FINANCIAL INSTITUTIONS

CREDIT OPINION6 July 2016

Update

RATINGSDanske Bank A/S

Domicile Denmark

Long Term Rating A2

Type LT Bank Deposits - FgnCurr

Outlook Stable

Please see the ratings section at the end of this reportfor more information.The ratings and outlook shownreflect information as of the publication date.

Contacts

Alessandro Roccati 44-20-7772-1603Senior Vice Presidentalessandro.roccati@moodys.com

Maria Asensio 44-20-7772-1078Associate Analystmaria.asensio@moodys.com

Oscar Heemskerk 44-20-7772-5532Associate ManagingDirectoroscar.heemskerk@moodys.com

Danske Bank A/SUpdate to Discussion of Key Credit Factors

Summary Rating Rationale

We rate Danske Bank A/S (Danske Bank)’s senior unsecured debt and deposit ratings A2 /Prime-1 on the back of a baa1 baseline credit assessment (BCA). Danske Bank’s CounterpartyRisk Assessment (CR Assessment) is Aa3(cr) / P-1(cr).

Danske Bank's baa1 BCA reflects the progressive strengthening of the bank's performance inrecent years following its challenges during the financial crisis, both domestically and abroad.The continued improvements include a strengthening of its asset quality and capitalisation.The bank manages a balanced and well-diversified lending portfolio, generating a significantvolume of recurring earnings. These strengths are balanced against below peer-group, albeitimproving, asset quality and profitability.

Danske Bank's A2 long-term senior unsecured debt and deposit ratings take into accountthe bank's baa1 BCA, in conjunction with our view of a low loss-given-failure based on theprotection provided to creditors by the group's deposits, senior and subordinated debt, and amoderate likelihood of government support.

Exhibit 1

Danske Bank versus Large Nordic PeersImproving asset quality, profitability and solid capitalisation, still below large Nordic peers

Source: Moodys' Banking Financial Metrics

MOODY'S INVESTORS SERVICE FINANCIAL INSTITUTIONS

This publication does not announce a credit rating action. For any credit ratings referenced in this publication, please see the ratings tab on the issuer/entity page onwww.moodys.com for the most updated credit rating action information and rating history.

2 6 July 2016 Danske Bank A/S: Update to Discussion of Key Credit Factors

Credit Strengths and Challenges

» Danske Bank's BCA is supported by its “Strong+” macro profile

» Improving asset quality, albeit still below Nordic peers

» Solid and improving capitalisation

» Profitability is improving, but remains below similarly rated peers

» High reliance on market funding, in particular covered bonds; liquidity is adequate and refinancing risk is reducing.

» Our advanced LGF analysis indicates a low loss-given-failure, resulting in a one-notch uplift to the long term deposits and seniorunsecured debt ratings from the BCA.

» The long term deposit and senior unsecured debt ratings incorporate one notch of government support uplift

Rating OutlookThe outlook on all ratings is stable.

Factors that Could Lead to an UpgradeUpward rating pressure could develop from a continuation of the positive trends in the bank’s financial performance, including: (1) animprovement in our asset risk assessment, especially with regards to more volatile segments, such as agriculture and commercial realestate, and higher-than-market average growth in some foreign markets (in 2015, personal banking loan volume increased in Norwayand Sweden by 27% and 9% and business banking increased in these two markets by 12.5% and 15% respectively); (2) strongerprofitability from net interest income and fee income, without a material increase in risk profile, and (3) reduced earnings volatility.

An upward change in the bank’s long-term debt and deposit ratings would require upward pressure on its BCA and / or additionalloss-absorbing liabilities at group level providing additional notching uplift from our advanced LGF analysis (see also NotchingConsiderations).

Factors that Could Lead to a DowngradeDownward rating pressure could arise from (1) any renewed pressure on asset quality, particularly in one of the bank's core markets;(2) any indication that the firm will not deliver the anticipated improvement in profitability; or (3) any sign that the improvementsachieved in recent years are not sustainable.

Key Indicators

Exhibit 2

Danske Bank A/S (Consolidated Financials) [1]3-162 12-152 12-142 12-133 12-123 Avg.

