FINANCIAL INSTITUTIONS

CREDIT OPINION10 March 2019

Update

RATINGS

Emirates NBD PJSCDomicile United Arab Emirates

Long Term CRR A2

Type LT Counterparty RiskRating - Fgn Curr

Outlook Not Assigned

Long Term Debt A3

Type Senior Unsecured - FgnCurr

Outlook Stable

Long Term Deposit A3

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

Mik Kabeya +971.4.237.9590AVP-Analystmik.kabeya@moodys.com

Nondas Nicolaides +357.2569.3006VP-Sr Credit Officernondas.nicolaides@moodys.com

Henry MacNevin +44.20.7772.1635Associate Managing Directorhenry.macnevin@moodys.com

Sean Marion +44.20.7772.1056MD-Financial Institutionssean.marion@moodys.com

CLIENT SERVICES

Americas 1-212-553-1653

Asia Pacific 852-3551-3077

Japan 81-3-5408-4100

EMEA 44-20-7772-5454

Emirates NBD PJSCUpdate to credit analysis

SummaryEmirates NBD PJSC (ENBD)'s A3 long-term deposit ratings incorporate a four-notch upliftfrom the bank's ba1 Baseline Credit Assessment (BCA) and adjusted BCA. This uplift is basedon our assessment of a very high likelihood of support from the Government of United ArabEmirates (Aa2 stable) in case of need. This reflects ENBD’s importance to the local financialsystem (20% deposit market share as of December 2018), the bank's designation as a D-SIBby the UAE Central Bank, the Dubai government's large shareholding (55.8%) in the bank andthe UAE authorities track record of supporting banks.

The bank's ba1 BCA reflects its solid capitalisation and healthy profitability supported bya large retail franchise, as well as its stable funding, reflecting established domestic andinternational operations combined with a strong treasury function. The bank's borrower andsector credit concentrations, combined with the high and increasing related party creditconcentrations, continue to moderate these strengths.

Recent credit developmentsOn 22 May 2018, ENBD and Sberbank announced that they had entered into a definitiveagreement for ENBD to acquire Sberbank’s 99.85% stake in Denizbank A.S.. The acquisition,which is subject to regulatory approvals, is expected to be completed in the first half of 2019.

Exhibit 1

Rating Scorecard - Key financial ratios

6.5% 17.4% 1.7% 15.8% 28.6%

0%

5%

10%

15%

20%

25%

30%

35%

0%

2%

4%

6%

8%

10%

12%

14%

16%

18%

20%

Asset Risk:Problem Loans/

Gross Loans

Capital:Tangible Common

Equity/Risk-WeightedAssets

Profitability:Net Income/

Tangible Assets

Funding Structure:Market Funds/

Tangible BankingAssets

Liquid Resources:Liquid Banking

Assets/TangibleBanking Assets

Solvency Factors (LHS) Liquidity Factors (RHS)

Emirates NBD PJSC (BCA: ba1) Median ba1-rated banks

So

lve

ncy F

acto

rs

Liq

uid

ity F

acto

rs

The problem loans and profitability ratios are the weaker of the three-year averages and the latest reported figures. The capitalratio is the latest reported figure. The funding structure and liquid asset ratios are latest year-end figures.Source: Moody's Financial Metrics

MOODY'S INVESTORS SERVICE FINANCIAL INSTITUTIONS

2

Credit strengths

» Solid capitalisation provides buffer to asset risk

» Large retail franchise (over 17% domestic market share), which drives healthy profitability

» Established franchise and strong treasury function, which drive stable funding and liquidity

» Large government ownership (55.8%), which supports our view of a very high likelihood of government support if needed

Credit challenges

» Borrower and sector credit concentrations pose risk to the asset quality

» High and increasing credit concentration to related parties, which poses risk to the asset quality

Rating outlookThe stable outlook reflects our view that the bank's sound capitalisation, solid profitability and stable funding balance the risk fromboth its (a) borrower and sector credit concentrations and (b) its concentrated related-party exposure.

Factors that could lead to an upgradeUpwards pressure on ENBD's ratings could develop through a continued material improvement in asset quality, combined with asignificant and sustained reduction in credit concentrations.

