Bond ING Groep 12.5% ( XS1353059790 ) in RUB

Issuer ING Groep
Market price 100 %  ▼ 
Country  Netherlands
ISIN code  XS1353059790 ( in RUB )
Interest rate 12.5% per year ( payment 1 time a year)
Maturity 30/01/2017 - Bond has expired



Prospectus brochure of the bond ING Bank XS1353059790 in RUB 12.5%, expired


Minimal amount 20 000 000 RUB
Total amount 500 000 000 RUB
Detailed description ING Bank is a multinational banking and financial services corporation headquartered in Amsterdam, offering a wide range of banking products and services to individuals and businesses globally.

The Bond issued by ING Groep ( Netherlands ) , in RUB, with the ISIN code XS1353059790, pays a coupon of 12.5% per year.
The coupons are paid 1 time per year and the Bond maturity is 30/01/2017







ING Bank N.V.
(Incorporated in The Netherlands with its statutory seat in Amsterdam)
ING Bank N.V., Sydney Branch
(Australian Business Number 32 080 178 196)
(Incorporated in The Netherlands with its statutory seat in Amsterdam)
ING Americas Issuance B.V.
(Incorporated in The Netherlands with its statutory seat in Amsterdam)
40,000,000,000
Global Issuance Programme
Base Prospectus for the issuance of Medium Term Notes and Inflation Linked Notes
Under this Global Issuance Programme (the "Programme"), (i) ING Bank N.V. (the "Global Issuer", which expression shall include any Substituted
Debtor (as defined in Condition 17 of the Terms and Conditions of the Notes), "ING Bank" or the "Bank") may from time to time issue notes (the "Notes", as more
fully defined herein), (ii) ING Bank N.V., Sydney Branch (the "Australian Issuer") may from time to time issue Notes and transferable deposits and (iii) ING
Americas Issuance B.V. (the "Americas Issuer", which expression shall include any Substituted Debtor (as defined in Condition 17 of the Terms and Conditions of
the Notes)) may from time to time issue Notes guaranteed by ING Bank N.V. (ING Bank N.V. in its capacity as guarantor under the Notes issued by the Americas
Issuer, the "Guarantor").
This Base Prospectus was approved by the Netherlands Authority for the Financial Markets (the "AFM") for the purposes of the Prospectus Directive
(Directive 2003/71/EC), as amended, to the extent that such amendments have been implemented in the relevant Member State of the European Economic Area (the
"Prospectus Directive"), on 29 June 2015 in respect of the issue by the Issuers of PD Notes (as defined below). The AFM has provided the competent authorities in
each of Belgium, France, Italy, Luxembourg and Malta with a certificate of approval attesting that this Base Prospectus has been drawn up in accordance with the
Prospectus Directive.
Notes to be issued under the Programme during the period of twelve months from the date of this Base Prospectus, which are:
(a) offered to the public in the European Economic Area in circumstances which require the publication of a prospectus under the Prospectus Directive,
whether or not such Notes are listed and admitted to trading on any market; or
(b) (i) admitted to trading on Euronext in Amsterdam, a regulated market of Euronext Amsterdam N.V. ("Euronext Amsterdam"); (ii) admitted to the
official list of the Luxembourg Stock Exchange (the "Official List"); (iii) admitted to trading on the regulated market of the Luxembourg Stock Exchange (the
"Luxembourg Stock Exchange"); (iv) (with respect to the Global Issuer only) admitted to trading on the regulated market of Euronext Paris S.A. ("Euronext
Paris"); (v) (with respect to the Global Issuer only) admitted to trading on a regulated market of Borsa Italiana S.p.A. (the "Italian Stock Exchange"); (vi) admitted
to trading on another regulated market within the European Economic Area or (vii) admitted to trading on an unregulated market as defined under Directive
2004/39/EC of the European Parliament and of the Council on markets in financial instruments, as amended from time to time (the "Markets in Financial
Instruments Directive"),
are hereinafter referred to as "PD Notes". PD Notes may be issued in any denomination as agreed between the relevant Issuer and the relevant Dealer(s) (as defined
herein), and any PD Notes which have a denomination of less than 100,000 (or its equivalent in any other currency) are referred to hereinafter as "Non-Exempt PD
Notes" and any PD Notes which have a denomination of at least 100,000 (or its equivalent in any other currency at the date of issue of the Notes) are referred to
hereinafter as "Exempt PD Notes".
The Issuers may also issue unlisted Notes and/or Notes not admitted to trading on any regulated market within the European Economic Area and, where
such Notes are, in addition, issued with a minimum denomination of at least 100,000 (or its equivalent in any other currency at the date of issue of the Notes) or
otherwise fall within an exemption from the requirement to publish a prospectus under the Prospectus Directive, such Notes are hereinafter referred to as "Exempt
Notes".
The Global Issuer and the Australian Issuer may from time to time issue PD Notes (which may be Non-Exempt PD Notes or Exempt PD Notes) and Exempt
Notes. The Americas Issuer may from time to time issue Exempt PD Notes and Exempt Notes.
The AFM has neither approved nor reviewed information contained in this Base Prospectus in connection with the issue of any Exempt Notes.
Prospective investors should have regard to the factors described under the section headed "Risk Factors" of this Base Prospectus.
This Base Prospectus should be read and construed in conjunction with the relevant Registration Document (as defined herein).
Arranger
ING
BASE PROSPECTUS (LEVEL 1)
Dated 29 June 2015