Total Assets (DKK million) 3117214.0 3055864.0 3152809.0 3050804.0 3483918.0 -2.74

Total Assets (EUR million) 418400.3 409488.8 423402.5 408937.7 466956.2 -2.74

Total Assets (USD million) 476787.7 444825.8 512339.5 563492.4 615631.1 -6.24

Tangible Common Equity (DKK million) 138112.0 154586.0 141368.0 125578.0 118609.7 3.94

Tangible Common Equity (EUR million) 18537.7 20714.7 18984.8 16832.8 15897.5 3.94

Tangible Common Equity (USD million) 21124.7 22502.3 22972.7 23194.6 20959.1 0.24

Problem Loans / Gross Loans (%) 2.3 3.0 3.7 4.2 4.6 3.65

Tangible Common Equity / Risk Weighted Assets (%) 16.4 18.5 16.3 14.7 14.5 17.16

Problem Loans / (Tangible Common Equity + Loan Loss Reserve) (%) 26.4 30.3 39.4 47.0 55.5 39.75

Net Interest Margin (%) 1.0 1.1 1.1 1.0 1.0 1.05

PPI / Average RWA (%) 2.9 2.5 2.2 1.5 2.1 2.66

MOODY'S INVESTORS SERVICE FINANCIAL INSTITUTIONS

3 6 July 2016 Danske Bank A/S: Update to Discussion of Key Credit Factors

Net Income / Tangible Assets (%) 0.6 0.5 0.3 0.2 0.2 0.45

Cost / Income Ratio (%) 48.2 53.4 56.4 63.7 56.0 55.55

Market Funds / Tangible Banking Assets (%) 45.5 41.7 44.3 43.9 52.0 45.55

Liquid Banking Assets / Tangible Banking Assets (%) 17.9 27.5 19.3 26.8 25.4 23.45

Gross loans / Due to customers (%) 214.6 214.4 194.0 197.3 208.8 205.85

[1] All figures and ratios are adjusted using Moody's standard adjustments [2] Basel III - fully-loaded or transitional phase-in; IFRS [3] Basel II; IFRS [4] Compound Annual Growth Rate basedon IFRS reporting periods [5] IFRS reporting periods have been used for average calculation [6] Basel III - fully-loaded or transitional phase-in & IFRS reporting periods have been used foraverage calculationSource: Moody's Financial Metrics

Detailed Rating ConsiderationsDANSKE BANK'S BCA IS SUPPORTED BY ITS “STRONG+” MACRO PROFILEDanske Bank's Macro Profile is “Strong+” and aligned with that of Denmark, on the basis of the weighted average of the bank's creditexposures. The bank’s largest credit exposures relate to Denmark (62%, Macro Profile “Strong+”) Sweden (13%, Macro Profile “Verystrong-”), Norway (10%, “Very strong-”), and Finland (10%, “Strong+”).

Danish banks benefit from an improving operating environment and a strong institutional and legal framework. Our assessmentalso factors in the banking system's large stock of problem loans that date back to the financial crisis, and high household debt. Thefinancial sector has considerable wholesale funding needs, which - although reducing - create some susceptibility to adverse events,while the relatively fragmented structure of the banking industry and strong competition constrain profitability.

IMPROVING ASSET QUALITY, ALBEIT STILL BELOW PEERSOur assigned a3 Asset Risk score reflects our assessment that recent positive trends in asset quality are sustainable. Danske Bank hascontinued to improve its asset quality, as reflected by a decreasing NPL trend. At end-2015 group problem loans, as calculated by thebank, declined to 3.0% of gross loans, from 3.7% at end-2014 and 4.2% at end-2013.

Danske Bank's still elevated problem loan ratio reflects the impact of the financial crisis in Denmark on its domestic portfolio, but alsopoor asset quality at its operations in the Republic of Ireland (government bond rating A3 positive ) and to some extent in NorthernIreland (UK government bond rating Aa1 negative), now representing around 1% of the loan book.

Following the financial crisis, Danske Bank separated its non-core assets, which stood at DKK 26.5 billion (net) at end-2015, or 1.4% ofthe loan book. Of these non-core assets, 18% were non-performing, mitigated by non-performing loan provision coverage of 100%.The winding-up of Danske Bank's Irish non-core portfolio continues and most of the commercial property portfolio has now been sold.In the first quarter of 2016, Danske Bank finalised the disposal of its non-core personal customer business in the Baltics to Swedbank(deposit / senior unsecured rating Aa3 / Aa3 stable, BCA a3 ), reducing non-core assets by 4% since the end of 2015.

