Westpac Banking Corporation logo

Westpac 2017 Proxy Forms

AGM7 November 2017WBCFinancials

*X99999999999*
X99999999999

WBC PR X1701N

*WBC PRX1701N*

This form relates to your holding of ordinary shares only. If you hold Westpac Convertible Preference Shares (CPS) you may complete the separate form

that relates to your CPS. Westpac Banking Corporation (Westpac) shareholders are encouraged to vote on the items of business at our 2017 Annual General

Meeting (AGM). This can be done in one of three ways:

1. Go online and either vote directly or appoint a proxy;

2. Use this form to vote directly or appoint a proxy; or

3. Attend the AGM and vote in person or appoint an attorney or representative to attend and vote on your behalf (please bring this form to assist with

registration).

To vote directly or appoint a proxy please follow the three steps below, using the instructions overleaf. Forms will only be valid and accepted if they are

signed and received no later than 48 hours before the AGM.

As a shareholder of Westpac entitled to attend and vote at Westpac’s AGM to be held at 10:00am (Sydney time) on Friday, 8 December 2017, at the

International Convention Centre Sydney, 14 Darling Drive, Sydney, NSW, 2000, and at any adjournment or postponement of the meeting, I/we

hereby:

VOTING/PROXY FORM FOR ORDINARY SHARES


STEP 1

Please mark either A or B

appoint the

Chairman of the

Meeting (Chairman)

(mark box

T

)

elect to lodge my vote

directly (mark box

T

)

VOTE DIREC TLY

OR

APPOINT A PROXY

STEP 3

This form should be signed by the shareholder. If a joint holding, either shareholder may sign. If signed by the shareholder’s attorney, the power of attorney

must have been previously noted by the registry or a certified copy must be attached to this form. If executed by a company, the form must be executed in

accordance with the company’s constitution and the Corporations Act 2001 (Cth).

Shareholder 1 (Individual)Joint Shareholder 2 (Individual)Joint Shareholder 3 (Individual)

Director/ Company Secretary (Delete one)Director

SIGNATURE OF SHAREHOLDERS – THIS MUST BE COMPLETED

If voting directly, only mark either

‘For’ or ‘Against’ for each item. If you

mark the ‘Abstain’ box for an item,

your vote for that item will not be

counted.

BA

STEP 2

If no name is provided, or if the person does not attend the meeting, the Chairman will act as my proxy.

In each case, my proxy will act generally and vote in accordance with the following directions (or, if no

directions have been given, and to the extent permitted by law, as the proxy sees fit), on my behalf at the

AGM and at any adjournment or postponement of the AGM.

Exercise of proxies by the Chairman for Items 2 (Remuneration Report) and 3 (Grant of equity to

Managing Director and Chief Executive Officer): If the Chairman is my proxy (or becomes my proxy by

default), I expressly authorise the Chairman to vote on Item 2 and Item 3, even though Item 2 and Item 3 are

connected directly or indirectly with the remuneration of a member of the Key Management Personnel of Westpac.

(Note: You may direct the Chairman how to vote on Item 2 and/or 3, by marking the appropriate box below.)

Please read the instructions overleaf before marking any boxes with an

T

Items of Business

VOTING/PROXY DIRECTIONS

ForAgainstAbstain*

Westpac Banking Corporation

ABN 33 007 457 141

LODGE YOUR VOTE/PROXY


ONLINE

vote.linkmarketservices.com/WBC

BY MOBILE

Use the QR code on the reverse of this form


BY EMAIL

Scan and email to: vote@linkmarketservices.com.au


BY MAIL

Westpac Banking Corporation

C/- Link Market Services Limited

Locked Bag A6015

Sydney South NSW 1235 Australia



BY FAX

+61 2 9287 0309


ALL ENQUIRIES TO

Telephone: +61 1800 804 255 (free call within Australia)

2 Remuneration Report

3 Grant of equity to Managing Director

and Chief Executive Officer

4a Buy-back of Westpac Convertible Preference

Shares – First Buy-back Scheme**

5a To re-elect Lindsay Maxsted as a

Director

5b To re-elect Peter Hawkins as a Director

5c To re-elect Alison Deans as a Director

5d To elect Nerida Caesar as a Director

ForAgainstAbstain*

4b Buy-back of Westpac Convertible Preference

Shares – Second Buy-back Scheme**

Note: The Chairman intends to vote all undirected and available proxies in favour of each item of business.

