee’s transfer, the maximum period used for calculation of the compensation payment is shortened from forty-eight months by the number of months that the Employee continued to work on the basis of his or her old employment conditions following transfer. The same applies to Employees working on a fixed-term contract of employment with the Bank, though in this case the maximum period is never longer than the period between the transfer date and the expiry date of the contract. b If the transaction form is such that the laws on the transfer of a business do not apply, and the Employee opts to transfer directly to the third party, the Employee will receive a one-off compensation payment calculated in the manner described above in 5a). 6 Guaranteed right of return 6.1 If, before 1 January 2008, the third party discontinues the services or activities that it has taken over from the Bank, permanent Employees transferred to the third party will have the opportunity to return to the Bank’s employment. 6.2 For a period of two years following transfer, the Bank is prepared to offer a former permanent Employee a fresh permanent contract of employment. The Bank is similarly prepared to offer a person formerly employed on a fixed-term contract a fresh fixed-term contract for a period equal in length to the term of the original contract with the Bank remaining at the time of transfer.

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To qualify for such contract renewal, an Employee must still be in the employment of the third party two years after his/her transfer date. If a former Bank Employee wishes to return to the Bank, the former Employee must notify the Bank and the third party in writing no later than three months before the end of the two-year period. The right of return is lost if the Employee has previously indicated in writing that he or she has no wish to return. 6.3 If someone formerly employed by the Bank in the Netherlands on a permanent contract is transferred to a third party and dismissed by the third party for economic reasons within two years of the transaction date, the Bank is prepared to offer the person in question a fresh permanent contract of employment, starting immediately after the termination date of the person’s employment with the third party, provided that the person in question has not taken advantage of a voluntary redundancy scheme operated by the third party. The Bank is similarly prepared to offer a fresh contract of employment to someone who was formerly employed by the Bank in the Netherlands on a permanent contract and who was 55 years old or older on the transaction date, if he or she is transferred to a third party and is dismissed by the third party for economic reasons, provided that he or she has not taken advantage of a voluntary redundancy scheme operated by the third party. If a former Bank Employee wishes to return to the Bank under such circumstances, he or she must notify the Bank in writing within one month of the issue of his/her redundancy notice. The right of return is lost if the Employee has previously indicated in writing that he or she has no wish to return. An Employee who returns to the Bank under any of the circumstances provided for above will be found appropriate employment, as referred to in the Social Charter. A former Employee who resumes employment with the Bank under the circumstances described above will be placed on the Salary scale he or she was on immediately prior to his/her transfer to the third party, two Incremental levels above the level he or she was on immediately prior to his/her transfer or, should this not be possible, on the scale’s highest Incremental level. He or she will also be entitled to a Personal allowance, incorporated into his/her Salary; this Personal allowance will be equal to two thirds of the performance allowance to which he or she was entitled at the time of his/her transfer. The returning Employee will not be entitled to a fourteenth month’s Salary, but will be entitled to an increase of 4.2% of the Salary. A returning Employee will be required to repay to the Bank part of the net compensation payment received on transfer to the third party, calculated on a pro rata basis. Time spent in the third party’s employment will be counted as service with the Bank when calculating the length of a returning Employee’s service. With the exception of Employees returning under the provisions of 6.2 of this agreement and Employees 57.5 years old or older at the time that the third party takes the decision to reorganise its business, discontinue the services/activities in question, or make the Employee redundant for economic reasons, return to the Bank will entail attachment to the Mobility organisation referred to in section III of the Employability CAO, with all the associated rights and obligations. An Employee who returns under the provisions of 6.2 of this agreement, or an Employee who is 57.5 years old or older at the time that the third party takes the decision to reorganise its business, discontinue the services/activities in question, or make the Employee redundant for economic reasons, will not be attached to the Mobility organisation, but will instead be posted to a job within the business unit where he or she worked immediately prior to the transaction date. 7 Sundry provisions The Bank will make every effort to agree with the third party that Employees will not be obliged to move house as a result of the transfer of the business activity. If the Employee is nevertheless obliged or, as the case may be, permitted to move house, then the parties will discuss the award of an appropriate relocation allowance in the context of the specific project.

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The Bank will make every effort to agree with the third party either that the Employee’s pension prospects prior to transfer (given his/her Salary and working hours at the time) remain unaffected or that his/her new conditions of employment provide appropriate compensation or settlement for any loss of pension prospects. 8 Term and dispute procedure This agreement will remain in force until 2008. In the event of a dispute between the Bank and an Employee concerning the application of this agreement and the severance agreement made with him, the matter may be settled only by the CAO Advisory Committee, as provided for in the ABN AMRO CAO. The Advisory Committee will make an arbitral award binding on all parties. As agreed in Amsterdam on 16 January 2006.

