Årsredovisning 2025

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Annual 
Report 
2025 
morrowbank.com

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Morrow Bank is a modern and fully digital 
bank with 10 years of expertise in loans 
and credit. Today, we have customers in 
Sweden, Norway, Finland, and Germany, 
offering various loan products, credit cards, 
savings accounts, and insurance. At Morrow 
Bank, we aim to help you look optimistically 
towards tomorrow, no matter what it 
may bring, which is also where we drew 
inspiration for our name. It’s a former spelling 
of the word “tomorrow,” which means “the 
day after today” or “in the future.”
Morrow Bank is a modern and 
fully digital bank with more than 
10 years of expertise in loans 
and credit. Today, we have 
customers in Sweden, Norway, 
and Finland, offering various 
loan products, credit cards, 
savings accounts, and insurance. 
Additionally, the Bank provides 
a savings account product 
through a single deposit platform 
in several European countries.

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Content
About Morrow Bank 4
2025 in numbers 6
Letter from the CEO 8
Shareholder information 10
Board of Directors 12
Management 14
Corporate governance 15
ESG/Sustainability/CSR report 22
Board of Directors’ Report 32
Confirmation of Annual Report and Board of Directors’ Report 38
Financial statements 41
Auditor’s report 86

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About Morrow Bank
Morrow Bank (“the Bank”) is a specialized consumer finance bank 
with an ambition to create long-term value by offering a variety of 
financing solutions primarily to consumers in the Nordic market. 
In an increasingly digital market, Morrow Bank focuses on creating 
customer value through flexible solutions and efficient and user-
friendly processes. Morrow Bank is executing on an ambitious 
growth agenda with the aim of becoming the leading digital 
consumer finance bank in the Nordics. The product portfolio 
includes consumer loans, credit cards and high-yield deposit 
accounts.
Credit cards
79 
thousand customers
1,323
NOK million net loans
Consumer loans
129  
thousand customers
17, 25 8
NOK million net loans
Deposit accounts
49 
thousand customers
1 7,1 5 5
NOK million deposits
4 About Morrow Bank

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Digital and scalable 
organisation 
headquartered in 
Stockholm, Sweden
Morrow Bank‘s strategy is founded on 
a digital, scalable, efficient and low-cost 
operating model combined with strong 
risk control. This strategy is enabled 
by maintaining a centralised corporate 
structure and fully digital operations 
utilizing modern technology. Morrow Bank’s 
consumer financing products are offered 
to customers in Norway, Sweden and 
Finland. In addition, the Bank offers high-
yield deposits accounts in Norway, Sweden 
and several other European countries. Norway
Sweden
Finland
Ireland
(deposit)
Germany
(deposit)
France
(deposit)
Spain
(deposit)
Austria
(deposit)
Netherlands
(deposit)
Stockholm
Morrow Bank Annual Report 2025 5

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2025 in numbers
At the end of 2025, Morrow Bank had NOK 18.5 billion in gross 
loans and around 208 000 lending customers spread across 
various products and markets. The Bank is well-capitalised with 
a common equity tier 1 capital ratio of 15.9% as at 31 December 
2025.
  Loans Norway
  Credit cards
  Loans Finland
  POS Finance (disc.)
 Loans Sweden
Gross loan distribution 
by product
Customer distribution 
by product 
208 000
  Loans Norway 21%
  Credit cards 7%
  Loans Finland 37%
  Loans Sweden 35%
  Loans Norway 18%
  Credit cards 38%
  Loans Finland 22%
  Loans Sweden 22%
Gross loans (NOK million)
NOK
18.5
billion
0
5000
10000
15000
20000
20252024202320222021202020192018
6 2025 in numbers

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Key figures
Figures in NOK million 2025 2024 2023 2022 2021
P&L items
Net interest income 1,343 1,210 1,020 793 884
Total income 1,427 1,277 1,054 801 876
Operational expenses -383 -334 -321 -507 -415
Losses on loans -674 -661 -527 -292 -739
Profit after tax 282 209 152 1 -209
Earnings per share (NOK) 1,13 0.82 0.62 -0.07 -1.19
Balance sheet items
Gross loan to customers 18,851 15,385 11,789 9,640 8,220
Net loans to customers 16,871 13,848 11,076 9,111 7,398
Deposits from customers 17,155 15,705 11,096 9,348 7,934
Total equity 2,717 2,469 2,279 1,953 1,964
Other key figures
CET1 ratio 15.9% 16.8% 20.0% 20.5% 20.7%
Total capital ratio 19.5% 20.4% 23.6% 23.6% 24.0%
Cost/income ratio 26.9% 26.2,% 30.4% 63.3% 47.4%
Loan loss ratio 4.0% 4.9% 4.3% 3.3% 9.4%
Return on equity (ROE) adj 10.9% 8.7% 7.0% -0.8% 6.5%
Price per share (NOK) 16.05 9.3 3.9 4.8 7.7
Number of shares (million) 231 230 229 187 187
Market cap (NOK million) 3,714 2,144 895 900 1,447
Gross loan growth
20.4 %
Gross loans (NOK billion)
18.5
CET1 ratio
15.9 %
Capital ratio
19.5 %
Morrow Bank Annual Report 2025
7

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Letter from the CEO
Morrow Bank provides financial flexibility to creditworthy 
individuals across the Nordics with attractive consumer financing 
products. Competing in this market requires scale, operational 
efficiency and risk discipline.
Over the past three years, that is what we have built.
As a result, Morrow Bank has delivered more than 50% compound 
net earnings growth on average annually 2023-2025. By compari-
son, our Nordic listed peer group grew around 10% on average.¹
Milestones
First, our redomiciliation to Sweden, effective 2 January 2026, 
reduces capital requirements and puts us on a level playing field 
with Swedish peers. Lower capital requirements improve capital 
efficiency, supporting higher returns on the same underwriting 
framework. Illustratively, our Q4 2025 return on target equity 
(ROTE) of 12.6% would have been 15.5% under Swedish capital 
requirements.
Second, our shares began trading on Nasdaq Stockholm on 9 
January 2026. This provides improved access to the largest 
capital market in the Nordics and places us in a more relevant peer 
and investor context as a Swedish bank.
Scalable platform
Since 2022, we have completed a fundamental turnaround. We 
exited unprofitable products, simplified the technology platform, 
automated core processes and streamlined the organisation.
Since July 2024, we have closed three transactions, acquiring 
close to SEK 3 billion in performing loans without adding material 
operating expenses..
In 2025, we proved the scalability. Our profit before tax increased 
31% to NOK 369 million, while the loan book grew 21% to NOK 
18.5 billion.
Continued earnings growth
Looking ahead, we see three operational drivers for continued 
earnings growth.
1. Competitive organic growth: The Nordic macro-outlook 
supports consumer financing demand.² With attractive produ-
cts, automation across core processes and a highly competitive 
cost base, we are positioned to continue taking market share. 
Towards end-2028, our ambition is more than 10% organic loan 
growth annually.
Superior earnings growth
– and the scalable platform to sustain it
In 2025, our earnings grew faster than the loan 
book. With a scalable banking platform in place, 
we are positioned for competitive growth and 
attractive shareholder returns.
8 Letter from the CEO

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2.  Cost efficiency: From Q4 2022 to Q4 2025, we reduced the 
cost/income ratio from 42% to 25%. The focus now is conti-
nuous improvement. Our roadmap can take the cost/income 
ratio to 23% by end-2028. 
3. Stable loan losses: We constantly improve our credit scoring 
models as we gather more data. Together with closer follow-up 
of late payers and a maturing loan book, this has contributed to 
loan loss provisions stabilising around 4%. Loan loss provisions 
are expected to remain at stable levels over time.
Targets and upside
We reported around 13% ROTE in Q4 2025. Our ambition is to 
increase this to around 20% by end-2028, supported by organic 
growth, operating leverage, disciplined risk management and 
improved capital efficiency as a Swedish bank.
We will allocate capital to where we see the highest long-term 
shareholder returns, primarily by reinvesting in profitable growth 
and accretive M&A. If capital generation exceeds what we can 
deploy at attractive risk-adjusted returns, we will also be paying 
out dividends.
For 2028, our organic ambitions imply a potential of SEK 400 to 
500 million net profit and SEK 700 to 800 million in excess capital 
available over 2026–2028 for dividends or further growth and 
value-accretive opportunities.
For illustrative purposes, should we succeed in deploying all 
available capital to profitable organic growth and accretive M&A, 
annualised growth could on average reach around 25% and 2028 
net profit could reach SEK 650 to 750 million.
Shareholder returns
Our objective is to convert performance into value creation. We 
are pleased to have delivered total shareholder return of 243% 
over the past three years.
With a focused portfolio, a scalable platform and improved capital 
efficiency as a Swedish bank, Morrow Bank is well positioned to 
continue delivering competitive growth and attractive shareholder 
returns.
Øyvind Oanes
CEO, Morrow Bank
Note: Targets and ambitions are set in SEK reflecting our Swedish domicile.
1 Peers include Noba Bank, Instabank, TF Bank, Lea Bank, Norion Bank, Resurs Bank
2 Source: Focus Economics: Nordic Macro, January 2026
“We have successfully 
completed the 
turnaround and are 
well positioned for 
further value creation 
going forward”
Morrow Bank Annual Report 2025
9

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Shareholder information
Investor information such as annual and interim reports, presenta-
tions, and financial calendars are made available on Morrow Bank’s 
website simultaneously with their release to the market.
For further information about the company’s stocks, please refer to 
Morrow Bank’s website under Investor Relations: ir.morrowbank.com.
The share
in 2025 Morrow Bank ASA was listed on the Oslo Stock Exchange 
under the ticker ”MOBA”. As of 31 December 2025, a total of 
231,378,181 shares with a nominal value of NOK 1 had been 
issued. The increase of 1,373,887 shares in 2025 is related to 
redemptions under the Bank’s stock option program.
The company’s market value at the end of 2024 was NOK 2.1 bil-
lion, up from NOK 0.9 billion at the end of 2023. This corresponds 
to 0.9 times the Bank’s book equity as of 31 December 2024. 
The share price at year-end, December 31 2025, was NOK 
16.05, compared to NOK 9.3 at year-end 2024, representing a 
return of 72%. The highest share price in 2025 was NOK 16.05 
in December, while the lowest price of NOK 8.34 was recorded in 
March 2025. 
Shares in the company were traded on all 250 trading days of the 
Oslo Stock Exchange, with an average daily volume of 541,375 
shares, totaling135.3 million shares. This corresponds to a turno-
ver rate of 58% of the total average number of issued shares.
Re-listing to Nasdaq Stockholm
On 29 April 2025, it was announced that the Morrow Bank AB had 
adopted a cross-border merger plan with Morrow Bank ASA, with 
the Morrow Bank AB as the acquiring entity, in order to effect the 
relisting of Morrow Bank AB’s shares on Nasdaq Stockholm. On 
12 December 2025, it was announced that Nasdaq Stockholm 
had assessed that Nasdaq Stockholm’s listing requirements have 
been fulfilled. Morrow Bank began trading on Nasdaq Stockholm9 
January 2026 under the ticker ”MORROW”.
Voting rights
Morrow Bank has one class of shares where all shareholders have 
equal rights, and the shares are freely transferable. Shareholders 
have the right to vote for the number of shares they own.
Dividend Policy
Morrow Bank’s board has adopted a dividend policy to ensure 
that the Bank has sufficient capital to grow in selected markets 
according to the Bank’s strategy. Available capital beyond this will 
be returned to shareholders in the form of dividends. Morrow Bank 
paid its first dividend in April 2021, equivalent to NOK 0.42 per 
share. In 2025, a dividend of NOK 0.40 per share was paid for the 
2024 financial year.
Shareholder Overview
Morrow Bank had a total of 3,469 shareholders at the end of 2024, 
with the 10 largest shareholders owning 52% of the shares. The 
majority of the Bank’s shares are held by Norwegian investors. As 
of year-end 2024, Norwegian investors owned 177.2 million shares 
(77.1%), while foreign investors held 52.8 million shares, represen-
ting a foreign ownership share of 22.9%. 
Kistefos is the largest shareholder in Morrow Bank, holding 55.3 
million shares, equivalent to 24.1% of the total issued shares at the 
end of 2024.
Morrow Bank strives for non-discriminatory sharing of 
information in all dealings with the financial market to develop and 
maintain trust. Furthermore, the Bank’s intention is to ensure that 
shareholders, investors, and analysts have sufficient information 
to assess the correct pricing of the Bank’s shares.
10 Shareholder information

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Relative share performance
NOK
  Morrow Bank   OSE Index (rebased MOBA 31 Dec 2024)
Geographical distribution 
of shareholders as of 31 
December 2025
  Norway 90.2 %
  Sweden 4.2 %
  United States  3.8 %
  UK 1.7 %
  Other 2.1 %
Number of shares
(thousands)
Ownership
(%)
Kistefos AS  48,287 20.9 %
AlfaB Holding AS  10,257 4.4 %
Hvaler Invest AS  10,000 4.3 %
Kvantia AS  8,350 3.6 %
Sb1 Markets AS  7,561 3.3 %
Verdipapirfondet DNB SMB  5,991 2.6 %
AS Straen  4,346 1.9 %
Nordnet Bank AB  4,255 1.8 %
Om Holding AS  4,109 1.8 %
Stiftelsen Kistefos-Museets Driftsfond  4,000 1.7 %
Total 107,156 46.3 %
Analysts 
Below is an overview of brokerage firms that cover Morrow Bank’s stock, including the names of analysts and contact information. The 
brokerage firm that provides coverage on Morrow Bank’s stock may vary over time. Therefore, please refer to the updated list on the 
Bank’s website under Investor Relations: ir.morrowbank.com.
Company Analyst Phone Email address
ABG Sundal Collier Patrik Brattelius +46 8 566 286 64 patrik.brattelius@abgsc.se
ABG Sundal Collier Fredrik Flørnes Støle +47 22 01 61 27 fredrik.stole@abgsc.no
Pareto Securities Herman Zahl +47 22 87 88 35 herman.zahl@paretosec.com
Largest shareholders as 
of 31 December 2025
8
9
10
11
12
13
14
15
16
17
31 Des 2530 Nov 2531 Okt 2530 Sep 2530 Aug 2531 Jul 2530 Jun 2531 Mai 2530 Apr 2531 Mar 2528 Feb 2531 Jan 2531 Des 24
Morrow Bank Annual Report 2025
11

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12
Board of Directors
Carl-Åke Nilson
Member of the board
Anna-Karin Celsing
Member of the board
Anna-Karin Celsing has extensive experience as a Board Member within 
banking, finance, real estate and investment companies. Celsing has served 
as deputy Chairman of the Board of Directors of Lannebo Fonder, one 
of Sweden’s largest independent fund management companies, Board 
Member of Carnegie Investment Bank and of Landshypotek Bank. She was 
also a Board Member (Chair from 2014) of SVT in the period 2008-2020.
Anna-Karin Celsing is presently member of the Board of Directors of both 
Castellum and Volati, as well as of the Tim Bergling Foundation.
Kristian Huseby
Member of the board
Kristian Huseby is a Partner at Ventus Capital AS, a Norwegian techno-
logy-focused small- and mid-cap private equity firm. He worked for Kistefos 
AS from 2014 to 2025 as an active owner representative, holding several 
board and chairman positions across a range of industries, including 
software & technology, banking & finance, shipping and aquaculture. He 
has extensive experience with M&A, capital markets transactions and 
value creation across portfolio companies. Prior to Kistefos, he worked 
for Deloitte Financial Advisory. Huseby holds a Master of Science in 
Financial Economics and a Bachelor of Science in Economics and Business 
Administration from the Norwegian School of Economics.
Niklas Midby
Chair of the board
Niklas Midby has extensive and relevant board experience from Norwegian 
and Swedish banks, including chairman of the board of Norwegian Sbanken 
ASA in the period 2015-2022, chairman of Skandiabanken in Sweden 
2011-2016 and deputy chairman of the Stockholm Stock Exchange, in 
addition to a number of current and previous board positions. He holds a 
graduate degree in Finance from the Stockholm School of Economics.
Board of Directors
Carl-Åke Nilson has extensive experience with credit assessment and risk 
management from a number of Swedish financial institutions, including as 
Co- founder and Risk/Collection Manager in SevenDay Finans AB in the 
period 2007-2017. Thereafter, as Nordic CRO in BNP Paribas Consumer 
Finance in the period 2017-2021. Nilson is used as a consultant and advi-
sor among several Nordic Banks and has experience as a board member 
from, among others, SevenDay Finans AB (2014-2017), Credon AB and as 
chair of the board in the Swedish Credit Association (2015-2017).

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Morrow Bank Annual Report 2025
13
Julia Ehrhardt
Member of the board
Julia Ehrhardt has over 20 years of experience in the banking and financial 
services industry, with deep expertise in risk management, treasury, 
investor relations, finance, and start-up environments. Most recently, Julia 
was at Gilion, where she served as Chief Financial Officer from inception. 
She has extensive experience in scaling financial operations, strategic 
financial management, and working closely with investors and regulators.
Julia currently serves as a Board Member of Enity Holding AB and Enity 
Bank Group AB, as well as a Board Member of Ework Group AB. She is also 
the Founder and Chair of the Board of Make Up My Mind AB. Julia holds a 
degree in Engineering Physics from the Royal Institute of Technology (KTH) 
in Stockholm..

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Management
Øyvind Oanes
Chief Executive Officer
Wilhelm B. Thomassen
Chief Operating Officer
Annika Ramstedt
Chief Credit Risk Officer
Eirik Holtedahl
Chief Financial Officer
Martin Valland
Chief Technology Officer (interim)
Mr. Oanes joined Morrow Bank as CEO in 
October 2021. Prior to joining the Bank he 
was a partner at Exton Consulting, a strategy 
consulting firm specializing in banking. Mr. 
Oanes has extensive experience form the 
sector and has held the positions of Group CEO 
of 4finance, CEO of Swiss fintech company 
Numbrs and CEO of Raiffeisen’s multi-country 
digital bank ZUNO. He was a Managing Director 
at Austria´s Bawag Group and spent several 
years working for GE Capital. In addition, he has 
broad experience from various board positions 
in Austria, Switzerland and Norway, including 
Monobank and BRAbank.
Mr. Holtedahl was appointed Chief Financial 
Officer in February 2022. Mr. Holtedahl has 
more than 20 years of experience working with 
consumer finance, credit cards and financial 
services. Previous positions include Co-Founder, 
CFO and Deputy CEO in Advanzia Bank, 
Luxembourg, Co-Founder and VP of Treasury in 
Bankia Bank ASA and Deputy Director General in 
the Norwegian Ministry of Finance. Mr. Holtedahl 
holds a Bachelor of Commerce, Economics 
and Accountancy from Concordia University 
(Canada) and an MSc. studies in Economics from 
the University of Oslo.
Mr. Valland was appointed interim Chief 
Technology Officer in March 2022. Mr. Valland 
has a comprehensive background in the 
financial services industry. Previous experience 
includes co-founder and CTO of Monobank/
BRAbank and Chief Software Architect at 
Skandiabanken/Sbanken. He holds an MSc in 
Computer Science from NTNU.
Mr. Thomassen served as Chief Compliance 
officer from May 2015 until May 2019, at which 
time he was made Director of Legal and HR. He 
also served as a board member from December 
2012 to May 2015. Previous positions include 
Director Lean & Business Development at Statoil 
Fuel and Retail and Department Director of Cards 
at Santander Consumer Bank. Mr. Thomassen 
holds a master’s degree in European Business 
from Royal Holloway University of London and 
an Executive MBA from the Norwegian School of 
Economics.
Mrs. Ramstedt has been with Morrow Bank 
since early 2017. Before being appointed Chief 
Credit Risk Officer in June 2019, she worked 
for a period as Project Director followed by 
Director Loans Sweden & Finland. She has an 
extensive background in the Consumer Finance 
sector in roles such as Head of Personal Loans 
in Bluestep and Head of Credit Risk Sweden at 
EnterCard. She holds a BA in Statistics from the 
University of Stockholm.
Tony Rogne
Chief Commercial Officer 
Mr. Rogne started in Morrow Bank in December 
2023. Previous to this he was the Nordic Head 
of Consumer lending in Santander Consumer 
Bank.Mr. Rogne has over 18 years of experience 
working with consumer finance, and have 
an extensive background within the fields of 
Consumer loans, Credit cards, Sales Finance, 
Auto loans and deposits,. Mr. Rogne holds a 
Master of Marketing management degree from BI 
Norwegian Business School.
14 Management