Sole Director and Sole Company Secretary


OR - appoint the person named in the box (excluding the registered

shareholder) as my proxy.

Name

SAMPLE

HOW TO COMPLETE THIS VOTING/PROXY FORM
IF YOU WOULD LIKE TO ATTEND AND VOTE AT THE ANNUAL GENERAL MEETING, PLEASE BRING THIS FORM WITH YOU.

THIS WILL ASSIST IN REGISTERING YOUR ATTENDANCE.

UPDATING YOUR ADDRESS DETAILS

If your address details on the front of this form are incorrect, please mark the

corrections on the form and return it so we can update your details in

Westpac’s share register. Shareholders sponsored by a broker should advise

their broker of any changes. Please note: you cannot change ownership

of your shares using this form.

DIRECT VOTING UNDER BOX A

If you ticked Box A, you are indicating that you wish to vote directly. Please

only mark either ‘For’ or ‘Against’ for each item. If you mark the ‘Abstain’

box, your vote will not be counted.

If no direction is given on an item, or if you complete both Box A and Box B,

your vote will be passed to the Chairman as your proxy.

Your direct vote will be cast for all of your shares unless you indicate only a

portion of your shares are to be voted on any item by inserting the percentage

or number of shares beside the relevant item of business.

If you have lodged a direct vote, and then you attend the meeting, your

attendance will cancel your direct vote and your votes at the meeting will be

counted, unless you advise Westpac or Link Market Services Limited (Link)

otherwise.

Further guidelines about direct voting are set out in Westpac’s Direct Voting

Rules, which are available on our website (www.westpac.com.au/

investorcentre).

APPOINTING A PROXY UNDER BOX B

If you wish to appoint the Chairman as your proxy, mark the box in Step 1. If

you wish to appoint someone other than the Chairman as your proxy, please

write the name of the person or body corporate in Step 1. A proxy need not

be a shareholder of Westpac.

DEFAULT TO CHAIRMAN OF THE MEETING

If you leave Box B blank, or your named proxy does not attend the meeting,

the Chairman will be your proxy. If your named proxy attends the meeting but

does not vote on a poll on a resolution in accordance with your directions,

the Chairman will become your proxy in respect of that resolution. On a poll,

the Chairman will vote proxies as directed.

VOTES ON ITEMS OF BUSINESS – PROXY APPOINTMENT

You may direct your proxy how to vote by placing a mark in one of the boxes

opposite each item of business. All your shares will be voted in accordance

with such a direction unless you indicate only a portion of voting rights are

to be voted on any item by inserting the percentage or number of shares you

wish to vote beside the relevant item of business. If you do not mark any of

the boxes on the items of business, your proxy may vote as he or she chooses,

subject to any voting exclusions that apply to your proxy. If you mark more

than one box on an item, your vote on that item will be invalid.

PROXY VOTING BY KEY MANAGEMENT PERSONNEL (KMP)

If you wish to appoint a Director (other than the Chairman) or other member

of Westpac’s KMP, or their closely related parties, as your proxy, you must

specify how they should vote on Items 2 and 3 by marking the appropriate

box. If you do not, your proxy will not be able to exercise your vote for Items

2 or 3.

If the Chairman is or becomes your proxy but you do not direct him how to

vote on an item (that is, you do not complete any of the boxes ‘For’, ‘Against’

or ‘Abstain’ opposite that item), you will be expressly authorising the Chairman

to vote as he sees fit on that item.

APPOINTMENT OF A SECOND PROXY

Shareholders entitled to cast two or more votes are entitled to appoint up to

two persons as proxies to attend the meeting and vote on a poll. If you wish

to appoint a second proxy, an additional Voting/Proxy Form may be obtained

by telephoning Link or you may copy this form and return them both together.