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Study allowance The costs of training courses agreed in your Personal Development Plan are reimbursed by the Bank. Target group These rules apply to every Employee. Description In the case of an internal training course the Bank pays for your lunch, evening meal and refreshments and reimburses your: • necessary travel expenses in accordance with the rules of the Domestic Business Travel Allowance Scheme; and • (in the case of an internal course at an external location) any refreshment costs actually incurred, subject to a maximum for each part of a day). Other costs, such as the costs of making personal phone calls, using a mini-bar, video or sauna and buying newspapers, are not reimbursed. In the case of a non-certified external training course (i.e. a course not leading to a degree or diploma) which is organised by a third party at an external location, the Bank will pay the training and any package deal charges and will reimburse: • any travelling expenses you incur in accordance with the rules of the Domestic Business Travel Allowance Scheme or the International Business Travel Allowance Scheme, as the case may be; • any costs you may incur in respect of lunches and evening meals in accordance with the rules of the Meal Allowance Scheme, if these costs are not included in the course fee; • any refreshment costs you actually incur, subject to a maximum for each part of the day. Other costs, such as the costs of making personal phone calls, using a mini-bar, video or sauna and buying newspapers, are not reimbursed. The costs of an extra night’s accommodation before or after the course are not reimbursed unless your Manager has agreed to this beforehand. In the case of a certified training course (i.e. a course leading to a degree or diploma), the Bank will reimburse: • any travelling expenses you incur in accordance with the rules of the Domestic Business Travel Allowance Scheme or the International Business Travel Allowance Scheme, as the case may be; • the costs of lunch and an evening meal in accordance with the rules of the Meal Allowance Scheme; it will be your responsibility to pay any resulting tax or social security liability on this sum; • any refreshment costs you actually incur on exam days, subject to a maximum for each part of the day; and • tuition fees, the cost of purchasing books and study aids, examination fees, enrolment fees and the cost of training sessions and tutorial meetings. If you terminate your employment contract within three years of completing a training course or your employment contract is terminated for a reason attributable to you, you must make the following repayments to the Bank for a course that cost more than EUR 2,269 but less then EUR 45,378: • if termination occurs during the course: all costs; • if termination occurs within one year of completion of the course: 75% of the costs; • if termination occurs more than one year after completion but within two years: 50% of the costs; and • if termination occurs more than two years after completion but within three years: 25% of the costs. Separate agreements apply to more expensive or MBA courses. If you were already taking a course when you entered the employment of the Bank and your Manager and

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your Manager’s own superior agree, the Bank will reimburse the cost of your course in accordance with this scheme from the date of your appointment, provided your employment contract continues after the probationary period. If you have started a course which was not agreed (or not yet agreed) in your Personal Development Plan, you may be reimbursed for the costs once you have successfully completed the course and these costs are reimbursable in accordance with this scheme. Term In the case of a course lasting a number of years you must register separately for each stage of the course (completed by a report or examination or by a university examination). If you fail to conclude a training course or stage of a training course successfully, the costs of retaking the course or stage of the course will be reimbursed on one further occasion. If you interrupt or break off a training course or stage of a training course, the allowance will be terminated. Compensation In the case of an internal training course organised by the Bank at an external location or a certified external course organised by a third party at such a location, any refreshment costs you actually incur will be reimbursed for each part of a day as follows: morning session up to and including lunch: maximum of EUR 2.72; afternoon session up to and including dinner: maximum of EUR 2.72; evening session, including overnight stay: maximum of EUR 5.46. This scheme also applies in the case of certified training course for any refreshment costs you actually incur on exam days. Payment For all costs actually incurred, you must submit receipts or invoices with your claim forms. This does not apply to any refreshment costs you actually incur, which are subject to a maximum for each part of the day. The costs of a training course started before your appointment will be paid by the Bank only after completion of your probationary period. Tax implications In the case of a certified external training course (i.e. a course leading to a degree or diploma), the costs of your lunch and evening meal on exam days will be reimbursed under the Meal Allowance Scheme. Costs reimbursed retrospectively for a course started before this was agreed in your Personal Development Plan are paid net of tax and social security contributions.

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International deployment allowance At the time of printing the final text for this agreement was not available yet. Check MyHR for the final text.

Domestic business travel allowance Target group These rules apply to every Employee. Description The costs of your business trips will be reimbursed to you. If you have to travel to attend training courses you will be reimbursed for the cost of a 2nd class ticket. Taxi fares will be reimbursed if public transport is not available, provided your Manager agrees. If your Manager agrees in advance, you may use your own car for business trips and claim back the costs afterwards. You will receive EUR 0.36 per kilometre (rate as of 1 January 2007) on a maximum of 15,000 kilometres a year. Any costs that you have to incur for parking and ferry charges and road tolls will be reimbursed gross. Motoring fines are not reimbursed. You will also be reimbursed for other costs that you are obliged to incur during business travel, for example the cost of telephone calls and refreshments. Lunch costs will be reimbursed only if you are unable to eat in one of the Bank’s staff restaurants. Prior consent is required for the reimbursement of hotel costs. This also applies to the costs of lunches, dinners and gifts bought for business contacts. Application The Bank calculates the number of business kilometres travelled by reference to the postal codes of your home address, place of work and places you have visited on business. The distance between each pair of postal codes is determined using a system chosen by the Bank. If you visit your place of work during your itinerary, a distance equal to twice your home-work kilometrage (even if this is very short) is deducted from the total. Compensation The amount you are reimbursed for the costs of public transport, parking and ferry charges and road tolls will be based on the rates actually paid by you. If you have a travel budget, the travelling expenses will be debited to that budget. The rate for the car allowance is revised annually on 1 January. This is based on the motoring cost estimates used by the ANWB (Royal Touch Touring Club) for the three best-selling cars (in the price bracket from EUR 19,000-19,500) in recent years. The data used for the calculation are a maximum of 125,000 km a year, 15,000 km for private use (including home-work travel), a life expectancy for the car of five years and use of ‘Euro’ unleaded petrol. The kilometrage rate may be adapted at an earlier stage if the actual costs differ by more than 10% from the allowance. You will not be reimbursed for any damage to your own car that occurs during a business trip as the business kilometrage allowance includes an element representing the cost of all-risk insurance. However,