Factors that could lead to a downgradeDownwards pressure on ENBD's ratings could develop from a material deterioration in capitalisation, or a significant weakening of itsfunding and liquidity.

Key indicators

Exhibit 3

Emirates NBD PJSC (Consolidated Financials) [1]12-182 12-173 12-163 12-153 12-143 CAGR/Avg.4

Total Assets (AED million) 500,343 470,372 448,004 406,560 363,021 8.45

Total Assets (USD million) 136,216 128,069 121,976 110,689 98,835 8.45

Tangible Common Equity (AED million) 48,925 43,927 38,439 34,759 30,233 12.85

Tangible Common Equity (USD million) 13,320 11,960 10,465 9,463 8,231 12.85

Problem Loans / Gross Loans (%) 5.9 7.0 6.7 7.4 8.5 7.16

Tangible Common Equity / Risk Weighted Assets (%) 17.4 16.1 15.0 14.2 13.7 17.47

Problem Loans / (Tangible Common Equity + Loan Loss Reserve) (%) 27.7 33.3 33.4 37.4 44.1 35.26

Net Interest Margin (%) 2.5 2.2 2.2 2.5 2.6 2.46

PPI / Average RWA (%) 4.1 3.8 3.7 4.3 4.2 4.17

Net Income / Tangible Assets (%) 1.9 1.7 1.5 1.6 1.3 1.66

Cost / Income Ratio (%) 33.4 32.6 34.5 32.2 31.5 32.96

Market Funds / Tangible Banking Assets (%) 15.8 15.3 16.1 14.1 13.3 14.96

Liquid Banking Assets / Tangible Banking Assets (%) 28.6 30.3 29.2 28.0 25.6 28.36

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 10 March 2019 Emirates NBD PJSC: Update to credit analysis

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Gross Loans / Due to Customers (%) 101.9 100.9 101.3 102.3 103.4 102.06

[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] May include rounding differencesdue to scale of reported amounts. [5] Compound Annual Growth Rate (%) based on time period presented for the latest accounting regime. [6] Simple average of periods presented for thelatest accounting regime. [7] Simple average of Basel III periods presented.Source: Moody's Financial Metrics

ProfileEmirates NBD PJSC (ENBD) is a Dubai-based bank established in October 2007 following the merger of Emirates Bank Internationaland National Bank of Dubai. ENBD has a 20% market share in terms of loans and 20% in terms of deposits (December 2018). As ofDecember 2018, Investment Corporation of Dubai (ICD) was ENBD’s largest shareholder, with a 55.8% stake. ICD is majority owned bythe Government of Dubai.

ENBD operates within 4 main business segments: Corporate Banking, Consumer Banking, Islamic Banking and Treasury. CorporateBanking represented 34% of operating income in 2018, while Consumer Banking, Islamic Banking and Treasury for 42%, 14% and 5%,respectively.

ENBD operates regionally, with 83% of its assets located in the UAE, 5% in other GCC countries and 12% internationally (outside theGCC) as of December 2018. The bank has operations in the UAE, Egypt, the Kingdom of Saudi Arabia, India, Singapore and the UK, andhas representative offices in China, Indonesia and Turkey. In the UAE and overseas, it maintained 230 branches as of December 2018.

For further information on the bank’s profile, please see Emirates NBD PJSC Company Profile, 07 February 2019.

Detailed credit considerationsBorrower and sector credit concentrations pose risk to the asset qualityWe expect the bank’s asset quality to remain stable, as loan performance in the country gradually stabilises. The asset qualitystabilisation in the country will reflect the balance of resilient performance of large borrowers, with problem loan formation amongsmall and mid-sized corporates and personal borrowers.

However, several factors pose a tail risk to UAE banks' asset quality, including the exposure to the volatile construction and real estatesector, the large stock of rescheduled loans in the system and the structural large exposure to government-run organisations.

ENBD’s sector concentrations (to the construction and real estate sectors) pose risks to its asset quality. Indeed, the bank’s exposureto the construction and real estate sectors represented 109% of its tangible common equity (TCE) and 15% of its loan book as ofDecember 2018.