To appoint a second proxy you must:

(a) on each Voting/Proxy Form state the percentage of your voting rights or

number of shares applicable to that form. If the appointments do not

specify the percentage or number of votes that each proxy may exercise,

each proxy may exercise half your votes. Fractions of votes will be

disregarded; and

(b) return both forms together.

CORPORATE REPRESENTATIVES

If a representative of the corporation is to attend the meeting the appropriate

‘Certificate of Appointment of Corporate Representative’ should be produced prior

to admission in accordance with the Notice of Meeting. A form of the certificate

may be obtained from the Company’s share registry or online at

www.linkmarketservices.com.au.

LODGEMENT OF VOTING/PROXY FORM

This Voting/Proxy Form (and any power of attorney under which it is signed)

must be received at an address given below by 10:00am (Sydney time) on

Wednesday, 6 December 2017, being not later than 48 hours before the

commencement of the AGM. Voting/Proxy Forms received after that time will

not be valid for the scheduled meeting.

Voting/Proxy Forms may be lodged using the reply paid envelope or:


ONLINE

vote.linkmarketservices.com/WBC

Log in to Link’s website using your Securityholder Reference Number

(SRN) or Holder Identification Number (HIN), as shown on this Voting/

Proxy Form. Select ‘Voting’ and follow the prompts to lodge your

vote/proxy.

BY MOBILE

Lodge your vote/proxy by scanning the QR code

adjacent or enter the Westpac voting link

vote.linkmarketservices.com/WBC into your

phone. Log in using your SRN or HIN and

postcode for your shareholding. To scan the

code you will need a QR code reader which can

be downloaded for free on your mobile.

QR Code


BY EMAIL

Scan and email to: vote@linkmarketservices.com.au


BY MAIL

Westpac Banking Corporation

C/- Link Market Services Limited

Locked Bag A6015

Sydney South NSW 1235

Australia


BY FAX

+61 2 9287 0309


BY HAND

Deliver to Link Market Services Limited*

1A Homebush Bay Drive

Rhodes NSW 2138

* During business hours (Monday to Friday, 9:00am–5:00pm)

SIGNING INSTRUCTIONS

You must sign this form as follows in the spaces provided:

Individual: where the holding is in one name, the holder must sign.

Joint Holding: where the holding is in more than one name, either shareholder

may sign.

Power of attorney: to sign under power of attorney, you must lodge the power

of attorney with Link. If you have not previously lodged this document for

notation, please attach a certified photocopy of the power of attorney to this

form when you return it.

Companies: where the company has a sole director who is also the sole

company secretary, this form must be signed by that person. If the company

(pursuant to section 204A of the Corporations Act 2001) does not have a

company secretary, a sole director can also sign alone. Otherwise this form

must be signed by a director jointly with either another director or a company

secretary. Please indicate the office held by signing in the appropriate place.

FURTHER INFORMATION FOR STEP 2

* If you mark the ‘Abstain’ box for a particular item, you are directing your

proxy not to vote on your behalf on a show of hands or on a poll and your

votes will not be counted in computing the required majority on a poll.

** Please refer to the Notice of Meeting for details on voting restrictions for

Items 4a and 4b. If you hold both CPS and ordinary shares and you, in respect

of ordinary shares, are voting directly or directing your proxy to vote in favour

of Items 4a or 4b, by signing this form you are confirming to Westpac that:

(i) you hold the ordinary shares as custodian or nominee on behalf of another

person (Beneficial Holder); (ii) you have 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 (iii) the

Beneficial Holder has given a direction to you to vote in favour of the resolution.

SAMPLE

*X99999999999*
X99999999999

WBC PR X1701N

*WBC PRX1701N*

STEP 3

This form should be signed by the shareholder. If a joint holding, either shareholder may sign. If signed by the shareholder’s attorney, the power of attorney

must have been previously noted by the registry or a certified copy must be attached to this form. If executed by a company, the form must be executed in

accordance with the company’s constitution and the Companies Act 1993 (NZ).