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assuming you were not guilty of gross negligence, you may receive a gross allowance for the excess under the policy up to a maximum of EUR 136 (EUR 204 for Employees under the age of 24) which the insurer charges in the case of a claim for damage to the vehicle. If the Bank is held liable by a third party for damage caused by an Employee during a business trip, the costs of the damage may be recovered by the Bank from the Employee. Payment Wherever possible you must claim your travel expenses monthly. Claims in respect of a calendar year must be submitted no later than January of the following calendar year. When claiming costs you must also produce the relevant receipts, invoices and slips. Rules in the event of sickness You are reimbursed only for costs actually incurred on business trips.

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International business travel allowance Target group These rules apply to every Employee. Description If you travel abroad on business for the Bank, you may claim the costs laid down in the ABN AMRO Travel Policy and Procedures for International Business Travel from the Netherlands. You must always be able to produce evidence of the costs you have incurred. The following costs are always reimbursed: • cost of overnight accommodation in a standard room in an ABN AMRO preferred hotel or a comparable hotel selected by ABN AMRO Travel Services; • costs of travelling to forteign countries; • costs of travelling to and from airports in the Netherlands in accordance with the Rules of the Domestic Business Travel Allowance Scheme; • costs of using your own car or a lease car to travel to or in a foreign country; • all medical expenses incurred in connection with emergencies or vaccinations not covered by your insurance or that of the Bank; • all costs which must be incurred in emergencies occurring while the Employee is abroad, for example death or serious illness in the family; • excess baggage charges incurred on the Bank’s behalf; • import duties and other customs charges incurred for business materials/property of the Bank; • costs of obtaining visas if this is not done through ABN AMRO Travel Services. The cost of breakfast may be reclaimed in connection with a one-day trip if you have to leave home before 7 am. You will be reimbursed for the cost of an evening meal if you return home after 7 pm. The following maximum amounts for other costs incurred daily apply as a guideline for each continent: Continent

Daily amounts (EUR)

Europe

100

North America

110

South America

85

Middle East

100

Africa

100

Far East

110

The above amounts include the following expenses: • laundry and dry cleaning expenses for a stay of three or more nights; in the case of shorter stays, a reasonable amount for pressing clothes; • meals and mini-bar refreshments, room service and gratuities; • costs of hiring a car, using public transport or taxis and parking fees incurred while abroad; • cost of using telephones, faxes and data communications equipment; • withdrawal, deposit and exchange charges; • post and carriage charges; • gifts bought abroad for contacts; • business-related reading matter.

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Applying All costs incurred in connection with a business trip abroad should be claimed using the expenses claim form.

Meal allowance Target group These rules apply to every Employee. Description If your duties prevent you from taking lunch or an evening meal in a staff restaurant or at home, you can claim the costs of eating elsewhere. The costs of taking a meal with colleagues can be reimbursed only if you have obtained the prior approval of your Manager and have explained the work-related circumstances of the meal.

Subscription allowance Target group These rules apply to every Employee. Description If you join a professional or trade association at the request of the Bank, the cost of the subscription will be refunded to you. This also applies if you have joined an association of shopkeepers or entrepreneurs at the Bank’s request. Costs incurred in attending meetings of these associations will be reimbursed in accordance with the Domestic Business Travel Allowance Scheme. Application Subscriptions to service clubs such as the Rotary Club or Lions Club cannot be reimbursed.

Allowance for gifts to employees Target group This rule applies to every Manager. Description As Manager of the business unit concerned you may claim the reasonable costs of a gift given on the Bank’s behalf to an Employee to mark an occasion such as his or her birthday or marriage, the birth of a child, a long-service milestone or his or her departure from the Bank.

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Telephone charges allowance Target group These rules apply to every Employee. Description The costs of business telephone calls made using a ‘fixed line’ from home or while travelling may be reclaimed.

Travel and accommodation allowance after relocation You may claim travel and accommodation expenses after relocation. Target group These rules apply to every Employee who becomes entitled to the removal expenses allowance as a result of relocation. Description If you come to live more than 40 kilometres from your work as a result of a relocation, you will receive the maximum allowance exempted by the tax authorities for the extra distance travelled. The rate is EUR 0.19 per kilometre from 1 January 2007. You will receive the allowance for a maximum of 214 days a year. If you work fewer days each week, you will receive a pro rata allowance. If you travel by public transport and your costs on the basis of the cheapest season ticket/cheapest 2nd class tickets are higher, you will also be paid the excess costs. If it would be too tiring to travel back and forth daily pending your removal, the Bank may decide, after consultation, to pay the costs of your board and lodging and the costs of travelling back and forth weekly between your home and your lodgings. Term If you are going to move home, you will receive the allowance for travel and accommodation up to and including the month of removal, for a maximum of a year. If you do not move, you will receive the travel allowance for three years.