We expect further moderate improvements in the group’s asset quality during 2016, supported by the domestic economy, which weexpect to grow by 1.3% in 2016, following growth of 1.2% in 2015. In addition, the low interest rate environment has improved debtaffordability and clients’ repayment capacity; consumer confidence is up and house prices are growing. That said. asset quality remainsweaker than that of its large Nordic peers (average problem loans 1% for large Nordic peers, at end-2015).

MOODY'S INVESTORS SERVICE FINANCIAL INSTITUTIONS

4 6 July 2016 Danske Bank A/S: Update to Discussion of Key Credit Factors

Exhibit 3

Danske Bank Problem Loans % Gross Loans EvolutionWe expect the positive recent trend in Danske Bank's problem loan levels to continue in the coming 12 months

Source: Moody's Banking Financial Metrics

SOLID AND IMPROVING CAPITALISATIONOur assigned a1 Capital Score reflects our view that capitalisation is a relative strength for Danske Bank's standalone credit profile.

Danske Bank's capital ratios improved in recent years, increasing the bank's ability to absorb potential future losses: at end-March2016, its Common Equity Tier 1 (CET1) ratio was 15.0% (16.1% at end-2015), following the February 2016 DKK9 billion share buy-back.Despite the decrease, we continue to view Danske Bank’s capital position as sound.

On a nominal leverage basis, tangible common equity at 5.1% of total assets at end- 2015 was just short of some Nordic peers (whichaveraged at 5.8%). We adjust our capital score to account for the bank’s leverage.

PROFITABILITY IS IMPROVING, BUT REMAINS BELOW SIMILARLY RATED PEERSDanske Bank's profitability remains a relative weakness for the group, which is reflected in our assigned baa2 Profitability Score.Net income in 2015 was 0.6% of tangible assets, and we expect Danske Bank's earnings capacity to remains below that of its peers,reflecting Denmark's modest, albeit improving, growth environment, and margin pressure in the low interest-rate environment. Thefirm’s strategy currently focuses on enhancing its wealth management capabilities, reducing operating cost and on continuing toimprove customer satisfaction in its core markets (Denmark, Sweden, Norway and Finland).

Danske Bank recorded DKK4.9 billion net income in Q1 2016, unchanged year-on-year. While net fee and commission incomedecreased by 9% year-on-year due to the continued pressure on deposit margins in the current negative short-interest rateenvironment, the bank was able to reduce operating expenses by DKK0.4 billion (-8% year on year). We note the continuedimprovement in the bank’s asset quality metrics, reflected by low impairments in core activities driven by net reversals of DKK0.1billion.

In 2015 the firm recorded DKK13.1 billion net income, driven by net interest margin pressures and goodwill impairments; net incomebefore goodwill impairments increased by 36% year-on-year to DKK17.7 billion. Net interest income decreased by 4% due to thecontinued pressure on deposit margins in the current negative short-interest rate environment. The bank wrote down DKK4.6 billion ingoodwill and other intangible assets related to Danske Bank’s operations in Finland (Danske Bank plc, (deposit / senior unsecured ratingof A2/A2 stable, BCA of baa1) and Northern Ireland, following goodwill write-downs of DKK9.1 billion in 2014. These write-downsreflect low interest rates and increased capital allocation to the Finnish and Northern Irish businesses. We view that the low interestrate environment will continue to weigh on Danske Bank plc's results going forward. At end-2015, Danske Bank's outstanding goodwillwas DKK5.3 billion and intangibles were DKK1.2 billion.

MOODY'S INVESTORS SERVICE FINANCIAL INSTITUTIONS

5 6 July 2016 Danske Bank A/S: Update to Discussion of Key Credit Factors

Danske Bank's primary source of earnings is net interest income (around half of total income in 2015), which has been under pressureowing to the lack of volume growth, the low interest-rate environment, and high funding costs. Trading income and income from theinsurance business (Danica Pension) add volatility to earnings; in 2015 these business lines together accounted for 20% of income.

In this environment, we see Danske Bank's ability to maintain tight cost control as crucial. Although the gap against peers closedsignificantly in recent years, the cost-to-income ratio was 53.4% in 2015, higher than the average of its large Nordic peers (44.8%).We expect this gap to narrow going forward as strategic initiatives, including optimisation of price structures and improved costefficiency support a positive profitability trend, mitigating margin pressure resulting from the current low interest-rate environment inDenmark.