Shareholder 1 (Individual)Joint Shareholder 2 (Individual)Joint Shareholder 3 (Individual)

Sole Director

SIGNATURE OF SHAREHOLDERS – THIS MUST BE COMPLETED

STEP 2

Please read the instructions overleaf before marking any boxes with an T

Items of Business

VOTING/PROXY DIRECTIONS

ForAgainstAbstain*

Westpac Banking Corporation

ABN 33 007 457 141

2 Remuneration Report

3 Grant of equity to Managing Director

and Chief Executive Officer

4a Buy-back of Westpac Convertible Preference

Shares – First Buy-back Scheme**

5a To re-elect Lindsay Maxsted as a

Director

5b To re-elect Peter Hawkins as a Director

5c To re-elect Alison Deans as a Director

5d To elect Nerida Caesar as a Director

ForAgainstAbstain*

4b Buy-back of Westpac Convertible Preference

Shares – Second Buy-back Scheme**

Note: The Chairman intends to vote all undirected and available proxies in favour of each item of business.

LODGE YOUR VOTE/PROXY


ONLINE

vote.linkmarketservices.com/WBC

BY MOBILE

Use the QR code on the reverse of this form


BY EMAIL

Scan and email to: meetings@linkmarketservices.com


BY MAIL

Westpac Banking Corporation

C/- Link Market Services Limited

PO Box 91976

Victoria Street West, Auckland 1142



BY FAX

+64 9 375 5990


ALL ENQUIRIES TO

Telephone: 0800 002 727 (free call within New Zealand)

DirectorDirector

This form relates to your holding of ordinary shares only. If you hold Westpac Convertible Preference Shares (CPS) you may complete the separate form

that relates to your CPS. Westpac Banking Corporation (Westpac) shareholders are encouraged to vote on the items of business at our 2017 Annual General

Meeting (AGM). This can be done in one of three ways:

1. Go online and either vote directly or appoint a proxy;

2. Use this form to vote directly or appoint a proxy; or

3. Attend the AGM and vote in person or appoint an attorney or representative to attend and vote on your behalf (please bring this form to assist with

registration).

To vote directly or appoint a proxy please follow the three steps below, using the instructions overleaf. Forms will only be valid and accepted if they are

signed and received no later than 48 hours before the AGM.

As a shareholder of Westpac entitled to attend and vote at Westpac’s AGM to be held at 10:00am (Sydney time) on Friday, 8 December 2017, at the

International Convention Centre Sydney, 14 Darling Drive, Sydney, NSW, 2000, and at any adjournment or postponement of the meeting, I/we

hereby:


STEP 1

Please mark either A or B

appoint the

Chairman of the

Meeting (Chairman)

(mark box

T

)

elect to lodge my vote

directly (mark box

T

)

VOTE DIREC TLY

OR

APPOINT A PROXY

If voting directly, only mark either

‘For’ or ‘Against’ for each item. If you

mark the ‘Abstain’ box for an item,

your vote for that item will not be

counted.

BA

If no name is provided, or if the person does not attend the meeting, the Chairman will act as my proxy.

In each case, my proxy will act generally and vote in accordance with the following directions (or, if no

directions have been given, and to the extent permitted by law, as the proxy sees fit), on my behalf at the

AGM and at any adjournment or postponement of the AGM.

Exercise of proxies by the Chairman for Items 2 (Remuneration Report) and 3 (Grant of equity to

Managing Director and Chief Executive Officer): If the Chairman is my proxy (or becomes my proxy by

default), I expressly authorise the Chairman to vote on Item 2 and Item 3, even though Item 2 and Item 3 are

connected directly or indirectly with the remuneration of a member of the Key Management Personnel of Westpac.

(Note: You may direct the Chairman how to vote on Item 2 and/or 3, by marking the appropriate box below.)


OR - appoint the person named in the box (excluding the registered

shareholder) as my proxy.

Name

VOTING/PROXY FORM FOR ORDINARY SHARES

SAMPLE

HOW TO COMPLETE THIS VOTING/PROXY FORM
IF YOU WOULD LIKE TO ATTEND AND VOTE AT THE ANNUAL GENERAL MEETING, PLEASE BRING THIS FORM WITH YOU.

THIS WILL ASSIST IN REGISTERING YOUR ATTENDANCE.