As of December 2018, the bank’s problem loans-to-gross loans ratio improved to 5.9% (under IFRS9 reporting, including stage 3loans) from 7.0% as of December 2017 (under IAS39 reporting, including impaired loans and loans past due for more than 90 daysbut not impaired). The improvement in the problem loans ratio during 2018 reflected write-offs (0.1% of gross loans), write backs andrecoveries (0.5% of gross loans), and 8% growth in gross loans (8% so far this year).

The bank's problem loans to gross loans ratio still remains somewhat higher than the local average, which stood at 5.1%. The ratio ofENBD's loan-loss reserves to problem loans improved to 127% as of December 2018 (104% local average), from 110% at December2017.

We assign an asset risk score of b2, two notches below the macro adjusted score, to reflect the bank's borrower and sector creditconcentrations (see page 6).

High and increasing credit concentration to related parties poses risk to the asset qualityWe expect the bank's risk profile to remain constrained by its high related-party exposure to the Dubai government (as its key financingbank) despite a robust risk management. The leverage appetite of the Dubai government poses risk to the bank's asset quality. Theresilience and diversification of the local economy (mining and quarrying accounted for less than 2% of Dubai's nominal gross domesticproduct) partly moderates these concerns.

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MOODY'S INVESTORS SERVICE FINANCIAL INSTITUTIONS

Credit concentrations are a common feature of the banks in the region, but ENBD has materially increased its credit concentration torelated parties over 2010-18. As of December 2018, the bank's related-party loans increased to 262% of total regulatory capital (315%of its TCE and 47% of net loans and advances) from 142% as of December 2010 (262% of its TCE and 32% of net loans and advances).

We believe that a reduction in ENBD's government exposure (to the Dubai government) to within 100% of the bank's total equity isunlikely over the next twelve months. The bank has agreed with the Central Bank of the UAE on the treatment of its exposure to theDubai government. This treatment is incorporated in the bank's published year-end 2018 financial statements.

The bank's credit concentration weakness results in a full one-notch negative qualitative adjustment in the BCA scorecard (see page 6).

Solid capitalisation provides buffer to asset riskWe expect ENBD’s solid capitalisation to remain solid. This will reflect the bank's strong profit generation and conservative profitretention (22% dividend pay-out ratio proposed in 2019 for 2018).

As of December 2018, the bank reported a tangible common equity/risk weighted assets of 17.4% (16.1% as of year-end 2017), whichis noticeably above the 14.0% UAE average. In addition, the bank reported a Basel III Tier 1 ratio of 19.8% and a total capital adequacyratio of 20.9% as of December 2018.

As per the local regulatory regime, banks do not fully risk weight the credit extended to the Dubai government. For the purpose ofour internal analysis, we adjust ENBD’s risk weight on its AED150 billion (ca. $41 billion) exposure to the Dubai government and otherrelated parties. This adjustment decreases the bank's TCE ratio to a level closer to the local average.

We assign a capital score of baa3, four notches below the macro adjusted score, to reflect the bank's adjusted TCE ratio (for its Dubaigovernment exposure) combined with our expectations of the capital evolution upon completion of the Denizbank acquisition (seepage 6).

Large retail banking franchise (over 17% domestic market share) drives healthy profitabilityWe expect the bank’s profitability to remain strong and above its local and global peers. Solid loan growth combined with someincrease in US interest rates will support net interest income. ENBD's operating expenses will remain broadly stable. Loan lossprovisioning charges will modestly increase, amid a soft operating environment.

We expect ENBD’s loan book re-pricing, combined with its low cost deposit balances derived from its large and granular retail franchise(with the largest branch network in the country and advanced digital technology), to balance the pressure from higher interest ratesand credit spreads. However, future interest rates increases will generate smaller upside for the bank's net interest margins, given thedeposit migration (amidst the high interest rate environment) from low cost current and saving accounts (CASA), to more expensivetime deposits. The bank's proportion of CASA declined to 51% of total deposits at December 2018, from 56% at December 2017.

We expect provisioning charges to increase, reflecting pressure in the country's property and hospitality sectors, as well as in theretail segment. Continued recoveries of legacy bad loans dating the 2008 global financial crisis will moderate the impact of newdelinquencies amd soft economic growth.

