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Westpac 2017 AGM Notice of Meeting

AGM7 November 2017WBCFinancials

Friday, 8 December 2017
10:00am (Sydney time)

The Darling Harbour Theatre, Level 2

International Convention Centre Sydney

14 Darling Drive, Sydney NSW 2000

Westpac Banking Corporation

2017 Annual General Meeting

Notice of

Meeting

Westpac Banking Corporation ABN 33 007 457 141

Westpac
2017 Annual General Meeting

Dear Shareholder

It is my pleasure to invite you to Westpac’s 2017

Annual General Meeting (AGM).

The meeting will be held in The Darling Harbour

Theatre, on Level 2, at the International Convention

Centre Sydney on Friday, 8 December 2017, at

10:00am. Registration commences from 9:00am.

The AGM is an opportunity for shareholders to

hear from the Board and the Executive team, to

ask questions about the company and to vote on

matters before the meeting. I hope you will be able

to attend. Our Managing Director and Chief Executive

Officer, Brian Hartzer, and I will both speak to

update shareholders on performance and important

developments over the year.

If you are unable to attend the AGM, you can

view the meeting via our live webcast from our

website www.westpac.com.au/investorcentre.

Alternatively you may view the recorded webcast

after the meeting at a time that suits you. If you

cannot attend and wish to vote you will need to

lodge a direct vote or appoint a Proxy. The easiest

way to cast a direct vote or appoint a Proxy is

online via our Share Registry’s dedicated website

vote.linkmarketservices.com/WBC or by scanning

the QR code on the back of the Voting Form and

following the prompts. Other methods of voting are

described in detail in this Notice of Meeting.

The Board is always keen to hear from shareholders

and so, if you cannot attend, you can submit a

question relevant to the AGM prior to the meeting

through the voting site above or by returning the

question form included with this Notice of Meeting.

We will not be able to respond to all questions

submitted, but I will consider these questions in

preparing my AGM address.

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Westpac

2017 Annual General Meeting

The 2017 AGM agenda will be similar to recent years.

There are items for the accounts, the remuneration

report, the granting of equity to the Chief Executive

Officer and the re-election of three directors,

including myself. This year we are also asking

shareholders to vote on the appointment of a new

director, Nerida Caesar. Finally, we have resolutions

on the terms and conditions to facilitate the buy-backs

of Westpac Convertible Preference Shares.

As in prior years, we aim to make the event as

accessible as possible, with arrangements for the

mobility impaired, a sign language interpreter and

hearing loop facilities. Details of how to get to the

AGM are set out at the back of this document.

If you have elected to receive a hard copy of our

Annual Report and/or our Annual Review and

Sustainability Report, you will receive these in a

separate envelope shortly. These reports will also

be available on our website once they have been

lodged with the ASX. As always, your Board and the

Executive team look forward to meeting with you

over light refreshments at the conclusion of the AGM.

I look forward to welcoming you to the AGM.

Yours sincerely,

Lindsay Maxsted

Chairman

8 November 2017

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Westpac

2017 Annual General Meeting

Notice of Annual

General Meeting

The Annual General Meeting (AGM) of Westpac

Banking Corporation (ABN 33 007 457 141) (Westpac)

will be held in The Darling Harbour Theatre, on

Level 2, at the International Convention Centre

Sydney, 14 Darling Drive, Sydney New South Wales

2000, on Friday, 8 December 2017, commencing at

10:00am (Sydney time).

Items of Business

1. Financial Reports

To receive and consider the Financial Report,

the Directors’ Report and the Auditor’s Report

for the year ended 30 September 2017.

2. Remuneration Report

To adopt the Remuneration Report for the year

ended 30 September 2017.

3. Grant of equity to Managing Director

and Chief Executive Officer

To approve the grant of shares and performance

share rights to the Managing Director and Chief

Executive Officer (CEO), Brian Hartzer, under

the CEO Restricted Share Plan and Long Term

Incentive Plan (Plans) in accordance with the rules

of those Plans and on the terms summarised in

the Explanatory Notes in this Notice of Meeting,

for all purposes, including ASX Listing Rule 10.14

and sections 200B and 200E of the Corporations

Act 2001 (Cth).

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Westpac

2017 Annual General Meeting

4. Buy-back of Westpac Convertible

Preference Shares

To approve the terms and conditions of the buy-

back schemes of Westpac Convertible Preference

Shares (CPS) as special resolutions. The buy-back

schemes are described in the Explanatory Notes

in this Notice of Meeting and comprise:

(a) First Buy-back Scheme – This relates to the

buy-back of CPS at any time prior to the first

Optional Conversion/Redemption Date of

31 March 2018. Up to 100% of the CPS that

remain on issue may be bought back; and

(b) Second Buy-back Scheme – This relates to the

buy-back of CPS on an Optional Conversion/

Redemption Date (being any Dividend

Payment Date for the CPS falling on or after

31 March 2018) within 12 months from the

date of the AGM. Up to 100% of the CPS that

remain on issue may be bought back.

5. Re-election and election of Directors

(a) To re-elect Lindsay Maxsted as a Director.

(b) To re-elect Peter Hawkins as a Director.

(c) To re-elect Catriona Alison Deans

(Alison Deans) as a Director.

(d) To elect Nerida Caesar as a Director.

By order of the Board of Directors

Timothy Hartin

Group Company Secretary

8 November 2017

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Westpac

2017 Annual General Meeting

Voting exclusions

Items 2 and 3 – Remuneration Report and

grant of equity to Managing Director and Chief

Executive Officer

Items 2 and 3 are resolutions directly or indirectly

related to remuneration of a member of the Key

Management Personnel (KMP) of Westpac. Westpac’s

KMP are set out in Westpac’s Remuneration Report.

The Corporations Act 2001 (Cth) (Corporations Act)

restricts KMP and their closely related parties from

voting in certain circumstances on such resolutions.

A ’closely related party’ of a KMP includes a spouse,

dependants and certain other close family members,

as well as any companies controlled by the KMP.

In accordance with these requirements, Westpac will

disregard any votes cast on Item 2, in any capacity,

by or on behalf of a member of the KMP or that KMP’s

closely related parties. Westpac will also disregard any

votes cast on Items 2 and 3 as Proxy by any member

of the KMP at the date of the AGM or that KMP’s

closely related parties, unless the vote is cast:

•by a Proxy for a person entitled to vote, in

accordance with the directions on the Voting Form;

or

•by the Chairman of the AGM as Proxy for a person

entitled to vote, in accordance with an express

authority on the Voting Form to vote undirected

proxies as the Chairman sees fit.