UPDATING YOUR ADDRESS DETAILS

If your address details on the front of this form are incorrect, please mark the

corrections on the form and return it so we can update your details in

Westpac’s share register. Shareholders sponsored by a broker should advise

their broker of any changes. Please note: you cannot change ownership

of your shares using this form.

DIRECT VOTING UNDER BOX A

If you ticked Box A, you are indicating that you wish to vote directly. Please

only mark either ‘For’ or ‘Against’ for each item. If you mark the ‘Abstain’

box, your vote will not be counted.

If no direction is given on an item, or if you complete both Box A and Box B,

your vote will be passed to the Chairman as your proxy.

Your direct vote will be cast for all of your shares unless you indicate only a

portion of your shares are to be voted on any item by inserting the percentage

or number of shares beside the relevant item of business.

If you have lodged a direct vote, and then you attend the meeting, your

attendance will cancel your direct vote and your votes at the meeting will be

counted, unless you advise Westpac or Link Market Services Limited (Link)

otherwise.

Further guidelines about direct voting are set out in Westpac’s Direct Voting

Rules, which are available on our website (www.westpac.com.au/

investorcentre).

APPOINTING A PROXY UNDER BOX B

If you wish to appoint the Chairman as your proxy, mark the box in Step 1. If

you wish to appoint someone other than the Chairman as your proxy, please

write the name of the person or body corporate in Step 1. A proxy need not

be a shareholder of Westpac.

DEFAULT TO CHAIRMAN OF THE MEETING

If you leave Box B blank, or your named proxy does not attend the meeting,

the Chairman will be your proxy. If your named proxy attends the meeting but

does not vote on a poll on a resolution in accordance with your directions,

the Chairman will become your proxy in respect of that resolution. On a poll,

the Chairman will vote proxies as directed.

VOTES ON ITEMS OF BUSINESS – PROXY APPOINTMENT

You may direct your proxy how to vote by placing a mark in one of the boxes

opposite each item of business. All your shares will be voted in accordance

with such a direction unless you indicate only a portion of voting rights are

to be voted on any item by inserting the percentage or number of shares you

wish to vote beside the relevant item of business. If you do not mark any of

the boxes on the items of business, your proxy may vote as he or she chooses,

subject to any voting exclusions that apply to your proxy. If you mark more

than one box on an item, your vote on that item will be invalid.

PROXY VOTING BY KEY MANAGEMENT PERSONNEL (KMP)

If you wish to appoint a Director (other than the Chairman) or other member

of Westpac’s KMP, or their closely related parties, as your proxy, you must

specify how they should vote on Items 2 and 3 by marking the appropriate

box. If you do not, your proxy will not be able to exercise your vote for Items

2 or 3.

If the Chairman is or becomes your proxy but you do not direct him how to

vote on an item (that is, you do not complete any of the boxes ‘For’, ‘Against’

or ‘Abstain’ opposite that item), you will be expressly authorising the Chairman

to vote as he sees fit on that item.

APPOINTMENT OF A SECOND PROXY

Shareholders entitled to cast two or more votes are entitled to appoint up to

two persons as proxies to attend the meeting and vote on a poll. If you wish

to appoint a second proxy, an additional Voting/Proxy Form may be obtained

by telephoning Link or you may copy this form and return them both together.

To appoint a second proxy you must:

(a) on each Voting/Proxy Form state the percentage of your voting rights or

number of shares applicable to that form. If the appointments do not

specify the percentage or number of votes that each proxy may exercise,

each proxy may exercise half your votes. Fractions of votes will be

disregarded; and

(b) return both forms together.

CORPORATE REPRESENTATIVES

If a representative of the corporation is to attend the meeting the appropriate

‘Certificate of Appointment of Corporate Representative’ should be produced prior

to admission in accordance with the Notice of Meeting. A form of the certificate

may be obtained from the Company’s share registry or online at

www.linkmarketservices.com.au.

SIGNING INSTRUCTIONS

You must sign this form as follows in the spaces provided:

Individual: where the holding is in one name, the holder must sign.

Joint Holding: where the holding is in more than one name, either shareholder

may sign.

