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338270 � NORMAS LEGALES

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338270 � NORMAS LEGALES

The Supervisory Board is of the opinion that the Annual Accounts and the Executive Board Report provide a true and fair view of Triodos Bank’s position. The Supervisory Board proposes that the

shareholders adopt the Annual Accounts of 2015 and discharge the members of the Executive Board for their management of Triodos Bank during 2015 and the members of the Supervisory Board for their supervision.

The Supervisory Board endorses the Executive Board’s dividend proposal, of EUR 1.95 (per depository receipt).

The Supervisory Board would like to thank all Triodos Bank’s stakeholders for their trust in Triodos Bank and the Executive Board, and all the organisation’s co- workers for their efforts. The Supervisory Board is confident that Triodos Bank will be able to meet the challenges in 2016 and will continue to act as a reference point for the banking industry. Zeist, 25 February 2016

Supervisory Board, Aart Jan de Geus, Chair David Carrington, Vice-Chair Ernst Jan Boers

Mathieu van den Hoogenband Udo Philipp

Biographies

Aart Jan de Geus (1955), Chair

Aart Jan de Geus is Chair of the bank’s Supervisory Board and a Member of Triodos Bank's Nomination and Compensation Committee. He is Chair and CEO of the Bertelsmann Stiftung, a German think-tank. Before, he was Deputy Secretary-General at the Organisation for Economic Cooperation and Development (OECD) and Minister of Social Affairs and Employment in the Dutch Government

(2002-2007). He was also a partner at Boer & Croon Strategy & Management Group and worked for the Industriebond CNV and Vakcentrale CNV. Aart Jan de Geus was first appointed in 2014 and his present term expires in 2018. He is of Dutch nationality and does not own any Triodos Bank depository receipts.

Ernst-Jan Boers (1966)

Ernst-Jan Boers is a Member of Triodos Bank’s Audit and Risk Committee. He was Chief Executive Officer at SNS Retail Bank until March 2014 where he

previously also held the position of Chief Financial Risk Officer. He worked at ABN AMRO Hypotheken Groep B.V. until March 2007 including a role as Chief Financial Officer. Prior to that he worked at Reaal Groep N.V. as the head of Internal Audit and as a Controller. He is Board Member of Stichting Nationaal Energiebespaarfonds, a financial Member of the Board of Coöperatie Medische Staf Gelre U.A. and a Member of the Supervisory Board of Coöperatie Univé U.A.. Ernst-Jan Boers was first appointed in 2014 and his present term expires in 2018. He is of Dutch nationality and does not own any Triodos Bank depository receipts.

David Carrington (1946)

David Carrington is Vice-Chair of Triodos Bank’s Supervisory Board and a Member of Triodos Bank's Audit and Risk committee. He has been an

independent consultant since 2001, specialising in the development of philanthropy and social finance and in the governance of charities and social enterprises. He draws on 25 years’ experience of senior management positions in charities – the last 13 as Chief Executive – and as a Board Member with a wide range of organisations in the UK. He is a non- executive Director of Big Society Capital, Chair of the Programme Board of Inspiring Impact, a Member of the Advisory Group to the Stepping Stones Fund of City Bridge Trust and a Member of the Advisory Board of the US Centre for Effective Philanthropy. He is a director of the SOFII Foundation and GULAN. David Carrington was first appointed in 2009 and his present term expires in 2017. He is of British

nationality and does not own any depository receipts.

Mathieu van den Hoogenband (1944)

Mathieu van den Hoogenband is Chair of Triodos Bank's Nomination and Compensation Committee. He is the former President of the Executive Board of the Weleda Group AG in Arlesheim, Switzerland. He is a Member of the Shareholders Council of Rhea Holding BV (Eosta BV), Chair of the Supervisory Board of Stichting Widar 1st line Health Organisation and Member of the Advisory Council of the

Antroposophical Medical Faculty of the private University Witten/Herdecke. Mathieu van den Hoogenband teaches Leadership and Ethics in Business, Life Stages, and International Marketing Management at the SRH Business School Berlin and Alanus Hochschule in Bonn-Alfter. Mathieu van den Hoogenband was first appointed in 2007 and his present term expires in 2017. He is of Dutch nationality and owns 978 Triodos Bank depository receipts.

Udo Phillip (1964)

Udo Philipp is a Member of Triodos Bank’s Nomination and Compensation Committee. He is an advisor to Sven Giegold, Member of the European Parliament in Brussels, and Dr. Gerhard Schick, Member of the Bundestag in Berlin (both German Green Party). He was Managing Director and Founding Partner of the German subsidiary of EQT Partners based in Munich and held various senior positions at EQT. Prior to this Udo Philipp was CFO of Bertelsmann Professional Information, Munich and CEO of its medical publishing division, Private Secretary to the Federal Minister of Economics and consultant. He started his career in corporate banking with Dresdner Bank. Udo Philipp was first appointed in 2015 and his present term expires in 2019. He is of German nationality and does not own any Triodos Bank depository receipts.

Carla van der Weerdt (1964)

Carla van der Weerdt is Chair of Triodos Bank's Audit and Risk committee. She is the owner and Director of Accent Organisatie Advies B.V. She had a banking career for fifteen years in ABN AMRO Bank NV, amongst others as the CFO/COO of Global Transaction Banking, as the Global Head of Operational Risk Management and as the Global Head of Risk Management & Compliance in Asset Management. Carla van der Weerdt is a Member of the Supervisory Board and Chair of the Audit Committee of BinckBank N.V. and a member of the Supervisory Board of DSW Zorgverzekeraar U.A. Carla van der Weerdt was first appointed in 2010 and her present term expires in 2018. She is of Dutch nationality and does not own any Triodos Bank depository receipts.

Consolidated Balance Sheet as at 31 December 2015 Consolidated Profit and Loss Account for 2015

Consolidated Statement of Comprehensive Income for 2015 Consolidated Statement of Changes in the Equity for 2015 Consolidated Cashflow Statement for 2015

Notes to the Consolidated Financial Statements Segment Reporting

Capital Instruments Main Features Solvency

Leverage Ratio

Risk Management

Company Balance Sheet as at 31 December 2015 Company Profit and Loss Account for 2015

Company Statement of Changes in the Equity for 2015 Notes to the Company’s Financial Statements

Other Information

Combined independent auditor’s and assurance report

52 53 54 56 58 59 92 104 108 112 114 160 161 162 164 171 172

Annual Accounts 2015

Triodos Bank NV

Consolidated Balance Sheet