ING Groep N : Notarial record of proceedings of a meeting of ING Groep N.V. 25 April 2022

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NOTE ABOUT TRANSLATION:

This document is an English translation of a document prepared in Dutch. In preparing this document, an attempt has been made to translate as literally as possible without jeopardising the overall continuity of the text. Inevitably, however, differences may occur in translation and if they do, the Dutch text will govern by law.

In this translation, Dutch legal concepts are expressed in English terms and not in their original Dutch terms. The concepts concerned may not be identical to concepts described by the English terms as such terms may be understood under the laws of other jurisdictions.

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NOTARIAL RECORD OF PROCEEDINGS OF A MEETING

(ING Groep N.V.)

At two pm (14.00 hrs) on 25 April 2022, I, Joyce Johanna Cornelia Aurelia Leemrijse, civil-law notary practising in Amsterdam, the Netherlands, was present at the general meeting of shareholders (the General Meeting) of ING Groep N.V., a public limited liability company under Dutch law (naamloze vennootschap) having its official seat in Amsterdam, the Netherlands, its office address at Bijlmerdreef 106, 1102 CT Amsterdam, the Netherlands, and registered in the Dutch Commercial Register under number 33231073 (ING Groep N.V. or ING Group or ING or the Company), at the request of the Supervisory Board of the Company (the Supervisory Board), held at the head office of ING, Cedar Building, Bijlmerdreef 106, 1102 CT Amsterdam, the Netherlands, for the purpose of preparing a notarial record of the proceedings of the meeting.

I, civil-law notary, established the following:

In accordance with the provisions of Article 32.1 of the articles of association of ING (the Articles of Association), Mr G.J. Wijers, chairman of the Supervisory Board, chaired the General Meeting (the chairman).

1. Opening remarks and announcements

The chairman opened the meeting and welcomed the shareholders of ING Groep N.V. and the representatives of the Central Works Council present in the room and attending remotely. The meeting was a hybrid meeting taking place in Cedar, ING's head office.

The members of the Supervisory Board and the Executive Board and a number of shareholders were present in the building today. Other shareholders were following the meeting remotely via the live webcast or via the online eVote platform.

The chairman started by making some practical announcements. He then introduced the members of the Supervisory Board and the Executive Board visible to the shareholders. From the Supervisory Board: Herna Verhagen (chairwoman of the Remuneration Committee), Margarete Haase (chairwoman of the Audit Committee), Mike Rees (chairman of the Risk Committee) and Hans Wijers (chairman). From the Executive Board: Steven van Rijswijk (chief executive officer and chairman of the Executive Board), Tanate Phutrakul (chief financial officer) and Ljiljana Čortan (chief risk officer). Also present was Vroukje van Oosten Slingeland (the general counsel of the company). The following members of the Supervisory Board were also either present or attending remotely: Juan Colombas, Mariana Gheorghe, Lodewijk Hijmans van den Bergh, Herman Hulst and Harold Naus. The following members of the Management Board Banking of ING Bank N.V. were also either present or attending remotely: Pinar Abay, Andrew Bester, Aris Bogdaneris, Ron van Kemenade and Marnix van Stiphout. Cindy van Eldert-Klep, the company secretary, and, on behalf of KPMG, the external auditor for the financial year 2021, Waldo Bakker and Peti de Wit were also present as were the independent civil-law notary, Joyce Leemrijse, partner at Allen & Overy, and Lisanne Bosman, deputy civil-law notary at Allen & Overy.

The chairman explained that the meeting and the presentation by the chairman of the Executive Board would be held in Dutch. English would only be used if Dutch was not the speaker's first language. ING proposed that from the following annual general meeting, the agenda and the explanatory notes to the agenda would only be published in English. The Annual Report had been published only in English for some years. In consequence, the annual general meeting would thereafter be held in English. It would remain possible for shareholders to ask questions in Dutch.