HIGH RELIANCE ON MARKET FUNDING, IN PARTICULAR COVERED BONDS; LIQUIDITY IS ADEQUATE ANDREFINANCING RISK IS REDUCINGWhile the share of deposit funding has increased in recent years to around 30% of total funding at end-2015 owing to the deleveragingtrend in the Danish economy, Danske Bank relies heavily on capital markets funding. Market funds accounted for 41.7% of tangiblebanking assets at end-2015. Our assigned baa2 Funding Structure score reflects the historical stability and strength of the Danishcovered bond market.

The majority of the group's market funds are raised from covered bond markets (largely via Realkredit Danmark, Danske Bank'smortgage subsidiary). The refinancing risk on this funding source is reducing: in the current low interest rate environment, and followingthe introduction of a new price structure incentivising longer reset periods, Danske Bank's exposure to one- and two-year adjustable-rate mortgages has reduced to 4% of gross loans at end-2015 from 7% at end-2013. In addition, the March 2014 bill on mortgage-credit loans and mortgage-credit bonds mitigates the refinancing risk arising from short-term market disruption because it provides aframework for failed covered bond auctions from Danish mortgage lenders.

We take some comfort from Danske Bank's sizeable reported liquidity buffer - most of which can be used as collateral for central bankliquidity - amounting to DKK452 billion or 14% of total assets at end-2015. At end-2015 our wider definition of liquid banking assets,including cash and deposits with the Danish central bank, as well as held-to maturity and liquidity investments designated at fair valuethrough profit or loss (which mainly consist of Danish covered bonds) accounted for around 27.5% of tangible banking assets and ourassigned Liquidity Resources score is a3. At end-2015, Danske Bank's Liquidity Coverage Ratio according to the new EU standards was125%.

Notching ConsiderationsLOSS GIVEN FAILURE AND ADDITIONAL NOTCHINGDenmark enacted the EU Bank Resolution and Recovery Directive (BRRD), which we consider to be an Operational Resolution Regime,in March 2015. In our loss-given-failure analysis of the bank's balance sheet, we assume residual tangible common equity of 3% andlosses post-failure of 8% of tangible banking assets, a 25% run-off in “junior” wholesale deposits, a 5% run-off in preferred deposits,and assign a 25% probability to deposits being preferred to senior unsecured debt. These are in line with our standard assumptions. Weapply a standard assumption for large European banks that 26% of deposits are junior.

Danske Bank's A2 long-term senior unsecured debt and deposit ratings take into account the bank's baa1 BCA, our view of a low loss-given-failure on these instruments resulting in one notch of Loss Given Failure (LGF) uplift, and a moderate assessment of governmentsupport which translates into one notch of rating uplift. The LGF analysis assesses the banking group's own volume of deposits anddebt, and the volume of securities subordinated to them in our creditor hierarchy.

We apply our Advanced LGF analysis on the consolidated total banking group including the Finnish operations, and thereby assumean SPE resolution across the group's Nordic operations. We consider that the bank's highly interconnected group structure andcooperation between national regulators make a cross-border resolution probable, implying the equal treatment of creditors of DanskeBank A/S and those of its Finnish subsidiary Danske Bank plc (see also our Credit Opinion on Danske Bank plc).

MOODY'S INVESTORS SERVICE FINANCIAL INSTITUTIONS

6 6 July 2016 Danske Bank A/S: Update to Discussion of Key Credit Factors

GOVERNMENT SUPPORTAlthough the implementation of the BRRD has prompted us to reconsider the potential for government support to benefit certaincreditors, we continue to consider a moderate probability of government support for Danske Bank, resulting in one notch ofgovernment support uplift in the bank's A2 long-term senior unsecured debt and deposits. This reflects that Danske Bank is Denmark'slargest financial institution, and is the market leader in most financial products, commanding an approximate 30% market share.

COUNTERPARTY RISK ASSESSMENTCR Assessments are opinions of how counterparty obligations are likely to be treated if a bank fails and are distinct from debt anddeposit ratings in that they (1) consider only the risk of default rather than both the likelihood of default and the expected financial losssuffered in the event of default; and (2) apply to counterparty obligations and contractual commitments rather than debt or depositinstruments. The CR assessment is an opinion of the counterparty risk related to a bank's covered bonds, contractual performanceobligations (servicing), derivatives (e.g., swaps), letters of credit, guarantees and liquidity facilities.