In addition, Westpac will disregard any votes cast on

Item 3 by Mr Hartzer and any associate of Mr Hartzer

in accordance with the ASX Listing Rules. However,

Westpac will not disregard a vote cast by Mr Hartzer

as Proxy for a person who is entitled to vote, in

accordance with the directions on the Voting Form.

Mr Hartzer is the only Director currently eligible to

participate in an employee incentive scheme.

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Westpac

2017 Annual General Meeting

Items 4(a) and 4(b) – Buy-back of Westpac

Convertible Preference Shares

Under the Corporations Act Westpac is required to

disregard any votes cast in favour of Items 4(a) and

4(b) by a person whose CPS may be bought back

(or by their associates or proxies). This voting

restriction applies not only to that person’s CPS but

to their other shareholdings in Westpac (including

ordinary shares).

However, Westpac has obtained an exemption from

the Australian Securities and Investments Commission

so a CPS holder who also holds ordinary shares as a

nominee or custodian (Nominee Holder) for another

person (Beneficial Holder) can vote those ordinary

shares in favour of Items 4(a) and 4(b), provided that:

•the Nominee Holder either:

–appoints a Proxy prior to the AGM; or

–lodges a direct vote on the Voting Form prior to

the AGM; and

•before the date of the AGM, the Nominee Holder

provides Westpac with written confirmation to the

effect that:

–the Nominee Holder has received written

confirmation from the Beneficial Holder to the

effect that the Beneficial Holder does not hold

any CPS and is not an associate of a person who

holds CPS; and

–the Beneficial Holder has given a direction to

the Nominee Holder to vote in favour of the

resolution.

Otherwise, no holder of CPS or their associates are

entitled to vote in favour of Items 4(a) and 4(b) and

no holder of CPS may vote on Item 4(b).

However, Westpac will not disregard a vote if it is cast:

•by a Proxy for a person entitled to vote, in

accordance with the directions on the Voting Form;

or

•by the Chairman of the AGM as Proxy for a person

entitled to vote, in accordance with the directions

on the Voting Form.

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Westpac

2017 Annual General Meeting

Conduct of the

Westpac AGM

All Westpac shareholders (a term referring to both

holders of ordinary shares and holders of CPS) may

attend the AGM and ask a question.

For the purposes of the AGM, shares will be taken to

be held by the persons registered as the holders of

those shares at 7:00pm (Sydney time) on Wednesday,

6 December 2017.

Investor

Right to

attend and

speakRight to vote

Holders of

only ordinary

shares


✓*

Holders of

only CPS


✓*

(Only on Item 4(a)

but a vote may not be

cast in favour of this

resolution)

Holders of

ordinary

shares and

CPS


✓*

(In relation to Item

4(a), a vote may not

be cast in favour of

this resolution)

* Refer to Voting Exclusion section.

The AGM is an important forum for interaction

between the Board and Executive team and

shareholders. Our AGM is intended to give

shareholders the opportunity to:

•hear from the Chairman and the CEO about the

performance and operations of Westpac;

•consider and vote on the resolutions before the

AGM (subject to voting restrictions); and

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Westpac

2017 Annual General Meeting

•ask questions of the Board and the Auditor.

The Chairman and the CEO will generally answer

questions from shareholders however, some

questions may be referred to the Auditor, or to a

senior executive, or if appropriate, a response will

be provided as soon as possible after the AGM.

To do this, we will:

•provide shareholders a reasonable opportunity to

ask questions;

•inform shareholders of the proxy position on each

resolution and the manner in which the Chairman

of the AGM will vote available proxies;

•provide sign language and hearing loop facilities;

•provide assistance for people with mobility or

vision impairment; and

•webcast the AGM live on our website at

www.westpac.com.au/investorcentre and enable

shareholders to ask questions before the AGM.

To assist us to achieve all this, we ask that

shareholders:

•follow the instructions of those running the AGM;

•are courteous and respectful to all attending, and

assisting in running, the AGM;

•keep questions to a reasonable length, and do not

repeat questions already asked (and answered),

to allow as many shareholders as possible to

participate;

•confine questions to matters being considered at

the AGM and which are relevant to shareholders

as a whole. Questions relating to individual

circumstances can be raised with Westpac or

Link Market Services (Link) representatives

who will be available before and after the AGM.

Personal banking matters will be directed to a

senior executive who will be available to assist

shareholders; and

•do not photograph, videotape or record the AGM.

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Westpac

2017 Annual General Meeting

How to vote

Submitting a direct vote

This year shareholders can vote directly on Items

as an alternative to voting at the AGM in person or

by Proxy.

A direct vote can be lodged online or by completing

the direct voting section of the Voting Form and

returning it in accordance with the instructions below.

For your vote to be counted, you must complete

the voting directions for each Item by marking ‘For’,

‘Against’ or ‘Abstain’.

If you vote on at least one Item but leave other Items

blank, the vote on the Items marked will be valid but

no vote will be counted for the Items left blank.

If you leave the Voting Form blank for all Items, the

Chairman of the AGM will be deemed to be your

appointed Proxy for all Items.

By submitting a direct vote, you agree to be bound

by the direct voting rules adopted by the Board.

The direct voting rules are available on the Westpac

website at www.westpac.com.au/investorcentre.

Further instructions on direct voting are available on

the reverse of the Voting Form.

Appointing a Proxy

Shareholders are entitled to appoint up to two

Proxies to attend the AGM on their behalf, and vote

in accordance with their instructions on the Voting

Form. A Proxy need not be a shareholder of Westpac.

Where two Proxies are appointed, each Proxy can

be appointed to represent a specified proportion

or number of a shareholder’s votes. If no number

or proportion of votes is specified, each Proxy may

exercise half of the shareholder’s votes.

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Westpac

2017 Annual General Meeting

If a Proxy is instructed to abstain from voting on a

resolution, they must not vote on the shareholder’s

behalf, and any vote cast will not be counted.

If you appoint a Proxy (other than the Chairman of

the AGM) and direct them how to vote, the Chairman

of the AGM must cast those Proxy votes on your

behalf if your Proxy does not do so.

If you appoint the Chairman of the AGM as your Proxy

(or if he is appointed by default), and no direction is

provided in relation to Item 2 or Item 3, you will be

expressly authorising the Chairman to exercise your

Proxy as the Chairman sees fit in relation to those

Items, even though those Items are connected directly

or indirectly with the remuneration of a member of

Westpac’s KMP. If you wish to appoint the Chairman

of the AGM as Proxy with a direction as to how to

vote on an Item, including Item 2 and Item 3, you

should specify this by completing the ‘For’, ‘Against’

or ‘Abstain’ boxes on the Voting Form. The Chairman

of the AGM intends to vote all available Proxies in

favour of all resolutions.