Power of attorney: to sign under power of attorney, you must lodge the power

of attorney with Link. If you have not previously lodged this document for

notation, please attach a certified photocopy of the power of attorney to this

form when you return it.

Companies: where the company has a sole director, this form must be signed

by that person. Otherwise this form must be signed by a director jointly with

another director. Please indicate the office held by signing in the appropriate

place.

LODGEMENT OF VOTING/PROXY FORM

This Voting/Proxy Form (and any power of attorney under which it is signed)

must be received at an address given below by 10:00am (Sydney time) on

Wednesday, 6 December 2017, being not later than 48 hours before the

commencement of the AGM. Voting/Proxy Forms received after that time will

not be valid for the scheduled meeting.

Voting/Proxy Forms may be lodged using the reply paid envelope or:


ONLINE

vote.linkmarketservices.com/WBC

Log in to Link’s website using your Common Shareholder Number (CSN)

or Holder Number, and your Faster Identification Number (FIN) as shown

on this Voting/Proxy Form. Select ‘Voting’ and follow the prompts to lodge

your vote/proxy.

BY MOBILE

Lodge your vote/proxy by scanning the QR code

adjacent or enter the Westpac voting link

vote.linkmarketservices.com/WBC into your

phone. Log in using your CSN or Holder Number

and your FIN. To scan the code you will need a

QR code reader which can be downloaded for

free on your mobile.

QR Code


BY EMAIL

Scan and email to: meetings@linkmarketservices.com


BY MAIL

Westpac Banking Corporation

C/- Link Market Services Limited

PO Box 91976

Victoria Street West

A uck land 1142


BY FAX

+64 9 375 5990


BY HAND

Deliver to Link Market Services Limited*

Level 11, Deloitte Centre

80 Queen Street

Auckland 1010

*During business hours (Monday to Friday, 9:00am - 5:00pm)

FURTHER INFORMATION FOR STEP 2

* If you mark the ‘Abstain’ box for a particular item, you are directing your

proxy not to vote on your behalf on a show of hands or on a poll and your

votes will not be counted in computing the required majority on a poll.

** Please refer to the Notice of Meeting for details on voting restrictions for

Items 4a and 4b. If you hold both CPS and ordinary shares and you, in respect

of ordinary shares, are voting directly or directing your proxy to vote in favour

of Items 4a or 4b, by signing this form you are confirming to Westpac that:

(i) you hold the ordinary shares as custodian or nominee on behalf of another

person (Beneficial Holder); (ii) you have 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 (iii) the

Beneficial Holder has given a direction to you to vote in favour of the resolution.

SAMPLE

*X99999999999*
X99999999999

WBC PR X1702N

*WBC PRX1702N*

This form relates to your holding of Westpac Convertible Preference Shares (CPS) only. If you hold Westpac ordinary shares you may complete

the separate form that relates to your ordinary shares. Westpac Banking Corporation (Westpac) shareholders are encouraged to vote on the items of

business at our 2017 Annual General Meeting (AGM). This can be done in one of three ways:

1. Go online and either vote directly or appoint a proxy;

2. Use this form to vote directly or appoint a proxy; or

3. Attend the AGM and vote in person or appoint an attorney or representative to attend and vote on your behalf (please bring this form to

assist with registration).

To vote directly or appoint a proxy please follow the three steps below, using the instructions overleaf. Forms will only be valid and accepted if

they are signed and received no later than 48 hours before the AGM.

As a shareholder of Westpac entitled to attend and vote at Westpac’s AGM to be held at 10:00am (Sydney time) on Friday, 8 December

2017, at the International Convention Centre Sydney, 14 Darling Drive, Sydney, NSW, 2000, and at any adjournment or postponement of

the meeting, I/we hereby:

VOTING/PROXY FORM FOR CPS

STEP 1

Please mark either A or B

appoint the

Chairman of the

Meeting (Chairman)

(mark box


T

)

elect to lodge my vote

directly (mark box

T

)

VOTE DIREC TLY

OR

APPOINT A PROXY

and

STEP 3

This form should be signed by the shareholder. If a joint holding, either shareholder may sign. If signed by the shareholder’s attorney, the power of attorney

must have been previously noted by the registry or a certified copy must be attached to this form. If executed by a company, the form must be executed in

accordance with the company’s constitution, and the Corporations Act 2001 (Cth) or the Companies Act 1993 (NZ), as appropriate.