Danske Bank's CR Assessment is positioned at Aa3(cr)/Prime-1(cr). The CR Assessment, prior to government support, is positionedthree notches above the Adjusted BCA of baa1, based on the substantial cushion against default provided to the senior obligationsrepresented by the CR Assessment by subordinated instruments. The main difference with our Advanced LGF approach used todetermine instrument ratings is that the CR Assessment captures the probability of default on certain senior obligations, rather thanexpected loss, therefore we focus purely on subordination and take no account of the volume of the instrument class.

The CR Assessment also benefits from one notch of systemic support, in line with our support assumptions on deposits and seniorunsecured debt. This reflects our view that any support provided by governmental authorities to a bank which benefits seniorunsecured debt or deposits is very likely to benefit operating activities and obligations reflected by the CR Assessment as well,consistent with our belief that governments are likely to maintain such operations as a going-concern in order to reduce contagion andpreserve a bank's critical functions.

Rating Methodology and Scorecard Factors

Exhibit 4

Danske Bank A/SMacro FactorsWeighted Macro Profile Strong + 100%

Financial ProfileFactor Historic Ratio Macro

Adjusted ScoreCredit Trend Assigned Score Key driver #1 Key driver #2

SolvencyAsset RiskProblem Loans / Gross Loans 3.6% a3 ↓ a3 Expected trend Collateral and

provisioningcoverage

CapitalTCE / RWA 18.5% aa2 ← → a1 Nominal leverage

ProfitabilityNet Income / Tangible Assets 0.4% ba2 ↑ baa2 Expected trend

Combined Solvency Score a3 a3LiquidityFunding StructureMarket Funds / Tangible BankingAssets

41.7% b1 ← → baa2 Marketfunding quality

Term structure

Liquid ResourcesLiquid Banking Assets / TangibleBanking Assets

27.5% a3 ← → a3 Stock ofliquid assets

Combined Liquidity Score ba1 baa1Financial Profile a3Business Diversification 0

MOODY'S INVESTORS SERVICE FINANCIAL INSTITUTIONS

7 6 July 2016 Danske Bank A/S: Update to Discussion of Key Credit Factors

Opacity and Complexity 0Corporate Behavior 0Total Qualitative Adjustments 0Sovereign or Affiliate constraint: AaaScorecard Calculated BCA range a2-baa1Assigned BCA baa1Affiliate Support notching 0Adjusted BCA baa1

Instrument Class Loss GivenFailure

notching

Additional notching PreliminaryRating

Assessment

GovernmentSupport notching

Local Currencyrating

ForeignCurrency

ratingCounterparty Risk Assessment 3 0 a1 (cr) 1 Aa3 (cr) --Deposits 1 0 a3 1 A2 A2Senior unsecured bank debt 1 0 a3 1 -- A2Junior subordinated bank debt -1 -1 baa3 (hyb) 0 -- Baa3 (hyb)Non-cumulative bank preferenceshares

-1 -2 ba1 (hyb) 0 -- Ba1 (hyb)

Source: Moody's Financial Metrics

Ratings

Exhibit 5Category Moody's RatingDANSKE BANK A/S

Outlook StableBank Deposits A2/P-1Baseline Credit Assessment baa1Adjusted Baseline Credit Assessment baa1Counterparty Risk Assessment Aa3(cr)/P-1(cr)Issuer Rating A2Senior Unsecured A2Jr Subordinate Baa3 (hyb)Pref. Stock Non-cumulative Ba1 (hyb)Commercial Paper P-1Other Short Term (P)P-1

DANSKE BANK A/S (LONDON BRANCH)

Outlook StableDeposit Note/CD Program (P)A2/(P)P-1

DANSKE BANK PLC

Outlook StableBank Deposits A2/P-1Baseline Credit Assessment baa1Adjusted Baseline Credit Assessment baa1Counterparty Risk Assessment Aa3(cr)/P-1(cr)Issuer Rating A2Senior Unsecured -Dom Curr A2Subordinate MTN -Dom Curr (P)Baa2Pref. Stock Non-cumulative -Dom Curr Ba1 (hyb)

DANSKE CORPORATION

Bkd Commercial Paper P-1Source: Moody's Investors Service

MOODY'S INVESTORS SERVICE FINANCIAL INSTITUTIONS

8 6 July 2016 Danske Bank A/S: Update to Discussion of Key Credit Factors

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