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Removal allowance after transfer You can claim the expenses of moving house after a transfer. Target group These rules apply to every Employee who, within one year of relocation, moves house at the request of the Bank to his or her new place of work. The Bank may also apply these rules if, as a result of a transfer, you come to live more than 40 kilometres from your place of work and move within one year to an address within 40 kilometres of your new place of work, thereby reducing the travel distance by at least 10 kilometres. The Bank may also apply these rules if your daily travel time exceeds 150 minutes as a result of a transfer and by moving within one year you reduce your travel distance by at least 50% and to less than 40 kilometres. Description After obtaining the approval of your Manager (at least SVP) you are eligible for reimbursement of: • t ravelling and meal expenses incurred in looking for new accommodation, in accordance with the existing schemes; • removal expenses for household contents (including packing and unpacking); • decorating expenses, amounting to twice the gross monthly Salary at the time of removal, with a minimum of EUR 3,176; • the 'buyer’s costs’ on purchasing an existing property (transfer tax, notary’s fees for transfer deeds and any estate agents’ fees) on not more than the Employee’s theoretical borrowing capacity at the time the deed of transfer is executed (to be determined by reference to the income table and reference interest rate of ABN AMRO Hypotheken); If the notary’s fees are for the seller’s account, you will not be entitled to reimbursement of ‘buyer’s costs’; • notary’s fees for the deed of transfer of land and buildings, transfer tax, estate agents fees and valuation costs on the purchase of a new home or a home that is under construction, up to the Employee’s maximum theoretical borrowing capacity at the time when the deed of transfer is executed (to be determined by reference to the income table and reference interest rate of ABN AMRO Hypotheken); • estate agent’s fees for the sale of your old home; extra advertising costs (in consultation with your Manager), cancellation of the mortgage in the Land Charges Register and penalty interest for early redemption of the existing mortgage; • estate agent’s fees invoiced to you for finding rented property for you and the costs incurred by you in decorating your newly rented accommodation up to a maximum of twice your gross monthly Salary at the time of removal; this does not apply to rented accommodation which is only temporary; • double housing costs temporarily incurred as a result of the transfer; if you move from or to rented accommodation the amount of the rental (excluding service costs and other additional expenses) payable in respect of the period of notice is reimbursed, subject to a maximum of three months. If you sell your existing home in order to buy your new home, you will receive the mortgage interest on the old property for a maximum of three months. If the house you are buying is under construction or is yet to be built, you will receive the mortgage interest due at the rate applicable to the loan for the purchase of the new home, less any deposit interest, for the period between signature of the building/construction agreement or, in the case of a home already under construction, the date of execution of the transfer deed and the date on which you take possession or one year after the transfer date, whichever is sooner. The interest on a bridging loan is reimbursable for a period of up to three months. These allowances, too, will only be reimbursed on the maximum of your theoretical borrowing capacity at the time when the deed of transfer is executed (to be determined in accordance with the income table and reference interest rate of ABN AMRO Hypotheken);

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• the costs of storing the contents of your home for a maximum of six months if you are temporarily without proper accommodation as a result of the transfer; • extra housing costs caused by the transfer; the difference in gross interest charges or rental, less half of the gross income increase upon transfer, will be reimbursed to you in full for two years and at 80%, 60%, 40% and 20% in subsequent years. To qualify for this subsidy, however, you must use the money released by the sale of your former home for the purchase of your new home. Payment Any allowances paid on a grossed-up basis are estimated as accurately as possible. Adjustments will be made only in the event of a substantial discrepancy due to unforeseen circumstances. Tax implications The travelling and meal expenses which you incur when looking for new accommodation, the costs of valuing the home you wish to purchase, the costs of getting a mortgage, the costs of cancelling a mortgage entry in the Land Charges Register, penalty interest, the costs of decorating your new rental property, double housing costs and the subsidy for extra housing costs are all reimbursed gross. Removal expenses, decorating expenses up to 12% of your fixed annual income (subject to a maximum of EUR 5,445), ‘buyer’s costs, estate agent’s fees for the sale and storage costs are reimbursed net of tax, provided that you comply with the tax requirements (i.e. you must be moving from a home which is more than 10 km from your place of work to a home which is less than 10 km from it, or your removal must reduce the travelling distance by at least 50% and by at least 10 km). If you do not fulfil these requirements, the Bank will pay these allowances gross. The estate agent’s fees for finding you rental property are reimbursed gross.