TABLE OF CONTENTS
Page
SUMMARY RELATING TO NON-EXEMPT PD NOTES ............................................................................... 2
RISK FACTORS............................................................................................................................................... 63
DOCUMENTS INCORPORATED BY REFERENCE .................................................................................... 92
OVERVIEW OF THE PROGRAMME ............................................................................................................ 94
DESCRIPTION OF THE NOTES, KEY FEATURES OF THE NOTES AND AN EXPLANATION OF
HOW THE VALUE OF THE NOTES IS AFFECTED BY THE VALUE OF THE REFERENCE
ITEM(S). ................................................................................................................................................ 107
CONSENT TO USE OF THIS BASE PROSPECTUS................................................................................... 138
NOMINAL AMOUNT OF THE PROGRAMME .......................................................................................... 144
FORM OF THE NOTES................................................................................................................................. 145
DTC INFORMATION ­ REGISTERED NOTES ISSUED BY THE GLOBAL ISSUER AND THE
AMERICAS ISSUER............................................................................................................................. 153
GENERAL TERMS AND CONDITIONS OF THE NOTES......................................................................... 155
TERMS AND CONDITIONS OF INFLATION LINKED NOTES ............................................................... 230
FORM OF FINAL TERMS OF THE NOTES................................................................................................ 248
USE OF PROCEEDS...................................................................................................................................... 326
TAXATION..................................................................................................................................................... 327
ERISA AND CERTAIN OTHER U.S. CONSIDERATIONS......................................................................... 375
SUBSCRIPTION AND SALE........................................................................................................................ 377
ADDITIONAL AUSTRALIAN AND CANADIAN INFORMATION.......................................................... 405
GENERAL INFORMATION.......................................................................................................................... 411
1