If you appoint a Director (other than the Chairman)

or another member of Westpac’s KMP or their closely

related parties as your Proxy, you must specify how

they should vote on Item 2 and Item 3 by completing

the ‘For’, ‘Against’ or ‘Abstain’ boxes on the Voting

Form. If you do not, your Proxy will not be able to

exercise your vote for that Item.

Shareholders are encouraged to direct their Proxies

on how to vote. If a Proxy is not directed how to vote,

the Proxy may vote, or abstain, as they see fit except

as described above for Item 2 and Item 3. Should any

new Items be proposed at the AGM, a Proxy may vote

on those Items as they see fit.

Further instructions on appointing Proxies are

available on the reverse of the Voting Form or online

at vote.linkmarketservices.com/WBC.

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Westpac

2017 Annual General Meeting

Submitting a Voting Form

Voting Forms can be submitted in the following ways:

Online – at vote.linkmarketservices.com/WBC.

Follow the prompts and have your Shareholder

Reference Number (SRN) or Holder Identification

Number (HIN) available.

QR Code – using a mobile device you can scan the

QR code on the back on the Voting Form. To scan the

QR code you will need a QR code reader app that can

be downloaded for free on your mobile device. You

will also need your SRN or HIN and the postcode for

your shareholding.

Email – you can scan and email a completed Voting

Form (together with any authority under which a

Voting Form is signed, or a certified copy of that

authority) to vote@linkmarketservices.com.au.

By post, hand or facsimile – completed Voting Forms

(together with any authority under which a Voting

Form is signed, or a certified copy of that authority)

may be posted to Link Market Services Limited,

Locked Bag A6015, Sydney South, NSW 1235, using

the enclosed return envelope; or hand delivered to

Link Market Services Limited at 1A Homebush Bay

Drive, Rhodes, NSW 2138; or sent by facsimile to

(+61 2) 9287 0309.

All Voting Forms must be received (either online or

by post) by 10:00am (Sydney time) on Wednesday,

6 December 2017.

Corporate representatives

A corporation which is a shareholder, or which has

been appointed a Proxy, may appoint an individual

to act as a representative to vote at the AGM. The

appointment must comply with section 250D of the

Corporations Act. The representative should bring to

the AGM evidence of his or her appointment unless

it has previously been provided to Link.

Voting by poll

Voting on resolutions at the AGM will be conducted

by poll. Further details on the poll will be provided at

the AGM.

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Westpac

2017 Annual General Meeting

Explanatory notes

Item 1: Financial Reports

This Item relates to Westpac’s Financial Report,

Directors’ Report and Auditor’s Report (the

Reports) for the year ended 30 September 2017.

This Item does not require a formal resolution and

so no vote will be held. However shareholders will

be given an opportunity to ask questions on the

Reports. The Reports are in Westpac’s 2017 Annual

Report and can be accessed on our website at

www.westpac.com.au/investorcentre.

Item 2: Remuneration Report

Shareholders are asked to adopt Westpac’s

Remuneration Report for the year ended

30 September 2017. This report is included

in the Directors’ Report in Westpac’s

2017 Annual Report and is available at

www.westpac.com.au/investorcentre.

The Remuneration Report outlines Westpac’s

remuneration strategy and objectives and provides

details of Board and KMP remuneration received

during the year. Westpac’s remuneration strategy

is designed to attract and retain talented employees,

by rewarding them for achieving high performance

and delivering superior long-term results for

customers and shareholders, while adhering to

sound risk management and governance principles

and reflecting accountability. The remuneration

strategy also seeks to align the interests of KMP

with shareholders.

Westpac’s remuneration strategy for Non-executive

Directors is to remunerate them appropriately

for their time, expertise and insight into strategic

and governance issues, and to ensure Westpac

is able to attract and retain high quality and

experienced Directors.

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Westpac

2017 Annual General Meeting

Westpac values shareholder feedback and the Board

will take the outcome of the vote into account when

considering future remuneration policies, however the

vote on this resolution is advisory only and will not

bind the Board or Westpac.

A voting exclusion applies to this resolution, as set out

earlier in this Notice of Meeting.

The Board unanimously recommends

shareholders vote in favour of adopting the

Remuneration Report.

The Chairman of the AGM intends to vote all

available proxies in favour of this resolution.

Item 3: Grant of Equity to Managing Director

and Chief Executive Officer

Shareholders are asked to vote on whether the CEO,

Brian Hartzer, should receive equity securities as

part of his 2018 financial year remuneration, rather

than cash.

The Board believes the CEO’s interests should

be closely aligned to the long-term interests of

shareholders. Accordingly, the Board believes the

CEO should maintain a substantial shareholding in

Westpac and receive part of his remuneration in the

form of equity that only vests if certain conditions or

hurdles are achieved.

It is proposed that equity grants to Mr Hartzer be

made up of two elements:

1. Under the CEO Restricted Share Plan (CEO RSP),

half of Mr Hartzer’s short-term incentive would be

paid as deferred shares that only vest if he remains

with Westpac or in other limited circumstances

discussed below. These deferred shares would vest

in two tranches over two years.

2. Under the CEO Long Term Incentive Plan (CEO

LTIP), long-term incentives would be allocated in

the form of performance share rights which only

vest if certain hurdles are met.

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Westpac

2017 Annual General Meeting

An overview of these plans is provided below.

1. Overview of the CEO RSP and CEO LTIP

The CEO RSP and CEO LTIP were established

to provide deferred short-term incentive (STI)

and long-term incentive (LTI) awards to our

CEO. The terms of the CEO RSP and CEO LTIP

were determined by the Board in accordance

with Mr Hartzer’s employment agreement and,

consistent with our remuneration strategy, have

been designed to link Mr Hartzer’s remuneration

to sustained long-term value for shareholders. The

plans are considered appropriate as they:

•place a high proportion of Mr Hartzer’s

remuneration at risk because, to receive value,

certain performance goals and hurdles must be

achieved. These goals and hurdles are aligned

to achieving superior shareholder value;

•align Mr Hartzer’s remuneration outcomes with

the interests of shareholders; and

•ensure Mr Hartzer’s remuneration is competitive

and aligned with market remuneration in the

financial services industry.

Each year, the Board determines Mr Hartzer’s

STI target amount. The STI amount Mr Hartzer

is actually awarded is then determined by the

Board at the end of each financial year based on

his performance against a balanced scorecard

of financial and non-financial objectives. The STI

amount awarded will range between 0% and 150%

of the STI target amount. The Board currently

requires that 50% of any STI award granted be

deferred under the CEO RSP. This approach

would see Mr Hartzer receive restricted shares

that subsequently vest in two equal tranches

over the following two years. The Board retains

the discretion to determine the portion of any

STI award that is deferred and the period of any

such deferral.