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Travel budget Some Employees receive a travel budget to cover travelling expenses. Target group These rules apply to every Employee who: • is in Salary scales 12-15; • works in a job classified by the Bank in grade 10 or 11; or • d rives at least 12,000 kilometres annually on business and is thus allocated a travel budget by his Manager (at least SVP). Description The travel budget is an amount reserved at the start of the year. If you have been allocated a travel budget, any travel costs you incur in that year may be reimbursed from it without deduction of wages tax and social security contributions. The Bank’s contribution towards the rental for a lease car is also paid from the travel budget. The budget may also be used to reimburse the costs of public transport (both business trips and commuting), taxi journeys, parking and ferry charges and road tolls. If you do not have a lease car, any kilometres you drive in your own car on business may be claimed at the tax-exempt rate. Parking and ferry charges and road tolls cannot be claimed in combination with business kilometrage. The amount of your travel budget depends on your Salary scale. • 1 to 11: EUR 7,000 a year; • 12 and 13: EUR 9,000 a year; • 14 and 15: EUR 10,000 a year; If you work fewer than three days a week, you will receive a proportionate part of the travel budget. If you join or leave the service of Bank in the course of a year, you will receive a proportionate part of the budget. If you become entitled to a different travel budget as the result of change in your job grade or Salary scale, the new budget will take effect immediately. If you no longer receive a travel budget as the result of a change of this kind, you will lose the budget five months after the end of the current month. The travel budget is adjusted annually on the basis of a system chosen by the Bank. Application The costs of a lease car and other travel costs are shown periodically in an expenditure statement. If you take lengthy leave, the travel budget will be discontinued five months after the end of the month in which the leave starts. Basis The travel allowance is not taken into account in calculating entitlement to other forms of remuneration, benefits or pension. Payment If any part of the travel budget remains at the end of the year, this is disbursed to you after deduction of wages tax and social security contributions.

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Rules in the event of sickness If you are off work Sick, the travel budget will be discontinued five months after the end of the month in which your Sickness starts.

Car lease If you have a travel budget you can use this for a lease car. Target group These rules apply to every Employee who has a travel budget. Description If you have a travel budget you can use all or part of it to obtain a lease car. The basis for the choice of car is the standard rental. This standard rental is EUR 933 for Salary scales 1-11, EUR 1,200 for Salary scales 12 and 13, and EUR 1,333 for Salary scales 14 and 15. The Bank debits 60% of the monthly rental (subject to a maximum of 60% of the standard rental) to your travel budget. The remainder of the rental is payable by you directly as your personal contribution for the private use of the car. Application The Bank leases the car from Leaseplan and makes it available to the Employee. Leaseplan concludes a user agreement with you. The term of the lease is five years, but the lease may end earlier once the car has clocked up 140,000 km (petrol-engined car) or 160,000 (diesel-engined car). You must lease a petrol-engined car if you drive less than 30,000 km a year and a diesel-engined car if you drive 30,000 km or more a year. This cut-off point can be reviewed annually. If you own a car that is up to 24 months old and has not yet clocked up 60,000 km, you may arrange for it to be brought under the lease contract. In such cases the lease company fixes the purchase price and the lease rental. If you leave the Bank’s employ, you will pay 10% of the rental for the remaining months of the lease contract, subject to a maximum of 10% of the standard rental, plus any amount by which the standard rental is exceeded. In the case of cars leased before 2007, the provisions in force at the start of the lease will apply. Instead of a new lease car you may choose a pool car. In such cases the rental is 90% of the original rental, subject to a maximum of 90% of the standard rental. The Bank’s contribution is 60% of the rental. The remainder of the rental is payable by you as your personal contribution for the private use of the car. In certain circumstances you may be obliged to accept a pool car, namely to bridge the period prior to delivery of a new lease car or if your right to a travel budget is likely to end within two years. If you no longer have a travel budget, you must surrender your lease car. Tax implications Each month a notional amount will be added to your taxable income for the private use of your lease car. Payroll tax and social insurance contributions on this amount will be deducted by the Bank at source from your income. On an annual basis this notional amount is 22% of the list price of the car (including factory options, VAT and motor vehicle tax), less the part of the monthly rental payable by you.

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If you do not use your lease car for more than 500 km annually for private purposes, you may obtain a declaration to this effect (verklaring geen privégebruik) from the tax authorities. This will release the Bank from its requirement to make the notional addition to your taxable income.

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Home loans on preferential terms Target group These rules apply to every: • adult Employee who has been in the Bank’s employ for at least a year; • former Employee who is in receipt of early retirement benefit or inactivity benefit from the Bank; • Employee or former Employee who receives a disability benefit supplement from the Bank; • pensioner of the Bank who retires immediately after the conclusion of his employment contract or period on early retirement benefit or inactivity benefit from the Bank or with a supplement to his disability benefit; • surviving Partner of an Employee or former Employee in one of these groups who receives a surviving dependant’s pension from the Bank’s pension fund; the Employee or former Employee must have been entitled to Bank services on preferential terms until his death. Description You can obtain a home loan on preferential terms only if you have a private salary savings account. You can obtain a discount on home loan products of the Bank if you meet its home loan eligibility criteria and the property to be financed is your main residence and is located in the Netherlands or Belgium. You can finance the cost of a home, including costs for the buyer’s account, the costs of refurbishment or improvement, value-enhancing additional work, and associated expenses such as interest incurred during construction. The preferential rate is two thirds of the normal interest rate rounded down to the nearest quarter of a percentage point. The maximum preferential rate is 3.5%. However, the interest rate takes account of any normal product or top-up charges. The top-up charge for home loans in Belgium is 0.2%. The preferential rate does not apply to Euribor interest rate or buffer interest rate. You may reschedule a mortgage or obtain a second mortgage on the same conditions and at the same interest rates as your original mortgage, provided the loan is used for refurbishing or buying your own home. If you wish to move home, you can obtain a home loan on the same terms and at the same rates as the old loan. Preferential terms continue to be applicable to the loan that is to be cleared until such time as your old home is sold. If necessary, you may obtain bridging credit for six months at the interest rate applicable to the new home loan. Thereafter the normal commercial rate of interest is applicable. Application You do not have to pay an arrangement fee when taking out a new home loan. This applies even if the loan does not qualify for preferential terms. If you need a Bank guarantee, you will not be charged commission on it. With a Life Growth Mortgage (‘Meegroeihypotheek’) or Savings Growth Mortgage (‘Spaargroeihypotheek’) the interest you receive on a building deposit and premium deposit is equal to the mortgage interest. In the event of interest commutation, Employees are liable to pay the normal commercial penalty interest. The conversion fee payable is 50 per cent of the fee charged to customers. Basis Your borrowing capacity is determined as though you are an ordinary customer. The preferential rate applies only to the part of the home loan that you receive on the basis of your Salary and Benefit Budget,

