Contents Management report Corporate governance Consolidated financial statements Financial statements Pillar 3 Certificates per member of the Executive Board Several members of the Executive Board have invested in Rabobank Certificates personally and/or via their own pension B.V. (private limited liability company). At year-end 2015, the number of certificates totalled 12,166. Number of certificates per member of the Executive Board A. Bruggink 12,166 Benchmark The remuneration ofthe Executive Board members was compared with two external reference markets - one financial and one non-financial - by an external agency (Hay Group) in 2014. It was decided not to use a single combined group, as there are too many differences in the underlying dynamics within those two groups. Both reference groups include listed and non-listed companies.The financial, sector-specific reference market was defined within an international/European context and includes the following companies: Crédit Agricole, Banco Santander, Société Générale, Groupe BPCE, UniCredit, ING Bank, Nordea Bank, Intesa Sanpaolo, BBVA, Commerzbank, Danske Bank, DZ Bank, ABN AMRO and Caixabank.The non- financial group of cross-industry companies in the Netherlands was determined by selecting companies that are comparable in terms of their size and complexity and includes the following companies: ABN AMRO, AEGON, Ahold, Akzo Nobel, DSM, FrieslandCampina, Heineken, ING Bank, ING Verzekeringen, KPN, Philips, Randstad, SHV Holding and TNT Express. The aggregate remuneration of all the members ofthe Executive Board was within the bottom 25% of both reference groups, and was therefore well below the median ofthe reference market.The Executive Board is not eligible for short- term or long-term variable remuneration, although these are elements of remuneration that are customarily offered in the rest ofthe market. The current scale maximums for the Executive Board were set on the basis of a representative peer group in 2008 and have not been changed since that time. The Supervisory Board saw no reason in the results ofthe benchmarking in 2014 to adjust the levels of remuneration of the Executive Board. As a cooperative bank, Rabobank feels comfortable with the current remuneration ofthe Executive Board and will continue to consider developments in the market in future decisions concerning levels of remuneration. Performance management The members ofthe Executive Board are all designated as Identified Staff. Accordingly, the performance targets ofthe Executive Board comply with the distribution prescribed for Identified Staff between group targets, business unit targets and individual targets. At least 50% ofthe performance targets consist of non-financial targets. In 2015, all members ofthe Executive Board were subject to joint targets in the following areas: customer satisfaction and reputation (NPS, CES), overall financial performance (ROIC, CET1), strategy, control and compliance, employee satisfaction and motivation (employee satisfaction survey), management development and diversity, culture change (culture survey), collaboration, sustainability, and risk management and risk awareness. Development of remuneration package As previously stated, the salary scales for the members of the Executive Board have not been adjusted for inflation or increased in any other way since 2008. Furthermore, the variable pay for the Executive Board was eliminated in 2013, while the rest ofthe remuneration package remained unchanged. The chart below shows the development ofthe overall Executive Board remuneration package, including pension (policy levels), over the past five years as indices compared to 2011 .The index for 2015 is 67, meaning the overall remuneration package has fallen by 33% in a period of five years, while the consumer price index rose by almost 7% in that same period. The peak in the graph in 2012 is connected to the elimination ofthe senior management supplement for the Executive Board in that year; a non-recurring compensation Overall remuneration package for the Executive Board 2011100 140 120 100 80 60 40 20 0 11 2011 2012 I Executive Board I Consumer price index 2013 2014 2015 106 Rabobank Annual Report 2015

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Annual Reports Rabobank | 2015 | | pagina 107