Each year, under the CEO LTIP, Westpac may

grant performance share rights to Mr Hartzer. If

certain performance hurdles are met, and these

16
Westpac

2017 Annual General Meeting

rights vest, Mr Hartzer is entitled to one Westpac

ordinary share for each vested performance share

right. The CEO LTIP award only delivers value to Mr

Hartzer if certain performance hurdles are satisfied.

These hurdles are based on a peer-weighted Total

Shareholder Return (TSR) index and Westpac’s

average cash Return on Equity (ROE).

2. Why is shareholder approval being sought?

Under the CEO RSP and LTIP, the Board decides

whether any shares awarded will be acquired

on-market or issued by Westpac. In order to retain

flexibility to issue shares under either the CEO

RSP or the CEO LTIP, shareholder approval is

being sought under ASX Listing Rule 10.14 which

requires shareholder approval if a director is issued

securities under an employee incentive scheme. If

shareholder approval is not obtained, Mr Hartzer’s

deferred STI and LTI will be delivered in cash.

Shareholder approval is also being sought for the

purposes of section 200B and section 200E of

the Corporations Act for any termination benefits

that might be given to Mr Hartzer in connection

with the deferred STI and LTI awards covered by

Item 3. If approved, Mr Hartzer will be entitled to

receive any benefit arising through these awards

upon termination (subject to various conditions),

in addition to any other termination benefits

that may be provided to him, without further

shareholder approval. It is intended that this

approval will remain valid during the life of any

securities granted in relation to Item 3.

Further details of Mr Hartzer’s remuneration

package and performance hurdles for Westpac’s

2017 financial year are set out in the Remuneration

Report in Westpac’s 2017 Annual Report, which is

available at www.westpac.com.au/investorcentre.

3. CEO RSP – 2018 STI award

Mr Hartzer’s 2018 STI target is $2,686,000. Once

Mr Hartzer’s 2018 STI award has been determined

by the Board (which will be assessed at the end

of the 2018 financial year), 50% will be delivered

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2017 Annual General Meeting

in cash and 50% as restricted shares under the

CEO RSP.

Half of Mr Hartzer’s deferred STI will be restricted

for one year from the commencement of the

restriction period (1 October 2018) and the

remainder will be restricted for two years.

If new shares are issued by Westpac to satisfy

this obligation, the number of restricted shares

Mr Hartzer receives will be determined by dividing

the dollar value of his deferred STI by the market

price (being the volume weighted average market

price of Westpac’s ordinary shares, as traded

on the ASX in the five trading days up to and

including the day before the award is made).

If Westpac acquires shares on-market to satisfy

this obligation, the market price is the average

purchase price of the shares.

Example: Assuming Mr Hartzer is awarded 100%

of his 2018 STI target for his 2018 financial year

performance, he would be entitled to $2,686,000.

Half of that (i.e. $1,343,000) would be paid in cash

and the other half would be delivered as restricted

shares. Assuming a market price of $33.00 per

share, 40,696 restricted shares would be granted

to Mr Hartzer in December 2018. Subject to

meeting the conditions of the restricted shares,

half of the restricted shares would be released to

Mr Hartzer on 1 October 2019, while the other half

would be released on 1 October 2020. This is an

indicative example only as actual STI will depend

on the CEO’s award and the market price of

Westpac shares at the time of the grant.

4. CEO LTIP – 2018 LTI award

The Board has determined that Mr Hartzer will

receive a 2018 LTI award comprising a grant of

197,654 performance share rights under the CEO

LTIP, to the value of $2,528,000. The number of

performance share rights to be granted to Mr

Hartzer was determined by dividing the dollar

value of the award by the notional value of the

performance share rights at the start of the

performance period (being 1 October 2017).

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2017 Annual General Meeting

For TSR hurdled performance share rights, the

notional value was $12.79 and for ROE hurdled

performance share rights, the notional value was

$12.79.

Example: For illustrative purposes, the face

value of the 2018 CEO LTIP performance share

rights was $6,599,667 (based on the one week

volume weighted average price of Westpac’s

shares traded on the ASX in the week up to

26 October 2017). The face value in this instance

assumes that Westpac achieved the maximum

result for its performance hurdles and so 100%

of the share rights vested. In 2017, the application

of the performance hurdles resulted in 0% of the

LTI award vesting.

The notional values of the TSR and ROE

performance share rights were calculated by an

independent valuer, taking the market price of

Westpac shares at the start of the performance

period, and using a Monte Carlo pricing model.

This methodology is applied consistently across

all Westpac executives who receive performance

share rights.

If no securities vest, the value of the grant will

be $0.

Under the CEO LTIP, Board-determined

performance hurdles must be satisfied before

any securities can vest (except in limited

circumstances such as death or total and

permanent disablement, as explained below).

For the 2018 grant, the performance hurdles are

TSR and ROE. The Board will determine at the

time of grant the number of performance share

rights in two tranches of equal value, one of which

will be subject to the TSR performance hurdle

(TSR Performance Securities) and the other will

be subject to the ROE performance hurdle (ROE

Performance Securities). There will be no re-

testing of either the TSR Performance Securities

or the ROE Performance Securities.

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2017 Annual General Meeting

(a) TSR Performance Securities

The TSR hurdle is a weighted, composite

TSR index (composite TSR index) for a peer

group (peer group) comprising the ten top

Australian financial services companies other

than Westpac.

Within the peer group, each of the other three

major Australian banks has been allocated

a 16.67% weighting, with the other seven

companies each having a 7.14% weighting.

The composite TSR index is calculated by

multiplying each peer group member’s TSR

for the four year performance period by its

weighting, and then adding together the

results of those ten calculations.

Westpac’s TSR for the four year period is then

compared to the composite TSR index.

For 50% of the TSR tranche to vest, Westpac’s

TSR must at least equal the composite TSR

index. For 100% to vest, Westpac’s TSR

must exceed the composite TSR index by an

amount that, when added to the composite

TSR index, simulates historic 75th percentile

performance within the peer group (i.e.

an additional 21.55, reflecting an extra 5%

compound annual growth in TSR over the

four year period).

If Westpac’s TSR is between the composite

TSR index and the composite TSR index plus

21.55, TSR Performance Securities will vest

from 50% up to a possible 100% on a straight

line basis between the composite TSR index

and the composite TSR index plus 21.55.