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less the value of the Discretionary holiday entitlement and in so far as the loan qualifies under the income tax rules as a personal residential liability. As long as you are entitled to the preferential rate for staff, the rate payable on the remainder of the loan will be the commercial rate for loans covered by the National Mortgage Guarantee Scheme – Nationale Hypotheek Garantie (NHG). If the length of your agreed average working week is changed, the preferential terms will be revised if necessary. If your gross annual Salary increases to a level at least EUR 3,500 higher than it was when the loan was granted or the interest rate last reviewed, you may apply to have the mortgage interest rate adjusted. A charge equal to half the normal commercial charge is made for the administrative costs. Term If your employment contract ends, the preferential terms also cease to be applicable. If the preferential terms cease, you will be charged the commercial rate applicable at the time of the last interest rate review. If there has been no interest rate review, the commercial rate for loans covered by the National Mortgage Guarantee Scheme – Nationale Hypotheek Garantie (NHG) will apply. The ordinary commercial rate for home loans will apply from the date of the first interest rate review.

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Payment services on preferential terms Target group These rules apply to every: • Employee; • former Employee who is in receipt of early retirement benefit or inactivity benefit from the Bank; • Employee or former Employee who receives a disability benefit supplement from the Bank; • pensioner of the Bank who retires immediately after the conclusion of his employment contract or period on early retirement benefit or inactivity benefit from the Bank or with a supplement to his disability benefit; • surviving Partner of an Employee or former Employee in one of these groups who receives a surviving dependant’s pension from the Bank’s pension fund. The Employee or former Employee must have been entitled to Bank services on preferential terms until his death. Description You can obtain Bank services on preferential terms only if you have a private Salary savings account. You receive a staff discount on the following Bank products: •A  BN AMRO Private Package, Young Professional Package and Prestige Package (you pay 80% of the customer rate). • Debit interest for the Personal Credit Line (for all credit limits you pay 65% of the customer rate for the credit limit class EUR 20,001 – EUR 25,000). • Debit interest for the Personal salary savings account (you pay 1.75% above the ABN AMRO Euro Base Rate). • Flexible Credit (for all limits you pay 65% of the customer rate for the limit class EUR 12,500 – EUR 17,500). • Redemption-free Flexible Mortgage (you pay 65% of the usual customer rate) and Flexible Mortgage (you pay 65% of the customer rate for all credit limits for the class from EUR 11,345 to EUR 22,689), provided that these facilities are not intended for property financing. The minimum staff rate for consumer loans is the minimum rate fixed by the government at the average of interest rates on short-term and long-term loans. Term The right to preferential terms ends on termination of the employment contract. The Bank will report the end of your contract internally, but you must also inform your branch yourself. Discounts wrongly received will be reclaimed.

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Company contracts The Bank has concluded group contracts for discounts on insurance products, group medical insurance, rail season tickets (only for Employee) and holiday travel. Target group These rules may apply to every: • Employee; • former Employee who is in receipt of early retirement benefit or inactivity benefit from the Bank; • Employee or former Employee who receives a disability benefit supplement from the Bank; • pensioner of the Bank who retires immediately after the conclusion of his employment contract or period on early retirement benefit or inactivity benefit or with a disability benefit supplement; • surviving Partner of an Employee or former Employee in one of the above categories who receives a surviving dependant’s pension from the Bank’s pension fund. The Employee or former Employee must have been entitled to Bank services on preferential terms until his death. The target group may be changed from one group contract to another. Once you no longer form part of the target group, your participation in the group contract ends. Description ABN AMRO Verzekeringen offers ABN AMRO package insurance cover at the following rates: • 65% of the standard premium for passenger liability insurance or motor vehicle legal assistance insurance; • 75% of the standard premium for car insurance; • 80% of the standard rate for residential buildings insurance, house contents insurance, family legal assistance insurance, valuables insurance, school accident insurance, yearlong travel insurance or personal third-party liability insurance. The usual costs and insurance premium tax are charged. The insurer will also apply the standard acceptance criteria. Preferential terms are also offered on life insurance products provided by ABN AMRO Levensverzekering N.V., but in this case such terms consist of a higher investment amount or insured capital than shown on the policy. The rate for non-package policies (short-term travel insurance, holiday cancellation insurance or loss-ofincome insurance) is 80% of the standard rate. The Bank has taken out a group medical insurance policy with Zilveren Kruis Achmea that offers discounted cover to every Employee, his or her Partner and family members. The discount is 10% of the normal premium for basic cover and 15% of the premium for all supplementary forms of cover. An extra discount has been specially negotiated on one of the supplementary options, the 3-star Beter Af Plus policy. An Employee can order a discount rail season ticket for a particular route or an annual rail or public transport season ticket. A discount scheme has been agreed with Globe Reizen for holiday travel, which can be reserved by telephone or online. The scheme provides a 6% discount on all package holidays from the Oad brochures or a 5% discount on package holidays of other tour operators from the Globe range (always a maximum of EUR 110 per person). The discount is calculated on the price of the basic travel and not on supplements such as airport tax and reservation costs. No discount is given for one-off travel tickets.

