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WNZL Disclosure Statement for year ended 30 September 2018

Annual Report22 November 2018WBCFinancials

Annual Report and
Disclosure Statement

For the year ended 30 September 2018

Westpac

New Zealand

Limited

Contents
Annual report for the year ended 30 September 2018

General information 1

Directors’ statement 6

Income statement 7

Statement of comprehensive income 7

Balance sheet 8

Statement of changes in equity 9

Statement of cash flows 10

Note 1 Financial statement preparation 11

Note 2 Net interest income 15

Note 3 Non-interest income 16

Note 4 Operating expenses 16

Note 5 Auditor’s remuneration 17

Note 6 Impairment charges/(benefits) 17

Note 7 Income tax expense 18

Note 8 Imputation credit account 19

Note 9 Receivables due from other

financial institutions 19

Note 10 Other assets 19

Note 11 Trading securities 19

Note 12 Available-for-sale securities 20

Note 13 Loans 20

Note 14 Asset quality 21

Note 15 Deferred tax assets 22

Note 16 Intangible assets 23

Note 17 Financial assets pledged as collateral 24

Note 18 Other liabilities 25

Note 19 Deposits and other borrowings 25

Note 20 Debt issues 25

Note 21 Provisions 26

Note 22 Loan capital 27

Note 23 Share capital 28

Note 24 Related entities 29

Note 25 Derivative financial instruments 32

Note 26 Fair value of financial assets and

financial liabilities 35

Note 27 Offsetting financial assets and

financial liabilities 38

Note 28 Operating lease commitments 40

Note 29 Credit related commitments, contingent assets

and contingent liabilities 40

Note 30 Segment reporting 41

Note 31 Securitisation, covered bonds and other

transferred assets 42

Note 32 Structured entities 43

Note 33 Insurance business 45

Note 34 Capital adequacy 45

Note 35 Risk management 48

Note 36 Concentration of funding 68

Note 37 Concentration of credit exposures 69

Note 38 Credit exposures to connected persons and non-

bank connected persons 71

Note 39 Notes to the statement of cash flows 72

Note 40 Subsequent events 73

Conditions of registration 74

Independent auditor’s report 79

Annual report for the year ended 30 September 2018
Pursuant to section 211(3) of the Companies Act 1993, the shareholder of Westpac New Zealand Limited has agreed that the Annual Report of Westpac

New Zealand Limited need not comply the requirements of paragraphs (a), and (e) to ( j) of subsection (1) and subsection (2) of section 211.

Accordingly, there is no information to be included in the Annual Report other than the financial statements for the year ended 30 September 2018 and

the independent auditor’s report on those financial statements.

For and on behalf of the Board of Directors:

JA Dawson

Chair

19 November 2018

DA McLean

Chief Executive

19 November 2018

1Westpac New Zealand Limited.
General information

Certain information contained in this Disclosure Statement is required by the Registered Bank Disclosure Statements (New Zealand Incorporated

Registered Banks) Order 2014 (as amended) (‘Order’).

In this Disclosure Statement, reference is made to:

–Westpac New Zealand Limited (otherwise referred to as the ‘Bank’);

–Westpac New Zealand Limited and its controlled entities (otherwise referred to as the ‘Banking Group’). Controlled entities of the Bank as at 30

September 2018 are set out in Note 24;

–Westpac Banking Corporation (otherwise referred to as the ‘Ultimate Parent Bank’); and

–Ultimate Parent Bank and its controlled entities (otherwise referred to as the ‘Ultimate Parent Bank Group’).

Words and phrases not defined in this Disclosure Statement, but defined by the Order, have the meaning given by the Order when used in this Disclosure

Statement.

Corporate information

The Bank was incorporated as Westpac New Zealand Limited under the Companies Act 1993 (Company Number 1763882) on 14 February 2006. The

head office of the Bank is situated at Westpac on Takutai Square, 16 Takutai Square, Auckland 1010, New Zealand and the address for service of process

on the Bank is Westpac on Takutai Square, 53 Galway Street, Auckland 1010, New Zealand.

The Bank is a locally incorporated subsidiary of the Ultimate Parent Bank undertaking the Ultimate Parent Bank’s New Zealand consumer and business

banking operations.

Ultimate Parent Bank

The Ultimate Parent Bank is incorporated in Australia under the Australian Corporations Act 2001 and its address for service of process is Level 18,

Westpac Place, 275 Kent Street, Sydney, New South Wales 2000, Australia.