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Corporate governance
Norwegian Code of Practice for Corporate 
Governance
1. Statement of corporate governance 
Good corporate governance is a priority for the Bank , and strives 
to maintain high standards of corporate governance, considering 
this an essential foundation for long-term value creation.
As previously mentioned in the annual report, the Bank was 
delisted from the Oslo Stock Exchange on 30 December 2025 
and re-listed on Nasdaq Stockholm on 9 January 2026.
As a Norwegian public limited company listed on the Oslo Stock 
Exchange (ticker MOBA) in 2025, Morrow Bank was subject to 
the requirements of the Accounting Act § 3-3b, as well as Oslo 
Stock Exchange’s “Continuing Obligations for Listed Companies” 
regarding the annual statement on corporate governance prin-
ciples and practices. The Bank adheres to the Norwegian Code 
of Practice for Corporate Governance (the “Code”), issued by 
the Norwegian Corporate Governance Board (NUES) on October 
14, 2021. The application of the Code is based on the “comply 
or explain” principle, meaning that any deviations from the Code 
must be explained. Note
Morrow Bank’s Board of Directors and management conduct an 
annual review of the Bank’s corporate governance principles and 
practices. This report outlines Morrow Bank’s corporate gover-
nance principles and how the Bank complies with the Code. There 
are no material deviations between the Code and Morrow Bank’s 
practices.
2. Operations
Morrow Bank, within the framework of applicable legislation at any 
given time, may carry out all transactions and services that banks 
typically or naturally perform. This is stated in the Bank’s articles of 
association, which are available at ir.morrowbank.com.
Morrow Bank is a Nordic niche bank primarily offering unsecured 
financing in the form of consumer loans and credit cards to 
consumers. The target group consists of creditworthy individuals 
with stable personal finances and no payment defaults, who, after 
a completed credit assessment, are deemed qualified for credit.
Morrow Bank follows a growth strategy based on geographic 
expansion in the Nordics and offers its credit products to private 
individuals in Norway, Finland, and Sweden. Credit cards are 
offered in Norway, Finland, and Sweden. Deposit accounts are 
offered to private customers in Norway, Sweden, and several 
other European coountries. 
The Board of Directors sets clear objectives, strategies, and risk 
management frameworks for the Bank, aiming to maximize value 
creation for its stakeholders. The Bank’s objectives, strategies, 
and value creation are reviewed annually by the Board and 
communicated to the market through annual and quarterly reports.
Morrow Bank has developed a range of policies, guidelines, 
instructions and other governing documents to set principles and 
frames for the Board, management, and employees in their daily 
work, as well as to help build trust and credibility both internally 
and externally. This includes, but is not limited to, governing 
documents on ethics and anti-corruption, whistleblowing, anti-
money laundering, IT, and information security.
The corporate governance of Morrow Bank is designed to support 
the Bank in achieving its strategic goals, in line with the principles 
described in the Bank’s values and ethical guidelines. A clear 
organizational structure with well-defined responsibilities has 
been established to ensure comprehensive governance of the 
Bank. 
The Bank’s objectives, strategies, and risk profile are described in 
the 2025 annual report, along with an account of the Bank’s work 
related to sustainability (ESG).
3. Share capital and dividends
The Board of Directors of Morrow Bank continuously assesses 
the Bank’s capital situation in light of regulatory requirements, the 
Bank’s objectives, strategy, and desired risk profile. Morrow Bank 
aims for a total capital adequacy ratio of 20.4%, including a
Common Equity Tier 1 (CET1) ratio of 14.5%, to provide flexibility 
in achieving the Bank’s financial goals.
As of December 31, 2025, Morrow Bank had equity of NOK 
2,717.5 million. According to the established capital adequacy cal-
culation rules for financial institutions, Morrow Bank’s total capital 
adequacy ratio was 19.5%, while the CET1 ratio was 15.9%. The 
CET1 requirement is 12.5%, and the Board considers the Bank’s 
capital position satisfactory.
Morrow Bank’s Board has adopted a dividend policy to ensure that 
the Bank retains sufficient capital to grow in selected markets in 
accordance with its strategy. Any excess capital beyond this will 
be returned to shareholders in the form of dividends. In 2021, for
the financial year 2020, Morrow Bank distributed a dividend of 
NOK 0.42 per share, totaling NOK 78.5 million. The Board of 
Morrow Bank proposes a dividend of NOK 0.40 per share for the 
financial year 2025.
Morrow Bank Annual Report 2025
15

===== SIDA 16 =====

Board authorisations
At the Annual General Meeting on 10th of April 2025, four 
authorizations were granted to the Board of Directors for specific 
purposes. Each authorization was voted on separately:
• Authorization to increase the Bank’s share capital by up to NOK 
4 million in connection with the Bank’s employee stock option 
program. The authorization remains valid until the Bank’s Annual 
General Meeting in 2025, but no later than 30 June 2026. As of 
31 December 2025, the authorization has been partially utilized.
• Authorization to issue subordinated capital approved as 
additional Tier 1 capital and/or subordinated loans approved 
as Tier 2 capital for up to NOK 300 million. The authorization 
remains valid until the Annual General Meeting in 2026. As of 31 
December 2025, the authorization has been partially utilized..
• Authorization to purchase own shares for up to NOK 10 million 
to optimize the Bank’s financial structure. The authorization 
remains valid until the Bank’s Annual General Meeting in 2026, 
but no later than 30 June 2026. As of 31 December 2025, the 
authorization has not been utilized.
• Authorization to increase the Bank’s share capital by up to NOK 
46 million, equivalent to approximately 20% of the Bank’s share 
capital. The authorization remains valid until the Bank’s Annual 
General Meeting in 2026, but no later than 30 June 2026. As of 
31 December 2025, the authorization has not been utilized. 
4. Equal treatment of shareholders and transactions with 
associated companies
The Board and management of Morrow Bank emphasize that all 
shares in the Bank shall be treated equally and have the same 
opportunity for influence. Morrow Bank has a single share class, 
and each share carries one vote. 
The Bank’s transactions involving its own shares are conducted 
on the stock exchange or through other means at market price. 
In the event of share capital increases, the Bank’s existing 
shareholders have preemptive rights. Any deviation from this 
preemptive right principle will be justified in a stock exchange 
announcement related to the capital increase.
As a supplement to the Board’s instructions, Morrow Bank has 
established guidelines for transactions with related parties.
This includes ensuring that transactions with related parties are 
conducted on an arm’s length basis and at market terms. For 
transactions of significant value between the Bank and related 
parties, an independent valuation must be obtained and disclosed 
to shareholders. As of 31st of December 2025, Morrow Bank had 
no such agreements.
5. Shares and Transferability 
Morrow Bank’s shares were listed on the Oslo Stock Exchange 
as of 30th of December 2025 under the ticker ”MOBA” and were 
freely tradable. The Articles of Association contain no restrictions 
on owning, trading, or voting for the Bank’s shares.
6. General Assembly    
Through the General Meeting of Morrow Bank, shareholders exer-
cise the highest authority in the Bank. According to the Articles of 
Association, the Annual General Meeting shall be held each year 
by the end of April.
The notice of General Meetings, along with the attendance form 
and proxy form, is made available on Morrow Bank’s website (ir. 
morrowbank.com) and newsweb.no no later than 21 days before 
the General Meeting is held.
Shareholders who wish to participate in the General Meeting must 
submit the attendance form or proxy form as specified in the 
notice. The procedure for voting, including instructions on atten-
ding via proxy and shareholders’ rights to propose alternatives to 
the Board’s resolutions, shall be outlined in the notice.
According to Morrow Bank’s Articles of Association, the Chair of 
the Board opens the General Meeting and facilitates the election 
of an independent meeting chair. The Board members and the 
auditor shall also attend the Annual General Meeting. Board 
members have the right to be present and express their views 
at the General Meeting. The Chair of the Board and the CEO are 
required to attend unless they have a valid reason for absence, in 
which case a substitute shall be appointed.
The General Meeting elects the shareholder-elected Board mem-
bers as well as the members of the Nomination Committee. The 
General Meeting also elects the Bank’s auditor. Separate voting 
is facilitated for Board members and Nomination Committee 
members up for election.
Decisions are made by a simple majority unless otherwise stipu-
lated by law or the Articles of Association. In 2025, the Annual 
General Meeting was held on 10th of April 2025, with 43.7% of 
the total outstanding shares and votes represented. Stig Eide 
Sivertsen was re-elected as Chair of the Board, and Anna-Karin 
Østlie was re-elected as a Board member, both for a two-year 
term. Additionally, Kristian Huseby was elected as a Board 
member for a one-year term. An Extraordinary General Meeting 
was held on 4 June 2025 to vote on the merger plan between 
16 Corporate governance

===== SIDA 17 =====

Morrow Finans AB (renamed later in 2025 to Morrow Bank AB, 
the surviving entity) and Morrow Bank ASA. The merger plan was 
approved with the required majority, with 100% of the votes cast 
in favour.
7. Nomination committee 
In accordance with its Articles of Association, the Bank has 
established a Nomination Committee consisting of three 
members. The members are elected by the General Meeting for a 
term of two years. As of 31st of December 2025, the Nomination 
Committee consists of:
• Tom O. Collett
• Espen Franzon Amundsen 
Both members are, in accordance with the Code of Practice 
(Chapter 7), considered independent of the Board and executive 
management. Board members, the CEO, and other members of 
the Bank’s executive management cannot be elected as members 
of the Nomination Committee.
Specific guidelines have been established regarding the 
Nomination Committee’s responsibilities, composition, and 
eligibility criteria.
The Nomination Committee’s responsibilities include proposing 
candidates for election to the Board of Directors and 
recommending remuneration for Board members, its
subcommittees, and the Nomination Committee. The Committee 
also reviews the Board’s annual self-evaluation report. The 
Nomination Committee shall report on its work and present
its reasoned recommendations to the General Meeting. The 
recommendations must include relevant information about the 
candidates and an assessment of their independence from the 
company’s management and Board. In its work to propose Board 
candidates, the Nomination Committee should engage with 
shareholders, Board members, and the CEO and seek to align
its recommendations with the Bank’s largest shareholders. The 
Committee’s reasoned recommendations to the General Meeting 
shall be made available at least 21 days before the meeting. The 
Nomination Committee’s recommendations must comply with the 
requirements for Board composition as stipulated by applicable 
laws and regulations at all times.
8. Board of directors, composition and independence
According to the the Articles of Association, the Bank’s Board of 
Directors shall consist of five members, all elected by the General 
Meeting, as well as two employee representatives elected by 
and among the Bank’s employees. The Board as a whole must 
possess the necessary expertise to fulfill its responsibilities, 
considering the Bank’s organization and operations. At least one 
Board member must have expertise in accounting or auditing.
In accordance with the current Articles of Association, two of 
the elected Board members must be employees of the Bank. For 
these members, two personal deputies shall be elected, each with 
the right to attend and speak at Board meetings.
The General Meeting elects the Chair and Deputy Chair of the 
Board. Board members are generally elected for a term of two 
years.
The majority of the shareholder-elected Board members are 
independent of executive management and significant business 
partners. Additionally, at least two of the shareholder-elected 
Board members are independent of the Bank’s main shareholders.  
Information about the Board members’ backgrounds and exper-
tise is available on Morrow Bank’s website.: https://ir.morrowbank.
com/management-board
9. The work of the Board of Directors
The Board of Morrow Bank shall ensure the proper organization of 
the Bank’s operations. The Board establishes plans and budgets, 
as well as guidelines and necessary authorizations for the Bank’s 
activities, ensuring that the Bank has appropriate systems for 
risk management and internal control. The Board continuously 
monitors the financial position through the review and approval of 
quarterly and annual reports, as well as monthly reviews of Morrow 
Bank’s financial status and developments.
The Board oversees and manages the Bank’s overall risk. 
Furthermore, the Board shall regularly assess whether the Bank’s 
governance and control arrangements are suited to the level of 
risk and scale of operations.
The Board has adopted an instruction that sets out detailed rules 
for the Board’s responsibilities and tasks, including which matters 
require Board consideration, as well as rules for case handling. In 
accordance with Chapter 9 of the recommendation, the Board 
instruction includes a description of how the Board and executive 
management shall handle agreements with related parties. The 
Board should disclose such agreements in the annual report.
The objective is to ensure that the company is aware of potential 
conflicts of interest and that such agreements are thoroughly 
reviewed to prevent the transfer of value from the company to 
related parties. An annual evaluation of the Board’s work and 
competence is conducted and reported to the nomination 
committee. The Board also sets an annual plan for its work.
The Board has also established an instruction for the Bank’s exe-
cutive management. The Chief Executive Officer is responsible for 
ensuring that the Board’s adopted goals, frameworks, governing 
documents, and authorizations for the Bank’s risk management 
and internal control are upheld. This includes ensuring that senior 
Morrow Bank Annual Report 2025
17

===== SIDA 18 =====

management implements and documents the necessary internal 
control measures to identify, assess, manage and monitor risks, 
as well as providing the Board with relevant and timely information 
critical to the Bank’s risk management and internal control. The 
Chief Executive Officer is also responsible for ensuring compli-
ance with the Bank’s policies, guidelines and instructions, as well 
as the implementation of the Board’s decisions.
The Bank has adopted specific procedures regarding whistle- 
blowing and conflict of interest in cases where Board members 
and/or management have a personal or financial interest in 
transactions involving the Bank. Before any matter of particular 
significance to Board members, management, or their close 
associates is handled, those who are not entitled to participate in 
the discussion or decision-making process must disclose this and 
refrain from further involvement in the matter. The same principles 
are outlined in the Bank’s code of ethics.
Board committees
The Board has established an Audit and Risk Committee 
consisting of three external board members, with the CEO 
and CFO participating from the administration. The committee 
conducts thorough assessments of the Bank’s risk management 
and
internal control, as well as its financial position, including financial 
reporting. The Audit and Risk Committee is also responsible for 
ensuring that the Bank has an independent and effective external 
and internal audit function and that its financial reporting complies 
with applicable laws and regulations. 
The Board has also established a Compensation Committee 
consisting of up to two board members and one employee 
representative, who is independent of the Bank’s management. 
The Compensation Committee is responsible for preparing and 
proposing Morrow Bank’s remuneration scheme to the Board, 
ensuring that it promotes and incentivizes sound governance and 
risk control, discourages excessive risk-taking, and helps prevent 
conflicts of interest. The remuneration scheme is designed in 
accordance with the prevailing legal and regulatory requirements 
for financial institutions.
Information about the Board committee members’ backgrounds 
and expertise is available on Morrow Bank’s website.: https://
ir.morrowbank.com/committees
10. Risk management and internal control
Risk management and internal control constitute a central part of 
Morrow Bank’s strategy and operations. The Bank has implemen-
ted governing documents, processes and procedures to ensure 
that risk management and internal control are appropriate and 
adequate in light of the risk level and scale of operations.
The Board is responsible for ensuring that the Bank maintains 
responsible capital levels in accordance with its risk profile and 
regulatory requirements. Risk management and internal control 
also play a key role in the Bank’s assessment of capital needs in 
both short and long term, taking into account the risks currently 
associated with the business as well as potential future risks.
The purpose of risk management and internal control in the Bank 
is to ensure the achievement of strategic objectives while maintai-
ning strong financial stability. This goal is achieved through:
• A strong organizational culture characterized by a high aware-
ness of risk.
• A solid understanding of revenue-generating risks, including 
the ability to manage them within the risk profile defined by the 
Board.
• Striving for optimal capital utilization within the approved 
business strategy.
• Avoiding unexpected events that could have a significant 
negative impact on the Bank’s financial position or reputation. 
As Morrow Bank primarily secures its earnings through credit 
exposure in the retail market for unsecured credit, this reflects a 
higher risk appetite for credit risk compared to liquidity, market, 
operational and other risks.
Morrow Bank has established ethical guidelines applicable to all 
employees, as well as a risk management and internal control 
framework that includes policies on anti-corruption, handling of 
insider information, anti-money laundering, data security, and 
financial reporting.
Morrow Bank is subject to regulatory supervision in the countries 
where it operates licensed financial activities, including oversight 
by the Financial Supervisory Authority of Norway (Finanstilsynet). 
In addition, the Bank is monitored by its internal control bodies and 
external auditors.
Risk mangement and internal control
The responsibilities of the Board and the Chief Executive Officer 
(CEO) are defined in the Board’s instructions and the CEO’s 
instructions, respectively. Additionally, the Bank has a clear orga-
nizational structure with well-defined roles and responsibilities for 
risk management and internal control.
Risk assessment is an integral part of leadership responsibility 
within the Bank, where department heads are responsible for 
identifying, assessing, and managing risks within their respective 
areas that could impact the Bank’s ability to achieve its objectives. 
These risks are regularly reported to the CEO and the Board.
18 Corporate governance

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The responsibility for the Bank’s independent control functions in 
risk management and regulatory compliance lies with the Bank’s 
Risk Control function and Compliance function, respectively. The 
Risk Control function ensures that all material risks within the Bank 
are identified, assessed, managed, monitored and reported by 
the relevant departments of Morrow Bank. It reports directly to 
the Board in cases where the Board does not receive necessary 
information through regular internal reporting or when identified 
risks could have a significant negative impact on the Bank.
The Compliance function is responsible for independent 
monitoring, advisory services, reporting, and follow-up to ensure 
the Bank’s adherence to regulatory and internal requirements. It 
reports directly to the CEO and the Board.
Morrow Bank has established an Asset and Liability Committee, 
which exercises overall governance of the Bank’s liquidity risk 
level. The committee prepares proposals for the Board regarding 
changes to the Bank’s financial policy, decides on investment stra-
tegies and adjustments to deposit product terms, and oversees 
internal control and reporting. The committee is also responsible 
for preparing matters related to the Internal Capital and Liquidity 
Adequacy Assessment Process (ICAAP/ILAAP), including capital 
requirements and the Bank’s liquidity contingency and recovery 
plans. The committee consists of the CEO, CFO, Chief Credit 
Officer, and Chief Commercial Officer, and is chaired by the CFO. 
The Head of Risk Management has the right to attend meetings 
but does not have voting rights.
The CEO, CFO, Chief Credit Officer, and Chief Commercial Officer 
also form the Bank’s Credit Committee. The Heads of Compliance 
and Risk Management functions have the right to attend meetings 
but do not have voting rights. The committee is chaired by the 
Chief Credit Officer. The Credit Committee is responsible for 
proposing changes to the Bank’s credit policy to the Board, deci-
ding on the delegation of credit authorizations, and establishing 
or modifying credit procedures and processes. Furthermore, the 
committee monitors internal control and provides regular reports 
on the Bank’s credit risk exposure and management.
The Internal Audit function ensures that the Bank is organized 
and operates in a responsible manner and in compliance with 
applicable business regulations. Any matters deemed unsatis-
factory are reported to the Audit and Risk Committee and the 
CEO. The Internal Audit function conducts audits in accordance 
with an annual Board-approved audit plan and instructions set by 
the Board. The Internal Audit function is outsourced to EY.
Financial reporting 
The Chief Financial Officer (CFO) is responsible for the finance depart-
ment and must maintain a continuous overview of the Bank’s financial 
position. The CFO is responsible for preparing financial statements 
and reports, including financial reporting to public authorities, as well as 
managing and overseeing the Bank’s overall liquidity and financial risk.
Additionally, the CFO is responsible for ensuring that accounting 
practices comply with applicable regulations, including IFRS. The 
Board receives periodic reports on the Bank’s financial performance, 
as well as quarterly reports in connection with the Bank’s financial 
results presentations. The auditor participates in meetings with 
the Audit and Risk Committee and in Board meetings related to the 
presentation of the preliminary annual financial statements.
The finance department is responsible for risk management related 
to market risk, liquidity risk, financial risk, and counterparty risk outside 
the lending business. It is also responsible for ensuring compliance 
with risk decisions outlined in the Bank’s financial policy, which is 
approved by the Board of Morrow Bank. This policy defines the risk 
profile the Board considers acceptable and aims to facilitate appropri-
ate risk management and internal control, ensuring regular reporting 
and monitoring.
Information on the Bank’s key risk factors is detailed in the Board’s 
annual report, as well as in notes 15, 16, and 17 of the financial 
statements.
11. Remuneration to the board
The remuneration of the Board is determined by the General 
Meeting based on recommendations from the Nomination 
Committee. Board remuneration is not performance-based and is 
not influenced by the market development of the Bank’s shares.
No stock options are granted to Board members, and the 
shareholder-elected Board members do not have agreements 
regarding pension schemes or severance pay from the Bank. 
None of the shareholder-elected Board members have duties for 
the Bank beyond their Board role.
For details on Board remuneration, refer to Note 20 of the financial 
statements.
12. Remuneration to senior executive 
The Bank has established guidelines for the remuneration of 
its senior executives and other employees whose work is of 
significant importance to the institution’s risk exposure.
The purpose of these guidelines is to promote and incentivize 
sound governance and risk control, discourage excessive
risk-taking, and help prevent conflicts of interest. Morrow Bank’s 
remuneration guidelines for senior executives are detailed in Note 
20 of the 2025 financial statements and are submitted annually 
for review by the General Meeting. The guidelines clearly specify 
which provisions are advisory for the Board and which are binding. 
Morrow Bank Annual Report 2025
19

