Appendix 3B

Appendix 3B
New issue announcement



+ See chapter 19 for defined terms.

04/03/2013 Appendix 3B Page 1
29390304_3
Rule 2.7, 3.10.3, 3.10.4, 3.10.5
Appendix 3B

New issue announcement,
application for quotation of additional securities
and agreement

Information or documents not available now must be given to ASX as soon as available. Information and
documents given to ASX become ASX’s property and may be made public.
Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12,
04/03/13


Name of entity
Australia and New Zealand Banking Group Limited (ANZ)

ABN
11 005 357 522

We (the entity) give ASX the following information.


Part 1 - All issues
You must complete the relevant sections (attach sheets if there is not enough space).

1
+
Class of
+
securities issued or to
be issued

1. Fully paid ordinary shares
2. Options to subscribe for ordinary shares



2
Number of
+
securities issued or
to be issued (if known) or
maximum number which may
be issued

1. 21 fully paid ordinary shares
2. 4,673 options

Appendix 3B
New issue announcement



+ See chapter 19 for defined terms.

Appendix 3B Page 2 04/03/2013
3 Principal terms of the
+
securities (e.g. if options,
exercise price and expiry date; if
partly paid
+
securities, the
amount outstanding and due
dates for payment; if
+
convertible securities, the
conversion price and dates for
conversion)
1. Terms of the shares will be the same as the terms
of existing ordinary shares

2. 4,673 options
(A) 1,471 1 Year Deferred Share Rights (options)
automatically exercised on 22 November 2018,
unless further deferred, at a zero exercise price; and
(B) 1,556 2 Year Deferred Share Rights (options)
automatically exercised on 22 November 2019,
unless further deferred, at a zero exercise price; and
(C) 1,646 3 Year Deferred Share Rights (options)
automatically exercised on 22 November 2020,
unless further deferred, at a zero exercise price

Appendix 3B
New issue announcement



+ See chapter 19 for defined terms.

04/03/2013 Appendix 3B Page 3


4
Do the
+
securities rank equally
in all respects from the
+
issue
date with an existing
+
class of
quoted
+
securities?

If the additional
+
securities do
not rank equally, please state:
 the date from which they do
 the extent to which they
participate for the next
dividend, (in the case of a
trust, distribution) or
interest payment
 the extent to which they do
not rank equally, other than
in relation to the next
dividend, distribution or
interest payment
1. 21 fully paid ordinary shares

Yes

2. 4,673 options

Inapplicable, as no ANZ options are
currently listed save that in the event of
exercise the resulting ordinary shares
issued will rank equally in all respects from
the date of allotment with the existing class
of quoted securities


5 Issue price or consideration

1. 21 fully paid ordinary shares at $28.36 per
share
2. 4,673 options - Zero exercise price


6 Purpose of the issue
(If issued as consideration for
the acquisition of assets, clearly
identify those assets)






1. ANZ will use the proceeds of the issue to
fund the redemption of the convertible
preference shares issued by ANZ in
September 2011 (CPS3)
2. 4,673 options issued to employees for
retention/incentive purposes


6a
Is the entity an
+
eligible entity
that has obtained security
holder approval under rule 7.1A?

If Yes, complete sections 6b – 6h
in relation to the
+
securities the
subject of this Appendix 3B, and
comply with section 6i
No


6b The date the security holder
resolution under rule 7.1A was
passed
Not applicable



6c
Number of
+
securities issued
without security holder approval
under rule 7.1
Not applicable

Appendix 3B
New issue announcement



+ See chapter 19 for defined terms.