(b) ROE Performance Securities

The ROE performance hurdle measures the

average cash earnings return on average

ordinary equity (Average Cash ROE) over the

three year performance period.

For the 2018 grant, the performance share

rights are tested against the performance

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Westpac

2017 Annual General Meeting

hurdles on the third anniversary of the

commencement of the performance period.

If Westpac’s Average Cash ROE is at or

above 14.25%, 100% of the ROE Performance

Securities awarded to Mr Hartzer will qualify

for vesting. If Westpac’s Average Cash ROE is

equal to 13.25%, 50% of the ROE Performance

Securities awarded to Mr Hartzer will qualify

for vesting. If Westpac’s Average Cash ROE

is between 13.25% and 14.25%, the number

of ROE Performance Securities eligible for

vesting will increase on a straight line basis

from 50% to 100% of the total number of

ROE Performance Securities awarded to

Mr Hartzer.

Westpac shares will be allocated to Mr Hartzer

if the performance conditions attached to the

ROE Performance Securities are satisfied. The

ROE Performance Securities that qualify for

vesting as noted above will vest on the fourth

anniversary of the commencement of the

performance period.

5. Cessation of employment

5.1 Deferred STI

Subject to the Board’s discretion, all unvested

restricted shares lapse when Mr Hartzer’s

employment with Westpac ceases, except

where the cessation of his employment:

•is due to death, or total and permanent

disablement; or

•occurs in certain circumstances (such as a

change of control).

If Mr Hartzer’s employment ceases for any of

those reasons, all unvested restricted shares

he holds will vest.

If Mr Hartzer is terminated for misconduct,

all unvested restricted shares will be forfeited.

If, in the Board’s opinion, Mr Hartzer has

acted fraudulently or dishonestly, or is in

material breach of his obligations, all of his

21
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2017 Annual General Meeting

restricted shares (whether or not vested)

that are subject to a holding lock under the

CEO RSP will be forfeited, unless the Board

determines otherwise.

The Board may in certain circumstances also

adjust the number of unvested restricted

shares downwards, or to zero (in which case

they will lapse). This may occur in order

to respond to significant misconduct by

Mr Hartzer which may result in significant

financial and/or reputational impact

to Westpac.

5.2 LTI

Subject to the Board’s discretion, all unvested

performance share rights lapse when

Mr Hartzer’s employment with Westpac

ceases, except where the cessation of

his employment:

•is due to his death, or total and permanent

disablement; or

•occurs in certain circumstances (such as

a change of control where certain other

conditions are met).

If Mr Hartzer’s employment ceases for any of

those reasons, all unvested performance share

rights that he holds will vest.

If, in the Board’s opinion, Mr Hartzer has acted

fraudulently or dishonestly, or is in material

breach of his obligations, the Board may

determine that his unvested performance

share rights under the CEO LTIP will lapse.

The Board may in certain circumstances also

adjust the number of unvested performance

share rights downwards, or to zero (in which

case they will lapse). This may occur in order

to respond to significant misconduct by

Mr Hartzer which may result in significant

financial and/or reputational impact

to Westpac.

22
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2017 Annual General Meeting

5.3 Termination benefits

Early vesting of Mr Hartzer’s deferred STI and

LTI in the circumstances outlined above may

amount to the giving of a termination benefit.

The Board also has discretion in relation

to performance share rights and unvested

restricted shares where Mr Hartzer ceases

employment under certain circumstances

that do not involve serious misconduct. This

discretion enables the Board to vest or leave

the performance share rights on foot, subject

to the performance hurdles. In relation to

the deferred STI, the discretion enables the

Board to leave unvested restricted shares

on foot and vest only on the expiry of the

full term stated in the CEO RSP. The Board

may determine to exercise this STI and

LTI discretion in circumstances where Mr

Hartzer’s employment ceases without fault on

his part. In determining whether to exercise

its discretion, the Board will take into account

all relevant circumstances, which may include

Mr Hartzer’s (and Westpac’s) performance

against applicable performance hurdles at

the date of cessation, as well as Mr Hartzer’s

individual performance and the period that

has passed from the date of grant to the date

of cessation.

The value of any termination benefits that

may be given to Mr Hartzer by reason of

early vesting of any of his 2018 deferred STI

and LTI awards or the exercise of the Board’s

discretion that his unvested restricted shares

and performance share rights will not lapse,

cannot be determined in advance. This is

because, in addition to the factors listed

above, the value at the date of cessation of

employment will also depend upon:

•the number of securities initially granted as

part of a deferred STI or LTI award;

•the date when, and circumstances in which,

Mr Hartzer ceases employment;

23
Westpac

2017 Annual General Meeting

•Westpac’s share price at the date of vesting;

and

•the number of unvested securities held by

Mr Hartzer at the time of cessation.

6. Further information

(a) No loans are, or will be, granted to Mr Hartzer

in connection with participation in either the

CEO RSP or the CEO LTIP.

(b) Details of any shares issued under the CEO

RSP and performance share rights granted

under the CEO LTIP will be published in

each Annual Report relating to the period in

which the securities were issued. The Annual

Report will note that approval for issue of

those securities was obtained under Listing

Rule 10.14.

(c) Mr Hartzer is the only Director of Westpac

entitled to participate in the CEO RSP and

the CEO LTIP. If shareholders vote in favour

of Item 3, no additional person who becomes

entitled to participate in the CEO RSP or the

CEO LTIP will participate until approval is

obtained under Listing Rule 10.14.

(d) Mr Hartzer is not permitted to trade in

securities received under the CEO RSP or

CEO LTIP until they have vested. After vesting,

any trading must comply with Westpac’s

Securities Trading Policy. Restricted shares

carry dividend and voting rights during the

restriction period. Performance share rights

do not receive dividends and do not have

voting rights.

(e) If shareholder approval is obtained, the

issue of restricted shares and performance

share rights (and the shares underlying

the performance share rights) will be

approved for the purposes of all applicable

requirements, including sections 200B and

200E of the Corporations Act and Listing

Rule 10.14.

24
Westpac

2017 Annual General Meeting

(f) Westpac will issue the restricted shares in or

about December 2018 and performance share

rights in December 2017, and in any event, no

later than three years after the AGM.

(g) Mr Hartzer was awarded 40,666 shares under

the FY16 CEO RSP with a value of $1,302,710

and 211,548 share rights under the FY17 CEO

LTIP with a value of $2,528,000.

Further information on the CEO RSP and CEO

LTIP is available in the Remuneration Report.

Details on the voting exclusion which applies to

this resolution can be found earlier in this Notice

of Meeting.

The Board (other than Mr Hartzer) unanimously

recommends shareholders vote in favour of

Item 3.