===== SIDA 20 =====

The General Meeting votes separately on these two parts of the 
guidelines.
Remuneration for senior executives consists of fixed salary, 
variable compensation, and pension and insurance schemes. 
The remuneration structure is designed to motivate strong 
performance in line with long-term value creation and prudent 
risk-taking within the Bank.
The Board conducts an annual assessment of the maximum 
level of variable remuneration for senior executives. For 2025, 
the variable remuneration is capped at 50% of fixed salary. This 
remuneration is determined based on a comprehensive assess-
ment, considering both quantitative and qualitative factors related 
to the individual’s role and responsibilities, as well as the Bank’s 
performance, risk profile, and long-term value creation. Morrow 
Bank’s variable remuneration scheme is structured in accordance 
with current regulatory requirements for banks.
The Bank has also established a stock option program for its 
employees. This option program is based on the employee’s base 
salary and other variable remuneration, with the possibility of 
receiving options equivalent to up to 33% of fixed salary.The stock 
options are granted at full market value at the time of allocation, 
based on the trading price determined using the Black-Scholes 
option pricing model. With respect to fixed salary, employees—
within defined intervals based on their position in the Bank—can 
choose the proportion of their salary to be allocated in stock 
options. The stock option program is reviewed and evaluated 
annually by the Bank’s Board.
13. Information and communication
Morrow Bank has adopted an Investor Relations Policy to ensure 
that the financial market and shareholders have sufficient 
information about Morrow Bank to assess its fair valuation. This 
policy is available on the Bank’s website at www.ir.morrowbank.
com. The Bank strives to ensure non-discriminatory information 
sharing when engaging with shareholders and analysts. 
Communication with shareholders, investors, and analysts is a 
priority for the Bank. Primarily, the CEO and CFO represent the 
Bank in communications with the capital markets.
Investor information, including annual and interim reports, public 
presentations, and the financial calendar, is made available on 
the Bank’s website at the same time it is published to the market. 
Stock exchange announcements are published through Oslo 
Børs’ official communication channel for listed companies, 
“Newsweb”.
Additionally, the Board has established guidelines for the Bank’s 
interactions with shareholders outside the General Meeting.
14. Company acquisition
Anyone seeking to acquire a qualifying ownership stake (10% 
or more) in a financial institution must notify the Financial 
Supervisory Authority of Norway (Finanstilsynet) in advance. Such 
an acquisition can only be completed with prior approval from 
Finanstilsynet.
The Bank has established guidelines for potential takeover offers, 
and the Board of Morrow Bank will handle any such offers in 
accordance with these guidelines.
15. Auditor
Morrow Bank’s external auditor is PricewaterhouseCoopers AS 
(PwC), appointed by the General Meeting. The auditor presents an 
annual audit plan to the Board for the execution of the audit work. 
The auditor participates in Board meetings that review the annual 
financial statements and conducts an annual assessment of the 
Bank’s internal control with the Board.
In accordance with established Board instructions, the Board 
holds at least one meeting per year with the auditor without the 
presence of the CEO or other members of executive manage-
ment. The auditor provides an annual written independence 
confirmation and reports each year on any non-audit services 
provided to the company during the financial year. The Bank has 
established specific guidelines for non-audit services performed 
by its external auditor.
20 Corporate governance

===== SIDA 21 =====

Morrow Bank Annual Report 2025
21

===== SIDA 22 =====

For Morrow Bank, sustainability means conducting its operations 
responsibly across relevant areas, with the ambition of limiting 
negative impacts on people and the environment as far as possi-
ble. The foundation of Morrow Bank’s strategy is long-term value 
creation for its stakeholders. This also guides the Bank’s approach 
to the management of environmental, social, and governance 
(ESG) topics and the definition of objectives and key performance 
indicators (KPIs).
The Bank aims to offer creditworthy individuals simple and intuitive 
financing services. By providing financial flexibility, Morrow Bank 
enables customers to manage their financial situation according 
to their own needs. By being a responsible lender and providing 
creditworthy individuals with economic flexibility, Morrow Bank 
contributes to economic inclusion growth.
Morrow Bank’s Code of Conduct sets out the ethical guidelines 
that govern the Bank’s operations and provides clear direction to 
employees in the performance of their duties.
The bank’s organisational culture is an important enabler of value 
creation. The following four core values describe the Bank’s 
culture and support continuous improvement across the organi-
sation, including within the Bank’s work with sustainability.
•  Flexible
•  Ambitious
•  Competent
•  Efficient 
Report Structure
In this report, Morrow Bank outlines how ESG and sustainability 
considerations are integrated into its operations and how these 
efforts support long-term value creation.
The Bank has identified three “Sustainability Focus Areas” to guide 
its ESG and sustainability work. Further details on how these areas 
were defined are presented later in this introduction, and informa-
tion on their management is provided in dedicated sections in the 
Governance chapter. 
The report also includes information on how the Bank manages 
other relevant Environmental-, Social- and Governance-related 
topics. 
Reporting Obligations
Morrow Bank’s sustainability reporting forms part of the Bank’s 
annual report and is prepared to meet the reporting requirements 
set out in Section 3-3c of the Norwegian Accounting Act. 
In preparation for potential future compliance with the EU’s 
Corporate Sustainability Reporting Directive (CSRD), the Bank 
conducted a double materiality assessment during 2024. Following 
developments related to the EU Omnibus package, the Bank will 
continue to monitor regulatory developments and assess potential 
future inclusion within the scope of CSRD.
Responsibilities for ESG and Sustainability in 
Morrow Bank
The Board of Directors has overall responsibility for Morrow Bank’s 
strategy and sustainability efforts. Responsibility for day-to-day 
implementation is delegated to the management, led by the CEO. 
ESG/Sustainability/CSR report
Introduction
22 ESG/Sustainability/CSR report

===== SIDA 23 =====

Board of Directors
CEO
Internal auditor
EY
Election committee
Risk and Audit 
committee
Compensation 
Committee
ComplianceRisk Control
CCROCFOCCO COOCTO (Interim)
Auditor
PWC
Below is an overview of Morrow Bank’s organisation and responsibility structure. 
Defined key indicators to measure the ESG results over time
Morrow Bank aims to be a responsible provider of loans and other financial services and a fair, supportive, and non-discriminatory employer. 
The Bank supports the United Nations Sustainable Development Goals. The goals considered most significant for Morrow Bank, and where 
the Bank believes it can have the greatest impact, are outlined below.
Morrow Bank actively promotes equal opportunities and gender balance in the workplace and business environment. Diversity is a 
separate criterion in new hires. Women and men receive equal pay for equal work they perform (sub-goal 5.1). Morrow Bank promotes 
employees based on competence and personal qualities. Both men and women are encouraged to take parental leave (sub-goal 5.5). 
The company offers flexible work arrangements.
Morrow Bank offers secure and meaningful positions in accordance with international and national labor standards. In hiring, the Bank 
looks for individuals, skills, and personalities that complement any lacking qualities and support Morrow Bank’s further development 
(sub-goal 8.8).
Morrow Bank provides equal pay for equal work and performance (sub-goal 8.5, cf. Sustainable Development Goal 5).
Morrow Bank is an innovation and technology-driven consumer bank with resources and expertise to combat money laundering and 
terrorist financing. The Bank has systems in place to identify and report potential cases of money laundering and provides regular 
training to employees and the board on anti-money laundering/counter-terrorism financing (sub-goals 16.5 and 16b).
Morrow Bank Annual report 2025
23

===== SIDA 24 =====

UN Global Compact Norway
In late 2022, the Bank applied to become a member of UN Global 
Compact Norway, which is the world’s and Norway’s largest 
corporate initiative for business and sustainability. The application 
was accepted in early 2023, and the Bank contributes to the 
development of sustainable solutions alongside the organisation’s 
members.
The Bank submitted its annual Communication on Progress (CoP) 
to the UN Global Compact in summer 2025, covering activities and 
results for the 2024 financial year.
Sustainability Focus Areas
To strengthen its understanding of sustainability-related impacts, 
risks, and opportunities, Morrow Bank conducted a double 
materiality assessment during 2024 as part of its preparations 
for potential future CSRD compliance. The assessment involved 
internal and external stakeholder input and considered both the 
Bank’s impacts on people and the environment (impact materiality) 
and sustainability-related factors that may affect long-term value 
creation (financial materiality). 
While Morrow Bank is currently not within scope of the CSRD, the 
insights from the double materiality assessment provide a useful 
reference point for understanding sustainability-related priorities 
relevant to the Bank’s business model and operating context. This 
year’s report continues to focus on three sustainability areas that 
the Bank considers particularly relevant for its operations and long-
term value creation:
• Responsible lending practices
• Combating corruption and money laundering
• Data security and customer privacy
 
These focus areas are moreover consistent with sustainability 
topics highlighted as relevant for the financial sector by external 
reference frameworks, including the Sustainability Accounting 
Standards Board’s (SASB) Materiality Map® and MSCI ESG Ratings, 
particularly for companies operating within consumer finance. 
For the focus areas, Morrow Bank has defined main objectives and 
a set of key performance indicators (KPIs) to support the measure-
ment of the Bank’s contribution to long-term value creation.
Sustainability Focus Areas and Main Objectives
Focus  
Area
Responsible lending  
practices
Anti-corruption and anti-money 
laundering (AML) training
Data security and c 
ustomer privacy
Main 
Objective
No well-founded complaints from 
customers regarding inaccurate, 
missing, or unclear communication 
of terms and conditions.
Adequate competence at all 
levels to ensure satisfactory risk 
management.
Minimal data and GDPR breaches, 
and minimal improper sharing of 
personal information.
Refer to the chapter on Governance for information on the Bank’s approach, initiatives, and performance within each of the three focus areas. 
24 ESG/Sustainability/CSR report

===== SIDA 25 =====

Morrow Bank operates in the Nordic consumer credit market and 
has limited influence over how customers use the credit provided. 
The Bank’s direct environmental impact is therefore primarily 
linked to energy consumption in offices, business travel, waste 
generation, IT infrastructure and data storage. 
Given its digital business model, the Bank’s operational footprint is 
limited compared to traditional branch-based banking.
Digital Business Model
Morrow Bank is a fully digital bank, with products distributed 
through its own website and through agents’ websites.
Customer communication is predominantly electronic, reducing 
paper consumption and physical distribution. The Bank also 
issues digital credit cards, which over time are expected to reduce 
the need for physical plastic cards and associated material use.
IT Infrastructure and Energy Efficiency
Data storage and processing is primarily handled through 
Microsoft Office 365 and Azure Storage. These cloud-based 
solutions are significantly more energy efficient than traditional 
on-premises data centres and benefit from large-scale operatio-
nal efficiencies.
Travel and Resource Use
To reduce emissions from business travel, employees are 
encouraged to use digital meeting solutions whenever possible 
and to prioritise public transportation when travel is necessary.
In 2025, the Bank prepared for its relocation to Stockholm, 
Sweden. This process required additional travel and consequently 
resulted in increased emissions. 
Although the Bank has not adopted separate external environ-
mental guidelines, employees are encouraged to minimise 
resource use and waste in daily operations, including reducing 
food waste and avoiding unnecessary consumption in office 
facilities.
Waste Management and Equipment Recycling
The Bank partners with environmentally certified providers for 
secure deletion and responsible recycling of IT equipment. These 
partners ensure:
• Secure data destruction
• Reuse of equipment where feasible
• Material recycling with minimal climate impact
• Reporting on recycling outcomes 
In 2025, several units (screens and machines) were delivered for 
recycling. Most were reused, while the remainder were processed 
for material recovery.
Environment: Our Footprint
Morrow Bank Annual report 2025
25

===== SIDA 26 =====

Diversity and Equal Opportunities
Morrow Bank believes that a diverse and inclusive workforce 
is essential to driving innovation and long-term value creation. 
The Bank is committed to promoting diversity and ensuring 
equal opportunities for all employees. Building strong teams with 
complementary skills and perspectives is central to creating value 
for stakeholders.
The Bank is represented by nine nationalities and maintains 
a balanced gender distribution across departments and 
management levels. At year-end 2025, Morrow Bank employed 
69 people, corresponding to 68.3 full-time equivalents (FTEs). 
Women represented 40.6% of total employees, 16.7% of exe-
cutive management, and 43% of the Board of Directors.
Women and men receive equal pay for equal work, and promoti-
ons are based on merit. 
Of the Bank’s 69 employees, one employee (a male student) was 
employed on a part-time basis.
Percentage of women at different job categories
Description of level Women Men Total
Percentage of 
women
Level 1 (Executive management) 1 5 6 16.7 %
Level 2 (Middle management) 4 12 16 25.0 %
Level 3 (Specialists) 13 19 32 40.6 %
Level 4 (Other employees) 10 5 15 66.7 %
Total 28 41 69 40.6 %
Parental leave
Both men and women are encouraged to take parental leave. 
Morrow Bank provides permanent employees with paid parental 
leave equivalent to 100% of base salary and thereby exceeding 
the requirements under Norwegian law.
In 2025, 13 employees took parental leave, eight of whom were 
men. On average, women were on parental leave for 22.9 weeks 
during the calendar year, while men took an average of 7.9 weeks.
Salary mapping
Morrow Bank has assessed and grouped employees into job 
categories based on organisational level and role type. This 
means that several categories may exist at the same level, with 
distinctions made, for example, between managerial and specialist 
positions.
The 2025 assessment shows that, overall, women’s salaries 
correspond to 79.3% of men’s salaries at the company level. 
Excluding the executive management team and company CEO, 
women’s salaries correspond to 81.3% of men’s salaries. The 
primary drivers of the pay gap are differences in age and work 
experience.
The Bank provides 100% salary coverage during sick leave and 
parental leave, regardless of salary level.
Women’s salaries as a percentage of men’s  
at different job categories
Description of level
Women’s salaries as a 
percentage of men’s salaries
Level 1 (Executive management)1 105.20%
Level 2 (Middle management) 81.60%
Level 3 (Specialists) 95.70%
Level 4 (Other employees) 111%
Total2 81.30%
1 Excluding company CEO.
2 Excluding executive management and CEO salaries.
Anti-discrimination
All employees shall be treated equally and with respect, regard-
less of age, gender, disability, cultural background, religion, or 
sexual orientation. This principle applies throughout the employ-
ment relationship, including recruitment, development, promotion, 
and termination processes. Morrow Bank has zero tolerance for 
discrimination, harassment, or any form of inappropriate conduct.
Social: Employees and the People in our Value Chain
26 ESG/Sustainability/CSR report

===== SIDA 27 =====

In 2025, no breaches of the Bank’s internal guidelines related to 
discrimination or harassment were reported.
Employment conditions
Morrow Bank is committed to providing working conditions that 
promote health, flexibility, and engagement. The Bank aims to 
be an attractive employer and encourages a healthy work-life 
balance for all employees.
In 2025, the Bank conducted one main employee survey and two 
follow-up surveys, supplemented by pulse checks approximately 
three and six months after the main survey. The results indicate 
that employees are generally satisfied and consider the work 
environment to be good. The survey process forms part of the 
Bank’s internal control framework and supports targeted impro-
vement measures where needed.
Sick leave in 2025 was 4.85%, up from 4.6% in 2024. The increase 
was driven by higher long-term absence, while self-reported sick 
leave remained stable. The HR function works systematically to 
reduce sick leave through preventive occupational health measu-
res and close follow-up of absenteeism. Social initiatives such as 
informal gatherings and internal activities are also arranged.
The Bank promotes well-being through various initiatives, 
including access to a gym in its Oslo premises and weekly training 
sessions with a personal trainer. 
A working environment committee has been established to help 
ensure a safe and satisfactory work environment. The committee 
consists of two employee representatives and two employer 
representatives and serves as a collaborative forum for matters 
relating to health, safety, and welfare. The committee held two 
meetings in 2025.
Employees are covered by group life insurance, extended 
occupational accident insurance, and health insurance, providing 
financial security in the event of illness or accident. The Bank also 
offers favourable pension terms and, depending on role, coverage 
of telephone and broadband expenses.
Morrow Bank has established a share and stock option program 
to align employees’ interests with those of the Bank and its 
shareholders. The program is intended to strengthen long-term 
commitment, engagement, and understanding of the Bank’s perfor-
mance and value creation. By the end of 2025, 40.6% of employees 
held shares through the stock option program in the company.
Professional and Personal Development
Morrow Bank depends on motivated and engaged employees to 
achieve its business goals. The Bank therefore aims to provide 
opportunities for professional development, skills enhancement, and 
the opportunity to take on new or greater responsibilities over time.
At the same time, the banking industry is characterised by rapid 
digitalisation, increasing competition, and evolving expectations 
from customers and regulators. The ability to innovate and adapt 
efficiently is therefore essential to keep pace with these develop-
ments and maintain competitiveness.
In this context, Morrow Bank encourages innovation through 
efficient use of resources and an open exchange of ideas across 
the organisation. Collaboration across departments and areas of 
responsibility supports continuous improvement, and a constru-
ctive feedback culture is prioritised to strengthen performance 
and development at both individual and organisational level. 
Learning in day-to-day work, as well as structured competence 
development and knowledge sharing, are integral parts of the 
Bank’s corporate culture.
The Bank also places strong emphasis on leadership develop-
ment and seeks, as far as possible, to recruit internally, supporting 
career progression and organisational continuity.
Business Partners and Responsibility in our Value 
Chain
Sustainable development is of increasing importance to busines-
ses, and expectations from customers, partners, and authorities 
continue to rise.
Morrow Bank seeks to contribute to responsible and sustainable 
development and expects its partners to uphold similar standards. 
Partners are required to maintain high ethical standards, sound 
business practices, and full compliance with applicable laws and 
regulations throughout their operations and value chains.
The Bank’s own employment practices are aligned with internatio-
nally recognised human and labour rights standards.
Morrow Bank Annual report 2025
27

===== SIDA 28 =====

Focus Area: Responsible Lending 
Responsible lending is central to Morrow Bank’s business model. 
The Bank defines responsible lending as acting in the best interest 
of customers, ensuring affordable pricing, providing transparent 
terms and conditions, and supporting borrowers who experience 
repayment difficulties.
The Board has adopted guidelines and procedures for lending 
activities to ensure these principles are applied throughout the 
credit lifecycle. Internal processes comply with applicable laws, 
regulations, and relevant industry standards.
All customers undergo a credit assessment based on compre-
hensive and relevant financial information. Morrow Bank does not 
grant loans or issue credit cards to applicants who are assessed 
as unable to meet their obligations. Marketing activities comply 
with legal and regulatory requirements, as well as industry guideli-
nes as set out by The Association of Norwegian Finance Houses.
In 2025, approximately 80% of incoming applications were 
rejected in line with the Bank’s credit policies and scorecards. The 
remaining applicants received conditional offers, of which 20% 
were declined following manual review of submitted information 
and documentation.
Focus Area Main Objective: No well-founded complaints from 
customers regarding incorrect, missing, or unclear communica-
tion of terms and conditions.
KPI: Number of lost cases in the Financial Complaints Board.
Result: In 2025, the Bank had one lost case and one partially lost 
case in the Financial Complaints Board, compared to three lost 
cases in 2024.
To support responsible lending throughout the credit lifecycle, the 
Bank has implemented the following measures:
Marketing
• Internal guidelines for responsible sales practices and product 
labelling
• Marketing channels and messaging designed to attract 
creditworthy customers
• Avoidance of misleading communication and marketing
• Requirements for affiliated loan intermediaries to adhere to the 
Bank’s sales and product labelling standards 
Process for Establishing Customer Relationships
• Processes and routines aligned with the Bank’s credit policy to 
ensure credit is granted only to creditworthy individuals
• Thorough onboarding procedures, including automated and 
manual assessments of creditworthiness and repayment 
capacity
• The Bank offers refinancing products only where the solution 
reduces the customer’s total loan costs 
Customer Service
• Established procedures and annual training plans to ensure 
proper handling of customers and applicants
• Customer service available via email, telephone, and secure 
login (“My Page”)
• Performance monitored through KPIs related to response time, 
waiting time, and service quality
Focus Area: Combatting Corruption and Money 
Laundering
Exposure to corruption, money laundering, and terrorist financing 
represents a significant risk to Morrow Bank and its banking 
licence. Preventing financial crime is therefore a top priority. 
These efforts also support the Bank’s contribution to UN 
Sustainable Development Goal 16, in particular targets 16.5 and 
16b.
The Bank has established systems and controls to identify, 
monitor, and report suspicious transactions related to money 
laundering and terrorist financing. A dedicated Financial Crime 
Prevention unit is responsible for anti-money laundering (AML), 
counter-terrorist financing (CTF), and fraud management. The 
unit oversees customer onboarding and Know Your Customer 
(KYC) processes, including ongoing due diligence and continuous 
monitoring of customer behaviour. 
The Bank has moreover implemented detailed guidelines and 
procedures to ensure robust onboarding and KYC controls. These 
processes include preventive measures related to fraud, AML, 
and credit assessments to mitigate risks such as identity theft, 
Governance: Ethical and Sustainable Business Conduct
28 ESG/Sustainability/CSR report