Appendix 3B Page 4 04/03/2013
6d
Number of
+
securities issued
with security holder approval
under rule 7.1A
Not applicable



6e
Number of
+
securities issued
with security holder approval
under rule 7.3, or another
specific security holder approval
(specify date of meeting)

Not applicable



6f
Number of
+
securities issued
under an exception in rule 7.2
Not applicable



6g
If
+
securities issued under rule
7.1A, was issue price at least 75%
of 15 day VWAP as calculated
under rule 7.1A.3? Include the
+
issue date and both values.
Include the source of the VWAP
calculation.
Not applicable



6h
If
+
securities were issued under
rule 7.1A for non-cash
consideration, state date on
which valuation of
consideration was released to
ASX Market Announcements
Not applicable



6i Calculate the entity’s remaining
issue capacity under rule 7.1 and
rule 7.1A – complete Annexure 1
and release to ASX Market
Announcements
Not applicable


7
+
Issue dates
Note: The issue date may be prescribed by
ASX (refer to the definition of issue date in
rule 19.12). For example, the issue date for a
pro rata entitlement issue must comply with
the applicable timetable in Appendix 7A.
Cross reference: item 33 of Appendix 3B.
1. 21 fully paid ordinary shares – 18/01/18
2. 4,673 options allocated – 16/01/18

Appendix 3B
New issue announcement



+ See chapter 19 for defined terms.

04/03/2013 Appendix 3B Page 5

Number
+
Class
8
Number and
+
class of all
+
securities quoted on ASX
(including the
+
securities in
section 2 if applicable)


2,937,634,096


5,728,859



11,200,000

16,100,000

9,701,791

16,220,000

9,310,782

Fully paid ordinary
shares

Fully paid Convertible
Preference Shares
issued in 2011 (CPS3)

ANZ Capital Notes 1

ANZ Capital Notes 2

ANZ Capital Notes 3

ANZ Capital Notes 4

ANZ Capital Notes 5



USD1,250,000,000 2.050 per cent Covered Bond
due May 2020

CNY2,500,000,000 4.75 per cent Fixed Rate
Subordinated Notes due 30 January 2025

SGD500,000,000 3.75 per cent Fixed Rate
Subordinated Notes due March 2027

AUD200,000,000 4.75 per cent Fixed Rate
Subordinated Notes due May 2027

USD 1,000,000,000 Perpetual Subordinated
Contingent Convertible Securities

AUD225,000,000 4.75 per cent. Fixed Rate
Subordinated Notes due September 2032

Appendix 3B
New issue announcement



+ See chapter 19 for defined terms.

Appendix 3B Page 6 04/03/2013


Number
+
Class
9
Number and
+
class of all
+
securities not quoted on ASX
(including the
+
securities in
section 2 if applicable)



7,857,556

Options on issue
(there are no options
approved for grant but
not yet granted)



10 Dividend policy (in the case of a
trust, distribution policy) on the
increased capital (interests)
1. Same as existing fully paid ordinary shares
2. Not applicable


Part 2 - Pro rata issue

11 Is security holder approval
required?

Not applicable


12 Is the issue renounceable or non-
renounceable?
Not applicable


13
Ratio in which the
+
securities
will be offered
Not applicable


14
+
Class of
+
securities to which the
offer relates
Not applicable


15
+
Record date to determine
entitlements
Not applicable


16 Will holdings on different
registers (or subregisters) be
aggregated for calculating
entitlements?
Not applicable


17 Policy for deciding entitlements
in relation to fractions

Not applicable


18 Names of countries in which the
entity has security holders who
will not be sent new offer
documents
Note: Security holders must be told how their
entitlements are to be dealt with.
Cross reference: rule 7.7.
Not applicable


19 Closing date for receipt of
acceptances or renunciations
Not applicable

Appendix 3B
New issue announcement



+ See chapter 19 for defined terms.