Voting securities and power to appoint directors

The Bank is a subsidiary of Westpac New Zealand Group Limited (‘WNZGL’), a New Zealand company, which in turn is a wholly-owned subsidiary of

Westpac Overseas Holdings No. 2 Pty Limited (‘WOHL’), an Australian company. WOHL is, in turn, a wholly-owned subsidiary of the Ultimate Parent Bank.

At 30 September 2018, WNZGL has a direct qualifying interest in 100% of the voting securities of the Bank. The Ultimate Parent Bank has an indirect

qualifying interest in 100% of the voting securities of the Bank.

WNZGL has the ability to directly appoint up to 100% of the Board of Directors of the Bank (the ‘Board’) and, as indirect holding companies of the Bank,

both the Ultimate Parent Bank and WOHL have the ability to indirectly appoint up to 100% of the Board.

In addition, the Ultimate Parent Bank has the power under the Bank’s constitution to directly appoint up to 100% of the Board from time to time by giving

written notice to the Bank.

No director may be appointed unless the Reserve Bank of New Zealand (‘Reserve Bank’) has advised it has no objection to that appointment.

Limits on material financial support by the Ultimate Parent Bank

The Ultimate Parent Bank is an authorised deposit-taking institution (‘ADI’) under the Banking Act 1959 of Australia (‘Australian Banking Act’) and, as

such, is subject to prudential regulation and supervision by the Australian Prudential Regulation Authority (‘APRA’). APRA has the power to prescribe

prudential requirements which may affect the ability of the Ultimate Parent Bank to provide material financial support to the Bank. Pursuant to current

APRA requirements, and unless APRA provides otherwise, the Ultimate Parent Bank must comply with, among other prudential requirements, APRA’s

Prudential Standard APS 222 Associations with Related Entities (‘APS 222’). APS 222 includes the following prudential requirements:

–the Ultimate Parent Bank’s exposure to the Bank (being a related ADI as defined in APS 222) must not exceed 50% of the Ultimate Parent Bank’s Level

1 capital base (as defined in APS 222);

–the Ultimate Parent Bank’s aggregate exposure to all related ADI’s must not exceed 150% of the Ultimate Parent Bank’s Level 1 capital base (as defined

in APS 222);

–the Ultimate Parent Bank must not hold unlimited exposures to the Bank (such as a general guarantee covering any of the Bank’s obligations);

–the Ultimate Parent Bank must not enter into cross-default clauses whereby a default by the Bank on an obligation (whether financial or otherwise) is

deemed to trigger a default of the Ultimate Parent Bank in its obligations;

–when determining limits on acceptable levels of exposure to the Bank, the Board of Directors of the Ultimate Parent Bank must have regard to:

–the level of exposures that would be approved to third parties of broadly equivalent credit status; and

–the impact on the Ultimate Parent Bank’s stand-alone capital and liquidity positions, and its ability to continue operating, in the event of a failure

by the Bank or any other related entity to which it is exposed.

In January 2013, a provision in APS 222 took effect which allows APRA to set specific limits on the Ultimate Parent Bank’s exposures to related entities,

which include the Bank.

The Ultimate Parent Bank complies with the requirements set by APRA in respect of the extent of financial support that is provided to the Bank.

Section 13A(3) of the Australian Banking Act provides that, in the event that the Ultimate Parent Bank becomes unable to meet its obligations or suspends

payment, the assets of the Ultimate Parent Bank in Australia are to be available to satisfy the liabilities of the Ultimate Parent Bank in the following order:

2
Westpac New Zealand Limited.

–first, certain obligations of the Ultimate Parent Bank to APRA (if any) arising under Division 2AA of Part II of the Australian Banking Act in respect

of amounts payable by APRA to holders of ‘protected accounts’ (as defined in the Australian Banking Act) as part of the Financial Claims Scheme

(‘FCS’) for the Australian Government guarantee of ‘protected accounts’ (including most deposits) up to A$250,000 in the winding-up of the

Ultimate Parent Bank;

–second, APRA’s costs (if any) in exercising its powers and performing its functions relating to the Ultimate Parent Bank in connection with the FCS;

–third, the Ultimate Parent Bank’s liabilities (if any) in Australia in relation to ‘protected accounts’ that account-holders keep with the Ultimate

Parent Bank;

–fourth, the Ultimate Parent Bank’s debts (if any) to the Reserve Bank of Australia;

–fifth, the Ultimate Parent Bank’s liabilities (if any) under an ‘industry support contract’ that is certified by APRA in accordance with the Australian

Banking Act; and

–sixth, the Ultimate Parent Bank’s other liabilities (if any) in the order of their priority apart from the above.