===== SIDA 29 =====

corruption, and other forms of financial crime. All procedures are 
reviewed regularly and updated at least semi-annually.
The Chief Legal Officer serves as the Bank’s AML Officer. The 
Compliance Function is responsible for second-line controls and 
reports quarterly to the Board on AML and CTF activities and 
status.
The Bank has also developed and implemented a fraud detection 
tool to strengthen its ability to identify potential fraud and identity 
misuse.
Training is an integral part of the Bank’s risk management 
framework, and all employees, management, and Board members 
are required to complete annual AML training. 
Going forward, Morrow Bank will continue to strengthen its 
frameworks for preventing money laundering and financial 
crime by maintaining and updating policies in line with regulatory 
requirements and best practice, and by leveraging technology to 
improve monitoring and reporting of suspicious activity.
Focus Area Main Objective: Adequate competence at all levels to 
ensure satisfactory risk management.
KPI: AML training completion rate.
Result: In 2025, the AML training completion rate was 100% 
(2024: 100%).
Focus Area: Data Security and Customer Privacy
In an increasingly digital banking environment, the risk of personal 
data being lost, misused, or accessed without authorisation 
is growing. At the same time, responsible use of data enables 
Morrow Bank to better understand customer needs and develop 
relevant, customer-focused products and services. The Bank 
recognises its responsibility to ensure that personal data is 
handled securely and in accordance with applicable privacy 
requirements.
Morrow Bank is subject to data protection legislation, including 
the GDPR, which governs the collection, processing, storage, and 
transfer of personal data. This framework defines key principles 
for lawful processing, individual rights, and the obligations of the 
Bank as data controller, as well as requirements applicable to data 
processors and cross-border transfers. The Bank has appointed 
a Data Protection Officer and a Security Officer with dedicated 
responsibility for these areas.
Guidelines and procedures have been implemented to ensure 
compliance with applicable regulations. Internal controls and risk 
management processes are regularly reviewed and updated to 
address evolving data security and privacy risks.
Employees and consultants who collect, process, or have access 
to personal data on behalf of the Bank are required to complete 
mandatory privacy training provided by the Security Officer 
and/or Data Protection Officer. Managers are responsible for 
ensuring that employees have the necessary competence to 
safeguard customers’ rights and comply with information security 
procedures.
Any incidents involving data security or customer privacy are 
handled without undue delay and reported in accordance with 
regulatory requirements.
Ethical Business Conduct
Morrow Bank’s Code of Conduct sets out the standards expected 
of employees, management, and Board members, and is intended 
to ensure that duties are carried out in an ethically responsible 
manner and in line with the Bank’s values and standards. In 2025, 
no internal breaches of the Code of Conduct were reported. 
The Code of Conduct supplements applicable laws, regulations, 
and internal policies by outlining principles for responsible 
behaviour in areas not otherwise regulated. While not exhaustive, 
it provides a clear framework for expected conduct. The current 
version was last revised and approved by the Board in December 
2025.
All new employees receive training on the Code of Conduct as 
part of the onboarding process.
Anyone representing Morrow Bank is expected to exercise sound 
judgement, integrity, and due care. The Bank’s guidelines and 
procedures are designed to reduce the risk of involvement in 
Morrow Bank Annual report 2025
29

===== SIDA 30 =====

unethical conduct, including actions that may conflict with human 
rights standards or expose the Bank to reputational risk.
Whistleblower Procedures
Morrow Bank has established whistleblowing procedures appro-
ved by the Board. Both internal and external reporting channels 
are available to facilitate the reporting of suspected misconduct 
or irregularities.
The external reporting channel is available to external stakehol-
ders, including customers, suppliers, and other business partners 
who wish to report concerns related to the Bank’s operations.
The procedures are designed to safeguard both the whistleblo-
wer and the individual(s) concerned and are accessible in both 
Norwegian and English.
Reports submitted through the external channel are handled in 
accordance with established procedures and are forwarded to the 
Chief Compliance Officer and the head of the Board’s Audit and 
Risk Committee for further assessment and follow-up.
30 ESG/Sustainability/CSR report

===== SIDA 31 =====

Morrow Bank Annual report 2025
31

===== SIDA 32 =====

Board of Directors’ Report
Overview
Morrow Bank is a Nordic consumer finance bank offering digital 
and flexible financing solutions to creditworthy individuals in 
Norway, Sweden and Finland. The Bank offers consumer loans, 
credit cards and high-yield deposit accounts, supported by a 
modern and scalable banking platform.
The target group is individuals with stable personal finances and 
no payment remarks. Credit risk is managed largely by automated 
processes for credit assessment and underwriting. The Bank has 
a diversified and balanced distribution model utilising both public 
and proprietary channels. Operational efficiency and low cost are 
a foundation for Morrow Bank, enabled by centralised operations, 
modern systems and a digital set-up.
Morrow Bank offers a focused range of consumer finance products, 
including annuity loans, flexible loans with revolving credit functionality, 
credit cards issued via Mastercard and complementary consumer 
finance products. In addition, the Bank provides high-yield savings 
accounts in Norway, Sweden and selected European markets.
The Bank competes with both incumbent Nordic banks and 
specialised consumer finance providers. While traditional banks 
maintain broad retail offerings, specialist and digitally focused 
niche banks have increasingly captured market share by offering 
more efficient processes, simpler products and faster credit deci-
sions. Within this niche segment, Morrow Bank has demonstrated 
consistently higher growth than the broader peer group, suppor-
ted by its scalable digital platform and focused Nordic footprint.
The Bank is pursuing a strategy of building a digital, scalable and 
efficient operating model combined with strong risk control. In the 
near- to medium-term, lending operations will be focused on the 
Nordic region. As of 2026, the Bank operates on a cross-border 
basis from Stockholm, Sweden (headquarter) and Lysaker, Norway 
(branch). The Swedish banking license provides for passporting of 
Morrow Bank’s offering throughout the European Economic Area 
(EEA). The Bank’s shares began trading on Nasdaq Stockholm on 
9 January 2026.
Strategy and long-term ambitions
2025 was characterised by continued profitable growth, improved 
credit performance and strong earnings development, supported 
by a scalable platform and disciplined cost management. Gross 
loans ended at NOK 18.5 billion/SEK 17 billion, up 20% from 
year-end 2024, reflecting strong underlying demand as well 
as a performing Swedish loan portfolio acquisition in Q4. Profit 
before tax increased by 31% to NOK 369 million for the year and 
earnings per share increased to NOK 1.13, leading to a return 
on target equity (ROTE) of 11. 8% (up from 9.8% in 2024). With 
Swedish capital requirements, ROTE would have been 13.4%.
During 2025, the Bank continued to execute its strategy of 
growing in markets and product segments with attractive risk-ad-
justed returns, while maintaining disciplined risk management. 
Credit performance improved through 2025, supported by tighter 
credit policies, a maturing loan book, acquisitions of mature loan 
portfolios with lower credit risk, improved collection processes 
and a continued positive macro development in the Nordics.
In 2025, the Bank completed the process to redomicile to 
Sweden, effective 2 January 2026. The redomiciliation ensures 
a level playing field with peers and reduces capital requirements, 
which is expected to improve capital efficiency and support higher 
returns under the same underwriting framework.
Going forward, the Bank aims to leverage its platform to continue 
compounding earnings through profitable growth, operational 
leverage and disciplined capital allocation. The Bank’s near- to 
long-term targets and ambitions are:
• End-2026 targets: annual organic loan growth over 10%, corre-
sponding to a loan book of around SEK 19 billion at end-2026 
(including certain NPL sales), a cost/income ratio of around 23% 
and a ROTE of around17%.
• End-2028 ambition: a loan book of around SEK 23 billion 
(organic, equivalent to around 10% annual growth), a cost/
income ratio of around 22%, a loan loss ratio of around 4% and 
a ROTE of around 20%.
When allocating excess capital, the Bank has three main options – 
or a combination thereof:
1. Increase organic growth
2. Execute accretive loan portfolio acquisitions/M&A
3. Return capital to shareholders 
The Bank is committed to continuously allocating capital where it 
can generate the highest long-term shareholder return.
32 Board of Directors’ Report

===== SIDA 33 =====

Operational review
Loan growth and product development
Gross loans to customers amounted to NOK 18.5 billion at the end 
of Q4 2025, an increase of 20% during 2025. The growth was driven 
by strong customer demand, including a new refinancing product in 
the Norwegian market and the acquisition of a performing Swedish 
consumer loan portfolio from Moank valued at approximately SEK 
~640 million, which closed on 1 December 2025.
Two portfolios of non-performing loans (NPL) in Finland, represen-
ting a gross book value of approximately EUR 81 million, were sold 
in Q2 and Q3 2025.
Customer deposits amounted to NOK 17.2 billion at the end of 
2025 compared to NOK 15.7 billion at the end of 2024.
TABLE 1: BALANCES BY PRODUCT 
NOK million 2025 2024 Change
Consumer loans 17,198 14,258 2,939
Credit cards 1,323 1,126 197
Deposits 17,155 15,705 1,450
Operational efficiency
Operational efficiency remains a priority for Morrow Bank, enabled 
by centralised operations and modern digital systems. Loan 
growth was delivered without a corresponding increase in under-
lying operating costs. In 2025, the cost/income ratio was 26.9%.
Organisational development
By the end of 2025, the number of full-time employees (FTEs) was 
68, compared to 63 by the end of 2024. The increase in number 
of employees was driven by the establishment of a Swedish 
headquarter towards the end of the year.
Review of the annual accounts
The annual financial statements have been prepared in accor-
dance with IFRS Accounting Standards.
In the 2025 annual report, Morrow Bank identified cost/income 
ratio, loan loss ratio, return on equity (ROE) and return on target 
equity (ROTE) as alternative performance measures in addition 
to the financial information prepared in accordance with IFRS as 
adopted by the EU. For further details, please refer to note 22. 
Quarterly reports contain additional Alternative Performance 
Measures (APMs) described on the Bank’s website (ir.morrowbank.
com).
2025 financial highlights
• Total income: NOK 1,426 million
• Profit before tax: NOK 369 million
• Profit after tax: NOK 282 million
• Earnings per share (NOK): 1.13
• Gross loans: NOK 18,521 million as at 31 December 2025
• Net loans: NOK 16,871 million as at 31 December 2025
• Deposits from customers: NOK 17,155 million as at  
31 December 2025 
Gross loan distribution 
by product
Customer distribution 
by product
208,000
  Loans Norway 21 %
  Credit cards 7 %
  Loans Finland 37 %
  Loans Sweden 35 %
  Loans Norway 18 %
  Credit cards 35 %
  Loans Finland 23 %
  Loans Sweden 23 %
NOK
18.5
billion
Morrow Bank Annual Report 2025
33

===== SIDA 34 =====

Profit and Loss
Income
Total income was NOK 1,426 million in 2025 compared to NOK 
1,277 million in 2024. Net interest income amounted to NOK 
1,343 million (NOK 1,211 million), supported by a higher loan 
balance and lower funding costs during the year.
The net interest growth was primarily driven by organic loan 
growth, as the acquisition of a performing Swedish loan portfolio 
of approximately SEK 640 million from Moank in Q4 2025 was 
more than offset by two NPL sales of about EUR 81 million in total, 
in Q2 and Q3, respectively.
The effective interest rate was kept relatively stable between 
10.6% and 11.3% throughout 2025.
TABLE 2: INCOME
NOK million 2025 2024 Change
Interest income 1,833 1,763 78
Interest expense -490 -552 63
Net interest income 1,343 1,210 132
Net commission and fees 11 8 3
Other 71 59 13
Sum inntekter 1,426 1,277 149
Operating expenses 
Total operating expenses were NOK 383 million in 2025 (NOK 334 
million), mainly driven by an increase in personnel expenses as 
the company moved its headquarter to Stockholm. The expenses 
were impacted by NOK 17 million in non-recurring items for additi-
onal costs related to the Swedish banking license application, and 
preparations for the redomiciliation and Nasdaq Stockholm listing.
TABLE 3: OPERATING EXPENSES
NOK million 2025 2024 Change
Personnel expenses 135 118 17
General and administrative 134 132 2
expenses, which of:
Direct marketing expenses 23 22 1
Depreciation 51 44 7
Other expenses 62 40 22
Total operating expenses 383 334 49
 
The cost/income ratio excluding non-recurring items declined to 
25.3% on average in 2025 from 26.2% in 2024.
Losses on loans
Losses on loans amounted to NOK 674 million in 2025 (NOK 661 
million), driven by a larger loan balance.
The loan loss ratio declined to around 4% in 2025 from around 5% 
in 2024, reflecting stricter credit policies implemented in H2 2023, a 
maturing loan book, acquisitions of mature loan portfolios with lower 
credit risk, improved collection processes and macro parameter 
adjustments in Q3.
Profits and taxes
Profit before tax was NOK 369 million in 2025 (NOK 281 million), 
up 31%, mainly driven by loan balance growth and lower funding 
costs.
Tax expenses were NOK 87 million (NOK 73 million). Profit after tax 
was NOK 282 million (NOK 209 million).
Cash flow
Net cash flow for the period was NOK -1,057 million in 2025 (NOK 
506 million).
Cash and cash equivalents at year-end amounted to NOK 1,024 
million (NOK 2,084 million).
Net cash flow from operating activities was NOK -701 million due to 
strong loan growth in 2025. Net cash flow from investing activities 
was NOK -302 million, including an investment in subsidiaries 
of NOK -253 million which was related to the establishment of 
a Swedish company as part of the redomiciliation process. Net 
cash flow from financing activities was NOK -54 million, including 
dividend payment of NOK -92 million and net receipts from 
additional Tier 1 capital of NOK 72 million as part of balance sheet 
optimisations.
TABLE 4: CASH FLOW
NOK million 2025 2024
Cash flow from operations -701 477
Cash flow from investments -302 -41
Cash flow from financing -54 70
Net cash flow -1,057 506
Currency effects 3 48
Cash at the end of the period 1,024 2,084
34 Board of Directors’ Report

===== SIDA 35 =====

Financial position 
Total assets amounted to NOK 20,910 million as at 31 December 
2025 (NOK 18,617 million). Net loans to customers amounted to 
NOK 16,871 million (NOK 13,848 million). Deposits from and debt to 
customers amounted to NOK 17,155 million (NOK 15,705 million). 
Total equity amounted to NOK 2,718 million (NOK 2,469 million).
Loans and deposits with credit institutions and certificates and 
bonds amounted to NOK 3,147 million, corresponding to 15.5% of 
total assets.
The equity ratio was 13% at year-end 2025, on par with the level in 
2024.
TABLE 5: BALANCE SHEET
NOK million 2025 2024 Change
Total assets 20,910  18,617 2,294
Total liabilities 18,193  16,148 2,045
Total equity 2,718  2,469 248
Total equity & liabilities 20,910  18,617 2,294
Capital adequacy
At year-end 2025, the Bank had a total capital ratio of 19.5% 
(20.4%) and a CET1 ratio of 15.9% (16.8%), reflecting the higher 
loan balance. Changes to the Pillar 2 requirement continued to 
provide relief in CET1 requirements, with the Bank’s headroom 
being at 3.4% percentage points by year-end 2025. The total 
capital requirement remained unchanged.
Following the redomiciliation, capital available for shareholder 
distribution was NOK 620 million/SEK 570 (headroom to CET1 
requirements and target) after year-end, as lower capital requi-
rements were somewhat offset by strong growth and FX effects 
in Q4 2025. Strong organic growth and the Moank loan portfolio 
acquisition reduced available capital by SEK ~100 million in the 
quarter.
Allocation of profit for the year
Morrow Bank’s dividend policy is to distribute excess capital not 
allocated to growth to its shareholders and as per applicable 
regulations.
The Bank will communicate its proposed dividend for 2025 in 
March 2026, when issuing notice for the 2026 annual shareholder 
meeting.
Outlook
The Bank enters 2026 with a scalable Nordic platform and a 
focused product offering, following the completion of the redo-
miciliation to Sweden and listing on Nasdaq Stockholm. The Bank 
expects the Nordic economies to remain broadly supportive, with 
stable labour markets expected to limit credit risk and moderate 
cost inflation expected to support stable customer income levels 
and funding costs.
The end-2026 targets include an annual organic loan growth over 
10% corresponding to a loan book of around SEK 19 billion at 
end-2026 (including certain expected NPL sales), a cost/income 
ratio of around 23% and a ROTE of around 17%. The end-2028 
ambition remains a loan book of around SEK 23 billion, a cost/
income ratio of around 22%, a loan loss ratio of around 4% and a 
ROTE of around 20%.
With an organic business plan that is set to deliver a return on 
equity that is both higher than loan growth and improving, the 
Bank expects to increasingly generate excess capital and is 
committed to allocate capital where it can generate the highest 
long-term shareholder returns.
Risk and uncertainties
Morrow Bank’s operations and results are subject to a range of 
risks and uncertainties.
Credit risk
The Board has adopted a credit policy that defines guidelines for 
credit assessments, risk limits, monitoring and reporting. The Board 
is regularly updated on key credit risk indicators and developments. 
The Bank grants loans exclusively to private individuals, following a 
credit assessment that evaluates both willingness and ability to pay. 
Loan decisions are based on a combination of application scores 
and specific credit rules, ensuring a structured and risk-based pricing 
approach. The Bank continuously enhances its invoicing and collection 
processes to maintain credit quality.
Liquidity risk
The Board has adopted a financial policy that defines liquidity risk 
management, monitoring, and reporting procedures. The policy 
is reviewed annually, and the Board receives regular updates on 
liquidity developments.
The Bank aims to maintain a low liquidity risk, ensuring that funding 
sources remain stable and diversified. Liquidity is managed 
through customer deposits, retained earnings, and subordinated 
bonds, and investments are made in liquid, low-risk instruments.
Morrow Bank Annual Report 2025
35

===== SIDA 36 =====

As at 31 December 2025, the liquidity coverage ratio (LCR) was 
613%, well above the 100% regulatory requirement.
Market risk
The Board’s finance policy also outlines guidelines for managing 
market risk, including interest rate and currency risk. These 
guidelines are reviewed annually, and the Board is updated on 
market risk exposure.
Morrow Bank’s objective is to maintain low market risk. Investments 
are focused on liquid assets with low counterparty risk.
The Bank operates across Norway, Sweden, and Finland, offering 
loans and credit cards in EUR, NOK and SEK. Deposits are sour-
ced from customers in Norway, Sweden, Germany, Austria, Ireland, 
the Netherlands, France and Spain, and currency risk is managed 
through a multi-currency facility.
As at 31 December 2025:
• Gross consumer loans in Norway, Finland and Sweden totaled 
NOK 3,882 million, NOK 6,861 million and NOK 6,453 million, 
respectively, with the remaining 1,323 million relating to credit 
cards across the three markets.
• The Bank’s open net currency exposure was equivalent to NOK 
35 million 
Morrow Bank does not offer fixed-term interest rates on loans.
Organisation, environment and social responsibility
At the beginning of 2025, Morrow Bank had 63 employees, and 
at year-end, the number was 68. The Bank remains committed to 
fostering a healthy and inclusive work environment, implementing 
welfare initiatives and activities to promote employee well-being 
and engagement. A working environment committee continues to 
monitor conditions and ensure a satisfactory workplace. The sick-
ness absence rate in 2025 was 4.8%, compared to 4.6% in 2024.
Morrow Bank upholds strong principles and guidelines for respon-
sible business conduct, covering human rights, labour rights, gen-
der equality, non-discrimination, social conditions, environmental 
responsibility and anti-corruption. The Bank actively integrates 
these principles into its operations and governance frameworks.
As a Norwegian financial institution, Morrow Bank is subject to 
the Transparency Act (Act on Transparency of Undertakings 
and Work on Fundamental Human Rights and Decent Working 
Conditions). The Bank conducts due diligence assessments in line 
with the Act and publishes an annual Transparency Statement on 
its website.
For more details on the Bank’s sustainability initiatives, please 
refer to the Sustainability Report included in this Annual Report.
Corporate governance
Morrow Bank upholds high corporate governance standards, 
recognising them as essential for long-term value creation.
As per year-end, the Bank adhered to Norwegian law and follows 
the Norwegian Code of Practice for Corporate Governance, as 
issued by the Norwegian Committee for Corporate Governance 
(NUES) on 28 August 2025.
A detailed report on the Bank’s corporate governance principles 
and practices is included in a separate section of this annual 
report. There are no significant deviations between Morrow Bank’s 
governance practices and the NUES recommendations.
The Bank maintains director and officer (D&O) liability insurance. 
This coverage provides financial protection for the Board, CEO 
and management against claims arising from decisions and 
actions taken in their official capacities.
Other information
The Board confirms that the Bank satisfies the going concern 
assumption.
36 Board of Directors’ Report