The Chairman of the AGM intends to vote all

available proxies in favour of this resolution.

Item 4: Buy-Back of Westpac Convertible

Preference Shares

Approval is being sought for two buy-back schemes

relating to the CPS to provide Westpac with flexibility

in managing its capital base by enabling Westpac to

acquire and cancel the CPS.

Approval is being sought:

•under Item 4(a), for the First Buy-back Scheme,

which involves a buy-back of the CPS outside of the

terms of the CPS but otherwise in accordance with

the Corporations Act; and

•under Item 4(b), for the Second Buy-back Scheme,

which involves a buy-back of the CPS within the

terms of the CPS.

One or both of these buy-back schemes could be

used and implemented at different times for up to

100% of the CPS on issue. Either buy-back scheme,

if approved, would be conducted as an off-market

selective buy-back.

25
Westpac

2017 Annual General Meeting

The maximum number of CPS that may be bought

back under either buy-back scheme is the total

number currently on issue (11,893,605).

Further detail on the buy-back schemes is provided

below. The terms of the CPS are set out in the CPS

Prospectus dated 24 February 2012 (Prospectus)

which is available at

www.westpac.com.au/investorcentre.

1. Background

On 23 March 2012, Westpac issued 11,893,605

Westpac CPS at an issue price of A$100 each,

raising approximately A$1.19 billion.

The terms of the CPS (CPS Terms) can be found

in Appendix B of the Prospectus. Unless otherwise

defined, capitalised terms in this section have the

same meaning as in the CPS Terms.

Under the CPS Terms, if not redeemed, converted

or bought back earlier, the CPS will mandatorily

convert into ordinary shares of Westpac on the

Scheduled Conversion Date. The Scheduled

Conversion Date is 31 March 2020 and if the

Conversion Conditions are not met on this

date, the CPS will convert on the first Dividend

Payment Date after 31 March 2020 on which the

Conversion Conditions are satisfied.

2. What are the buy-back schemes and their terms

(Items 4(a) and 4(b))?

2.1 First Buy-back Scheme – buy-back before

first Optional Conversion/Redemption Date

(Item 4(a))

Under Item 4(a), approval is being sought

for Westpac to buy back up to 100% of the

CPS at any time before the first Optional

Conversion/Redemption Date of 31 March

2018. If Item 4(a) is passed and the First Buy-

back Scheme is approved, and APRA’s prior

written approval has been obtained, Westpac

can make offers outside of the CPS Terms to

all or some holders of CPS to buy back up to

100% of their CPS before the first Optional

26
Westpac

2017 Annual General Meeting

Conversion/Redemption Date. Any buy-back

offer will be made in writing, and CPS holders

who wish to accept the offer must do so in

writing by the deadline specified in the offer.

The buy-back offer will be made on, and any

resulting buy-back agreement will contain, the

following key terms:

•a CPS holder can accept the offer for all or

some of their CPS (the Relevant CPS); and

•on a buy-back date to be specified by

Westpac (which will be before the first

Optional Conversion/Redemption Date of

31 March 2018):

–the Relevant CPS will be sold to Westpac;

and

–Westpac will pay to the CPS holder, for

each of their Relevant CPS, a cash amount

equal to the face value of A$100 and any

dividend payment for the period from

(but excluding) the previous dividend

payment date until (and including) the

buy-back date (subject to payment

conditions).

Any CPS bought back by Westpac will be

cancelled.

2.2 Second Buy-back Scheme – buy-back on

any Optional Conversion/Redemption Date

within 12 months from the date of the AGM

(Item 4(b))

Under the CPS Terms, Westpac may elect

to Redeem some or all of the CPS on an

Optional Conversion/Redemption Date (being

any Dividend Payment Date for the CPS

falling on or after 31 March 2018). Redemption

of the CPS can be effected by way of a buy-

back scheme contained in the CPS Terms.

Under Item 4(b), approval is being sought

for Westpac to buy-back up to 100% of the

CPS on an Optional Conversion/Redemption

Date within 12 months from the date of the

27
Westpac

2017 Annual General Meeting

AGM (Redemption Date). If Item 4(b) is

passed and the Second Buy-back Scheme is

approved (and APRA’s prior written approval

has been obtained), Westpac will have the

option to Redeem by way of a buy-back, up

to 100% of the CPS (Redeemed CPS) on a

Redemption Date.

The buy-back offer will be made on, and any

resulting buy-back agreement will contain, the

terms as required by the CPS Terms, including

that on the Redemption Date:

•the Redeemed CPS will be sold to Westpac;

and

•Westpac will pay to the CPS holder, for

each of their Redeemed CPS, the face value

of A$100 per Redeemed CPS plus any

unpaid Dividends (subject to the payment

conditions).

The CPS Terms provide that if a Redemption

involves a buy-back of CPS, each CPS holder

agrees to accept the buy-back offer for

their CPS to which an Early Conversion/

Redemption Notice relates and will be

deemed to have sold those CPS to Westpac

on the Redemption Date.

Any CPS bought back by Westpac will

be cancelled.

3. Why is shareholder approval being sought?

Westpac is seeking flexibility to manage its capital

base. Approval of Items 4(a) and 4(b) will give

Westpac this flexibility.

Under the Corporations Act, these selective buy-

backs of CPS require the approval of Westpac

shareholders (subject to voting restrictions).

Westpac has decided it is best to seek this

shareholder approval at the AGM rather than hold

a separate extraordinary general meeting.

Any shareholder approval obtained for the buy-

back schemes under Items 4(a) and 4(b) does

not limit the other methods in which Westpac

28
Westpac

2017 Annual General Meeting

could Redeem the CPS (if at all) or affect any

of Westpac’s other rights under the CPS Terms

(including the ability to Transfer CPS to a

Nominated Party under the CPS Terms prior to

any buy-back).

4. Will any buy-back of CPS take place?

No decision has been made by the Board to buy

back the CPS.

If Items 4(a) and 4(b) are approved by

shareholders, the Board will only decide to

undertake a buy-back if it is considered to be

in the best interests of Westpac, it would not

materially prejudice Westpac’s ability to pay

its creditors and any such decision would be

subject to APRA’s prior written approval. This

may depend, among other things, on Westpac’s

financial and capital position, conditions in

domestic and international markets and changes

in the prudential regulation of Westpac.

5. What are the advantages of approving the buy-

back schemes?

The approval of the buy-back schemes will

give Westpac increased flexibility to acquire

and cancel the CPS before the first Optional

Conversion/Redemption Date or on a

Redemption Date without needing to convene an

extraordinary general meeting solely to approve a

buy-back.

6. What are the disadvantages of the

buy-back schemes?

