Shareholders are not only interested in a good long-term return on their investment, but also in having a say in decision-making. ING strives for a modern corporate governance strategy that takes into account the interests of all its stakeholders, including shareholders.
Each share in the capital of ING Groep N.V. gives entitlement to cast one vote. The voting rights can be exercised by the holder of the share.
Although depositary-receipt holders do not formally have voting rights, in practice they have the same rights to exercise a vote as shareholders. In all circumstances, ING Trust Office authorises depositary-receipt holders who attend a shareholders’ meeting in person or by proxy to cast votes at their own discretion on a number of shares equal to the number of depositary receipts that that depositary-receipt holder holds on the relevant record date.
Shareholders and depositary-receipt holders may also exercise their voting rights even if they do not attend a shareholders’ meeting by granting a proxy to a third party. Depositary-receipt holders who cannot attend a shareholders’ meeting are also entitled to issue binding voting instructions to ING Trust Office.
ING Trust Office casts its own vote on the shares it holds on which it has not granted a voting proxy or received voting instructions. When exercising its voting rights, ING Trust Office is guided primarily by the interests of the depositary-receipt holders, taking into account the interests of ING Groep N.V. and its affiliated enterprise.
Appointments members Executive Board and Supervisory Board
The General Meeting of Shareholders has the right to appoint and dismiss Executive Board and Supervisory Board members, based on a binding nomination from the Supervisory Board.
The General Meeting of Shareholders has the right to determine the annual accounts of ING Groep N.V.