04/03/2013 Appendix 3B Page 7

20 Names of any underwriters


Not applicable


21 Amount of any underwriting fee
or commission
Not applicable


22 Names of any brokers to the
issue


Not applicable


23 Fee or commission payable to
the broker to the issue
Not applicable


24 Amount of any handling fee
payable to brokers who lodge
acceptances or renunciations on
behalf of security holders
Not applicable


25 If the issue is contingent on
security holders’ approval, the
date of the meeting
Not applicable


26 Date entitlement and acceptance
form and offer documents will be
sent to persons entitled
Not applicable


27 If the entity has issued options,
and the terms entitle option
holders to participate on
exercise, the date on which
notices will be sent to option
holders
Not applicable


28 Date rights trading will begin (if
applicable)
Not applicable


29 Date rights trading will end (if
applicable)


Not applicable


30 How do security holders sell
their entitlements in full through
a broker?
Not applicable


31 How do security holders sell part
of their entitlements through a
broker and accept for the
balance?
Not applicable

Appendix 3B
New issue announcement



+ See chapter 19 for defined terms.

Appendix 3B Page 8 04/03/2013

32 How do security holders dispose
of their entitlements (except by
sale through a broker)?
Not applicable


33
+
Issue date


Not applicable


Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities

34
Type of
+
securities
(tick one)

(a)

+
Securities described in Part 1


(b)

All other
+
securities
Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid,
employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible
securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities


Tick to indicate you are providing the information or
documents


35

If the
+
securities are
+
equity securities, the names of the 20 largest holders of the
additional
+
securities, and the number and percentage of additional
+
securities
held by those holders


36

If the
+
securities are
+
equity securities, a distribution schedule of the additional
+
securities setting out the number of holders in the categories
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over


37

A copy of any trust deed for the additional
+
securities

Appendix 3B
New issue announcement



+ See chapter 19 for defined terms.

04/03/2013 Appendix 3B Page 9
Entities that have ticked box 34(b)

38
Number of
+
securities for which
+
quotation is sought

Not applicable



39
+
Class of
+
securities for which
quotation is sought

Not applicable


40
Do the
+
securities rank equally in
all respects from the
+
issue date
with an existing
+
class of quoted
+
securities?

If the additional
+
securities do
not rank equally, please state:
 the date from which they do
 the extent to which they
participate for the next
dividend, (in the case of a
trust, distribution) or interest
payment
 the extent to which they do
not rank equally, other than in
relation to the next dividend,
distribution or interest
payment
Not applicable


41 Reason for request for quotation
now
Example: In the case of restricted securities, end
of restriction period

(if issued upon conversion of
another
+
security, clearly identify
that other
+
security)

Not applicable



Number
+
Class
42
Number and
+
class of all
+
securities quoted on ASX
(including the
+
securities in clause
38)



Not applicable Not applicable

Appendix 3B
New issue announcement



+ See chapter 19 for defined terms.

Appendix 3B Page 10 04/03/2013


Quotation agreement

1
+
Quotation of our additional
+
securities is in ASX’s absolute discretion. ASX
may quote the
+
securities on any conditions it decides.

2 We warrant the following to ASX.

 The issue of the
+
securities to be quoted complies with the law and is
not for an illegal purpose.

 There is no reason why those
+
securities should not be granted
+
quotation.

 An offer of the
+
securities for sale within 12 months after their issue
will not require disclosure under section 707(3) or section 1012C(6) of
the Corporations Act.
Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be
able to give this warranty

 Section 724 or section 1016E of the Corporations Act does not apply to
any applications received by us in relation to any
+
securities to be
quoted and that no-one has any right to return any
+
securities to be
quoted under sections 737, 738 or 1016F of the Corporations Act at the
time that we request that the
+
securities be quoted.

 If we are a trust, we warrant that no person has the right to return the
+
securities to be quoted under section 1019B of the Corporations Act at
the time that we request that the
+
securities be quoted.

3 We will indemnify ASX to the fullest extent permitted by law in respect of any
claim, action or expense arising from or connected with any breach of the
warranties in this agreement.

4 We give ASX the information and documents required by this form. If any
information or document is not available now, we will give it to ASX before
+
quotation of the
+
securities begins. We acknowledge that ASX is relying on
the information and documents. We warrant that they are (will be) true and
complete.


Sign here: ............................................................ Date: 18 January 2018
(Company secretary)


Print name: Simon Pordage

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