===== SIDA 37 =====

Events after the balance sheet date
On 12 December 2025, it was announced that Nasdaq Stockholm 
had assessed that Nasdaq Stockholm’s listing requirements had 
been fulfilled and that Nasdaq Stockholm would approve an appli-
cation for admission to trading of the Company’s shares, subject 
to fulfilment of customary conditions including approval and 
registration of a prospectus by the Swedish Financial Supervisory 
Authority. The prospectus was approved and registered by the 
Swedish Financial Supervisory Authority on 5 January 2026. 
The cross-border merger was completed on 2 January 2026, 
upon which shareholders had shares in Morrow Bank ASA 
exchanged one-for-one with shares in the Company. The last 
day of trading on Oslo Børs was 30 December 2025 and the first 
day of trading on Nasdaq Stockholm was 9 January 2026. The 
transfer of the listing to Nasdaq Stockholm is expected to support 
the Company’s access to the Nordic capital market.
On 13 February 2026, Morrow Bank successfully placed a NOK 
200 million subordinated Tier 2 bond with final maturity date in 
2036 and first call date after 5 years. The bond carries a floating 
interest rate of 3-month NIBOR +375bps per annum, which is 
below the interest rate for Morrow Bank’s previously issued 
bonds.
Morrow Bank has in March 2026 entered into an agreement with 
Kooperativa Förbundet to acquire MedMera Bank AB for a total 
consideration at closing of SEK 1,960 million. 
Stockholm, 26 March 2026 – Board of Directors of Morrow Bank AB
Carl-Åke Nilson Julia Ehrhardt Øyvind Oanes
Member of the board Member of the board Chief Executive Officer
Morrow Bank Annual Report 2025
37
Niklas Midby Anna-Karin Eliasson Celsing Kristian Fredrik Huseby 
Chair of the board Member of the board Member of the board

===== SIDA 38 =====

Confirmation of Annual 
Report and Board of Directors’ Report
We confirm that, to the best of our knowledge, the Annual report for the period from 1 January 2025 to 31 December 2025 has been 
prepared in accordance with the applicable accounting standards with such additional information as required by the Accounting Act 
and gives a true and fair view of the Bank’s assets, liabilities, financial position and results of operations, and that the Board of Directors’ 
report provides a true and fair view of the development and performance of the business and the position of the Bank, together with a 
description of the key risks and uncertainty factors that the Bank is facing.
Stockholm, 26 March 2026 – Board of Directors of Morrow Bank AB
Carl-Åke Nilson Julia Ehrhardt Øyvind Oanes
Member of the board Member of the board Chief Executive Officer
38 Confirmation of Annual Report and Board of Directors’ Report
Niklas Midby Anna-Karin Eliasson Celsing Kristian Fredrik Huseby 
Chair of the board Member of the board Member of the board

===== SIDA 39 =====

Morrow Bank Annual Report 2025
39

===== SIDA 40 =====



===== SIDA 41 =====

Financial statements
Comprehensive income statement 42
Balance sheet 43
Statement of changes in equity 44
Cash flow statement 45
Notes to the financial statements 46
Morrow Bank  /  Annual Report 2025
41

===== SIDA 42 =====

Comprehensive income statement
Amounts in NOK million Note 2025 2024
Interest income 2, 4  1,832.5  1,762.7 
Interest expenses 2, 4, 12  -489.7  -552.2 
Net interest income  1,342.8  1,210.5 
Commission income and fees 2, 4  84.1  68.8 
Commission expenses and fees 2, 4  -72.7  -61.2 
Net commissions and fees  11.4  7.6 
Net gains/(losses) on certificates, bonds and currency 4  71.4  58.7 
Total income  1,425.6  1,276.7 
Personnel expenses 5, 6, 20  -135.1  -118.1 
General and administrative expenses 5  -133.9  -132.0 
Other expenses 5  -62.5  -40.2 
Depreciation and write-offs 11  -51.4  -44.0 
Total operating expenses before losses on loans  -382.9  -334.4 
Losses on loans 2, 3  -673.6  -661.0 
Profit/(loss) before tax  369.0  281.4 
Tax expenses 7  -87.3  -72.7 
Profit/(loss) after tax  281.7  208.7 
Attributable to:
Shareholders  260.1  189.3 
Additional Tier 1 capital investors  21.6  19.4 
Profit/(loss) after tax  281.7  208.7 
Earnings per share (NOK) 18  1.13  0.82 
Diluted earnings per share (NOK) 18  1.11  0.81 
Comprehensive income
Amounts in NOK million 2025 2024
Profit/(loss) after tax 281.7 208.7
Other comprehensive income  -  - 
Comprehensive income for the period 281.7 208.7
42 Financial statements

===== SIDA 43 =====

Balance sheet
Amounts in NOK million Note
31 December 
2025
31 December 
2024
Loans and deposits with credit institutions 8, 9, 17  1,024.1  2,084.0 
Loans to customers 2, 3, 8, 17  16,870.8  13,847.5 
Certificates and bonds 8, 10, 17  2,122.6  2,589.4 
Shares in subsidiaries 28  800.4  - 
Other receivables 8, 17  8.5  9.8 
Fixed assets 11  14.5  18.3 
Intangible assets 11  69.5  68.0 
Total assets  20,910.4  18,616.9 
Deposits from customers 8, 13, 17  17,155.0  15,704.6 
Other debt 8, 12, 13, 17  687.4  141.6 
Tax payable 7  84.0  31.3 
Deferred tax payable 7  1.5  5.4 
Subordinated loans (Tier 2) 8, 13, 17  265.0  265.0 
Total liabilities  18,193.0  16,147.8 
Additional Tier 1 capital  275.0  199.6 
Share capital 19  231.4  230.0 
Share premium  936.9  936.9 
Other paid-in capital  59.2  56.6 
Retained earnings  1,215.0  1,046.0 
Total equity  2,717.5  2,469.0 
Total liabilities and equity  20,910.4  18,616.9 
Bærum, 26 March 2026 – Board of Directors of Morrow Bank AB
Carl-Åke Nilson Julia Ehrhardt Øyvind Oanes
Member of the board Member of the board Chief Executive Officer
Morrow Bank  /  Annual Report 2025
43
Niklas Midby Anna-Karin Eliasson Celsing Kristian Fredrik Huseby 
Chair of the board Member of the board Member of the board

===== SIDA 44 =====

Statement of changes in equity
Amounts in NOK million
Additional 
Tier 1 capital Share capital Share premium
Other paid-in 
capital
Retained 
earnings Total equity
Equity as at 1 January 2024  199.6  229.4  936.9  56.5  856.7  2,278.9 
Profit/(loss) after tax  19.4  -  -  -  189.3  208.7 
Share capital increases due to exercised 
share options  -  -  -  -  -  - 
Changes in equity due to share option 
programs  -  0.6  -  -  -  0.6 
Net interest paid to additional Tier 1 capital 
investors  -19.4  -  -  -  -  -19.4 
Equity as at 31 December 2024  199.6  230.0  936.9  56.6  1,046.0  2,469.0 
Correction of prior-year error  -  -  -  -  4.5  4.5 
Equity as at 01 January 2025  199.6  230.0  936.9  56.6  1,050.5  2,473.5 
Profit/(loss) after tax  21.6  -  -  -  260.1  281.7 
Share capital increases due to exercised 
share options  -  1.4  -  -  -  1.4 
Changes in equity due to share option 
programs  -  -  -  2.6  -  2.6 
Changes in Additional Tier 1 Capital  75.5  -  -  -  -3.3  72.2 
Net interest paid to additional Tier 1 capital 
investors  -21.6  -  -  -  -  -21.6 
Paid-out dividend  -  -  -  -  -92.3  -92.3 
Equity as at 31 December 2025  275.0  231.4  936.9  59.2  1,215.0  2,717.5 
44 Financial statements

===== SIDA 45 =====

Cash flow statement
Amounts in NOK million 2025 2024
Profit/(loss) before tax  369.0  281.4 
Taxes paid -37.8  0.0 
Depreciation and write-offs  51.4  44.0 
Change in impairments on loans to customers  200.5  824.9 
Change in gross loans to customers  -3,223.8  -3,596.4 
Change in deposits from customers  1,450.5  4,608.6 
Net purchase and sale of certificates and bonds  536.6  -1,572.7 
Change in accruals and other adjustments  -67.2  -113.1 
Net cash flow from operating activities  -734.1  476.7 
Payments for investments in fixed assets  -  - 
Investment in subsidiaries  -252.7  - 
Payments for investments in intangible assets  -49.2  -41.3 
Net cash flow from investing activities  -301.9  -41.3 
Paid-in equity  -  - 
Repayment to AT1 capital investors  72.2  - 
Payment of interest to AT1 capital investors  -28.8  -25.9 
Net receipts from AT2 capital  -  100.0 
Lease payments  -4.9  -3.9 
Dividend payment  -92.3  - 
Net cash flow from financing activities  -53.9  70.2 
Net cash flow  -1,076.5  505.6 
Cash and cash equivalents at the start of the period  2,084.0  1,530.0 
Effects of currency on loans and deposits with credit institutions  16.5  48.4 
Cash and cash equivalents at the end of the period  1,024.1  2,084.0 
Of which:
Loans and deposits with credit institutions  1,024.1  2,084.0 
Morrow Bank  /  Annual Report 2025
45

===== SIDA 46 =====

Notes to the financial statements
Note 1 Accounting principles 47
Note 2 Products and markets 54
Note 3 Loans to customers and impairments 55
Note 4 Income 59
Note 5 Operating expenses 60
Note 6 Share option programs 61
Note 7 Tax expenses 62
Note 8 Financial instruments 63
Note 9 Loans and deposits with credit institutions 64
Note 10  Certificates and bonds 64
Note 11 Fixed and intangible assets 65
Note 12  Lease agreements 66
Note 13 Other debt 67
Note 14 Capital adequacy 68
Note 15 Risk management 70
Note 16 Credit risk 72
Note 17 Liquidity and interest rate risk 74
Note 18 Earnings per share 77
Note 19 Shareholders 78
Note 20 Remuneration etc. 79
Note 21 Related parties 81
Note 22 Alternative performance measures 82
Note 23 Off-balance-sheet items 83
Note 24 Other significant events 83
Note 25 Subsequent events 84
Note 26 Shares in subsidiary 85
46
Notes to the financial statements

===== SIDA 47 =====

Note 1 Accounting principles
Morrow Banks ASA (”the Bank”) offers consumer loans and credit 
cards to individuals in Norway (”NO”), Sweden (”SE”), and Finland 
(”FI”), as well as deposit products in Norway, Sweden, Finland, and 
other European countries. The Bank’s headquarter is in Lysaker 
Torg 35, 1366 Lysaker, in Norway. 
The financial statements for 2025 have been prepared in acco-
rdance with International Financial Reporting Standards (IFRS) 
as approved by the European Union, and approved by European 
Union for publication on March 26, 2026.
Unless otherwise directly indicated in the notes, amounts are 
stated in NOK millions.
1. Income recognition
Interest income is recognized using the effective interest rate 
method. This involves the continuous recognition of interest along 
with the amortization of origination fees. The effective interest rate 
is the rate that discounts the contractual cash flows of the loan 
(interest, principal, and fees) over the expected life of the loan to 
the amortized cost of the loan at the origination date.
Revenue recognition of interest using the effective interest rate 
method is applied to balance sheet items valued at amortized 
cost. For assets that are not credit-impaired, the effective interest 
rate is calculated on the asset’s carrying amount (amortized cost). 
For interest-bearing balance sheet items valued at fair value 
through profit or loss, changes in value are recognized as ”Net 
Gain/(Loss) on Securities and Foreign Exchange” in the income 
statement.
Fees and commissions are recognized as revenue as the services 
are provided. Fees for establishing loan agreements are included 
in the cash flows when calculating the amortized cost and are 
recognized as part of net interest income using the effective 
interest rate method. The same applies to the payment of fees to 
intermediaries for consumer loans and credit cards.
2. Financial instruments 
Financial assets and liabilities mainly consist of loans to and 
deposits with credit institutions, loans to customers, certificates 
and bonds, deposits from customers and subordinated loans. 
Financial instruments are recognised in the balance sheet on the 
date the Bank will become party to the instrument’s contractual 
terms. Loans to customers are recognised in the financial position 
at the time when the loan is paid out to the customer. Financial 
assets are derecognised when the Bank’s rights to receive cash 
flows from the asset cease. Financial liabilities are derecognized 
from the date the rights to the contractual terms are fulfilled, 
expired, or cancelled. 
2a. Financial liablities    
Financial liabilities, which include customer deposits, subordi-
nated loan capital, and portions of other short-term debts, are 
recognized at fair value minus any transaction costs incurred in 
their establishment. In subsequent periods, these obligations 
are measured at amortized cost using the effective interest rate 
(internal rate of return). 
2b. Financial assets
Financial assets are classified at initial recognition into one of the 
categories specified in the table below, depending on the Bank’s 
business model for managing the asset and the characteristics of 
the asset’s contractually specified cash flows.
Morrow Bank  /  Annual Report 2025
47

===== SIDA 48 =====

Category 
according to 
IFRS 9
Key financial 
assets Criteria for classification in the category and accounting treatment for such assets
At fair value 
through profit or 
loss
Certificates and
bonds
The category primarily applies to financial assets classified as held for trading. The instrument may be 
classified as held for trading when acquired or incurred with the intention of short-term sale.
The portfolio of certificates and bonds is classified in this category as they are managed and assessed 
based on fair value in accordance with the Bank’s established guidelines for investments in certificates 
and bonds.
At initial recognition, the assets are measured at fair value. In subsequent periods, they are measured 
at fair value, with any changes in value recognized in “Net gain/(loss) on securities and currencies” in the 
income statement.
Financial instruments at fair value are placed in the various levels below based on the quality of market 
data for each type of instrument. The levels reflect the hierarchy in IFRS for measuring fair value. If Level 1 
input is available, it should be used over Levels 2 and 3. Level 3 is at the bottom of the hierarchy. See Note 
8 for further information.
Financial assets 
measured at 
amortised cost
Loans and
deposits
with credit
institutions 
Loans to 
customers 
Other
receivables
Financial assets which are held in a business model whose objective is to hold the assets in order to 
collect contractual regulated cash flows; and the contractual terms of the asset give rise on specific 
dates to cash flows that are solely payments of principal and interest on the principal
amount outstanding, shall be measured at amortised cost unless internal decisions lead to the use of 
measurement at fair value through profit and loss
Loans to customers, which mostly consist of framework loans and credit card receivables are measured 
at amortised cost. At initial recognition, the asset’s fair value is the amortised cost (normally the 
acquisition cost), plus transaction costs which are directly attributable to the acquisition or issuing of the 
financial asset. In subsequent periods, the amortised cost is the value upon initial recognition with the 
inclusion of capitalised interest net of received cash flows, with the addition or subtraction for changes in 
the net present value of expected contractual cash flows and net of recorded losses on loans.
Effective interest rate is the rate that exactly discounts estimated future cash flow (interest, repayments 
and fees) through the expected lifetime of the loan to the amortised cost at the time of the establishment.
For assets that are not credit impaired, the effective interest is calculated at the asset’s book value before 
provisions for loan losses. For credit impaired assets, the effective interest rate is computed on the 
asset’s book value (amortised cost).
The Bank considers a loan or a claim on a client to be credit impaired when any product under the client 
is more than 90 days past due as of the balance sheet date, or when a loan has been restructured due 
to the client’s financial difficulties. Additionally, credit impairment is recognized if the loan has been 
transferred to a debt collection agency, the client is deceased, or there is suspicion of fraud. Such 
exposures are categorised as loans in stage 3.
The Bank will derecognise a loan from its balance sheet when the rights to the cash flows have expired, 
normally as a consequence of the client paying principal and interest, but also as a sale to a third party. 
The Bank will also remove a loan (or a part thereof) with the according loan loss provisions from the 
balance sheet when the Bank does not have a reasonable expectation to recover the loan (or part 
thereof). The Bank categorises such a removal from the balance sheet as a realised loss.
The Bank will, upon bankruptcy or a legal judgement, record a credit loss as a realised loss. This also 
applies to those cases where the Bank has ended recovery activities or relinquished parts or the entire 
exposure.
Realised loan losses are derecognised in the Bank’s accounts. Loans that have been sold as a 
consequence of portfolio sales are derecognised in the accounts, and differences originating from 
settlements that are lower than the gross amount leads to the Bank recognising a realised loss.
48
Notes to the financial statements

===== SIDA 49 =====

Category 
according to 
IFRS 9
Key financial 
assets Criteria for classification in the category and accounting treatment for such assets
The Bank will make provisions for losses on assets that are measured at amortised cost. For assets 
not having exhibited a significant increase in credit risk (loans in stage 1), the Bank will make provisions 
for expected losses from default which may arise in the lesser of the asset’s expected lifetime or 12 
months from balance sheet date. For other assets (stage 2 and stage 3), the Bank will make provisions 
for expected losses over the asset’s expected remaining lifetime. 
The Bank calculates the lifetime as a weighted average of the time it takes for defaulters to default and 
the time it takes for non-defaulters to fully repay principal and interest. 
Delinquent loans include, among other things, loans that are overdue by more than 90 days according 
to the agreed payment plan. These loans continue to be assessed as delinquent regardless of future 
payment status. Delinquent loans also encompass other loans to customers with other indicators of 
inability to pay.
The Bank examines changes in the risk of delinquency since initial recognition to determine whether 
an asset has experienced a significant increase in credit risk The Bank considers a loan or a claim on 
a client to be credit impaired when any product under the client is more than 90 days past due as of 
the balance sheet date, or when a loan has been restructured due to the client’s financial difficulties. 
Additionally, credit impairment is recognized if the loan has been transferred to a debt collection 
agency, the client is deceased, or there is suspicion of fraud. The model the Bank uses to calculate 
impairment losses will include, among other things, the probability of default (PD), discount rate, 
exposure at default (EAD), and loss given default (LGD).
The Bank employs a combination of quantitative and qualitative indicators to assess whether an asset 
has experienced a significant increase in the risk of delinquency. First, a quantitative model compares 
the asset’s score at the reporting date with its score at initial recognition. If the difference exceeds a 
predetermined threshold, the asset is considered to have a significant increase in credit risk.
In addition, a qualitative assessment is performed based on customer behavior, using a set of 
established rules as triggers. Examples of these triggers include a high drawdown rate combined with 
arrears, new customers failing to pay their first invoice, and customers with a history of loans overdue 
by more than 30 days who are again in arrears. 
Furthermore, any customer who is more than 30 days overdue is automatically classified as having a 
significant increase in credit risk compared to initial recognition.
Transitions among stages 1, 2 and 3:
If a customer has exceeded a 90-day payment deadline, they are referred to a debt collection agency. 
Customers sent to collections will not have any opportunity for subsequent transfer to stages 2 or 1, 
meaning such engagements will be classified in stage 3 until the asset is written off. Customers who 
have exceeded a 90-day payment deadline and make a payment equal to or exceeding the minimum 
amount before the transfer to the debt collection agency will have the possibility of subsequent 
transfer to stages 2 or 1. 
Description of the model for calculating expected credit losses and the Bank’s calculation of PD, 
EAD and LGD:
The Bank estimates the Probability of Default (PD) using different methodologies for Stage 1 and 
Stage 2 exposures. For loans in Stage 1, PD is calculated based on the actual behavior score of each 
individual account, reflecting the most recent and relevant customer-specific risk factors. For credit 
cards and loans in Stage 2, the Bank uses historical data from the most recent 24 monthly vintages to 
estimate a forward-looking PD for each customer segment. Customer engagements are grouped into 
segments with similar risk profiles, and each segment is monitored using monthly snapshots over the 
defined lifetime. For Stage 1, the lifetime is limited to 12 months, while for Stage 2, the PD is calculated 
over the entire expected lifetime of the exposure. The Bank updates its PD parameters at least 
quarterly. For new products or those with insufficient data, the Bank extrapolates from comparable 
existing products. The representativeness of the data is continuously assessed by management to 
ensure its relevance for future estimates.
Morrow Bank  /  Annual Report 2025
49

===== SIDA 50 =====

Category 
according to 
IFRS 9
Key financial 
assets Criteria for classification in the category and accounting treatment for such assets
The Bank estimates Loss Given Default (LGD) based on expected cash flows resulting from payments 
on defaulted loans. These expected cash flows are based on the Bank’s own history as long as the data 
is available, as well as estimates from third parties with experience from similar portfolios. The Bank
has chosen to base expected payments on a 15-year period from the default date. Due to the Bank’s 
relatively short lifespan and limited experience data, there is some degree of uncertainty associated 
with estimating these cash flows. The present value of the cash flows is calculated by discounting 
them with the effective interest rate of the engagements. The loss is then calculated as the difference 
between the book value of the asset at the default date and the discounted value of estimated future 
cash flows.
The Bank has agreements for the ongoing transfer of defaulted loans (so-called “forward flow 
agreements”). The Bank’s forward flow agreements are defined as financial derivatives. The Bank has 
concluded that the value of the financial derivative is not significant, and the agreements are thus 
not recognized on the balance sheet. This assessment is based on the fact that the agreements are 
entered into on market terms, in addition to a comparison of the LGD rates realized by the Bank with 
forward flow agreements compared to the LGD rates observed in the market for comparable banks 
with comparable products. For the calculation of expected losses in stage 1 and stage 2, the Bank 
discounts the value of the expected loss to the balance sheet date using the effective interest rate 
on the engagements as the discount rate. The Bank considers the timing of the expected default to 
determine the period for discounting. The Bank’s exposure at the time of default is limited to apply to
customers who are not in arrears. The Bank automatically closes unused credit if a customer falls into 
arrears. The Bank estimates expected drawdown based on historical data related to customers not
in arrears. This applies to all bank products where the customer has the option of drawing on unused 
credit.
In the Bank’s loss model, forward-looking factors are also used. The total level of losses is adjusted by 
looking at several macro variables. The loss level is adjusted at the portfolio level and is based on the 
expected economic development in the various countries where the Bank offers loans. Macro variables 
are not used to transfer customers between different stages. The Bank uses three key figures from the 
OECD for each country in its loss model: 1) expected development in the country’s unemployment, 2) 
growth in gross domestic product, and 3) short-term interest rates. The Bank applies three scenarios 
in the macro adjustment assessment: positive future scenario, neutral future scenario, and negative 
future scenario. These scenarios are weighted by probability and consequence based on the Bank’s 
assessment of the macroeconomic situation. The Bank’s macro adjustment is associated with 
uncertainty as it is forward-looking.
The Bank considers that the macroeconomic situation at the end of 2025 is somewhat more favorable 
compared to the end of 2024, as a result of positive changes in key figures that the Bank believes are 
relevant to its lending. On this basis, an adjustment has been made to the losses corresponding to a 
factor of 102% at the end of 2025 (2024: 107%) in Norway. For the Swedish and Finnish markets, an 
adjustment has been made by a factor of 101,5% and 103% respectively (2024: 105% in Finland and 
105% in Sweden.
The Bank has developed and implemented internal controls that contribute to validating the input 
used in the impairment model. The Bank does not make use of the simplification rules provided by the 
framework of IFRS 9 for impairment, meaning that the Bank does not use the exception for low credit 
risk or simplifications related to the 12-month PD (Probability of Default).
 