The bank's net interest margin improved to 2.5% during 2018 from 2.2% for the year 2017, as the bank increased its gross yields fasterthan its funding costs during the first half of the year, amidst rising interest rates. The bank’s cost-to-income ratio was broadly stableat 33% during 2018, as the bank implemented cost control measures. The cost of risk improved, with loan loss provisions at 47 bps ofgross loans in 2018 (from 66 bps in 2017).

Established franchise and strong treasury function drive stable funding and liquidityWe expect ENBD to maintain its strong access to granular and low cost current and savings accounts (51% of deposits as of December2018). This granular deposit base reflects ENBD’s solid retail franchise, with the bank being the second-largest entity (depositsmarket share of around 20%) in the fragmented UAE market. In addition, ENBD benefits from a well-established corporate franchise,supported by its strong ties with the Dubai government and a long history of local operations.

We expect ENBD to maintain deep access to international capital and money markets through its treasury function, which is one of themost active in the Gulf Cooperation Council. In addition, the bank’s market issuance will continue to support its term structure with

4 10 March 2019 Emirates NBD PJSC: Update to credit analysis

MOODY'S INVESTORS SERVICE FINANCIAL INSTITUTIONS

broadly matched assets and liabilities. As of December 2018, the bank had outstanding AED44 billion ($12 billion) of debt and sukukterm funding, with a large majority (over 65%) due in more than two years.

In addition, we expect the bank to maintain a diversified funding base in terms of depositor and currency. The bank’s granularretail deposit base, combined with its market funding raised in various currencies, forms and maturities, contribute to its fundingdiversification.

As of December 2018, the bank’s market funds remained broadly stable at 15.8% of tangible banking assets (15.3% as of year-end2017). At the same time, the bank's liquid banking assets were strong at 28.6% of tangible banking assets as of December 2018 (30.3%as of year-end 2017).

ENBD’s net loans-to-deposits ratio was sound at 94% as of December 2018 (93% as of year-end 2017), though somewhat higher thanthe 86% UAE system average. As of December 2018, the bank's liquidity coverage ratio (LCR) stood at 195%, well above the regulatoryminimum threshold of 90% for 2018.

Support and structural considerationsGovernment supportENBD's A3 deposit rating incorporates four notches of uplift from the bank's ba1 BCA. This view reflects our assessment of a veryhigh probability of government support in case of need, given the Dubai government's 55.8% ownership stake in ENBD through theInvestment Corporation of Dubai, the bank's importance to the local financial system (deposits market share of around 20%) and theUAE's strong track record of supporting banks in times of stress.

Counterparty Risk Ratings (CRRs)CRRs are opinions of the ability of entities to honour the uncollateralised portion of non-debt counterparty financial liabilities (CRRliabilities) and also reflect the expected financial losses in the event such liabilities are not honoured. CRR liabilities typically relate totransactions with unrelated parties. Examples of CRR liabilities include the uncollateralised portion of payables arising from derivativestransactions and the uncollateralised portion of liabilities under sale and repurchase agreements. We believe that CRR liabilities havea lower probability of default than the bank's deposit and senior unsecured debt as they will more likely be preserved to minimisebanking system contagion, minimise losses and avoid disruption of critical functions. For this reason, we assign the CRRs, prior togovernment support, one notch above the Adjusted BCA.

ENBD’s CRRs are positioned at A2/P-1.We consider UAE a jurisdiction with a non-operational resolution regime. For non-operational resolution regime countries, the startingpoint for the CRR is one notch above the bank’s Adjusted BCA. In the case of ENBD, and in line with our support assumptions ondeposits, the CRR benefits from a four-notch uplift of systemic support. The bank's CRR is, therefore, one notch above the depositratings of A3.

Source of facts and figures cited in this reportUnless noted otherwise, we have sourced data relating to system-wide trends and market shares from the central bank. Bank-specificfigures originate from banks' reports and Moody's Banking Financial Metrics. All figures are based on our own chart of account andmay be adjusted for analytical purposes. Please refer to the document Financial Statement Adjustments in the Analysis of FinancialInstitutions, published on 9 August 2018.

