ANNEX

National Bank of Greece — Commitments by the Hellenic Republic

CHAPTER II.RESTRUCTURING COMMITMENTS

(1)

Number of branches in Greece: The number of branches in Greece shall amount to […] at the maximum on 31 December 2017.

(2)

Number of employees in Greece: The number of Full Time Equivalents (the ‘FTEs’) in Greece (Greek banking and non-banking activities) shall amount to […] at the maximum on 31 December 2017.

(3)

Total costs in Greece: The total costs in Greece (Greek banking and non-banking activities) shall amount to EUR […] million at the maximum on 31 December 2017160.

(4)

Costs of deposits in Greece: In order to restore its pre-provisioning profitability on the Greek market, the Bank shall decrease the cost of funding through the decrease of cost of deposits collected in Greece (including savings, sight and term deposits, and other similar products offered to customers and which costs are borne by the Bank) […].

(5)

Ratio net loans to deposits in Greece: For the Greek banking activities, the ratio net loans to deposits shall amount at the maximum to 115 % on 31 December 2017. […]

(6)Support to operations in Turkey: Until 30 June 2018, the Bank shall not provide additional […].

The Bank shall not indirectly support Finansbank by any transfer of loans or any other assets to another entity of the Bank.

(7)Disposal of […] of […] foreign businesses and […] of Finansbank by 30 June 2018: The Bank shall sell (signing) by 30 June 2018 its foreign subsidiaries in […] and its branch operating in […] to reduce its international activities.

  1. (7.1)

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  2. (7.2)

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  3. (7.3)

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(8)

Sale of […]: […]

(9)

Sale of securities: The portfolio of listed securities, defined as follows, shall be divested by […] while the portfolio of unlisted securities shall be divested by […]: these portfolios include all equity investments larger than EUR […] million, as well as all investments in subordinated bonds and hybrid bonds, excluding […].

(10)

Disposal of private equity subsidiary: The Bank shall divest NBG Private Equity Funds by […]. […]

(11)For any sale under these commitments, the Hellenic Republic commits that:

  1. a.

    The Purchaser shall be independent of and unconnected to the Bank;

  2. b.

    For the purpose of acquiring the Divestment Business, the Purchaser shall not be financed directly or indirectly by the Bank161;

  3. c.

    The Bank shall, for a period of 5 years after the closing of the sale, not acquire direct or indirect influence over the whole or part of the Divestment Business without a pre-approval from the Commission.

(12)Investment policy: Until 30 June 2017, the Bank shall not purchase non-investment grade securities.

This Commitment shall not apply to the following securities (the Exempted Securities):

  1. i.

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  2. ii.

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  3. iii.

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  4. iv.

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  5. v.

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(13)

Salary cap: Until […], the Bank will not pay to any employee or manager a total annual remuneration (wage, pension contribution, bonus) higher than […]. In case of a capital injection from HFSF, the remuneration cap will be re-evaluated according to the European Banking Communication of 1 August 2013. […]