- - - - - - Inhoudsopgave Bestuursverslag Corporate governance For all Identified Staff variable pay is no more than 100% of fixed pay, where 171 Identified Staff received no variable pay at all. The members of the supervisory board was paid 1.0 in cash, in the form of a fixed fee. As the supervisory board receives no variable pay this category Identified Staff is not included in tables 61-64. In 2015 no buy outs were awarded to Identified Staff. Severance payments were agreed upon for 10 Identified Staff for the total amount of EUR 3.1, with the highest being EUR 0.7.8 Identified Staff earned a total remuneration (including pension contributions) between EUR 1.0 and 1.5. Jaarrekening Rabobank Groep Jaarrekening Rabobank Table 62 discloses the actual payments to Identified Staff. Distinction is made between the direct payments of the cash based direct variable pay relating to 2015, and the amounts that are payable from former years (i.e. direct instruments, relating to 2014, that have been held for one year, the deferred cash relating to 2012 that has been deferred for three years and the deferred instruments relating to 2011 that have been deferred forthree years and a holding period of one year). Table 62: Actual payments to Identified Staff (former) Executive Board Retail, incl. RN Wholesale Leasing Real Estate from from In thousands of euros1 2015 former years from 2015 from formeryears from 2015 from formeryears from 2015 from formeryears from from 2015 formeryears Cash based 81 271 5,302 2,865 744 748 150 39 Instruments - 230 836 9,644 1,332 329 Table 63 shows the amounts of malus (withdrawal of conditional amounts) and claw back (withdrawal of unconditional, but not yet paid amounts) Rabobank applied to Identified Staff members in 2015. Table 63: Malus and claw back (former) Executive Board Retail, incl. RN Wholesale Leasing Real Estate In thousands of euros1 Malus Claw back Malus Claw back Malus Claw back Malus Claw back Malus Claw back Cash based 54 51 30 Instruments 56 54 33 Table 64 shows the outstanding deferred compensation for Identified Staff. Vested amounts are unconditional, but subject to a holding period of one year. The unvested amounts are conditional, and may be subject to malus in the future. Table 64: Total amount of outstanding deferred compensation for Identified Staff (former) Executive Board Retail, incl. RN Wholesale Leasing Real Estate In thousands of euros1 Vested Unvested Vested Unvested Vested Unvested Vested Unvested Vested Unvested Cash based - 5 438 74 15,250 1,975 195 Instruments - 6 418 486 8,899 13,242 1,694 2,113 199 198 Exceptions to the Group Remuneration Policy The Supervisory Board has agreed to an arrangement for employees in France, which applies in 2015 also to 2 Identified Staff. The arrangement implies that a small part of their variable pay is not subject to the Identified Staff deferral policy and paid out in cash. 1 Calculations to EUR are based on the average exchange rates Jan-Oct 2015.The DRN price is based on the average closing rates of Rabobank Certificates of 1-5 February 2016 of 110.64% (EUR 27.66). 381 11. Remuneration

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Jaarverslagen Rabobank | 2015 | | pagina 382