The chairman stated that the shareholders had been notified of the meeting in conformity with the Company's Articles of Association and the law, enabling the meeting to pass legally-valid resolutions. He also stated that no shareholders had submitted resolutions for discussion at the meeting. The chairman went on to announce that the Company's issued capital consisted of 3,905,726,525 shares on the Record Date (28 March 2022). ING Groep N.V. and its subsidiaries had held a total of 140,591,639 shares on that date and so a total of 3,765,134,886 votes could be cast. One vote could be cast on each ordinary share.

Later in the meeting, ahead of the voting on agenda item 2D, it was announced that 5,008 shareholders holding a total of 2,547,845,326 shares were present or represented at this meeting, permitting the same number of votes to be cast (representing 67.67% of the issued share capital on which votes could be cast).

The chairman then said that the notarial record of the proceedings of the meeting on 26 April 2021 had been available on the company's website since 28 October 2021 and furthermore that the draft record had been available for inspection at the company's offices from 26 July 2021. Once again this year a notarial record would be prepared for adoption of the report.

Before moving to agenda item 2, the chairman explained the order and procedure of the meeting: (i) shareholders who had registered had had up to 72 hours before the start of the meeting to submit questions; these questions, clustered together where possible, would be read out and answered during the related agenda item; (ii) registered shareholders could also ask questions during the meeting; (iii) registered shareholders taking part virtually would also be given the opportunity to ask questions during the meeting using the chat function or email; (iv) some shareholders had issued their voting instructions in advance to the civil-law notary via the online eVote platform for all agenda items to be voted on; and (v) shareholders present in the room could vote during the meeting.

Before moving to agenda item 2, Ms van Oosten Slingeland explained the procedure for voting and asking questions during the meeting.

Before moving to the substantive business on the agenda, the chairman addressed the Russian invasion of Ukraine. He said that ING condemned the invasion in the strongest terms and that its thoughts were firstly with the brave people of Ukraine and in particular with ING's employees and their families. The invasion would have far-reaching consequences in the next few years, most probably for the geopolitical and geo-economic constellation in which we all live and in which ING would also have to operate. On top of the challenges brought by Covid-19, operations would face the challenges of a different world order, a high inflation economy and many uncertainties for people and businesses. The good thing is that ING was very fit and ready for those challenges.

The chairman reviewed 2021. He explained that coronavirus had had an increasingly major impact on ING's customers, employees and business and had brought great uncertainty. Many employees were working from home. Others for whom the nature of their work made this impossible were working in our branches to continue providing a service to ING's customers. At ING, everyone-employees, the Supervisory Board and the Executive Board-had adapted to the new situation and as far as possible met online.

The chairman continued that ongoing low levels of interest rates, rising inflation, disruption of supply chains, higher energy prices and increasing geopolitical tensions had created uncertainty in the markets. It had been another challenging year in many respects but also a year in which ING had turned in an excellent performance, delivering solid results in a dynamic environment. The chairman thanked ING's employees for this and referred to their fantastic efforts. Shareholders could read more about ING's activities and performance in the Annual Report.

The chairman said that there were many things that he and the Supervisory Board could look back on with satisfaction. He listed some examples, including the way in which ING had improved the mobile and digital experience of its customers and how ING was increasingly supporting its customers in the sustainability transition. He then addressed what ING was doing in respect of sustainability and ESG (environmental, social and governance). He gave the example of the net-zero CO2 ambition and boosting diversity and social engagement.

The chairman temporarily suspended the meeting at this point when it was disrupted by protesters. The chairman apologised for the disruption of the meeting and hoped to hold a constructive discussion later on the serious way in which ING was trying to contribute to resolving climate issues.

The chairman resumed the meeting and addressed the energy transition and the steps that ING had taken in the previous year to contribute to resolving this issue and help ING's customers with the transition. ING was not only taking steps on the environment but also on the other ESG goals.