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Social facilities The Bank makes various social facilities available to you: the ABN AMRO Social Fund, the home help scheme, family holidays and a reduced charge for membership of Dennenheuvel Sanatorium. Target group These rules apply to every: • Employee; • former Employee who is in receipt of early retirement benefit or inactivity benefit from the Bank; • Employee or former Employee who receives a disability benefit supplement from the Bank; • pensioner of the Bank who retires immediately after the conclusion of his employment contract or period on early retirement benefit or inactivity benefit from the Bank or with a supplement to his disability benefit; • surviving Partner of an Employee or former Employee in one of these groups who receives a surviving dependant’s pension from the Bank’s pension fund; the Employee or former Employee must have been entitled to Bank services on preferential terms until his death. • minor orphan of the persons referred to above. Description The ABN AMRO Social Fund provides you with individual financial assistance if you find yourself or may shortly find yourself in financial difficulties owing to circumstances beyond your control. This assistance generally relates to the costs of medical and/or social assistance which are a consequence of unforeseen circumstances and exceed your financial means. Assistance is not provided simply for the purpose of clearing debts, nor are loans given. You may obtain financial assistance in connection with the additional cost of obtaining home help in the event of the illness or death of the person who normally undertakes domestic duties if domestic problems would otherwise be likely to occur. You will receive the allowance only if: • the expenses in question are not covered by your health insurance; • you have a doctor’s note or a statement from an indication body confirming the medical circumstances of the case; • the assistance must be required within the Netherlands. If the home help cannot be provided by a recognised institution and the case has therefore been referred to a non-recognised institution, a written letter of referral showing the number of allotted hours must be available for inspection. The maximum allowance is EUR 12 per hour and does not apply to home help at weekends or on Official public holidays. The allowance is in principle provided for a maximum of 52 weeks, although an extension is possible. If this period is interrupted for three months or more, it will start to run anew for a maximum of 52 weeks. You receive an allowance for the cost of family holidays if you and your Partner together have a gross annual income (Salary, early retirement or inactivity benefit, Salary supplement and disability benefit, or pension and State old age pension, together with fixed allowances such as holiday allowance) not exceeding EUR 28,963. No maximum income applies if you or a family member has a disability that makes it necessary for you to use more expensive holiday facilities, but you will receive this allowance only if the Bank approves your application in advance. The allowance is for a maximum of two weeks’ holiday a year. The percentage of the holiday costs covered is shown in the following table in relation to the amount of the gross annual income.

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Gross annual income Amount of the allowance as percentage of holiday cost less than EUR 21,597

55%, subject to limit of EUR 272

from EUR 21,597 to EUR 23,944

45%, subject to limit of EUR 227

from EUR 23,944 to EUR 25,869

35%, subject to limit of EUR 182

from EUR 25,869 to EUR 28,963

25%, subject to limit of EUR 136

Wages tax and social security contributions are deducted from the allowance, which is then disbursed with your Salary, benefit or pension. You can become a member of Dennenheuvel Sanatorium in Hilversum at a reduced rate. This membership entitles you to make use of the sanatorium’s facilities and services at a considerable discount. Dennenheuvel offers specialist supervision and twenty-four-hour care to those recovering from serious illness following discharge from hospital, and to those suffering from severe mental fatigue. Care is provided where convalescence in the home environment is not possible. The annual membership fees payable from 1 January 2006 are as follows: • individual membership where member joins before the age of sixty-five: EUR 40.50; • individual membership where member joins at the age of sixty-five or over: EUR 81; • membership for a second member of the same household: half the preferential individual membership fee, i.e. EUR 20.25 or EUR 40.50, depending on age at the time of joining. The costs of home help and family holidays are paid from the resources allocated to the social facilities. The operation of the entire package of social facilities is reviewed at least once a year by the Social Facilities Committee, which makes any changes that may be necessary, manages the social facilities budget (but not the resources of the Social Fund) and advises the Bank on how much should be allocated to fund the social schemes in the coming year. Payment After your application for a home help allowance has been approved, you must submit the invoices monthly. In the case of family holidays you must claim the allowance within six months of the end of the holiday.

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list of terms

List of terms Term

Definition

Bank

ABN AMRO Bank N.V.

Basic Working hours Working hours averaging 36 hours a week (maximum of 1,872 hours a year). BASYS job evaluation system The system used to determine the seniority of jobs at the Bank. Benefit Budget The part of the monthly income that may be used for transactions in the Benefits Shop or may be disbursed. Career plan

An approved plan setting out possible future jobs.