50
Notes to the financial statements

===== SIDA 51 =====

Category 
according to 
IFRS 9
Key financial 
assets Criteria for classification in the category and accounting treatment for such assets
Losses on loans in income statement:
In the income statement, the accounting line “Losses on loans” consists of realized losses, the difference 
between the book value of loans and consideration received from sales (portfolio sales), payments received 
on loans that were previously recognized as losses, and changes in the impairment/provision for loan losses.
The effect of IFRS 9 on capital adequacy:
The impact resulting from the transition from IAS 39 to IFRS 9 at the implementation date of January 1, 2018 
are fully phased in from January 1. 2025.
3. Fixed assets
Fixed assets are recognised at historical cost less accumulated 
depreciation and any impairments. The cost includes the pur-
chase price of the asset and other directly attributable costs, such 
as shipping expenses and non-refundable taxes and purchase 
fees. Ordinary depreciation charges operating expenses and 
appears on a separate line in the income statement, together with 
depreciation of intangible assets. Depreciation is based on the 
cost minus the expected residual value and allocated on a straigth 
line basis over the expected useful life of the asset. The value of 
fixed assets is derecognised in the balance sheet on disposal 
or when no further future economic benefits are expected from 
using the asset or on disposal.
In cases where there are indications of an impairment of non-cur-
rent assets, the Bank will measure the non-current asset’s reco-
verable amount. The recoverable amount is the higher of the net 
sales value and the value in use. If the recoverable amount is lower 
than the carrying amount, the non-current asset is written down 
to the recoverable amount. The impairment is reversed in cases 
where the criteria for recognising an impairment are no longer pre-
sent. In no circumstances can the reversal lead to the asset’s value 
exceeding the original cost price or the amount that would have 
been recognised in the balance sheet if the asset had followed the 
original depreciation plan. Where the depreciation plan is changed, 
the effect is allocated over the remaining depreciation period. The 
Bank’s fixed assets are depreciated from 3-5 years.
4. Intangible assets
Intangible assets are recognized on the balance sheet to the 
extent that it is probable that economic benefits will accrue to 
the Bank in the future, and these costs can be reliably measured. 
Intangible assets are recognized at the acquisition cost minus 
accumulated depreciation and any impairments. The acquisition 
cost is the amount paid in cash or cash equivalents at the time of 
acquisition or production. Expenses related to the maintenance 
of software, systems, etc., are expensed as incurred. Assets 
with a limited lifespan are depreciated linearly over the expected 
economic life from the time when the asset is available for use. For 
intangible assets with a limited lifespan where there are indications 
of impairment, the Bank measures the recoverable amount of 
the asset. The recoverable amount is the higher of net selling 
price and value in use. If the recoverable amount is lower than 
the carrying amount, the intangible asset is written down to the 
recoverable amount. Disposal of intangible assets occurs upon 
disposal or when no further future economic benefits from the 
use or disposal of the asset are expected. The Bank’s intangible 
assets are depreciated over 3-5 years.
Expenditures for internal development are capitalized to the extent 
that a future economic benefit associated with the development 
of an identifiable intangible asset can be identified, and the 
expenses can be reliably measured. Otherwise, such expenses are 
expensed as incurred.
5. Tax
5a. Deferred tax liabilities/deferred tax assets 
Deferred tax/deferred tax assets are calculated at the nominal 
rate based on temporary differences existing between the 
accounting and tax values at the end of the accounting period. 
Temporary differences that increase and decrease taxes and 
reverse or could reverse in the same period are offset and netted 
in the balance sheet. The current tax rate of 25 percent is used for 
calculating deferred tax/deferred tax assets. Deferred tax assets 
are recognized to the extent it is probable that the benefit will be 
realized at a future date.
Morrow Bank  /  Annual Report 2025
51

===== SIDA 52 =====

5b. Tax expense 
In the income statement, both changes in deferred tax and the 
current period’s payable tax are included in the tax expense line. 
The tax expense also encompasses cases where in previous 
periods, a payable tax was set aside, and there is a deviation from 
the final tax settlement.
5c. Tax payable 
The payable tax for the current and prior periods, to the extent 
it is not paid at the reporting date, is recognized as a liability. 
Payable tax represents the tax calculated on the year’s taxable 
income. The applicable tax rate used in the calculation of payable 
tax is 25%. This tax rate is industry-specific. The tax on interest 
payments from perpetual bond issues is directly recorded against 
equity and results in a reduction in payable tax.
6. Pensions 
The Bank is subject to the Mandatory Occupational Pension Act 
and has a scheme that complies with legal requirements. The 
Bank has a contribution-based plan that applies to all employees 
and is paid on an ongoing basis. The Bank does not have any 
additional obligations beyond this.
7. Currency
The Bank uses NOK (Norwegian Krone) as its presentation and 
functional currency. Balance sheet items in foreign currencies 
are translated into NOK using the exchange rate on the balance 
sheet date. Items in foreign currencies included in the income 
statement are translated into NOK using the average exchange rate. 
Throughout the year, the Bank has not had significant revenues in 
currencies other than NOK, SEK (Swedish Krona), and EUR (Euro). 
Similarly, the Bank has not incurred significant costs in currencies 
other than NOK, SEK, and EUR.
8. Estimates 
Estimates of valuation items and discretionary assessments are 
based on the Bank’s experiences and a probability-weighted expe-
ctation related to future events. The Bank considers impairments 
for losses, as described in paragraph 1, as a central valuation item, 
where discretionary assessments are among the factors consi-
dered. Expected Credit Loss (ECL) is calculated using credit risk 
models for Probability of Default (PD) and Loss Given Default (LGD), 
updated with the latest available macro information. Additionally, a 
selection of scenarios covering a base, optimistic, and pessimistic 
scenario is chosen, providing probability weighting of the outco-
mes. The Bank evaluates whether the estimated model calculations 
represent the best estimate and whether there is any missing 
information in the model assumptions, macro, or other factors.
9. Business areas 
The business scope is related to unsecured consumer and leisure 
financing and, as of 31 December 2024, consists of two lending 
products (credit cards, loans) for Norwegian, Swedish, and Finnish 
customers. In addision we have deposit in Norway, Sweden and 
selected countries in EU, mainly in Germany and the Netherlands. 
Bank categorizes the lending portfolio into four segments, with 
each loan product for each geography included, along with one 
segment for credit cards and another for purchase financing. 
These four segments represent the Bank’s focus and are included 
in reporting to management and the board. In 2024, all significant 
activities have been directed towards the Norwegian, Swedish, 
Finnish, and EU markets. There is no significant differentiation in 
ongoing monitoring, management, and control within the various 
business segments.
10. Statement of cash flow
The cash flow statement has been prepared using the indirect 
method. Cash and cash equivalents consist of bank deposits 
(loans to and receivables from credit institutions). 
11. Share-based remuneration 
Options value for the granted options are established based on 
the full market value calculated using observed trading prices 
at the grant date and Black & Scholes’s option pricing model. 
Risk-free interest, using 5-year government bonds, is used as a 
prerequisite in the calculation. The fixed price for exercising the 
positions is NOK 1,00 for all outstanding options. There is also a 
variable price for exercising the positions, which is equivalent to 
the employer’s contribution at the date of exercise. The value of 
vested options is recognised in other paid-in equity. 
12. Lease agreements 
When entering into a contract, the Bank assesses whether the 
contract contains a lease agreement. The contracts contain a lease 
agreement if the contract transfers the right to control the use of an 
identified asset for a period in exchange for a consideration. 
IFRS 16 contains the option to not recognise the right-of-use asset 
and the lease liability for a lease agreement if the lease agreement is 
short-term (less than 12 months) or the underlying asset has a low 
value. The Bank uses this exception. For these leases, the expense 
is recognised on a straight-line basis over the lease term. 
52
Notes to the financial statements

===== SIDA 53 =====

For other leases, the Bank recognises a right-of-use asset and a 
lease liability at commencement date. At initial recognition, the lease 
liability is measured as the present value of future lease payments 
at commencement date. The discount rate used is the Bank’s 
marginal borrowing rate. In subsequent measurements, the lease 
liability is measured at amortised cost using the effective interest 
method. The lease liability is re-measured when there is a change 
in future lease payments, which arises as a result of a change in 
an index or if the Bank changes its assessment of whether it will 
exercise extension or termination options. When the lease liability 
is remeasured, a corresponding adjustment of the right-of-use 
asset is recognised, or the effect is taken over the result if the book 
value of right-of-use asset is reduced to zero. Upon initial recog-
nition in the balance sheet, the right-of-use asset is recognised at 
acquisition cost, i.e. the lease liability (present value of future lease 
payments) plus advance lease payments and any other direct acqu-
isition costs. The right-of-use asset is depreciated over the lease 
term. The right-of-use asset is presented as part of fixed assets, 
while the lease liability is presented as part of other debt.
13.  New standards not yet adopted
IFRS 18 Presentation and Disclosure in Financial Statements 
was issued in 2024 and replaces IAS 1. The standard introduces 
new requirements for the classification of income and expenses, 
mandatory subtotals in the statement of profit or loss, and reporting 
of management-defined performance measures (MPMs). IFRS 18 
applies to reporting periods beginning on or after 1 January 2027, 
and the bank has not adopted the standard in 2025.
For the bank, IFRS 18 is expected mainly to affect the presentation 
of the statement of profit or loss, particularly the classification of 
interest income/expenses and gains/losses on financial instru-
ments, as well as the requirements for clearer disclosures. The 
standard does not change measurement or recognition.
The relocation of the bank to Sweden from 2026 does not affect 
the assessment of IFRS 18, but the ongoing implementation of 
IFRS 18 will be continued in Morrow Bank AB.
Morrow Bank  /  Annual Report 2025
53

===== SIDA 54 =====

Note 2 Products and markets
Information about products and geographical distribution: 
The presentation below are based on internal financial reporting as it is followed up by the Bank’s management team. 
For 2025:
Consumer loans Cards Not 
allocatedAmounts in NOK million NO FI SE NO / FI / SE Total
Interest income  329.1  752.0  604.4  147.1  -  1,832.5 
Interest expenses  -117.6  -171.2  -160.6  -40.3  -  -489.7 
Net interest income  211.4  580.7  443.9  106.8  -  1,342.8 
Commission income and fees  9.5  14.8  26.1  33.7  0.0  84.1 
Commission expenses and fees  -5.1  -8.0  -3.8  -55.7  -0.1  -72.7 
Net commissions and fees  4.4  6.8  22.2  -22.0  -0.0  11.4 
Losses on loans  -79.2  -354.6  -164.4  -75.4  -  -673.6 
Total income reduced by losses on loans  136.6  232.9  301.7  9.4  -0.0  680.5 
Gross loans to customers  3,882.3  6,861.9  6,453.3  1,323.1  -0.0  18,520.7 
Impairment of loans  -246.9  -621.0  -690.8  -91.2  -0.0  -1,649.8 
Net loans to customers  3,635.4  6,240.9  5,762.5  1,232.0  -0.0  16,870.8 
Of which;
Purchased or originated credit-impaired (POCI);
Gross loans to customers  -  -  170.3  -  -  170,3 
Impairment of loans  -  -  -121.7  -  -  -121.7 
Net loans to customers  -  -  48,7  -  -  48.7 
For 2024:
Consumer loans Cards Not 
allocatedAmounts in NOK million NO FI SE NO / FI / SE Total
Interest income  363.6  753.5  400.2  155.8  89.6  1,762.7 
Interest expenses  -107.1  -248.1  -155.4  -41.6  -0.1  -552.2 
Net interest income  256.5  505.5  244.9  114.1  89.5  1,210.5 
Commission income and fees  8.7  12.2  13.0  23.4  11.6  68.8 
Commission expenses and fees  -0.0  -0.1  -  -40.4  -20.7  -61.2 
Net commissions and fees  8.7  12.0  13.0  -17.0  -9.1  7.6 
Losses on loans  -85.6  -388.9  -104.4  -83.8  -  -661.0 
Total income reduced by losses on loans  179.6  128.6  153.4  13.3  80.4  557.1 
Gross loans to customers  2,383.4  6,450.0  5,425.3  1,126.2  -  15,384.9 
Impairment of loans  -167.9  -695.6  -591.0  83.3  -  -1,537.4 
Net loans to customers  2,215.6  5,754.4  4,834.3  1,042.8  -  13,847.5 
Of which;
Purchased or originated credit-impaired (POCI);
Gross loans to customers  -  -  206.7  -  -  206.7 
Impairment of loans  -  -  -154.3  -  -  -154.3 
Net loans to customers  -  -  52.4  -  -  52.4 
54
Notes to the financial statements

===== SIDA 55 =====

Note 3 Loans to customers and impairments
LOANS TO CUSTOMERS
Amounts in NOK million 31 Dec. 2025 31 Dec. 2024
Gross loans to customers  18,520.7  15,296,9
Impairment of loans  -1,649.8  -1,449,3
Net loans to customers  16,870.8  13,847.5 
Of which;
Purchased or originated credit-impaired (POCI);
Gross loans to customers  170,3  206,7 
Impairment of loans  -121.7 154,3 
Net loans to customers  48,7 52,4 
The Bank has only loans to individuals and has not issued any guarantees, neither as at 31 December 2025 nor as at 31 December 2024. 
 
DEFAUL TED LOANS TO CUSTOMERS
Amounts in NOK million 31 Dec. 2025 31 Dec. 2024
Gross defaulted loans to customers 1)  2,628.9  2,185.2 
Impairment of loans to customers (stage 3)  -1,161.7  -991.2 
Net defaulted loans to customers  1,467.2  1,194.1 
Of which;
Purchased or originated credit-impaired (POCI);
Gross loans to customers  170,3  206.7 
Impairment of loans  -121,7  -154.3 
Net loans to customers  48.7  52.4 
1 Defaulted loans are comprised, amongst other, of loans which are overdue by over 90 days according to agreed payment schedule. Defaulted loans sent to debt 
collection continue will be considered defaulted regardless of future payment status. Defaulted loans also comprise of loans with other indications of unlikeness to pay. 
LOSSES ON LOANS (RESUL T)
Amounts in NOK million 2025 2024
Losses stage 1, movement 79.2 -10.6
Losses stage 2, movement -30.6 105.3
Losses stage 3, movement 194.2 499.2
Other effects (NPL,sales parameter updates etc.) 430.8 67.1
Losses on loans 673.6 661.0
See note 2 for information about losses on loans (result) per segment.
In 2025, the bank had forward flow agreements for ongoing transfers of non-performing Norwegian credit cards all year round. 
Total gross lending sold was NOK 964 million in 2025.
Morrow Bank  /  Annual Report 2025
55

===== SIDA 56 =====

RECONCILIATION OF GROSS LOANS TO CUSTOMERS
Amounts in NOK million Stage 1 Stage 2 Stage 3 Total
Gross loans to customers as at 1 January 2025 11,623,3 1,488,3 2,185,2 15,296.8
Transfer from stage 1 to stage 2 -2,433.2 2,433.2  -  - 
Transfer from stage 1 to stage 3 -582.2  - 582.2  - 
Transfer from stage 2 to stage 3  - -1,428.3 1,428.3  - 
Transfer from stage 3 to stage 2  - 214.6 -214.6  - 
Transfer from stage 2 to stage 1 1,506.3 -1,506.3  -  - 
Transfer from stage 3 to stage 1 199.1  - -199.1  - 
New loans to customers 8,344,2 530,3 69.1 8,943,6
Loans to customers derecognized -4,238.9 -288.7 -1,222,2 -5,749,8
Discount amortization 30,1  -  - 30,1
Gross loans to customers as at 31 December 2025 14,448.8 1,443.1 2,628.9 18,520.7
Of which;
Purchased or originated credit-impaired (POCI);
Gross loans to customers  -  - 170.3 170.3
Net loans to customers  -  - 170.3 170.3
Gross loans to customers as at 1 January 2024 10,079.6 954.7 754.2 11,788.5
Transfer from stage 1 to stage 2 -2,482.3 2,482.3  -  - 
Transfer from stage 1 to stage 3 -487.9  - 487.9  - 
Transfer from stage 2 to stage 3  - -1,256.0 1,256.0  - 
Transfer from stage 3 to stage 2  - 202.0 -202.0  - 
Transfer from stage 2 to stage 1 1,031.8 -1,031.8  -  - 
Transfer from stage 3 to stage 1 82.2  - -82.2  - 
New loans to customers 6,948,3 293.1 338,3 7,579,8
Loans to customers derecognized -3,548.5 -156.0 -367.1 -4,071,5
Gross loans to customers as at 31 December 2024 11,776.6 1,423.1 2,097.2 15,296,8
Of which;
Purchased or originated credit-impaired (POCI);
Gross loans to customers  -  - 206.7 206.7
Total gross loans  -  - 206.7 206.7
Loans with granted special conditions was NOK 33.0 million as at 31 December 2025 and NOK 9.4 million as at 31 December 2024.  
  