The chairman explained that the Supervisory Board had established an ESG Committee to boost its effectiveness in the area of ESG and to integrate the ESG strategy into the wider ING Group organisation. This would allow ING to regularly monitor compliance with increased ESG reporting requirements and disclosure obligations. This would reinforce ESG governance at ING and ensure that ESG would become an integral part of the decision-making process. This was in line with what serious shareholders, regulators, governments, international organisations and society in a broad sense expected of ING.

In conclusion the chairman said that keeping ING secure and compliant was a point of permanent focus. As in earlier years, ING remained focused on making further improvements to its Know Your Customer processes, on the battle against financial crime and on protecting its customers against online and offline theft.

2. Report of the Executive Board for 2021 and Sustainability (discussion item)

2A. Report of the Executive Board for 2021 (discussion item) 2B. Sustainability (discussion item)

The chairman noted that these two subjects had for some time been discussed together during annual general meetings. Sustainability was one of the most important elements of ING's strategy and an integral part of it. For this reason, from next year it would no longer be a separate agenda item at the general meeting but would be integrated in the agenda item on the Report of the Executive Board. The chairman gave the floor to Mr van Rijswijk.

Mr van Rijswijk welcomed all the shareholders. He started by addressing Ukraine and the fact that ING condemned the invasion. ING was doing all it could to help. It had donated €12 million to organisations in Ukraine and elsewhere and ING had made

payments by individuals to Ukraine free of charge. He thanked his colleagues for all their work. With respect to activities in Russia, he referred to ING's announcement in March. ING was abiding by the international sanctions and should further sanctions arise ING would be able to implement them. ING was supporting foreign customers in Russia but was not entering into new business with Russian customers. ING was also in contact with its own employees; their safety was ING's top priority.

Mr van Rijswijk continued with the results. He was proud of the results and commented on three elements. Firstly, ING had achieved good financial and commercial results despite the coronavirus pandemic. Secondly the number of customers continued to grow and ING's 'digital first' business model had again proved itself. Thirdly, ING had been able to assist more customers with their transition to a green society.

Mr van Rijswijk said that the major challenges facing ING in 2021 had been the negative interest rate environment, increasing competition, enhanced supervision and greater focus on digitalisation. On top of this were the climate crisis and the recent coronavirus pandemic. Despite these challenges, the focus remained on the things ING was good at: working with its customers, the strong sustainability pillar, powerful technology, great people and generally good results.

Mr van Rijswijk addressed these five subjects in order.

1. Customer growth:the number of customers had grown by almost 500,000 in a year. ING was number 1 in Net Promoter Score (NPS) in five of eleven countries. Digital services had increased strongly thanks to Covid-19: 91% of all customer interactions were by mobile and over 50% of customers did business only by mobile.
2. Sustainability:ING also had huge ambitions on sustainability. ING was one of the first banks to have subscribed to the Paris Climate Agreement, had been the first bank in the world to apply scientific methods to measure its impact and was one of the first banks to have developed new sustainable lending. In 2021, ING had supported more than 317 green deals and joined the Net Zero Banking Alliance, an alliance of banks representing 40% of banking assets and which had committed to a net-zero target by 2050. ING was focusing on Scope 3 in its lending portfolio. Climate paths had been developed for each sector to reduce global CO2 emissions by 45% by 2030. ING would not be financing any new oil and gas fields. ING would have a climate roadmap ready for the other eight terra sectors by the end of 2022 and for the remainder of its lending portfolio by the end of 2023. ING would increase the financing of renewable energy by 50% by 2025 compared with the level in 2021. ING was taking the climate transition very seriously. In connection with social and governance, he discussed secure and robust banking. In the Netherlands ING was working with the Fintell Alliance, an alliance of ING and three other banks and the Financial Intelligence Unit.
3. Technology:ING wanted to provide an excellent customer experience and was doing so using its technology, by making its channels available twenty-four hours a day,