SUMMARY RELATING TO NON-EXEMPT PD NOTES
This summary applies only to Non-Exempt PD Notes issued by ING Bank N.V. (the "Global Issuer")
and ING Bank N.V., Sydney Branch (the "Australian Issuer").
Summaries are made up of disclosure requirements known as "Elements". These Elements are numbered
in Sections A to E (A.1 to E.7). This summary contains all the Elements required to be included in a summary for
the Notes and the Issuers. Because some Elements are not required to be addressed, there may be gaps in the
numbering sequence of the Elements. Even though an Element may be required to be inserted in a summary
because of the nature of the Notes and the Issuers, it is possible that no relevant information can be given regarding
the Element. In this case, a short description of the Element should be included in the summary with the mention of
"Not Applicable".
Section A­ Introduction and warnings
Element
A.1
Warning and
This summary must be read as an introduction to the Base Prospectus. Any
introduction
decision to invest in the Notes should be based on a consideration of the Base
Prospectus as a whole, including any documents incorporated by reference.
Where a claim relating to the information contained in the Base Prospectus is
brought before a court, the plaintiff may, under the national legislation of
Member States of the European Economic Area where the claim is brought, be
required to bear the costs of translating the Base Prospectus before the legal
proceedings are initiated. Civil liability attaches only to those persons who have
tabled the summary, including any translation thereof, but only if the summary is
misleading, inaccurate or inconsistent when read together with the other parts of
the Base Prospectus or it does not provide, when read together with the other
parts of the Base Prospectus, key information in order to aid investors when
considering whether to invest in the Notes.
A.2
Consent by the
Programme summary
Issuer to the use
The relevant Issuer may provide its consent to the use of the Base Prospectus
of the Base
and the applicable Final Terms for subsequent resale or final placement of Notes
Prospectus for
by financial intermediaries to whom the Issuer has given its consent to use the
subsequent resale
Base Prospectus (an "Authorised Offeror"), provided that the subsequent resale
or final placement or final placement of Notes by such financial intermediaries is made during the
by financial
Offer Period specified in the applicable Final Terms. Such consent may be
intermediaries
subject to conditions which are relevant for the use of the Base Prospectus.
during the offer
In the context of any Public Offer of Notes, the relevant Issuer accepts
period indicated,
responsibility, in each of the Public Offer Jurisdictions, for the content of the
and the
Base Prospectus in relation to any person (an "Investor") who purchases any
conditions
Notes in a Public Offer made by a Dealer or an Authorised Offeror, where that
attached to such
offer is made during the Offer Period (as specified in the applicable Final
consent
Terms).
Consent
The relevant Issuer consents and (in connection with paragraph (D) below)
offers to grant its consent to the use of the Base Prospectus (as supplemented at
the relevant time, if applicable) in connection with any Public Offer of a Tranche
2


Element
of Notes in the Public Offer Jurisdictions specified in the applicable Final Terms
during the Offer Period specified in the applicable Final Terms by:
Specific consent
(A)
the Dealer or Managers specified in the applicable Final Terms;
(B)
any financial intermediaries specified in the applicable Final Terms; and
(C)
any other financial intermediary appointed after the date of the
applicable Final Terms and whose name is published on the relevant
Issuer's website (https://www.ingmarkets.com/en-nl/ing-markets/) and
identified as an Authorised Offeror in respect of the relevant Public
Offer; and
General consent
(D)
if General Consent is specified in the applicable Final Terms as
applicable, any other financial intermediary which (a) is authorised to
make such offers under the Markets in Financial Instruments Directive;
and (b) accepts such offer by publishing on its website a statement that
it agrees to use the Base Prospectus in accordance with the Authorised
Offeror Terms and subject to the conditions to such consent.
Common conditions to consent
The conditions to the relevant Issuer's consent are (in addition to the conditions
described in paragraph (D) above if Part B of the Final Terms specifies "General
Consent" as "Applicable") that such consent:
(a) is only valid in respect of the relevant Tranche of Non-Exempt PD Notes;
(b) is only valid during the Offer Period specified in the applicable Final
Terms; and
(c) only extends to the use of the Base Prospectus to make Public Offers of the
relevant Tranche of Non-Exempt PD Notes in one or more of the Public
Offer Jurisdictions, as specified in the applicable Final Terms.
Issue specific summary
[Consent: Subject to the conditions set out below, the Issuer consents to the use
of the Base Prospectus in connection with a Public Offer (as defined below) of
Notes by the [Dealer][Manager][s][Issuer], [], [and] [each financial
intermediary whose name is published on the Issuer's website
(https://www.ingmarkets.com/en-nl/ing-markets/)
and
identified
as
an
Authorised Offeror in respect of the relevant Public Offer] [and any financial
intermediary which is authorised to make such offers under the applicable
legislation implementing Directive 2004/39/EC (the "Markets in Financial
Instruments Directive") and publishes on its website the following statement
(with the information in square brackets duly completed with the relevant
information):
"We, [specify legal name of financial intermediary], refer to the offer of
[specify title of relevant Notes] (the "Notes") described in the Final Terms
dated [specify date] (the "Final Terms") published by [ING Bank N.V.]/[ING
3