56
Notes to the financial statements

===== SIDA 57 =====

RECONCILIATION OF IMPAIRMENTS OF LOANS TO CUSTOMERS
Amounts in NOK million Stage 1 Stage 2 Stage 3 Total
Impairments of loans as at 1 January 2025 183.2 275.0 991.2 1,449.4
Transfer from stage 1 to stage 2 -50.9 50.9  -  - 
Transfer from stage 1 to stage 3 -13.1  - 13.1  - 
Transfer from stage 2 to stage 3  - -311.8 311.8  - 
Transfer from stage 3 to stage 2  - 46.7 -46.7  - 
Transfer from stage 2 to stage 1 272.5 -272.5  -  - 
Transfer from stage 3 to stage 1 32.3  - -32.3  - 
New financial assets originated 108.4 51.9 2.5 162.8
Increased expected credit loss 83.9 472.4 588.7 1,145.0
Financial assets derecognized -15.2 -16.1 -496.7 -527.9
Decreased expected credit loss -319.1 -29.8 -113.8 -462.6
Exchange rate movements -69.1 0.7 -86.3 -154.7
Macroeconomic model changes -9.5 -11.5 -3.8 -24.8
Other changes 22.4 6.2 34.1 62.7
Impairments of loans as at 31 December 2025 225.9 262.2 1,161.7 1,649.8
Of which;
Impairment of defaulted loans -121.7  -121.7 
Total impairment  -121.7  -121.7 
Impairments of loans as at 1 January 2024 230.9 164.0 317.6 712.5
Transfer from stage 1 to stage 2 -65.3 65.3  -  - 
Transfer from stage 1 to stage 3 -12.0  - 12.0  - 
Transfer from stage 2 to stage 3  - -252.7 252.7  - 
Transfer from stage 3 to stage 2  - 43.7 -43.7  - 
Transfer from stage 2 to stage 1 155.7 -155.7  -  - 
Transfer from stage 3 to stage 1 11.4  - -11.4  - 
New financial assets originated 86.9 27.4 186.2 388.6
Increased expected credit loss 45.4 396.6 484.2 926.2
Financial assets derecognized -14.4 -14.3 -141.0 -169.7
Decreased expected credit loss -179.0 -36.3 -52.4 -267.7
Exchange rate movements -78.2 36.3 -29.4 -71.3
Macroeconomic model changes -6.2 -5.0 -1.9 -13.1
Other changes 7.9 5.5 18.4 31.8
Impairments of loans as at 31 December 2024 183,2 275.0 991,2 1,449,3
Of which;
Purchased or originated credit-impaired (POCI); -154.3 -154.3
Total impairment -154.3 -154.3
Other changes in 2025 and 2024 mainly consist of parameter update of PD and LGD.    
Morrow Bank  /  Annual Report 2025
57

===== SIDA 58 =====

GROSS LOANS TO CUSTOMERS BY SEGMENT
Amounts in NOK million Stage 1 Stage 2 Stage 3 Total
Consumer loans Norway 3,298.9 181.3 402.1 3,882.4
Consumer loans Finland 5,254.6 653.5 953.8 6,861.9
Consumer loans Sweden 4,861.5 433.6 1,158.4 6,453.6
Credit cards 1,033.7 174.6 114.6 1,322.9
Gross loans to customers as at 31 December 2025 14,448.8 1,443.1 2,628.9 18,520.7
Amounts in NOK million Stage 1 Stage 2 Stage 3 Total
Consumer loans Norway 1,814.0 230.5 338.5 2,383.4
Consumer loans Finland 4,909.9 624.0 916.2 6,450.0
Consumer loans Sweden 4,041.8 524.8 770.7 5,337,2
Credit cards 857.3 108.9 160.0 1,126.2
Gross loans to customers as at 31 December 2024 11,623.3 1,488.3 2,185.2 15,296.8
IMPAIRMENTS OF LOANS TO CUSTOMERS BY SEGMENT
Amounts in NOK million Stage 1 Stage 2 Stage 3 Total
Consumer loans Norway 38.5 32.1 176.3 246.9
Consumer loans Finland 106.6 130.8 383.6 621.0
Consumer loans Sweden 67.9 70.8 552.1 690.8
Credit cards 12.9 28.6 49.7 91.2
Impairments of loans as at 31 December 2025 225.9 262.2 1,161.7 1,649.8
Amounts in NOK million Stage 1 Stage 2 Stage 3 Total
Consumer loans Norway 31.0 15.6 120.8 167.4
Consumer loans Finland 111.7 125.9 458.0 695.6
Consumer loans Sweden 32.0 110.5 360.4 502.9
Credit cards 8.5 22.8 52.0 83.3
Impairments of loans as at 31 December 2024 183.2 274.9 991.2 1,449.3
58
Notes to the financial statements

===== SIDA 59 =====

Note 4 Income
Amounts in NOK million 2025 2024
Interest income from loans to customers 1,786.5 1,667.8
of which sales commissions to agents -189.8 -181.2
Interest income from loans and deposits with credit institutions 46.0 94.9
Total interest income calculated using the effective interest rate method 1,832.5 1,762.7
Other interest income and similar income  -  - 
Total other interest income  -  - 
Total interest income 1,832.5 1,762.7
Interest expense from deposit customers -386.7 -457.4
Interest expense from subordinated loans and senior unsecured bond -29.4 -22.1
Other interest expenses and similar expenses -73.7 -72.7
Total interest expenses -489.7 -552.2
Net interest income 1,342.8 1,210.5
Insurance services 58.0 45.9
Other commission income and fees 26.1 22.9
Total commission income and fees 84.1 68.8
Provisions to other bank connections -6.0 -5.6
Other commission expenses and fees -66.7 -55.6
Commission expenses and fees -72.7 -61.2
Net commissions and fees 11.4 7.6
Net gain/(loss) on certificates and bonds 69.8 60.4
Net currency gain/(loss) 1.6 -1.7
Net gains/(losses) on certificates, bonds and currency 71.4 58.7
Total income 1,425.6 1,276.7
Morrow Bank  /  Annual Report 2025
59

===== SIDA 60 =====

Note 5 Operating expenses
Amounts in NOK million 2025 2024
Salaries -110.7 -89.5
Social security tax and finance tax -12.6 -20.0
Pension expenses -7.4 -5.6
Other personnel expenses -4.3 -3.1
Total personnel expenses -135.1 -118.1
The Bank has not given guarantees to any employees, board members or their related parties in 2025 or 2024. All employees, board 
members and their related parties that have consumer loans, credit card and deposit products in the Bank have them to the ordinary 
terms and conditions. 
All employees, in total 65 persons (64.4 FTEs) as at 31 December 2025 and 64 as at 31 December 2024, are covered by the Bank’s 
pension plan. The plan is a defined-contributed plan. The Bank is obliged to have an occupational pension plan in accordance with the 
Compulsory Occupational Pension Plan Act, and the Bank’s plan satisfies the requirements of the Act. 
See note 20 for remuneration to the management team and note 6 for information about variable remuneration.   
Amounts in NOK million 2025 2024
Direct marketing expenses -23.3 -21.8
IT-expenses -64.8 -52.6
Other general administrative expenses -45.9 -57.6
Total general and administrative expenses -133.9 -132.0
Insurance -1.2 -0.9
External audit and related services -2.5 -2.7
Other consultants -42.6 -28.3
Other operating expenses -16.1 -8.3
Total other expenses -62.5 -40.2
Specification of auditor fees.
Amounts in NOK million 2025 2024
Statutory audit 1.6 1.5
Other assurance services 0.9 0.5
Total auditor fees incl. VAT 2.5 2.0
60
Notes to the financial statements

===== SIDA 61 =====

Note 6 Share option programs
The Bank has share option programmes for employees related to fixed and variable remuneration. 
OVERVIEW OF CHANGES IN OPTIONS 2025 2024
Quantity WASP 1 Quantity WASP 1
Outstanding options as at 1 January  3,469,040 4.6  2,418,124 1.0
+ granted  - 0.0  1,556,712 9.1
- exercised  -1,342,215 0.6 -480.056 1.0
- terminated  -  -  - 1.0
- expired -5.181  - -25.740  - 
Outstanding options as at 31 December  2,121,644 6.6  3,469,040 4.6
Vested options as at 31 December 448.026 1.0  1,672,833 1.0
WASP 1 Outstanding options
Exercisable 
options
Quantity
Weighted
average
remaining
earning period
(years) Quantity
OPTIONS AS AT 31 DECEMBER 2025
0.60 424.276 0.3 307,370.0
0.64 140.656  - 140,656.0
8.72  1,556,712 1.0  - 
Total  1,556,712 448.026
OPTIONS AS AT 31 DECEMBER 2024
1.00  1,912,328 0.9  1,672,833 
9.12  1,556,712 2.0  - 
Total  3,469,040  1,672,833 
1 Weighted average strike price (WASP) 
The Board is eligible to extend the exercise period for previously granted options.     
No grants in 2025. Average fair value of granted options in 2024 was NOK 5.06.     
Expensed costs in the resultat for share options programs in 2024 were NOK 2.6 million.     
For calculation of fair value of granted options, Black & Scholes’s option pricing model is used. The value of vested options is recognized 
against other paid-in equity.
The following assumptions are used in the calculation of granted share options:
• Share price at the time of the grant: The share price equals the listed price at Oslo Børs at the time of the grant, weighted average in 
2024 was NOK 9.12.
• Volatility: Historical volatility is expected to be an indication of future volatility. Expected volatility is therefore equal to historic volatility 
and was 35% in 2024.
• Expiration of the option: The option’s expected maturity time was 3.8 years in 2024.
• Risk-free rate: Risk-free rate equals the interest rate on 5 year government bonds, i.e. average 3.83% in 2024.
Morrow Bank  /  Annual Report 2025
61

===== SIDA 62 =====

Note 7 Tax expenses
Amounts in NOK million 2025 2024
This year’s tax expenses is related to:
Income tax payable -84.0 -37.8
Adjustment to last year’s accrued income tax payable  -  - 
Change in deferred tax/deferred tax assets -3.3 -34.9
Total tax expenses -87.3 -72.7
Reconciliation of effective income tax rate
Profit/(loss) before tax expenses 369.0 281.4
Expected tax expense with nominal tax rate of 25% -92.3 -70.3
25% of permanent differences 7.3 6.5
25% of interest expenses on AT1 capital -7.2 -6.5
25% of temporary differences not impacting income tax payable 4.8 -2.4
Total tax expenses -87.3 -72.7
Effective tax rate -24% -26%
Deferred tax (+)/ deferred tax asset (-) in the balance sheet is related to the following temporary 
differences:
Fixed assets -0.8 -0.7
Leasing agreements  - -1.9
Certificates and bonds 6.8 26.0
Accruals  - -0.7
Tax credit carried forward  - -1.2
Total temporary differences 6.1 21.5
Tax rate 25% 25%
Deferred tax (+)/ deferred tax asset (-) in the balance sheet 1.5 5.4
62
Notes to the financial statements

===== SIDA 63 =====

Note 8 Financial instruments
CLASSIFICATION OF FINANCIAL INSTRUMENTS
31 December 2025 31 December 2024
Amounts in NOK million
Fair value 
through 
profit or 
loss
Amortised 
cost Total
Fair value 
through 
profit or 
loss
Amortised 
cost Total
Loans and deposits with credit institutions  - 1,024.1 1,024.1  - 2,084.0 2,084.0
Net loans to customers  - 16,870.8 16,870.8  - 13,847.5 13,847.5
Certifcates and bonds 2,122.6  - 2,122.6 2,589.4  - 2,589.4
Other financial receivables  - 8.1 8.1  - 7.1 7.1
Total financial assets 2,122.6 17,903.0 20,025.6 2,589.4 15,938.6 18,528.0
 -  -  -  -  -  - 
Deposits from customers  - 17,155.0 17,155.0  - 15,704.6 15,704.6
Other financial debt  - -47.7 -47.7  - 44.5 44.5
Subordinated loans (Tier 2)  - 265.0 265.0  - 265.0 265.0
Total financial liabilities  - 17,372.3 17,372.3  - 16,014.1 16,014.1
FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES AT AMORTISED COST
Loans and deposits with credit institutions
Fair value is estimated to correspond to amortised cost.
Net loans to customers
Loans to customers are highly exposed to market competition so any 
additional values in the loan balance will not be able to be
maintained over time. At the same time, an impairment is recognised if 
observable events occur that indicate a fall in value. The impairments 
are based on an assessment of the future cash flow, discounted by 
the effective rate of interest. The fair value is therefore considered to 
correspond with amortised cost.
Other receivables
Fair value is estimated to correspond to amortised cost.
Deposits from customers
Fair value is estimated to correspond to amortised cost.
Other debt
Fair value is estimated to correspond to amortised cost.
Subordinated loans
The Bank’s subordinated loans are listed, but the instrument is traded 
at a relatively low frequency. As a substitute for the observable prices, 
it is considered that amortised cost can be used as an approximation 
of fair value.
FINANCIAL INSTRUMENTS AT FAIR VALUE
Financial instruments at fair value are placed in the different levels 
below based on the quality of market data for the individual type of 
instrument.
Level 1: Valuation based on listed prices in an active market
Level 1 includes financial instruments that are valued using listed 
prices in active markets for identical assets or liabilities. This category 
includes certificates and government bonds that are traded in active 
markets.
Level 2: Valuation based on observable market data
In level 2, valuation is based on (1) directly or indirectly observable 
prices for identical assets or liabilities in a market that is not active, 
(2) models that use prices and variables from observable markets or 
transactions and (3 ) pricing in an active market of a similar, but not 
identical asset or liability.
Level 3: Valuation based on non-observable market data
If a valuation cannot be established in levels 1 or 2, valuation methods 
are used that are based on non-observable market data.
31 December 2025 31 December 2024
Amounts in NOK million Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total
Certificates and bonds  - 2,122.6  - 2,122.6  - 2,589.4  - 2,589.4
Total financial assets  - 2,122.6  - 2,122.6  - 2,589.4  - 2,589.4
Certificates and bonds are valued to listed prices when available.
Morrow Bank  /  Annual Report 2025
63

===== SIDA 64 =====

Note 9 Loans and deposits with credit institutions
Amounts in NOK million 31 Dec. 2025 31 Dec. 2024
Loans and deposits with credit institutions 1,024.1 2,084.0
of which restricted loans and deposits:
Tax withholding funds 3.8 5.3
Other restricted funds 62.5 42.4
There was not any need for impairments, neither as at 31 December 2025 nor as at 31 December 2024.
Note 10  Certificates and bonds
The Banks certificates and bonds are allocated as follows:
Amounts in NOK million Risk weight 31 Dec. 2025 31 Dec. 2024
Government certificates 0% 1,593.9 1,943.9
Funds with investments in government certificates 0% - 231.4
Covered bonds 10% 407.8 285.6
Market based certificates and bonds 20% 120.9 128.5
Total certificates and bonds 2,122.6 2,589.4
Certificates and bonds are measured at fair value.
64
Notes to the financial statements

===== SIDA 65 =====

Note 11 Fixed and intangible assets
Amounts in NOK million
intangible 
assets
Right-of-use 
assets
Refitting 
of office 
premisses
Fixtures 
and office 
equipment Other Total
Cost as at 1 January 2024 147.0 20.2 1.0 3.3 0.2 171.7
Additions 41.3  -  -  -  - 41.3
Disposals -28.1  - -0.9  -  - -29.0
Cost as at 31 December 2024 160.3 20.2 0.1 3.3 0.2 184.1
Accumulated depreciation and write-offs as at 1 January 2024 -80.1 -1.3 -0.9 -0.5  - -82.8
Depreciation -40.3 -2.6 -0.0 -1.1  - -44.0
Write-offs  -  -  -  -  -  - 
Write-offs earlier years 28.1  - 0.9  -  - 29.1
Accumulated depreciation and write-offs as at 31 
December 2024 -92.3 -4.0 -0.1 -1.5  - -97.8
Book value as at 31 December 2024 68.0 16.3 0.0 1.7 0.2 86.3
Cost as at 1 January 2025 160.3 20.2 0.1 3.3 0.2 184.1
Additions 49.2  -  -  -  - 49.2
Disposals  -  -  -  -  -  - 
Cost as at 31 December 2025 209.5 20.2 0.1 3.3 0.2 233.3
Accumulated depreciation and write-offs as at 1 January 2025 -92.3 -4.0 -0.1 -1.5  - -97.9
Depreciation -47.7 -2.7 -0.0 -1.1  - -51.4
Write-offs  -  -  -  -  -  - 
Disposals  -  -  -  -  - 0.1
Accumulated depreciation and write-offs as at 31 
December 2025 -140.0 -6.6 -0.1 -2.6  - -149.3
Book value as at 31 December 2025 69.5 13.6 0.0 0.6 0.2 84.0
Depreciation period  3 years  See below  See below  3 year  No depr. 
Intangible assets and fixed assets are depreciated on a straight-line basis over lifetime. 
Right-of-use assets and refitting of office premises are related to the Bank’s lease agreements and is depreciated over the lease term. See 
note 12 for information regarding lease agreements.
Morrow Bank  /  Annual Report 2025
65

===== SIDA 66 =====

Note 12  Lease agreements
The bank has entered into an agreement for lease of new office premises from July 2023. The lease term is until January 2031 and 
annual rent for the new office premises is NOK 3.9 million. 
The bank has no short-term leases or leases where the underlying asset has a low value. 
Amounts in NOK million 2025 2024
Interest expenses for lease liabilities 0.4 1.5
Total outgoing cash flows for lease agreements 28.8 28.8
Lease liabilities in the balance sheet 12.3 18.8
MATURITY ANAL YSIS OF OUTGOING CASH FLOWS FOR FINANCIAL LEASE LIABILITIES:
Amounts in NOK million 2025 2024
Within 1 year 4.5 5.4
Within 2-4 year 13.6 14.9
Within 5-7 year 10.7 8.5
Total 28.8 28.8
66
Notes to the financial statements

===== SIDA 67 =====

Note 13 Other debt
The Bank’s debt consist of the following:
Amounts in NOK million 31 Dec. 2025 31 Dec. 2024
Accounts payable 47.7 44.5
Social and other indirect taxes 13.2 10.4
Short terms debt to subsedaries 544.4 -
Other short-term debt 1 81.0 86.7
Total other debt 687.4 141.6
Subordinated loans (ISIN NO0010941131) 3 months NIBOR + 5.0% interest margin 265.0 265.0
Total subordinated loans (Tier 2) 265.0 265.0
1 Other short term debt include the lease liability under IFRS 16. See Note 12 for the portion of this lease liability that falls due after 12 months. 
RECONCILIATION OF SUBORDINATED LOANS:
Amounts in NOK million 2025 2024
Opening balance as at 1 January 265.0 165.0
New Subordinated loan  - 100.0
Amortisation of transaction costs/change interest rate  -  - 
Closing balance as at 31 December 265.0 265.0
Expiration date for the loan is 3 March 2031 with the option to call for first time as at 3 March 2026, and thereafter each quarter on every 
interest payment date. 
Expiration date for the loan is 11 May 2033 with the option to call for first time as at 11 May 2028, and thereafter each quarter on every 
interest payment date.   
Expiration date for the loan is 19 September 2034 with the option to call for first time as at 19 September 2028, and thereafter each 
quarter on every interest payment date.  
All deposits from the Bank’s customers are from individuals in Norway, Sweden and the Eurozone. Interest rates for deposits are in 
Norway and Sweden are not fixed, whereas in the Eurozone the interest rate is both not fixed and fixed. 
The bank’s average (weighted) offered interest rate for 2025 has been 3.6% for Norwegian deposit customers (2024: 3.8%) and 2.7% 
for Swedish deposit customers (2024: 3.2%) and 2.2% for deposit customers elsewhere in Europe (2024: 3.7%) and . The calculation is 
based on actual interest costs and average deposit balance, both measured in local currency. 
The Bank did not have any unused bank credit limits or other limit facilities as at 31 December 2025 nor 31 December 2024. 
 
Morrow Bank  /  Annual Report 2025
67

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Note 14 Capital adequacy
CAPITAL
Amounts in NOK million 31 Dec. 2025 31 Dec. 2024
Capital
Booked equity 2,717.5 2,469.0
Additional Tier 1 capital -275.0 -199.6
Additions:  -  - 
Phase-in effect of IFRS 9  - 43.2
Deductions:  -  - 
Additional value adjustment (AVA) -2.1 -2.6
Other equity not included in core capital (foreseeable dividends)  - -68.0
Deferred tax assets and other intangible assets and deductions -69.5 92.4
Common equity Tier 1 including phase-in effect of IFRS 9 2,370.9 2,334.5
Additional Tier 1 capital 275.0 199.6
Core capital including phase-in effect of IFRS 9 2,645.9 2,534.0
Subordinated loans (Tier 2) 265.0 265.0
Total capital including phase-in effect of IFRS 9 2,910.9 2,799.0
CAPITAL EXCLUDING PHASE-IN EFFECTS OF IFRS 9
Amounts in NOK million 31 Dec. 2025 31 Dec. 2024
Common equity Tier 1 excluding phase-in effect of IFRS 9 2,370.9 2,106.6
Core capital excluding phase-in effect of IFRS 9 2,645.9 2,306.1
Total capital excluding phase-in effect of IFRS 9 2,910.9 2,571.1
CALCULATION BASIS
Amounts in NOK million 31 Dec. 2025 31 Dec. 2024
Loans and deposits with credit institutions 204.8 416.8
Loans to retail customers and phase-in effect IFRS 9 12,988.2 10,723.5
Covered bonds 65.0 54.4
Other assets 823.5 28.0
Calculation basis credit risk including phase-in effect of IFRS 9 14,081.5 11,222.7
Calculation basis operational risk (standardised approach) 816.8 1,565.8
Total calculation basis including phase-in effect of IFRS 9 14,898.3 12,788.5
Total calculation basis excluding phase-in effect of IFRS 9 15,040.4 12,749.1
68
Notes to the financial statements

===== SIDA 69 =====

CAPITAL RATIOS INCLUDING PHASE-IN EFFECT OF IFRS 9 31 Dec. 2025 31 Dec. 2024
Common Equity Tier 1 (CET1) 15.9% 18.3%
Core capital 17.8% 19.8%
Total capital 19.5% 21.9%
CAPITAL RATIOS EXCLUDING PHASE-IN EFFECT OF IFRS 9 31 Dec. 2025 31 Dec. 2024
Common Equity Tier 1 (CET1) 15.8% 16.5%
Core capital 17.6% 18.1%
Total capital 19.4% 20.2%
As at 31 December 2025, the Bank had a Liquidity Coverage Ratio (LCR) of 613% (31 December 2023: 687%) and a Net Stable Funding 
Ratio (NSFR) of 123% (31 December 2024: 136%). The Bank’s internal objective is to have LCR og NSFR of minimum 125% and 110% 
respectively. 
 
