Competency profile of the Board of Directors collectively

2 COMPETENCY PROFILE OF THE BOARD OF DIRECTORS COLLECTIVELY

Background and methodology

The Danske Bank Group's Board

of Directors is composed on the principle of each member being considered fit and proper, and with the aim of ensuring that the Board has adequate:

  1. collective knowledge;
  2. professional competencies and skills; and
  3. experience to ensure that the Board makes appropriate decisions regarding the Bank's business model, willingness to take on risk, strategy, markets and activities for the benefit of its stakeholders, its customers, employees and the societies in which the Bank operates.

The composition of the Board reflects the general requirements of Danish law, including the specific legislative requirements for financial institutions, EU regulations and applicable corporate governance recommendations, inter alia, the Danish recommendations on corporate governance and EBA guidelines.

The purpose of Board's assessment is to ensure that the Board is competent, relevant, professional and active.

The assessment is made with regard to the significant role that Danske Bank has as a systemicallyimportant financial institution.

The assessment considers;

  1. the Board members' role and duties in light of their position and the required capabilities;
  1. the Board members' knowledge and skills attained througheducation, training and practice;
  2. the Board members' level and profile of education;
  3. the Board members' practical and professional experience gained in previous positions; and
  4. the knowledge and skills acquired and demonstrated by the professional conduct of the Board members.

Further, the assessment includes analysis of practical experience and knowledge and skills from previous occupations considering nature, scale and complexity of the business and function.

In its nomination process, the Board ensures that it maintains the competencies and experiences that are requiredin order for it to carry out the management duties and responsibilities it is charged with, including sufficient time to perform its duties. The Board also considers the sizeof the Board to fulfil the objectives of constructivedebate and effective decision-making. The Board shall be able to make decisions considering the business model, risk appetite, strategy and markets in which the Bank operates.

The Board strives to maintain the necessary diversity in regard to, e.g., age, gender, nationality, experience and educational and professional backgroundin

accordance with Danske Bank's

Diversity & Inclusion Policy and the appertaining gender diversity targets.

The Board's collective

competencies and experiences are the sum of the individual

board members' and employee representatives' competencies and experiences as the Board operates as a collegialbody.

The assessment of the Board's composition focuses on whether the members possess the competencies listedin the following.

When assessing its collective competency profile, the Board considers benchmarking against peers. Inspired by a benchmark prepared with external support in September 2022, the Board aims to have at least one Board member with the minimum of 5 years of experience within each competency area.

This assessment takes place on an ongoing basis and at least annually.

3 COMPETENCY PROFILE OF THE BOARD OF DIRECTORS COLLECTIVELY

Board competency profile

Description ofpersonal skills

Personality

Personal honesty

Good repute

Authenticity

Teamwork

Persuasiveness

Stress resistance

Loyalty

Independence

Sense of responsibility

Integrity

Mind-set

Analytical capability to guide decision-

Negotiation and

Independence of mind

making

communicationskills

Skills in chairing meetings, ability to challenge and give constructive support and

Decisiveness

feedback to management, its practices and decisions

Strategic acumen and the ability to plan strategically both short

Ability to organise tasks effectively

and long-term

Language

Fluent in English

Preferably Nordic languages

Time commitment

Commitment

Work capacity

Description ofmanagementskills

Governance

Understanding of robust governance arrangements, structures and challenges,

Reporting from

including how to best design effective escalation processes, clear reporting

management and

lines and allocation of responsibilities

committees

Banking

Experience from another relevant financialinstitution (at

Understanding of banking or other relevant

least one Board member)

financial institutions

4 COMPETENCY PROFILE OF THE BOARD OF DIRECTORS COLLECTIVELY

Business

Group's relative position and

The risks, concentrations and dependencies relatedto the business

challenges

model

Understanding of alternative/

Experience in strategic management, preferably from a major

disruptive business models

strategy consultancyfirm

Identifying and exploiting opportunities regarding business resilience and consideration of sustainability

related risks and opportunities

Management

Executive level experience from/in management of large companies, institutions or organisations,

including financial institutions

Experience with stakeholder management

Experience in managing strategyprocesses

Description ofBoard experience

Understanding the role of the board versus the role of the executive management

Description offinance, accounting and audit skills

Finance

Understanding of financein all its facets, including property finance

Experience in making financial

decisions

Understanding of banking, asset management and insurance operations

Account ing

Ability to evaluate and apply financial facts

Financial accounting practices and regulatory

reporting

Audit

Experience in audit relatedmatters (at least one member of the Audit Committee), including theinternal

audit function

Description offunding and capital structure skills

Knowledge of funding through debt and

Knowledge of relevant

Regulatory framework

equity capital markets

legislative issues

Understanding of theshare and capital structure's impact on the strategyand

long-term value creation

5 COMPETENCY PROFILE OF THE BOARD OF DIRECTORS COLLECTIVELY

Description ofprofessionaland industryskills

Knowledge of relevant banking

Knowledgeof the banking industryand the various markets in

products and technology

which the Group operates

Customer and quality-

Legal requirements and regulatory framework, including in relation to

oriented

sustainabilityand societal impact

Awareness of financial, economic, social and other developments in society at both national and

international level

Description ofbusiness acumen

Understanding of market demands, including retail customer needs, social media and the importance of

customer centric service

Understanding of research, development

Understanding of marketing, communication, business

and innovation

development and sales

Good commercial judgment and understanding of the relationship between risk and reward

Description ofinternational business skills

Understanding of related issues and market practices in the individual

Understanding of and

regions/countries in which theGroup operates in particular the Nordic

experience in international

countries

business

Description ofrisk managementskills

Risk management

Understanding of laws and regulations related

Understanding of stress testing

to risk management

Experience with an independent risk management function including sophisticatedrisk management

models and methods

Financial risks

Knowledge of and experience with credit risk, market risk, liquidity risk and life insurance risk

Non-financial risks

Knowledge of and experience with operational risk, information, technology (IT) and security risk, data

risk, financial crime risk and regulatory and compliance risk

Aggregate risks

Strategic risk

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Danske Bank A/S published this content on 06 February 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 06 February 2023 15:09:08 UTC.