Under section 16 of the Australian Banking Act, on the winding-up of an ADI, APRA’s cost of being in control of an ADI’s business, or having an administrator

in control of an ADI’s business, is a debt due to APRA. Debts due to APRA shall have, subject to section 13A(3) of the Australian Banking Act, priority over

all other unsecured debts of that ADI.

On 19 November 2015, APRA informed the Ultimate Parent Bank that its Extended Licensed Entity (‘ELE’) non-equity exposures to New Zealand banking

subsidiaries is to transition to be below a limit of 5% of the Ultimate Parent Bank’s Level 1 Tier 1 capital, as part of an initiative to reduce Australian bank

non-equity exposure to their respective New Zealand banking subsidiaries and branches.

The ELE consists of the Ultimate Parent Bank and its subsidiary entities that have been approved by APRA to be included in the ELE for the purposes of

measuring capital adequacy.

APRA has allowed a period of five years commencing on 1 January 2016 to transition to be less than the 5% limit. Exposures for the purposes of this

limit include all committed, non-intraday, non-equity exposures including derivatives and off-balance sheet exposures. For the purposes of assessing

this exposure, the 5% limit excludes equity investments and holdings of capital instruments in New Zealand banking subsidiaries. As at 30 September

2018, the ELE’s non-equity exposures to New Zealand banking subsidiaries affected by the limit were below 5% of Level 1 Tier 1 capital of the Ultimate

Parent Bank.

APRA has also confirmed the terms on which the Ultimate Parent Bank ‘may provide contingent funding support to a New Zealand banking subsidiary

during times of financial stress’. APRA has confirmed that, at this time, only covered bonds meet its criteria for contingent funding arrangements.

General information (continued)

3Westpac New Zealand Limited.
General information (continued)

Directorate

The Directors of the Bank at the time this Disclosure Statement was signed were:

Name: Janice Amelia Dawson, B.Com, FCA

Non-executive: Yes

Country of Residence: New Zealand

Primary Occupation: Director

Secondary Occupations: None

Board Audit Committee Member: Yes

Independent Director: Yes

External Directorships: Deputy Chair of Air New Zealand Limited. Director of each

of AIG Insurance New Zealand Limited, Beca Group Limited, Meridian Energy Limited,

Erua Limited, Fulbright New Zealand and Jan Dawson Limited. Member of each of

the Capital Investment Committee of the National Health Board, the Council of the

University of Auckland and World Sailing Council Vice President and Director.

Name: David Alexander McLean, LL.B (Hons)

Non-executive: No

Country of Residence: New Zealand

Primary Occupation: Chief Executive, Westpac New Zealand Limited

Secondary Occupations: None

Board Audit Committee Member: No

Independent Director: No

External Directorships: Member of Mastercard Asia/Pacific Advisory Board. Chair of

the New Zealand Bankers’ Association. Member of the New Zealand Prime Minister’s

Business Advisory Council. Co-Chair of Champions for Change.

Name: Malcolm Guy Bailey, B.Ag.Econ.

Non-executive: Yes

Country of Residence: New Zealand

Primary Occupation: Director

Secondary Occupations: None

Board Audit Committee Member: Yes

Independent Director: Yes

External Directorships: Chairman of each of the Dairy Companies Association of

New Zealand, Red Meat Profit Partnership General Partner Limited and New Zealand

International Business Forum and Central Economic Development Agency Limited.

Director of each of RMI NZ Limited, Bailey Agriculture Limited, Bailey Family Properties

Limited, BBD Industrial Properties Limited, Embryo Technologies Limied, Etech

Engineering Services Limited, Etech NZ Limited, Gleneig Holdings Limited, Tadpole NZ

Limited and Greentech NZ Limited.

Name: Peter Francis King, BEc, FCA

Non-executive: Yes

Country of Residence: Australia

Primary Occupation: Chief Financial Officer, Westpac Banking Corporation

(April 2014 to June 2018, and October 2018 to date) / Acting Chief Risk Officer,

Westpac Banking Corporation (June 2018 to September 2018)

Secondary Occupations: None

Board Audit Committee Member: Yes

Independent Director: No

External Directorships: None

Name: Jonathan Parker Mason, MBA, MA, BA

Non-executive: Yes

Country of Residence: New Zealand

Primary Occupation: Director

Secondary Occupations: None

Board Audit Committee Member: Yes, Chair

Independent Director: Yes

External Directorships: Director of each of Air New Zealand Limited, Advanced

Metering Assets Limited, Advanced Metering Services Limited, Arc Innovations

Limited, Allagash Limited, New Zealand Assets Management Limited, NGC Holdings

Limited, On Gas Limited, Vector Advanced Metering Assets (Australia) Limited, Vector

Communications Limited, Vector Gas Trading Limited, Vector Limited, Vector Metering

Data Services Limited, Zespri Group Limited, and Zespri International Limited. Board

Member of the American Chamber of Commerce in New Zealand and World Wildlife

Fund New Zealand.