The Bank’s leverage ratio as at 31 December 2025 was 11.0% (31 December 2024: 11.5%). 
The Bank’s regulatory Pillar 1 and Pillar 2 minimum as at 31 December 2025 were capital adequancy 12.5% (31 December 2024: 12.1%), 
core capital 15.0% (31 December 2024: 14.6%) and total capital 18.4% (31 December 2024: 18.0%). These capital requirements inclu-
des a Pillar 2 requirement of 5.4% (31 December 2024: 5.4%) and a counter cyclical requirement of 2.5% (31 December 2024: 2.1%). The 
Bank’s regulatory minimum for leverage ratio equals 5.0% (31 January 2024: 5.0%).  
Morrow Bank aims to have a total capital adequacy ratio of 20.4% (31 December 2024: 20.0%), including a Common Equity Tier 1 capital 
adequacy ratio of 14.5% (31 December 2024: 14.1%) to provide room for manoeuvre to achieve the Bank’s long-term financial strate-
gies.  
Morrow Bank  /  Annual Report 2025
69

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Note 15 Risk management
General
Morrow Bank’s risk management framework, as set out in the Board approved Risk Policy, ensures that risk taking is aligned with the 
Bank’s strategies and defined risk appetite, while maintaining an appropriate balance between risk and return. The risk management 
process, covering identification, assessment, management, monitoring, control, and reporting of risks, supports informed risk taking and 
contributes to achieving the Bank’s strategic, business, and operational objectives.
The Bank is exposed to several risk types, including credit, market, liquidity, strategic and business, operational, and other risks. These 
risks are assessed both qualitatively and, where relevant, quantitatively.
Risk mitigation is carried out through the established risk appetite statement, approved policies and instructions, defined procedures 
and routines, internal controls, and other mitigating measures. Together, these elements strengthen informed decision making and risk 
awareness across the Bank.
Risk governance follows the organisational setup described in the “ESG/Sustainability/CSR report” and adheres to the three lines of 
defence model. The Risk Control function reports independently to the CEO, the Board of Directors, and the Audit and Risk Committee.
For further information on risk management and internal control, see the “Corporate Governance” section and “Board of Directors’ 
Report” in this report, as well as the Pillar 3 report published at the Bank’s website ir.morrowbank.com.
Below, material risk types are outlined.
Credit risk 
The Board’s Credit Policy sets principles for managing and controlling credit risk. 
The Bank offers unsecured consumer loans and credit cards to private individuals. All applications undergo automated and, where rele-
vant, manual credit assessment based on internal and external data. Pricing is risk-based and reflects the borrower’s assessed risk level. 
Although the product segment entails higher default risk, overall credit risk is moderated by a granular portfolio, no corporate exposure, 
broad customer diversification, and interest rates aligned with risk.
The Bank maintains a moderate credit risk profile, supported by matured products, strengthened policies and improved models since 
inception. 
Credit risk is managed through consistent credit rating at application, ongoing customer monitoring, early pre-collection and debt colle-
ction measures, and periodic portfolio analysis. Automated scoring models and vintage analysis support early identification of behavioral 
changes and portfolio trends.
Expected credit losses are recognised based on changes in credit risk since origination. Stage classification follows IFRS 9 principles, 
with default defined primarily as 90 days past due or referral to debt collection. The model incorporates PD, EAD, LGD, discounting using 
the effective interest rate, and macro-adjustments based on forward-looking scenarios.
Liquidity is placed in highly liquid, low-risk instruments such as bank deposits, government bonds, AAA covered bonds and high-quality 
bond funds.
The Credit Committee monitors key macroeconomic indicators, such as unemployment, interest rates and GDP growth, to ensure timely 
adjustments to risk assumptions.
For further information on credit risk, see Note 16 “Credit risk” in this report.
70
Notes to the financial statements

===== SIDA 71 =====

Market risk 
The Board’s Finance Policy sets principles for managing and controlling market risk, including interest rate risk, credit spread risk and 
currency risk. The Bank’s objective is to maintain low market risk.
Interest rate risk is limited. Lending and deposits carry floating rates, and the liquidity portfolio is managed to maintain low interest rate 
sensitivity. Asset and liability profiles are balanced across time buckets.
Currency risk for loans in SEK and EUR is matched by deposits in the same currencies. Remaining exposure is hedged through the Bank’s 
multicurrency facility within policy limits. 
Credit spread risk relates to changes in credit premiums affecting the liquidity portfolio. 
Market risk is monitored regularly to ensure exposures remain within tolerance. Investments are placed with well-established institutions 
or in liquid, short-duration interest-bearing securities. The Board has set limits for maximum interest rate and loss exposure, and risks are 
measured monthly using sensitivity analyses across relevant balance sheet items.
Liquidity risk 
The Board’s Finance Policy sets principles for managing and controlling liquidity risk. 
Investments are placed in deposits with financial institutions and in liquid, short-term interest-bearing securities. The portfolio is mana-
ged to ensure that liquidity risk remains low.
The Bank maintains continuously updated liquidity forecasts, on intraday, daily and up to one year ahead. The Bank is primarily funded 
through customer deposits in Norway (NOK), Germany (EUR) and Sweden (SEK). Deposits are mainly floating-rate, with fixed-rate produ-
cts up to two years available. Deposits have been stable, and the Bank aims to align lending and deposits by currency. 
For further information on liquidity risk, see Note 17 “Liquidity and interest rate risk” in this report.
Strategic and business risk 
Strategic and business risk refers to failed decisions that may pose to the Bank’s ability to achieve its strategic and business goals. Thise 
may arise from increased competition, adverse macroeconomic conditions, including interest rate changes affecting customer payment 
ability and funding costs, or from stricter regulatory requirements in the consumer finance market.
Key considerations are reduced growth due to competition or regulation that may lower the loan portfolio and thereby decrease capital 
requirements, and that the products are geographically diversified, meaning macroeconomic stress in one market may not necessarily 
affect other markets in which the Bank operates.
Operational risk 
The Board’s Operational Risk Policy sets principles for managing and controlling operational risk. The operational risk management 
framework covers new product approval process (NPAP), product oversight governance (POG), risk and control self-assessment (RCSA), 
incident management, and business continuity management. The risk appetite for operational risk is low.
System development and change management follow defined governance processes. Core infrastructure and system operations are 
outsourced to established providers under strict SLA and risk-assessment requirements. Outsourcing is monitored closely, ensuring 
access to necessary expertise and scalable, efficient operations. Operational risk during product launches is mitigated through training, 
documentation, pilot phases and soft launches.
The Bank cooperates with loan intermediaries in all markets and ensures that agent agreements comply with regulatory requirements.
Money-laundering and terrorist financing risks are material for the Bank. A comprehensive AML framework is in place, including due 
diligence at onboarding, ongoing monitoring, and structured reporting processes. 
Morrow Bank  /  Annual Report 2025
71

===== SIDA 72 =====

Note 16 Credit risk
MAXIMUM EXPOSURE LOANS TO CUSTOMERS AS AT 31 DECEMBER 2025:
Amounts in NOK million Stage 1 Stage 2 Stage 3 Time horizon Probability of default
Consumer loans Norway - risk class A 7,901.8  -  -  12 months 2.9%
Consumer loans Norway - risk class B  - 358.1  -  Lifetime 37.8%
Consumer loans Norway - risk class C  - 58.1  -  Lifetime 60.2%
Consumer loans Norway - risk class D  -  - 2,973.3  Lifetime 100.0%
Consumer loans Finland - risk class A 6,333.1  -  -  12 months 4.7%
Consumer loans Finland - risk class B  - 641.6  -  Lifetime 46.5%
Consumer loans Finland - risk class C  - 63.1  -  Lifetime 59.9%
Consumer loans Finland - risk class D  -  - 2,409.9  Lifetime 100.0%
Consumer loans Sweden - risk class A 10,728.7  -  -  12 months 3.7%
Consumer loans Sweden - risk class B  - 857.5  -  Lifetime 44.1%
Consumer loans Sweden - risk class C  - 78.4  -  Lifetime 60.8%
Consumer loans Sweden - risk class D  -  - 3,631.7  Lifetime 100.0%
Credit cards - risk class A 4,348.7  -  -  12 months 0.1% - 3.5%
Credit cards - risk class B  - 257.7  -  Lifetime 16.5% - 43.7%
Credit cards - risk class C  - 28.5  -  Lifetime 65.6% - 71.8%
Credit cards - risk class D  -  - 2,285.3  Lifetime 100.0%
Total maximum exposure loans to customers 29,312.6 2,343.1 11,300.2
MAXIMUM EXPOSURE LOANS TO CUSTOMERS AS AT 31 DECEMBER 2024:
Amounts in NOK million Stage 1 Stage 2 Stage 3 Time horizon Probability of default
Consumer loans Norway - risk class A 2,661.5  -  -  12 months 4.1%
Consumer loans Norway - risk class B  - 125.9  -  Lifetime 28.3%
Consumer loans Norway - risk class C  - 20.0  -  Lifetime 62.8%
Consumer loans Norway - risk class D  -  - 330.8  Lifetime 100.0%
Consumer loans Finland - risk class A 5,086.6  -  -  12 months 5.7%
Consumer loans Finland - risk class B  - 635.3  -  Lifetime 37.5%
Consumer loans Finland - risk class C  - 77.2  -  Lifetime 66.3%
Consumer loans Finland - risk class D  -  - 1,078.3  Lifetime 100.0%
Consumer loans Sweden - risk class A 4,595.4  -  -  12 months 5.7%
Consumer loans Sweden - risk class B  - 429.9  -  Lifetime 44.6%
Consumer loans Sweden - risk class C  - 51.5  -  Lifetime 66.1%
Consumer loans Sweden - risk class D  -  - 615.3  Lifetime 100.0%
Credit cards - risk class A 1,969.3  -  -  12 months 1.7% - 4.0%
Credit cards - risk class B  - 141.7  -  Lifetime 17.4% - 46.4%
Credit cards - risk class C  - 13.8  -  Lifetime 58.1% - 64.4%
Credit cards - risk class D  -  - 119.4  Lifetime 100.0%
Total maximum exposre loans to customers 14,313.1 1,495.3 2,143.8
Classification; A = loans in stage 1; B = inactive customers and overdue between 30-60 days; C = loans overdue between 60-90 days;  
D = loans in stage 3
For consumer loans, the average probability of default is presented. For credit cards, a range for the probability of default is disclosed
Maximum exposures of loans to customers includes both drawn and undrawn credit facilities.
For additional information, see also note 3 regarding loan losses and impairments on loans.
72
Notes to the financial statements

===== SIDA 73 =====

SENSITIVITY AS AT 31 DECEMBER 2025:
Consumer loans Credit cards
Amounts in NOK million Norway Finland Sweden NO/FI/SE Total
Sensitivity by changing loss given default (LGD):
Profit or loss effect at 1% change 4.9 13.2 13.8 1.9 33.7
Profit or loss effect at 2% change 9.7 26.3 27.7 3.7 67.5
Profit or loss effect at 5% change 24.2 65.9 69.2 9.3 168.7
Sensitivity by changing probability of default (PD):
Profit or loss effect at 1% change 14.4 28.0 24.0 7.9 74.4
Profit or loss effect at 2% change 28.8 56.0 48.1 15.8 148.8
Profit or loss effect at 5% change 72.0 140.1 120.2 39.6 371.9
Sensitivity by changing macroeconomic adjustments:
Resultateffekt ved 1%-poeng endring 0.8 2.9 1.9 0.4 6.0
Resultateffekt ved 2%-poeng endring 1.6 5.7 3.8 0.9 12.0
Resultateffekt ved 5%-poeng endring 4.1 14.2 9.6 2.2 30.0
SENSITIVITY AS AT 31 DECEMBER 2024:
Consumer loans Credit cards
Amounts in NOK million Norway Finland Sweden NO/FI/SE Total
Sensitivity by changing loss given default (LGD):
Profit or loss effect at 1% change 3.4 14.8 9.8 1.8 29.8
Profit or loss effect at 2% change 6.8 29.6 19.7 3.6 59.6
Profit or loss effect at 5% change 17.0 73.9 49.1 9.1 149.1
Sensitivity by changing probability of default (PD):
Profit or loss effect at 1% change 8.4 24.8 23.4 6.1 62.7
Profit or loss effect at 2% change 16.7 49.6 46.8 12.2 125.4
Profit or loss effect at 5% change 41.9 124.1 117.0 30.6 313.5
Sensitivity by changing macroeconomic adjustments:
Profit or loss effect at 1% change 0.5 2.7 2.4 0.3 5.9
Profit or loss effect at 2% change 1.1 5.5 4.7 0.6 11.9
Profit or loss effect at 5% change 2.7 13.7 11.8 1.6 29.7
Morrow Bank  /  Annual Report 2025
73

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Note 17 Liquidity and interest rate risk
The Board of Directors has established guidelines that sets the limit for maximum interest rate risk. Monitoring and reporting of liquidity 
and interest rate risk happens continuously according to provided instructions. 
Liquidity risk
The liquidity risk of the Bank arises from or results from the maturity profile of the Bank’s assets and liabilities. Below follows an overview 
of different time intervals as to when the Bank’s assets and liabilities mature. 
DISTRIBUTION OF TERMS AS AT 31 DECEMBER 2024
Amounts in NOK million
No defined 
term < 3 months
3 months < 
1 year
1 year < 5 
years
Over 5 
years Total
Loans and deposits with credit institutions 1,024.1  -  -  -  - 1,024.1
Gross loans to customers 11,941.0 17.3 105.4 6,456.8  - 18,520.7
Certificates and bonds 2,122.6  -  -  -  - 2,122.6
Other receivables  -  -  -  -  -  - 
Total assets 15,087.7 17.3 105.4 6,456.8  - 21,667.3
Deposits from customers 16,122.3  -  - 1,032.8  - 17,155.1
Other debt  -  -  -  -  -  - 
Subordinated loans  - 6.9 20.7 110.1 331.0 468.7
Total liabilities 16,122.3 6.9 20.7 1,142.9 331.0 17,623.8
DISTRIBUTION OF TERMS AS AT 31 DECEMBER 2024
Amounts in NOK million
No defined 
term < 3 months
3 months < 
1 year
1 year < 5 
years
Over 5 
years Total
Loans and deposits with credit institutions 2,084.0  -  -  -  - 2,084.0
Gross loans to customers 10,229.4 0.6 15.5 6,052.0  - 16,297.5
Certificates and bonds 2,589.4  -  -  -  - 2,589.4
Other receivables 123.9 7.1  -  -  - 131.0
Total assets 14,607.9 8.8 8.9 2,884.2  - 17,509.8
Deposits from customers 15,694.1  - 10.5  -  - 15,704.6
Other debt 82.7 44.5  -  -  - 127.2
Subordinated loans  - 2.5 7.4 39.3 218.6 267.8
Total liabilities 15,776.8 47.0 17.9 39.3 218.6 16,099.6
Loans to customers and deposits from customers with a term period, and subordinated loans, include expected interests in the overview 
above.       
The Bank had no financial instruments that were not recognised as at 31 December 2025 nor as at 31 December 2024. See also the 
Report from the Board of Directors for further information and discussion of the Bank’s liquidity risk.     
 
74
Notes to the financial statements

===== SIDA 75 =====

Interest rate risk
Different fixed-rate periods for assets and liabilities will give rise to interest rate risk for the Bank. Provided below is a summary of the 
remaining periods of agreed interest rate adjustments for the assets and liabilities. 
INTEREST RATE RISK AS AT 31 DECEMBER 2025
Amounts in NOK million 0 month < 3 months No interest Total
Loans and deposits with credit institutions 1,024.1  - 1,024.1
Loans to customers 16,870.8  - 16,870.8
Certificates and bonds 2,122.6  - 2,122.6
Other receivables  -  -  - 
Total assets 20,017.5  - 20,017.5
Deposits from customers 17,155.0  - 17,155.0
Other debt  -  -  - 
Subordinated loans 265.0  - 265.0
Total liabilities 17,420.0  - 17,420.0
INTEREST RATE RISK AS AT 31 DECEMBER 2024
Amounts in NOK million 0 month < 3 months No interest Total
Loans and deposits with credit institutions 2,084.0  - 2,084.0
Loans to customers 13,847.5  - 13,847.5
Certificates and bonds 2,589.4  - 2,589.4
Other receivables  - 7.1 7.1
Total assets 18,520.9 7.1 18,528.0
Deposits from customers 15,704.6  - 15,704.6
Other debt  - 44.5 44.5
Subordinated loans 265.0  - 265.0
Total liabilities 15,969.6 44.5 16,014.1
Morrow Bank  /  Annual Report 2025
75

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INTEREST RATE RISK - SENSITIVITY OF 1% POINT CHANGE IN THE YIELD CURVE:
Amounts in NOK million 31 Dec. 2025 31 Dec. 2024
Loans and deposits with credit institutions 0.4 0.6
Loans to customers 28.1 18.5
Certificates and bonds 5.1 4.5
Other receivables  -  - 
Total assets 33.7 23.5
Deposits from customers -32.7 -18.5
Other debt  -  - 
Subordinated loans -0.5 -0.3
Total liabilities -33.1 -18.8
Total net interest rate risk 0.5 4.7
CURRENCY RISK - SENSITIVITY OF CHANGING EXCHANGE RATES END OF THE YEAR:
Amounts in NOK million 31 Dec. 2025 31 Dec. 2024
Effect in profit or loss by changing 1% 0.3 0.4
Effect in profit or loss by changing 2% 0.7 0.7
Effect in profit or loss by changing 5% 1.7 1.8
The bank’s currency exposure as of December 31, 2025, amounted to MEUR 2.1 (December 31, 2024: MEUR -0.1) and MSEK 7.0 
(December 31, 2024: MSEK 21.7).     
76
Notes to the financial statements

===== SIDA 77 =====

Note 18 Earnings per share
2025 2024
Number of shares as at 1 January  230,004,294  229,364,132 
Issued shares  1,373,887 640,162
Number of shares as at 31 December  231,378,181  230,004,294 
Average number of shares  230,691,234  229,709,285 
Average number of diluted shares  234,173,523  233,178,325 
Amounts in NOK million 2025 2024
Profit/(loss) after tax 281.7 208.7
Paid interest on Tier 1 capital after tax -21.6 -19.4
Adjusted profit/(loss) after tax 260.1 189.3
Earnings per share (NOK) 1.13 0.82
Diluted earnings per share (NOK) 1.11 0.81
Earnings per shares shall show the result for the Bank’s ordinary shareholders. Profit/(loss) after tax is therefore reduced with paid 
interest on Common Tier 1 capital after tax. 
 
Morrow Bank  /  Annual Report 2025
77

===== SIDA 78 =====

Note 19 Shareholders
The face value of the Bank’s shares is NOK 1.00. All shares has the same share class and voting rights.
Overview of the 20 largest shareholders as at 31 December 2025: Number of shares Ownership in % Account type
KISTEFOS AS  48,287,000 20.9%
ALFAB HOLDING AS  10,257,445 4.4%
HVALER INVEST AS  10,000,000 4.3%
KVANTIA AS  8,350,000 3.6%
SB1 MARKETS AS  7,560,605 3.3%
VERDIPAPIRFONDET DNB SMB  5,991,134 2.6%
AS STRAEN  4,345,750 1.9%
Nordnet Bank AB  4,254,709 1.8%  NOM 
OM Holding AS  4,109,465 1.8%
Stiftelsen Kistefos-Museets Drifts  4,000,000 1.7%
DIRECTMARKETING INVEST AS  3,715,043 1.6%
CHRISTIANIA SKIBS AS  3,100,897 1.3%
HANS EIENDOM AS  2,850,000 1.2%
NORDNET LIVSFORSIKRING AS  2,737,922 1.2%
BELAIR AS  2,657,070 1.1%
OBLIGASJON 2 AS  2,539,660 1.1%
UBS AG  2,364,555 1.0%  NOM 
MELESIO INVEST AS  2,193,067 0.9%
HJELLEGJERDE INVEST AS  2,157,426 0.9%
KHAYA AS  2,133,658 0.9%
Total 20 largest shareholders  133,605,406 57.7%
Other shareholders  97,772,775 42.3%
Total  231,378,181 100.0%
Overview of the 20 largest shareholders as at 31 December 2024: Number of shares Ownership in % Account type
KISTEFOS AS  47,787,000 20.7%
UBS AG  19,824,482 8.6%  NOM 
ALFAB HOLDING AS  10,357,445 4.5%
The Bank of New York Mellon SA/NV  8,128,251 3.5%
DNB BANK ASA  7,504,491 3.2%  NOM 
Skandinaviska Enskilda Banken AB  6,000,000 2.6%  NOM 
The Bank of New York Mellon SA/NV  5,820,113 2.5%  NOM 
NORDA ASA  5,818,047 2.5%
AS AUDLEY  4,345,750 1.9%
OM Holding AS  4,209,465 1.8%
HANS EIENDOM AS  4,000,000 1.7%
STIFTELSEN KISTEFOS  4,000,000 1.7%
DIRECTMARKETING INVEST AS  3,715,043 1.6%
MELESIO INVEST AS  3,611,815 1.6%
The Bank of New York Mellon SA/NV  3,186,305 1.4%  NOM 
CHRISTIANIA SKIBS AS  3,100,897 1.3%  NOM 
HVALER INVEST AS  2,933,901 1.3%
BELAIR AS  2,642,107 1.1%
OBLIGASJON 2 AS  2,539,660 1.1%
HJELLEGJERDE INVEST AS  2,157,426 0.9%
Total 20 largest shareholders  151,682,198 65.6%
Other shareholders  78,322,096 33.9%
Total  230,004,294 100.0%
78
Notes to the financial statements

===== SIDA 79 =====