Element
Bank N.V., Sydney Branch] (the "Issuer"). In consideration of the Issuer
offering to grant its consent to our use of the Base Prospectus (as defined in the
Final Terms) in connection with the offer of the Notes in [Belgium, France,
Italy, Luxembourg, Malta and The Netherlands] during the Offer Period in
accordance with the Authorised Offeror Terms (as specified in the Base
Prospectus), we accept the offer by the Issuer. We confirm that we are
authorised under the Markets in Financial Instruments Directive to make, and
are using the Base Prospectus in connection with, the Public Offer accordingly.
Terms used herein and otherwise not defined shall have the same meaning as
given to such terms in the Base Prospectus."
A "Public Offer" of Notes is an offer of Notes (other than pursuant to Article
3(2) of the Prospectus Directive) in [Belgium, France, Italy, Luxembourg,
Malta and The Netherlands] during the Offer Period specified below. Those
persons to whom the Issuer gives its consent in accordance with the foregoing
provisions are the "Authorised Offerors" for such Public Offer.
Offer Period: The Issuer's consent referred to above is given for Public Offers
of Notes during the period from [] to [] (the "Offer Period").
Conditions to consent: The conditions to the Issuer's consents [(in addition to
the conditions referred to above)] are such that consent: (a) is only valid in
respect of the relevant Tranche of Notes; (b) is only valid during the Offer
Period; [and] (c) only extends to the use of the Base Prospectus to make Public
Offers of the relevant Tranche of Notes in [Belgium, France, Italy,
Luxembourg, Malta and The Netherlands] [; and (d) []].
An investor intending to acquire or acquiring Notes in a Public Offer from an
Authorised Offeror other than the Issuer will do so, and offers and sales of such
Notes to an investor by such Authorised Offeror will be made, in accordance
with any terms and other arrangements in place between such Authorised
Offeror and such investor, including as to price, allocations, expenses and
settlement arrangements.
Each investor must look to the relevant Authorised Offeror at the time of
any such Public Offer for the provision of information regarding the terms
and conditions of the Public Offer and the Authorised Offeror will be solely
responsible for such information.]
Section B ­ Issuer
Element
Title
B.1
Legal and
(Complete for Notes issued by the Global Issuer)
commercial name
[ING Bank N.V. (the "Global Issuer" or the "Issuer")]
of the Issuer
(Complete for Notes issued by the Australian Issuer)
[ING Bank N.V., Sydney Branch (the "Australian Issuer" or the "Issuer")]
4