Name: Christopher John David Moller, BCA, Dip Accounting, FCA

Non-executive: Yes

Country of Residence: New Zealand

Primary Occupation: Director

Secondary Occupations: None

Board Audit Committee Member: Yes

Independent Director: Yes

External Directorships: Chairman of Meridian Energy Limited. Director of Urenui

Consultants Limited.

Name: Mary Patricia Leonie Quin, PhD, MBA, BSc (Hons)

Non-executive: Yes

Country of Residence: New Zealand

Primary Occupation: Director

Secondary Occupations: None

Board Audit Committee Member: Yes

Independent Director: Yes

External Directorships: None

All communications may be sent to the Directors at the head office of the Bank at Westpac on Takutai Square, 16 Takutai Square, Auckland 1010,

New Zealand.

Changes to Directorate

There have been no changes in the composition of the Board of Directors of the Bank since 30 September 2017.

Conflicts of interest policy

The Board has a procedure to ensure that conflicts and potential conflicts of interest between the Directors’ duty to the Bank and their personal,

professional or business interests are avoided or dealt with.

Each Director must give notice to the Board of any direct or indirect interest in a matter relating to the affairs of the Bank as soon as practicable after the

relevant facts have come to that Director’s knowledge. Where a matter is to be considered at a Directors’ meeting in which one or more Directors have

an interest, the Board’s practice is to manage any conflict of interest on a case-by-case basis, depending on the circumstances.

4
Westpac New Zealand Limited.

General information (continued)

Interested transactions

There have been no transactions entered into by any Director, or any immediate relative or close business associate of any Director, with the Bank, or

any member of the Banking Group:

a. on terms other than on those which would, in the ordinary course of business of the Bank or any member of the Banking Group, be given to any other

person of like circumstances or means; or

b. which could otherwise be reasonably likely to influence materially the exercise of that Director’s duties.

Credit ratings

The Bank has the following credit ratings with respect to its long-term senior unsecured obligations, including obligations payable in New Zealand

in New Zealand dollars as at the date the Directors signed this Disclosure Statement:

Rating Agency Current Credit Rating Rating Outlook

Fitch Ratings AA- Stable

Moody’s Investors Service (‘Moody’s’) A1 Stable

S&P Global Ratings (‘S&P’) AA- Negative

On 19 June 2017, Moody’s downgraded the Bank’s credit rating to A1. The downgrade follows Moody’s revision of the Australian Macro Profile to “Strong

+” from “Very Strong -”, which resulted in a downgrade for the Ultimate Parent Bank to ‘Aa3’ from ‘Aa2’. At the same time, Moody’s revised the outlook

to ‘stable’ from ‘negative’.

Descriptions of credit rating scales

1

Fitch RatingsMoody’sS&P

The following grades display investment grade characteristics:

Capacity to meet financial commitments is extremely strong. This is the highest issuer credit rating.AAAAaaAAA

Very strong capacity to meet financial commitments.AAAaAA

Strong capacity to meet financial commitments although somewhat susceptible to adverse

changes in economic, business or financial conditions.

AAA

Adequate capacity to meet financial commitments, but adverse business or economic conditions

are more likely to impair this capacity.

BBBBaaBBB

The following grades have predominantly speculative characteristics:

Significant ongoing uncertainties exist which could affect the capacity to meet financial

commitments on a timely basis.

BBBaBB

Greater vulnerability and therefore greater likelihood of default.BBB

Likelihood of default now considered a real possibility. Capacity to meet financial commitments is

dependent on favourable business, economic and financial conditions.

CCCCaaCCC

Highest risk of default.CC to C CaCC

Obligations currently in default.RD to DCSD to D

1

This is a general description of the rating categories based on information published by Fitch Ratings, Moody’s and S&P.

Credit ratings by Fitch Ratings and S&P may be modified by a plus (higher end) or minus (lower end) sign to show relative standing within the major

categories. Moody’s apply numeric modifiers 1 (higher end), 2 or 3 (lower end) to ratings from Aa to Caa to show relative standing within the major

categories.

The Bank’s current position is indicated in bold.

Guarantee arrangements

No material obligations of the Bank are guaranteed as at the date the Directors signed this Disclosure Statement.