About Moody's Bank ScorecardOur scorecard is designed to capture, express and explain in summary form our Rating Committee's judgement. When read inconjunction with our research, a fulsome presentation of our judgement is expressed. As a result, the output of our scorecardmay materially differ from that suggested by raw data alone (though it has been calibrated to avoid the frequent need for strongdivergence). The scorecard output and the individual scores are discussed in rating committees and may be adjusted up or down toreflect conditions specific to each rated entity.

5 10 March 2019 Emirates NBD PJSC: Update to credit analysis

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Rating methodology and scorecard factors

Exhibit 4

Emirates NBD PJSCMacro FactorsWeighted Macro Profile Moderate

+100%

Factor HistoricRatio

InitialScore

ExpectedTrend

Assigned Score Key driver #1 Key driver #2

SolvencyAsset RiskProblem Loans / Gross Loans 6.5% ba3 ↑ b2 Single name

concentrationSector concentration

CapitalTCE / RWA 17.4% a2 ↓ baa3 Risk-weighted

capitalisationExpected trend

ProfitabilityNet Income / Tangible Assets 1.7% a3 ← → a3 Return on assets

Combined Solvency Score baa2 ba1LiquidityFunding StructureMarket Funds / Tangible Banking Assets 15.8% baa2 ← → baa2 Extent of market

funding relianceLiquid ResourcesLiquid Banking Assets / Tangible Banking Assets 28.6% baa2 ← → baa2 Stock of liquid assets

Combined Liquidity Score baa2 baa2Financial Profile baa3

Business Diversification 0Opacity and Complexity 0Corporate Behavior -1

Total Qualitative Adjustments -1Sovereign or Affiliate constraint: Aa2Scorecard Calculated BCA range baa3-ba2Assigned BCA ba1Affiliate Support notching 0Adjusted BCA ba1

Instrument class Loss GivenFailure notching

AdditionalNotching

Preliminary RatingAssessment

GovernmentSupport notching

Local CurrencyRating

ForeignCurrency

RatingCounterparty Risk Rating 1 0 baa3 4 A2 A2Counterparty Risk Assessment 1 0 baa3 (cr) 4 A2 (cr) --Deposits 0 0 ba1 4 A3 A3Senior unsecured bank debt 0 0 ba1 4 A3 A3Dated subordinated bank debt -1 0 ba2 3 -- (P)Baa2[1] Where dashes are shown for a particular factor (or sub-factor), the score is based on non-public information.Source: Moody's Financial Metrics

Ratings

Exhibit 5Category Moody's RatingEMIRATES NBD PJSC

Outlook StableCounterparty Risk Rating A2/P-1Bank Deposits A3/P-2Baseline Credit Assessment ba1Adjusted Baseline Credit Assessment ba1

6 10 March 2019 Emirates NBD PJSC: Update to credit analysis

MOODY'S INVESTORS SERVICE FINANCIAL INSTITUTIONS

Counterparty Risk Assessment A2(cr)/P-1(cr)Senior Unsecured A3Subordinate MTN (P)Baa2Commercial Paper P-2Other Short Term (P)P-2

EMIRATES NBD GLOBAL FUNDING LIMITED

Outlook StableBkd Sr Unsec MTN (P)A3Bkd Subordinate MTN (P)Baa2

EIB SUKUK COMPANY LTD.

Outlook StableBkd Sr Unsec MTN (P)A3

Source: Moody's Investors Service

7 10 March 2019 Emirates NBD PJSC: Update to credit analysis

MOODY'S INVESTORS SERVICE FINANCIAL INSTITUTIONS

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REPORT NUMBER 1162863

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Contacts

Mik Kabeya +971.4.237.9590Analystmik.kabeya@moodys.com

Jonathan Parrod +971.4.237.9546Associate Analystjonathan.parrod@moodys.com

CLIENT SERVICES

Americas 1-212-553-1653

Asia Pacific 852-3551-3077

Japan 81-3-5408-4100

EMEA 44-20-7772-5454

9 10 March 2019 Emirates NBD PJSC: Update to credit analysis