A potential disadvantage of the buy-back

schemes is that upon completion, Westpac would

have a reduced capital base to the extent of the

capital bought back. However, Westpac will not

conduct any buy-back unless it is satisfied that

it would not have a material adverse impact on

Westpac’s financial or regulatory capital position,

or materially prejudice Westpac’s ability to pay

its creditors. In addition, APRA’s prior written

approval is required to undertake a buy-back.

29
Westpac

2017 Annual General Meeting

7. What is the financial effect of the buy-back

schemes on Westpac?

Both buy-back schemes would require Westpac

to make a payment of A$100 for each CPS

bought back. The maximum cost of buying

back 100% of CPS on issue as at the date of this

Notice of Meeting would be A$1,189,360,500. Any

unpaid Dividends, or, as applicable, the amount of

Dividends that would otherwise be payable from

the preceding dividend payment date up to (and

including) the buy-back date, would also need to

be paid subject to the payment conditions.

8. What is the source of funds for the buy-back

schemes?

Westpac maintains significant cash reserves and

has other funding alternatives that could be used

to conduct any buy-back of this size. The Board

would consider the best alternatives to fund any

buy-back.

9. What is the effect of buy-back schemes on the

control of Westpac?

A buy-back pursuant to Items 4(a) and 4(b) will

result in up to all of the CPS being cancelled.

Holders of CPS are entitled to vote (together

with the holders of Westpac ordinary shares)

on a limited number of matters as set out in the

CPS Terms.

The total number of votes capable of being cast

by the holders of CPS on those limited matters

would be up to 11,893,605, or less than 0.35%

of the total votes able to be cast.

Given the limited circumstances in which holders

of CPS can vote, and the number of those votes

set out above, the Board considers that any

buy-back would have no effect on the control

of Westpac.

30
Westpac

2017 Annual General Meeting

10. Who are the affected CPS holders?

As at 30 September 2017, there were 17,988

registered holders of CPS. CPS are quoted

on the ASX and held by a variety of investors

predominantly based in Australia.

11. Do any Directors have any interests in CPS?

No Director of Westpac has any interest in CPS,

other than Mr Peter Hawkins who has an indirect

interest in 1,370 CPS.

There is no other information known to the Board

which may be material to the decision on how

to vote in relation to Items 4(a) and 4(b) which

Westpac has not disclosed to its shareholders.

A voting exclusion applies to Items 4(a) and 4(b),

as set out in this Notice of Meeting.

The Board unanimously recommends

shareholders vote in favour of Items 4(a)

and 4(b).

The Chairman of the AGM intends to vote

all available proxies in favour of Items 4(a)

and 4(b).

Item 5: Re-Election and Election of Directors

Mr Robert Elstone is retiring from the Board

in accordance with the Constitution and is not

seeking re-election.

Mr Lindsay Maxsted, Mr Peter Hawkins and Ms Alison

Deans are retiring by rotation at this meeting in

accordance with the Constitution and are offering

themselves for re-election.

31
Westpac

2017 Annual General Meeting

(a) Lindsay Maxsted

DipBus (Gordon), FCA, FAICD, Age 63

Mr Maxsted has been an

independent Non-executive

Director of Westpac since

March 2008 and Chairman since

December 2011.

Mr Maxsted is Chairman of

Transurban Group, Managing

Director of Align Capital Pty Ltd

and a Director of BHP Billiton

Limited, BHP Billiton plc and Baker Heart and

Diabetes Institute. Mr Maxsted is also a Fellow of

the Australian Institute of Company Directors.

Mr Maxsted was formerly a partner at KPMG

and was the CEO of that firm from January

2001 to December 2007. His principal area of

practice prior to becoming CEO was in the

corporate recovery field managing a number

of Australia’s largest insolvency/workout/

turnaround engagements including Linter Textiles

(companies associated with Abraham Goldberg),

Bell Publishing Group, Bond Brewing, McEwans

Hardware and Brashs. He is also a former

Director and Chairman of the Victorian Public

Transport Corporation.

Mr Maxsted does not have a relationship with

Westpac, other than as Chairman, as a customer

and as a securityholder. Mr Maxsted does not

have a relationship with any other Director.

Mr Maxsted is Chairman of the Board Nominations

Committee and a member of the Board Audit and

Board Risk & Compliance Committees.

The Board considers Mr Maxsted to be an

independent director.

Following a peer review, the Board (other

than Mr Maxsted) unanimously recommends

shareholders vote in favour of the re-election of

Mr Maxsted to the Board.

The Chairman of the AGM intends to vote all

available proxies in favour of this resolution.

32
Westpac

2017 Annual General Meeting

(b) Peter Hawkins

BCA (Hons.), SF Fin, FAIM, ACA (NZ), FAICD,

Age 63

Mr Hawkins has been an

independent Non-executive

Director of Westpac since

December 2008.

Mr Hawkins will reach nine years

tenure as a Westpac Director

at the date of the AGM. In

considering the appropriate

mix of skills and experience on

the Board, and as part of the Board’s succession

planning, the Board has agreed with Mr Hawkins

to exercise its discretion to extend the tenure

of Mr Hawkins beyond the nine year limit set

out in Westpac’s Board Renewal Policy. Under

this Policy, a Director whose tenure is extended

beyond nine years is required to stand for

re-election each subsequent year.

Mr Hawkins is a Director of Mirvac Group, Liberty

Financial Pty Ltd and Crestone Holdings Limited.

Mr Hawkins is also a member of the Bank of

Melbourne Advisory Board.

Mr Hawkins’ career in the banking and financial

services industry spans over 40 years in

Australia and overseas at both the highest

levels of management and directorship of major

organisations. Mr Hawkins has held various

senior management and directorship positions

with Australia and New Zealand Banking Group

Limited from 1971 to 2005. He was also previously

a Director of BHP (NZ) Steel Limited, ING

Australia Limited, Esanda Finance Corporation,

Visa Inc, Murray Goulburn Co-operative Co.

Limited, MG Responsible Entity Limited (the

responsible entity for ASX listed MG Unit Trust)

and Clayton Utz.

Mr Hawkins does not have a relationship with

Westpac, other than as a Director, as a customer

and as a securityholder. Mr Hawkins does not

have a relationship with any other Director.

33
Westpac

2017 Annual General Meeting

Mr Hawkins is Chairman of the Board Technology

Committee and a member of the Board Audit,

Board Nominations and Board Risk & Compliance

Committees.

The Board considers Mr Hawkins to be an

independent director.

Following a peer review, the Board (other

than Mr Hawkins) unanimously recommends

shareholders vote in favour of the re-election of

Mr Hawkins to the Board.

