We believe that corporate governance codes that meet high international standards significantly boost confidence in Dutch companies and benefit the business climate in the Netherlands.

Given the international environment in which we operate, strict Dutch corporate governance standards, aligned with internationally accepted norms, are also to the Group’s advantage. We trust that by giving our shareholders and other stakeholders a full description of our governance structure, their confidence in us will be further enhanced.

Dutch Corporate Governance Code

Even though ABN AMRO, as a non-listed company, is not required to adhere to the Dutch Corporate Governance Code, we continue to place a high value on a transparent governance structure and we adhere substantially to this code. Any deviations from it will be explained in our Annual Report.

Dutch Banking Code

In 2009, the Advisory Committee on the Future of Banks made recommendations for improving the performance of the Dutch banking sector to help restore trust in banks. Dutch banks and the Netherlands Bankers’ Association teamed up to translate the Advisory Committee’s recommendations into best practices, which are included in the Code. The Banking Code came into effect on 1 January 2010 and sets out principles that banks should adhere to in terms of corporate governance, risk management, audit and remuneration. A Banking Code Monitoring Committee was set up to monitor the progress made by banks in implementing the Banking Code which published its first full report in December 2011.

As one of the banks involved in drawing up the Dutch Banking Code, we at ABN AMRO are committed to promoting compliance with the principles that it embodies, as they will play an important part in restoring trust in the banking industry. As such, we are dedicated to translating the principles of the Banking Code into policies, and then to putting these policies into practice. These policies are applied in full to all relevant entities within the ABN AMRO group, including all subsidiaries with a banking licence granted by DNB, aiming to ensure that the intentions behind the Banking Code are properly reflected and adhered to in all parts of the organisation. You can read more about how the principles of the Dutch Banking Code are applied by the businesses operating under the ABN AMRO Bank N.V. banking license in the document Compliance with the Dutch Banking Code by ABN AMRO.

In view of the varying business activities, organisation and risk frameworks of the ABN AMRO subsidiaries with their own banking licences, implementation of group-wide policies and standards may differ between subsidiaries. This is explained in more detail in the section ABN AMRO’s subsidiaries and the Dutch Banking Code. Compliance with the Banking Code is actively monitored by the Audit department and reported on in ABN AMRO’s Annual Report.

All members of the Managing Boards of ABN AMRO and its subsidiaries with a banking licence granted by DNB have signed the Declaration of Moral and Ethical Conduct required by the Code and work with their respective Supervisory Boards to ensure that the principles in the Code are implemented and complied with throughout the organisation. Furthermore, the full text of the Declaration of Moral and Ethical Conduct has been included in the terms of the employment contracts of all members of ABN AMRO’s senior management in the Netherlands.