Element
Title
B.2
The domicile and
(Complete for Notes issued by the Australian Issuer)
legal form of the
[ING Bank N.V., Sydney Branch is the Sydney, Australia branch of ING Bank
Issuer, the
N.V. and is not a standalone or separately incorporated legal entity and does not
legislation under
have any share capital.]
which the Issuer
ING Bank N.V. is a public limited company (naamloze vennootschap)
operates and its
incorporated under the laws of The Netherlands on 12 November 1927, with its
country of
corporate seat (statutaire zetel) in Amsterdam, The Netherlands.
incorporation
B.4b
A description of
The results of operations of ING Bank N.V. (including ING Bank N.V., Sydney
any known trends
Branch) are affected by demographics and by a variety of market conditions,
affecting the
including economic cycles, banking industry cycles and fluctuations in stock
Issuer and the
markets, interest and foreign exchange rates, political developments and client
industries in
behaviour changes.
which it operates
Macroeconomic developments in 2014
In 2014, the development trajectories of the US and the UK on the one hand,
and Europe on the other, diverged. The US economy continued to grow steadily
and the Federal Reserve (Fed) was able to end part of its unconventional
monetary policies, the monthly buying of securities (i.e. quantitative easing).
For investors worldwide, one question dominated the picture in the second half
of the year: when would the Fed start raising rates? This is expected sometime
in 2015. The UK also saw healthy economic growth with interest rate increases
expected there in 2015 as well.
Meanwhile in the Eurozone, the recovery remained weak, unstable and uneven.
Persistently low inflation (averaging 0.4 percent in 2014) and worries about
imminent deflation prompted the European Central Bank (ECB) to take a series
of unconventional measures. The main refinancing rate was lowered to 0.05
percent in 2014, while the interest rate on deposits held by banks at the ECB
moved into negative territory, to -0.2 percent. The ECB implemented
conditional long-term refinance operations and announced purchase
programmes for covered bonds and asset-backed securities.
The Dutch economy, with its housing market stabilised and domestic demand
no longer acting as a drag on growth, performed slightly better than the
Eurozone average.
Meanwhile the Italian recession continued. The French economy
underperformed while the German economy decelerated as the loss of
momentum in emerging markets, ongoing tensions in eastern Ukraine and
sanctions imposed on and by Russia affected exports. A weakening euro during
2014 was one positive for European exports.
With the European economic recovery still distinctly lacklustre, the last quarter
of 2014 saw the ECB repeatedly allude to possible additional measures in 2015.
Quantitative easing was subsequently announced in January 2015.
Financial markets rallied for most of 2014, with US stock markets reaching
record highs. Yields on US Treasury bonds moved with changing expectations
for the timing of future Fed interest hikes. European stock markets followed the
US upwards, although as the year progressed the effects of the crisis in Ukraine
5


Element
Title
and the weakness of the European recovery started to weigh more on markets.
European bond yields fell and spreads between European sovereigns decreased
in line with ECB policy.
Progress on regulatory initiatives that are most relevant to ING Bank N.V.
(including ING Bank N.V., Sydney Branch)
November 2014, saw the start of the Single Supervisory Mechanism (SSM).
The ECB took over responsibility for the supervision of the major European
banks. The ECB had already prepared the ground with a comprehensive
assessment of all supervised banks to test the stability of the financial system in
stressed conditions.
In 2014, agreement was also reached on the Single Resolution Mechanism
(SRM) consisting of a Single Resolution Board (SRB) and a Single Resolution
Fund (SRF). The SRM will apply to banks covered by the SSM to ensure an
orderly resolution of failing banks within the Eurozone.
The Capital Requirements Directive IV (CRD IV) came into force on 1 January
2014. This, and later refinements, implemented European regulation on capital,
liquidity and other aspects such as remuneration. Broadly speaking, CRD IV is
an essential step towards a single rule book in the European Union.
The Bank Recovery and Resolution Directive (BRRD) also came into effect in
2014. This requires European banks and authorities to put recovery and
resolution plans in place and mandates the establishment of national resolution
funds to be financed by banks.
In 2014, EU agreement was reached regarding a revision of the Deposit
Guarantee Scheme (DGS) directive. EU Member States are obliged to build up
ex-ante deposit guarantee funds of an (in principle) minimum target size of 0.8
percent of covered deposits in 10 years. Banks' contributions will be risk based
taking into account EBA guidance. The DGS directive will be applicable as of
2015 and ING Bank N.V. (including ING Bank N.V., Sydney Branch) will start
to contribute to the Dutch DGS fund as of mid-2015.
Further, there have been various regulatory developments that impact the
product offerings and therefore the customers of ING Bank N.V. (including ING
Bank N.V., Sydney Branch) directly, currently or in future years. Other
important reforms in this regard seek to enhance an efficient and competitive
internal market for consumers by removing barriers to cross-border activity and
promoting a level playing field between providers, e.g. the European Mortgages
Credit Directive. Besides this, the improvement of the European payments
market also remains an important objective, and is addressed by the Payments
Services Directive II.
Finally, the Dutch Parliament has approved the introduction of the Banker's
Oath, a set of principles that reconfirms the industry's commitment to ethical
behaviour. From 1 January 2015, it includes a disciplinary sanction mechanism
for all Netherlands-based employees. Oath taking has been a requirement
already for Members of the Executive and Supervisory Boards since 1 January
2013. The adopted legislation extends this to all internal and external employees
working in The Netherlands who have a contract of employment with ING
6