Child An Employee’s own Child, step-Child or adopted Child, unless it is apparent from the text of the scheme that the term has a different meaning. Central Staff Council The Central Staff Council of the Bank. Continuous work A system of Shift work in which work continues without interruption seven days a week (fully Continuous work) or five days a week (semi-Continuous work). Deductible The part of the Pensionable salary for which no pension entitlement is accumulated. Deputy A member of staff who temporarily takes the place or job of another person or temporarily assumes the powers of that other person. Discretionary holiday entitlement The holiday entitlement which an Employee has purchased in the Benefits Shop. Employee A person who has an employment contract with the Bank and his place of work in the Netherlands and is placed on Salary scales 1 to 15. Employee Representation Body The Central Staff Council, a staff council or a staff council subcommittee. Final appraisal rating The appraisal by a Manager of the Employee’s performance over a calendar year, expressed as a score of 1 – 5.

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Funding deficit A situation that arises where the net assets of the Bank’s pension fund are less than the requisite net assets but higher than the minimum net assets required by law. Funding shortfall A situation that arises where the net assets of the Bank’s pension fund are less than the minimum net assets required by law. Hourly pay The Salary (excluding fixed allowances such as the fixed Labour market allowance and the shift allowance) divided by the number of contractual working hours per year (maximum of 1,872 hours). Incremental end salary

The highest Salary in each Salary scale.

Incremental level An increment in the Salary scale between the Incremental starting salary and the Incremental end salary. Each Salary scale has 12 incremental levels. Incremental salary The Salary corresponding to an Incremental level in a Salary scale. Incremental starting salary The lowest Salary in each Salary scale. Labour market allowance Extra remuneration awarded in respect of special labour market conditions. Longer Working hours The contractually agreed number of working hours in excess of an average of 36 hours a week (subject to a maximum overall average of 40 hours a week or 2,080 hours a year). Manager The superior who exercises the authority of the employer over the Employee and performs the appraisal of the Employee. Managing Board

The Bank’s Managing Board.

Mobility organisation The organisation which assists Employees, on behalf of the Bank, in moving from job to job. Non-standard working times Working times that differ from standard working times in some fixed respect. Official public holidays New Year’s Day, Good Friday, Easter Sunday, Easter Monday, the Queen’s official birthday, Liberation Day (once every five years from 2000), Ascension Day, Whit Sunday, Whit Monday, Christmas Day and Boxing Day. Overtime Work occasionally performed outside agreed working times on the instructions of the Manager.

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Parties to the CAO The Bank and Trade unions with which this Collective Agreement has been agreed. Partner • the Employee’s husband or wife; • the person with whom the Employee has entered into a registered civil partnership; • a single person, not being a relative by blood or marriage in the direct line, with whom the Employee has concluded a notarised cohabitation contract. Pensionable salary The aggregate of all the income components conferring entitlement to pension. Personal allowance Two thirds of the entitlement under the performance allowance scheme cancelled on 1 April 2005; the Personal allowance forms part of the Personal salary. Personal Development Plan Individual career and training agreements made between the Employee and Manager. Personal incremental salary The Employee’s Incremental salary plus any Scale transfer allowance or Personal incremental salary supplement. Personal incremental salary supplement A  supplement raising the Incremental end salary to the level of the Personal incremental salary and awarded where an employee is moved to a lower Salary scale. Personal Performance Plan The agreements made in advance by the Manager and the Employee for each appraisal period, on the basis of which the Employee is appraised. Personal performance allowance The allowance of 3% of the Personal incremental salary awarded to ex-ABN Employees as compensation for the reduction in the performance allowance on 1 January 1992. Personal salary The aggregate of the Personal incremental salary based on 1,872 hours and any Personal allowance, Personal performance allowance and Personal salary supplement. Personal salary supplement A supplement awarded when the new Salary payable in respect of a 1,872-hour year is less than the old Personal salary based on 1,872 hours, the statutory minimum wage or minimum youth wage or the guaranteed Salary. Promotion Placement in a higher Salary scale upon or after assignment to a higher job grade. Proportional salary The Salary calculated as a proportion of the Personal salary on the basis of the working hours.

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Result-based bonus An annual one-off payment based on the Employee’s Final appraisal rating. Retail price index for all households The Retail price index – all households series, published by Statistics Netherlands (CBS). Salary The amount actually earned in a year by an Employee (including any Personal allowance) determined on the basis of the salary system used within the Bank and the contractual working hours. Salary scale A systematically organised series of Salary amounts, starting with an Incremental starting salary and ending with an Incremental end salary. Scale transfer allowance A supplement raising the Incremental end salary to the level of the Personal incremental salary. This allowance may be awarded where an Employee is moved to a lower Salary scale or to a higher Salary scale other than by way of Promotion. The Scale transfer allowance is deducted from the last incremental advancement. Shift work Work performed in a roster that involves regular working outside the Bank’s normal working times. Sickness/sick Condition in which an Employee is unable to work for medical reasons. Supervisory Board

The Bank’s Supervisory Board.

Trade unions The Employees’ representative organisations with which this Collective Agreement has been concluded: FNV Bondgenoten, De Unie, CNV Dienstenbond and Beroepsorganisatie Banken Verzekeringen. Trainee

Employee placed on a Trainee programme of the Bank.

Work roster allowance The allowance paid for working divergent times: i.e. Shift work, non-standard times, TARGET days and Saturdays.

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notes

142

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notes

144

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