NN Group NV

##### 1.4 Governance

This Policy falls under the NN Group RI Framework policy. NN Group's Corporate Citizenship department is the owner of this Policy. The Management Board of NN Group is the final decision-making body regarding changes to the Policy.

The operational execution and coordination related to the implementation of this Policy lies with the NN Group Responsible Investment (RI) team. The RI Committee conducts strategic oversight and provides recommendations to the Management Board of NN Group regarding changes to the Policy.

The RI Committee is composed of representatives from different NN Group functions and is chaired by NN Group's Chief Investment Officer (CIO). Members include the Chief People, Communication, and Sustainability Officer (CPCSO) and the Chief Risk Officer (CRO), who are both also members of the Management Board NN Group, and representatives of the Group Responsible Investment team and Investment Risk Management. [...] For existing investments and agreements we will apply the following guidelines:

- For all existing investments, we will keep the assets until maturity and focus on dialogue with companies through direct and collaborative engagement initiatives. The engagement will focus on topics such as Paris alignment progress, alignment of capital expenditures with climate ambitions, lobby activities, and a just transition. If we see insufficient progress, or a lack of willingness or perspective in terms of transition, we will consider divestment;

NN Group has a dedicated Public and Government Affairs (PGA) team. The PGA team reports to Director Corporate Relations and to the responsible Member of the Management Board NN Group (Chief People, Communications, and Sustainability Officer).

Mr Scholten's third question relates to the lobbying work of NN Group. Here, VBDO sees that NN is reporting clearly about membership of industrial organisations and overall costs. He asks for a vision from NN Group on the costs of lobbying and how NN views membership of certain industrial organisations. The influence map shows that 89% of European industrial organisations are not acting in line with the Paris Agreement. Indirectly through membership of the Verbond van Verzekeraars (Association of Insurers) and VNO-NCW, the Company might lobby against the climate goals. Mr Scholten asks for more information about lobbying in next year's annual report as well as the costs involved, and how NN Group views certain industrial organisations. [...] Mr Knibbe moves to the question on lobbying. He says NN does not hire individual firms to lobby for the Company. Instead, they work through associations like the Verbond van Verzekeraars (Association of Insurers) in the Netherlands, VNO-NCW and other European groups like Insurance Europe. NN plays a very active role: for example, the Verbond van Verzekeraars is currently chaired by Tjeerd Bosklopper, member of the NN Group Management Board. Mr Knibbe himself is personally involved in VNO-NCW. He adds that while there is not agreement on everything, there is always alignment and involvement on the important topics. NN will continue to report on this and will aim for further information next year, but there is not much more to include than these organisations.

Describe the process(es) your organization has in place to ensure that your engagement activities are consistent with your overall climate change strategy[…]The Corporate Citizenship team of NN Group, under the responsibility of Management Board's Chief Organization & Corporate Relation, is responsible for the consistency of the overall sustainability strategy including climate change. It is responsible for maintaining the NN Group Environmental Statement, which sets out our approach to the environment in our various roles: as an employer, an insurer, a business partner, an investor and a corporate citizen. It is furthermore also responsible for the overarching Responsible Investment (RI) Framework policy, in close cooperation with the Responsible Investment Team of NN Investment Partners.
To align NN's strategy and ensure a consistent approach, senior representatives from the Corporate Citizenship team are members in various internal committees including the NN ESG Policy Committee, the NN IP Controversy & Engagement council, and the NN Paris Alignment Council for Proprietary Assets. Corporate Citizenship is also responsible for bringing any responsible investment-related policies and related restricted list for approval of the Management Board of NN Group, whereby it ensures that internal stakeholder recommendations (ESG Committee, and where relevant other departments such as Investment Office and Risk Management) are reflected in the proposals to the Management Board.