Element
Title
Bank N.V. (including ING Bank N.V., Sydney Branch).
Fluctuations in equity markets
The operations of ING Bank N.V. (including ING Bank N.V., Sydney Branch)
are exposed to fluctuations in equity markets. ING Bank N.V. (including ING
Bank N.V., Sydney Branch) maintains an internationally diversified and mainly
client-related trading portfolio. Accordingly, market downturns are likely to lead
to declines in securities trading and brokerage activities which it executes for
customers and, therefore, to a decline in related commissions and trading
results. In addition to this, ING Bank N.V. (including ING Bank N.V., Sydney
Branch) also maintains equity investments in its own non-trading books.
Fluctuations in equity markets may affect the value of these investments.
Fluctuations in interest rates
The operations of ING Bank N.V. (including ING Bank N.V., Sydney Branch)
are exposed to fluctuations in interest rates. Mismatches in the interest repricing
and maturity profile of assets and liabilities in the balance sheet of ING Bank
N.V. (including ING Bank N.V., Sydney Branch) can affect the future interest
earnings and economic value of the underlying banking operations of ING Bank
N.V. (including ING Bank N.V., Sydney Branch). In addition, changing interest
rates may impact the (assumed) behaviour of our customers, impacting the
interest rate exposure, interest hedge positions and future interest earnings,
solvency and economic value of the underlying banking operations of ING
Bank N.V. (including ING Bank N.V., Sydney Branch). In the current low (and
potentially negative) interest rate environment in the Eurozone, the stability of
future interest earnings and margin also depends on the ability to actively
manage pricing of customer assets and liabilities. Especially, the pricing of
customer savings portfolios in relation to repricing customer assets and other
investments in the balance sheet is a key factor in the management of the
interest earnings of ING Bank N.V. (including ING Bank N.V., Sydney Branch).
Fluctuations in exchange rates
ING Bank N.V. (including ING Bank N.V., Sydney Branch) is exposed to
fluctuations in exchange rates. The management by ING Bank N.V. (including
ING Bank N.V., Sydney Branch) of exchange rate sensitivity affects the results
of its operations through the trading activities for its own account and because it
prepares and publishes its consolidated financial statements in euros. Because a
substantial portion of the income and expenses of ING Bank N.V. (including
ING Bank N.V., Sydney Branch) is denominated in currencies other than euros,
fluctuations in the exchange rates used to translate foreign currencies into euros
will impact its reported results of operations and cash flows from year to year.
This exposure is mitigated by the fact that realised results in non-euro
currencies are hedged back to euros on a monthly basis.
B.5
A description of
ING Bank N.V. (including ING Bank N.V., Sydney Branch) is part of ING
the Issuer's group
Groep N.V. ("ING Group"). ING Group is the holding company of a broad
and the Issuer's
spectrum of companies (together called "ING") offering banking services to
position within
meet the needs of a broad customer base. ING Bank N.V. (including ING Bank
the group
N.V., Sydney Branch) is a wholly-owned, non-listed subsidiary of ING Group
7


