Form 12b-25
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
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SEC FILE NUMBER
1-14642
CUSIP NUMBER - N/A
(Check One): [ ]Form 10-K [ ]Form 20-F [x]Form 11-K [ ]Form 10-Q
[ ]Form N-SAR
For Period Ended: December 31, 2002
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR
For the Transition Period Ended: ___________________
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Read Instruction (on back page) Before Preparing Form. Please Print or Type.
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Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
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If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates:
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PART I -- REGISTRANT INFORMATION
Full Name of Registrant
ING Groep N.V.
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Former Name if Applicable
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Address of Principal Executive Office
Amstelveenseweg 500
1081 KL Amsterdam
The Netherlands
or
P.O. Box 810
1000 AV Amsterdam
The Netherlands
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PART II -- RULES 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed. (Check box if appropriate)
[ x ] (a) The reasons described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or expense;
[ x ] (b) The subject annual report, semi-annual report, transition
report on Form 10-K, Form 20-F,11-K or Form N-SAR, or portion thereof,
will be filed on or before the fifteenth calendar day following the
prescribed due date; or the subject quarterly report or transition
report on Form 10-Q, or portion thereof will be filed on or before the
fifth calendar day following the prescribed due date; and
[ ] (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
PART III -- NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report portion thereof, could not be filed within the
prescribed time period.
The Company could not complete its filing of Form 11-K for the ING Americas
Savings Plan and ESOP for the period ending December 31, 2002 (the "Form 11-K")
due to delay in obtaining and compiling financial and other information in order
to complete the annual financial statements which are required to be included in
the Form 11-K, which delay could not be eliminated by the Company without
unreasonable effort and expense. The Company believes that it will be able to
obtain and file such information by the 15th calendar day following the
prescribed due date of the Form 11-K.
PART IV-- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
B. Scott Burton 770 980-5637
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(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) of the
Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of
1940 during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed? If answer is no,
identify report(s). [ x ] Yes [ ] No
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(3) Is it anticipated that any significant change in results of operations from
the corresponding period for the last fiscal year will be reflected by the
earnings statements to be included in the subject report or portion thereof?
[ ] Yes [ x ] No
If so, attach an explanation of the anticipated change, both narratively and
quantitatively, and, if appropriate, state the reasons why a reasonable estimate
of the results cannot be made.
ING Groep N.V.
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(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date June 25, 2003 By /s/B. Scott Burton
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B. Scott Burton
Attorney-in-fact
ING GROUP
Corporate Legal & Compliance Department
P.O. Box 810
1000 AV Amsterdam, The Netherlands
To whom it concerns
Department and location code
Legal Dept., AA 08.13
Telephone/Fax
+31 20 5418859 / 8723
Reference
Pim Brouwer
Date
26 June 2002
Subject
Power of Attorney
Know all men by these presents that we, ING Groep N.V., a corporation duly
organised and existing under the laws of The Netherlands, with registered
address at Strawinskylaan 2631, 1077 ZZ Amsterdam, The Netherlands, hereby
delegate authority to B. Scott Burton to sign on behalf of ING Groep N.V. any
document or form and do all other things necessary for the filing with the
Securities and Exchange Commission of the employee benefit plans established by
ING Group for the benefit of employees of ING Group within the United States of
America.
ING Groep N.V. hereby agrees to ratify and confirm anything lawfully done or
purported to be done by Mr. Burton pursuant to this Power of Attorney.
We hereby declare that this Power of Attorney will be valid for a period of one
year from the date hereof and shall be of no further effect after that date.
This Power of Attorney and all rights and obligations thereunder shall be
governed by and construed in accordance with the laws of The Netherlands. All
disputes that may arise from or in connection with this Power of Attorney shall
be submitted to the jurisdiction of the competent court in The Netherlands to
the exclusion of all other authorities.
IN WITNESS WHEREOF, we have hereunto set our hands this 26th day of June 2002.
Authorised Signatory Authorised Signatory
ING Groep N.V. ING Groep N.V.
/s/ Diederik van Wassenaer /s/ J.H.J (Jan) Houben
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Strawinskylaan 2631, Amsterdan Fax: +31 20 5418723
The Netherlands ING Groep N.V.
Tel. +3 20 5415411
INSTRUCTION: The form may be signed by an executive officer of the registrant or
by any other duly authorized representative. The name and title of the person
signing the form shall be typed or printed beneath the signature. If the
statement is signed on behalf of the registrant by an authorized representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.
ATTENTION
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Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).
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General Instructions
1. This form is required by Rule 12b-25 (17 CFR 240.12b-25) of the General
Rules and Regulations under the Securities Exchange Act of 1934.
2. One signed original and four conformed copies of this form and amendments
thereto must be completed and filed with the Securities and Exchange
Commission, Washington, D.C. 20549, in accordance with Rule 0-3 of the
General Rules and Regulations under the Act. The information contained in
or filed with the form will be made a matter of public record in the
Commission files.
3. A manually signed copy of the form and amendments thereto shall be filed
with each national securities exchange on which any class of securities of
the registrant is registered.
4. Amendments to the notifications must also be filed on Form 12b-25 but need
not restate information that has been correctly furnished. The form shall
be clearly identified as an amended notification.
5. Electronic filers. This form shall not be used by electronic filers unable
to timely file a report solely due to electronic difficulties. Filers
unable to submit a report within the time period prescribed due to
difficulties in electronic filing should comply with either Rule 201 or
Rule 202 of Regulation S-T (ss.232.201 or ss.232.202 of this chapter) or
apply for an adjustment in filing date pursuant to Rule 13(b) of Regulation
S-T (ss.232.13(b)of this Chapter).
http://www.sec.gov/divisions/corpfin/forms/12b-25.htm
Last update: 10/21/2002