Shareholder 1 (Individual)Joint Shareholder 2 (Individual)Joint Shareholder 3 (Individual)

Director / Company Secretary (Delete one)Director

SIGNATURE OF SHAREHOLDERS – THIS MUST BE COMPLETED

BA

STEP 2

If no name is provided, or if the person does not attend the meeting, the Chairman will act as

my proxy. In each case, my proxy will act generally and vote in accordance with the following

directions on my behalf at the AGM and at any adjournment or postponement of the AGM.

Please read the instructions below and overleaf before marking any boxes with an

T

Items of Business

VOTING/PROXY DIRECTIONS

Westpac Banking Corporation

ABN 33 007 457 141

LODGE YOUR VOTE/PROXY


ONLINE

vote.linkmarketservices.com/WBC

BY MOBILE

Use the QR code on the reverse of this form


BY EMAIL

Scan and email to: vote@linkmarketservices.com.au


BY MAIL

Westpac Banking Corporation

C/- Link Market Services Limited

Locked Bag A6015

Sydney South NSW 1235 Australia



BY FAX

+61 2 9287 0309


ALL ENQUIRIES TO

Telephone: +61 1800 804 255 (free call within Australia)

4a Buy-back of Westpac Convertible Preference Shares

– First Buy-back Scheme

AgainstAbstain

Please refer to the Notice of Meeting for voting restrictions for CPS holders. You may only vote your CPS on Item 4a, but you may not

vote in favour of this item.

If you are voting directly and you mark the ‘Abstain’ box or do not mark a box, your vote will not be counted.

If you are appointing a proxy and you mark the ‘Abstain’ box, you are directing your proxy not to vote on your behalf on a show of hands or on a poll

and your votes will not be counted in computing the required majority on a poll. If you do not mark a box, your proxy may vote against this item or

abstain as he or she chooses.

If you mark both boxes, your vote will be invalid.

Sole Director / and Sole Company Secretary

(Delete as appropriate)


OR - appoint the person named in the box (excluding the registered

shareholder) as my proxy.

Name

SAMPLE

HOW TO COMPLETE THIS VOTING/PROXY FORM
IF YOU WOULD LIKE TO ATTEND AND VOTE AT THE ANNUAL GENERAL MEETING, PLEASE BRING THIS FORM WITH YOU.

THIS WILL ASSIST IN REGISTERING YOUR ATTENDANCE.

UPDATING YOUR ADDRESS DETAILS

If your address details on the front of this form are incorrect, please mark the

corrections on the form and return it so we can update your details in

Westpac’s share register. Shareholders sponsored by a broker should advise

their broker of any changes. Please note: you cannot change ownership

of your shares using this form.

DIRECT VOTING UNDER BOX A

If you ticked Box A, you are indicating that you wish to vote directly.

Your direct vote will be cast for all of your shares unless you indicate only a

portion of your shares are to be voted on any item by inserting the percentage

or number of shares beside the relevant item of business.

If you have lodged a direct vote, and then you attend the meeting, your

attendance will cancel your direct vote and your votes at the meeting will be

counted, unless you advise Westpac or Link Market Services Limited (Link)

otherwise.

Further guidelines about direct voting are set out in Westpac’s Direct Voting

Rules, which are available on our website (www.westpac.com.au/

investorcentre).

APPOINTING A PROXY UNDER BOX B

If you wish to appoint the Chairman as your proxy, mark the box in Step 1. If

you wish to appoint someone other than the Chairman as your proxy, please

write the name of the person or body corporate in Step 1. A proxy need not

be a shareholder of Westpac.

DEFAULT TO CHAIRMAN OF THE MEETING

If you leave Box B blank, or your named proxy does not attend the meeting,

the Chairman will be your proxy. If your named proxy attends the meeting but

does not vote on a poll on a resolution in accordance with your directions,

the Chairman will become your proxy in respect of that resolution. On a poll,

the Chairman will vote proxies as directed.