Element
Title
and currently offers retail banking services to individuals, small and medium-
sized enterprises and mid-corporates in Europe, Asia and Australia and
commercial banking services to customers around the world, including
multinational
corporations,
governments,
financial
institutions
and
supranational organisations.
(Complete for Notes issued by the Australian Issuer)
[ING Bank N.V., Sydney Branch is the Sydney, Australia branch of ING Bank
N.V. and is the holder of an Australian Financial Services Licence.]
B.9
Profit forecast or
Not Applicable. ING Bank N.V. (including ING Bank N.V., Sydney Branch) has
estimate
not made any public profit forecasts or profit estimates.
B.10
Qualifications in
Not Applicable. The audit reports on the audited financial statements of ING
the Auditors'
Bank N.V. (including ING Bank N.V., Sydney Branch) for the years ended 31
report
December 2013 and 31 December 2014 are unqualified.
B.12
Selected
Key Consolidated Figures ING Bank N.V.(1)
historical key
(EUR millions)
2014
2013
financial
Balance sheet(2)
information /
Significant or
Total assets .........................................................
828,602
787,566
material adverse
Total equity.........................................................
38,686
33,760
change
Deposits and funds borrowed(3) ..........................
640,243
624,274
Loans and advances
518,119
508,329
Results(4)
Total income.......................................................
15,674
15,327
Operating expenses.............................................
10,225
8,805
Additions to loan loss provisions........................
1,594
2,289
Result before tax.................................................
3,855
4,233
Taxation..............................................................
1,032
1,080
Net result (before minority interests) ..................
2,823
3,153
Attributable to Shareholders of the parent ..........
2,744
3,063
Ratios (in %)
BIS ratio(5) ..........................................................
15.52
16.46
Tier-1 ratio(6).......................................................
12.51
13.53
Notes:
(1)
These figures have been derived from the audited annual accounts of ING
Bank N.V. in respect of the financial years ended 31 December 2014 and
2013, respectively, provided that certain figures in respect of the financial
year ended 31 December 2013 have been restated to reflect changes in
accounting policies in 2014.
(2)
At 31 December.
8


Element
Title
(3)
Figures including Banks and Debt securities.
(4)
For the year ended 31 December.
(5)
BIS ratio = BIS capital as a percentage of Risk Weighted Assets. Note: As of
2014, these Risk Weighted Assets are based on Basel III, until 2013 they
were based on Basel II.
(6)
Tier-1 ratio = Available Tier-1 capital as a percentage of Risk Weighted
Assets. Note: As of 2014, these Risk Weighted Assets are based on Basel III,
until 2013 they were based on Basel II.
Significant or Material Adverse Change
At the date hereof, there has been no significant change in the financial position
of ING Bank N.V. (including ING Bank N.V., Sydney Branch) and its
consolidated subsidiaries since 31 December 2014.
At the date hereof, there has been no material adverse change in the prospects of
ING Bank N.V. (including ING Bank N.V., Sydney Branch) since 31 December
2014.
B.13
Recent material
Not Applicable. There are no recent events particular to ING Bank N.V.
events particular
(including ING Bank N.V., Sydney Branch) which are to a material extent
to the Issuer's
relevant to the evaluation of the solvency of ING Bank N.V. (including ING
solvency
Bank N.V., Sydney Branch).
B.14
Dependence upon The description of the group and the position of ING Bank N.V. (including ING
other group
Bank N.V., Sydney Branch) within the group is given under B.5 above.
entities
Not Applicable. ING Bank N.V. (including ING Bank N.V., Sydney Branch) is
not dependent upon other entities within ING Group.
B.15
A description of
ING Bank N.V. (including ING Bank N.V., Sydney Branch) currently offers
the Issuer's
retail banking services to individuals, small and medium-sized enterprises and
principal
mid-corporates in Europe, Asia and Australia and commercial banking services
activities
to customers around the world, including multinational corporations,
governments, financial institutions and supranational organisations.
B.16
Extent to which
ING Bank N.V. (including ING Bank N.V., Sydney Branch) is a wholly-owned,
the Issuer is
non-listed subsidiary of ING Groep N.V.
directly or
indirectly owned
or controlled
B.17
Credit ratings
Programme summary
assigned to the
ING Bank N.V. (including ING Bank N.V., Sydney Branch) has a senior debt
Issuer or its debt
rating from Standard & Poor's Credit Market Services Europe Limited
securities
("Standard & Poor's"), Moody's Investors Service Ltd. ("Moody's") and Fitch
France S.A.S. ("Fitch"), details of which are contained in the relevant
Registration Document. Standard & Poor's, Moody's and Fitch are established
in the European Union and are registered under Regulation (EC) No. 1060/2009
of the European Parliament and of the Council of 16 September 2009 on credit
rating agencies, as amended from time to time (the "CRA Regulation").
9