The Chairman of the AGM intends to vote all

available proxies in favour of this resolution.

(c) Alison Deans

BA, MBA, GAICD, Age 49

Ms Deans has been an

independent Non-executive

Director of Westpac since

April 2014.

Ms Deans is a Director of

Cochlear Limited, kikki.K

Holdings Pty Ltd and SCEGGS

Darlinghurst Limited.

Ms Deans has more than 20 years of experience

in senior executive roles focused on building

digital businesses and digital transformation

across e-commerce, media and financial services.

During this time, Ms Deans served as the CEO

of eCorp Limited, CEO of Hoyts Cinemas and

CEO of eBay, Australia and New Zealand. Most

recently, she was the CEO of a technology-based

investment company netus Pty Ltd. Ms Deans was

a Director of Insurance Australia Group Limited

from February 2013 to October 2017 and an

Independent Director of Social Ventures Australia

from September 2007 to April 2013.

Ms Deans does not have a relationship with

Westpac, other than as a Director, as a customer

and as a securityholder. Ms Deans does not have a

relationship with any other Director.

34
Westpac

2017 Annual General Meeting

Ms Deans is a member of the Board Risk &

Compliance and Board Technology Committees.

The Board considers Ms Deans to be an

independent director.

Following a peer review, the Board (other

than Ms Deans) unanimously recommends

shareholders vote in favour of the re-election of

Ms Deans to the Board.

The Chairman of the AGM intends to vote all

available proxies in favour of this resolution.

(d) Nerida Caesar

BCom, MBA, GAICD, Age 53

Ms Caesar has been an

independent Non-executive

Director of Westpac since

September 2017.

Ms Caesar is a Director of the

NSW FinTech hub and Stone &

Chalk. She is also a member of

the University of Technology

Vice Chancellor’s Industry

Advisory Board, a member of the Federal

Government’s FinTech Advisory Group and a

Non-executive Director of Genome.One, a wholly

owned subsidiary of the Garvan Institute of

Medical Research.

Ms Caesar has 30 years of broad-ranging

commercial and business management

experience. Most recently, Ms Caesar was Group

Managing Director and Chief Executive Officer,

Australia and New Zealand, of Equifax, formerly

Veda Group Limited from February 2011. Ms

Caesar was also formerly Group Managing

Director, Telstra Enterprise and Government,

responsible for Telstra’s corporate, government

and large business customers in Australia as

well as the international sales division. She also

worked as Group Managing Director, Telstra

Wholesale, and prior to that held the position of

Executive Director National Sales where she was

responsible for managing products, services and

35
Westpac

2017 Annual General Meeting

customer relationships throughout Australia. Prior

to joining Telstra, Ms Caesar held several senior

management and sales positions with IBM within

Australia and internationally over a 20 year period,

including as Vice President of IBM’s Intel Server

Division for the Asia Pacific region.

Ms Caesar does not have a relationship with

Westpac, other than as a Director and as a

customer. Ms Caesar does not have a relationship

with any other Director.

Ms Caesar is a member of the Board Risk &

Compliance and Board Technology Committees.

The Board considers Ms Caesar to be an

independent director.

Following a peer review, the Board (other

than Ms Caesar) unanimously recommends

shareholders vote in favour of the election

of Ms Caesar to the Board.

The Chairman of the AGM intends to vote all

available proxies in favour of this resolution.

36
Westpac

2017 Annual General Meeting

Attending the AGM

Location The Darling Harbour Theatre, Level 2

International Convention Centre Sydney

14 Darling Drive

Sydney New South Wales 2000

The International Convention Centre Sydney

is located in Sydney’s Darling Harbour, a short

walk from Sydney’s central business district and

approximately eight kilometres from Sydney airport.

The International Convention Centre Sydney has

multiple public access points. The closest entrance

to the Darling Harbour Theatre is the ground floor

at Iron Wharf Place where the AGM registration will

be located.

Facilities for people with disabilities are provided

throughout the venue and all car parks and buildings

are wheelchair accessible. The best drop off area for

mobility impaired guests is the ground floor entrance

at Iron Wharf Place.

How to get there

By car

The International Convention Centre Sydney has

two 24 hour car parking stations; Sydney Exhibition

Centre Car Park and Sydney Theatre Car Park.

Both carparks can be accessed via 14 Darling Drive.

It is recommended that AGM visitors park in the

Exhibition Centre car park for ease of access to the

Darling Harbour Theatre.

Taxi ranks are located at Iron Wharf Place next to

Harbourside Shopping Centre and Zollner Circuit on

the Southern end of the International Convention

Centre. Both are accessed via Darling Drive.

37
Westpac

2017 Annual General Meeting

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38
Westpac

2017 Annual General Meeting

By train

The International Convention Centre Sydney is a

10 minute walk from the Central or Town Hall railway

stations. Regular train services operate between

Sydney airport and these stations, with a travelling

time of approximately 20 minutes.

By bus

Bus routes 389 and 501 stop on Harris Street near

Allen Street, a 10 minute walk from the International

Convention Centre Sydney.

By light rail

The light rail runs between Central Station and

Dulwich Hill in the inner west and stops at the

International Convention Centre Sydney.

By boat

Direct ferry services to Darling Harbour operate

from Circular Quay, King Street Wharf and Pyrmont

Bay Wharf. Water Taxis to Darling Harbour depart

from The Rocks, Circular Quay, The Opera House

and Luna Park and Captain Cook Cruises operates

services between Darling Harbour Convention Wharf,

Barangaroo, King Street Wharf No.1 and Circular Quay.

Further information about travel to the

venue and parking can be found at

www.iccsydney.com.au/visit-icc-sydney or by calling

(+61 2) 9215 7100. For public transport information

and timetables visit www.transportnsw.info or call

131 500.

Venue security

Security arrangements will be in place at the venue,

including bag searches prior to AGM entry.

Cloakroom facilities

A cloakroom is available at the venue’s customer

service desk and is located on the ground floor, just to

the left of the Westpac AGM registration.

39
Westpac

2017 Annual General Meeting

Webcast

For those shareholders unable to attend

in person, the AGM will be webcast live at

www.westpac.com.au/investorcentre and an archive

of the AGM will also be subsequently available.

Further information

For further information regarding the Westpac AGM,

please contact Link on (+61) 1800 804 255 (toll free

within Australia).

The Westpac Group 2017 Notice of Meeting is

printed on PEFC certified paper. Compliance with the

certification criteria set out by the Programme for the

Endorsement of Forest Certification (PEFC) means

that the paper fibre is sourced from sustainable forests.

NOM2017 1017

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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