VOTES ON ITEMS OF BUSINESS – PROXY APPOINTMENT

Please direct your proxy how to vote by placing a mark in one of the boxes

opposite each item of business. All your shares will be voted in accordance

with such a direction unless you indicate only a portion of voting rights are

to be voted on any item by inserting the percentage or number of shares you

wish to vote beside the relevant item of business.

APPOINTMENT OF A SECOND PROXY

Shareholders entitled to cast two or more votes are entitled to appoint up to

two persons as proxies to attend the meeting and vote on a poll. If you wish

to appoint a second proxy, an additional Voting/Proxy Form may be obtained

by telephoning Link or you may copy this form and return them both together.

To appoint a second proxy you must:

(a) on each Voting/Proxy Form state the percentage of your voting rights or

number of shares applicable to that form. If the appointments do not

specify the percentage or number of votes that each proxy may exercise,

each proxy may exercise half your votes. Fractions of votes will be

disregarded; and

(b) return both forms together.

CORPORATE REPRESENTATIVES

If a representative of the corporation is to attend the meeting the appropriate

‘Certificate of Appointment of Corporate Representative’ should be produced prior

to admission in accordance with the Notice of Meeting. A form of the certificate

may be obtained from the Company’s share registry or online at

www.linkmarketservices.com.au.

LODGEMENT OF VOTING/PROXY FORM

This Voting/Proxy Form (and any power of attorney under which it is signed)

must be received at an address given below by 10:00am (Sydney time) on

Wednesday, 6 December 2017, being not later than 48 hours before the

commencement of the AGM. Voting/Proxy Forms received after that time will

not be valid for the scheduled meeting.

Voting/Proxy Forms may be lodged using the reply paid envelope or:


ONLINE

vote.linkmarketservices.com/WBC


BY MOBILE

Lodge your vote/proxy by scanning the QR code

adjacent or enter the Westpac voting link

vote.linkmarketservices.com/WBC into your

phone. Log in using your SRN/CSN or HIN/FIN

and postcode for your shareholding. To scan

the code you will need a QR code reader which

can be downloaded for free on your mobile.

QR Code


BY EMAIL

Scan and email to: vote@linkmarketservices.com.au


BY MAIL


BY FAX

Australia: +61 2 9287 0309 New Zealand: +64 9 375 5990


BY HAND

* During business hours (Monday to Friday, 9:00am–5:00pm)

SIGNING INSTRUCTIONS

You must sign this form as follows in the spaces provided:

Individual: where the holding is in one name, the holder must sign.

Joint Holding: where the holding is in more than one name, either shareholder

may sign.

Power of attorney: to sign under power of attorney, you must lodge the power

of attorney with Link. If you have not previously lodged this document for

notation, please attach a certified photocopy of the power of attorney to this

form when you return it.

Companies: where the company has a sole director who is also the sole

company secretary, this form must be signed by that person. If the company

does not have a company secretary, a sole director can also sign alone.

Otherwise this form must be signed by a director jointly with either another

director or a company secretary. Please indicate the office held by signing in

the appropriate place.

New Zealand:

Log in to Link’s website using your

Common Shareholder Number

(CSN) or Holder Number, and your

Faster Identification Number (FIN)

as shown on this Voting/Proxy

Form. Select ‘Voting’ and follow

the prompts to lodge your vote/

proxy.

Australia:

Log in to Link’s website using your

Securityholder Reference Number

(SRN) or Holder Identification

Number (HIN), as shown on this

Voting/Proxy Form. Select ‘Voting’

and follow the prompts to lodge

your vote/proxy.

New Zealand:

Westpac Banking Corporation

C/- Link Market Services Limited

PO Box 91976

Victoria Street West

A uck land 1142

Australia:

Westpac Banking Corporation

C/- Link Market Services Limited

Locked Bag A6015

Sydney South NSW 1235

Australia

New Zealand:

Deliver to Link Market Services

Limited*

Level 11, Deloitte Centre

80 Queen Street

Auckland 1010

Australia:

Deliver to Link Market Services

Limited*

1A Homebush Bay Drive

Rhodes NSW 2138

SAMPLE

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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