Auditor

PricewaterhouseCoopers

PricewaterhouseCoopers Tower

188 Quay Street

Auckland, New Zealand

5Westpac New Zealand Limited.
Other matters

In May 2018, the Financial Markets Authority (‘FMA’) and Reserve Bank commenced thematic reviews into the conduct and culture at New Zealand’s retail

banks and life insurers. These reviews were established to assess whether misconduct of the type highlighted by the Australian Royal Commission into

Misconduct in the Banking, Superannuation and Financial Services Industry may be taking place in New Zealand. The thematic review report concerning

the retail banks review was released on 5 November 2018. That report identifies no widespread instances of misconduct and notes that each bank will be

required to provide the regulators with a plan by March 2019 to address the issues identified in the report and in individualised letters due to be received

by the banks in late 2018. The thematic review report in respect of the life insurers is currently due to be released in late January 2019. In addition to these

broader conduct and culture thematic reviews, the FMA issued its industry findings from a separate, but related, thematic review concerning retail bank

incentives on 15 November 2018. Each of these reports may lead to further scrutiny of the financial services industry in New Zealand.

Historical summary of financial statements

THE BANKING GROUP

$ millions

Year Ended

30-Sep-18

Year Ended

30-Sep-17

Year Ended

30-Sep-16

Year Ended

30-Sep-15

Year Ended

30-Sep-14

Income statement

Interest income 3,989 3,917 4,113 4,397 3,979

Interest expense (2,145) (2,176) (2,369) (2,607) (2,339)

Net interest income 1,844 1,741 1,744 1,790 1,640

Non-interest income 373 405 400 399 481

Net operating income before operating expenses and

impairment charges

2,217 2 ,146 2 ,144 2,189 2 ,121

Operating expenses (915) (954) (907) (888) (817)

Impairment (charges)/benefits (3) 76 (59) (47) (26)

Profit before income tax 1,299 1,268 1,178 1,254 1,278

Income tax expense (363) (359) (327) (343) (337)

Net profit for the year 936 909 851 911 941

Net profit for the year attributable to:

Owners of the Banking Group 936 909 851 908 938

Non-controlling interests - - - 3 3

936 909 851 911 941

Dividends paid or provided (1,870) (640) (660) (608) (378)

Balance sheet

Total assets 89,871 88,627 86,307 79,925 74,449

Total individually impaired assets 145 173 222 282 346

Total liabilities 82,593 81,777 79,747 73,534 67,844

Total shareholder's equity 7,278 6,850 6,560 6,391 6,605

The amounts for the years ended 30 September have been extracted from the audited financial statements of the Banking Group.

General information (continued)

6
Westpac New Zealand Limited.

Directors’ statement

Each Director of the Bank believes, after due enquiry, that, as at the date on which this Disclosure Statement is signed, the Disclosure Statement:

a. contains all the information that is required by the Order; and

b. is not false or misleading.

Each Director of the Bank believes, after due enquiry, that, over the year ended 30 September 2018:

a. the Bank has complied with all conditions of registration imposed on it pursuant to section 74 of the Reserve Bank of New Zealand Act 1989 (‘Reserve

Bank Act’) except as noted on pages 77 and 78 and Note 34 to the financial statements;

b. credit exposures to connected persons were not contrary to the interests of the Banking Group; and

c. the Bank had systems in place to monitor and control adequately the Banking Group’s material risks, including credit risk, concentration of

credit risk, interest rate risk, currency risk, equity risk, liquidity risk, operational risk and other business risks, and that those systems were

being properly applied.

This Disclosure Statement has been signed by all the Directors:

Janice Amelia Dawson

David Alexander McLean

Malcolm Guy Bailey

Peter Francis King

Jonathan Parker Mason

Christopher John David Moller

Mary Patricia Leonie Quin

Dated this 19th day of November 2018

7Westpac New Zealand Limited.
Income statement for the years ended 30 September

THE BANKING GROUP

$ millionsNote

Year Ended

30-Sep-18

Year Ended

30-Sep-17

Interest income2 3,989 3,917

Interest expense2 (2,145) (2,176)

Net interest income 1,844 1,741

Non-interest income3 373 405

Net operating income before operating expenses and impairment charges 2,217 2 ,146

Operating expenses4 (915) (954)

Impairment (charges)/benefits6 (3) 76

Profit before income tax 1,299 1,268

Income tax expense7 (363) (359)

Net profit attributable to the owners of the Banking Group 936 909

The above income statement should be read in conjunction with the accompanying notes.

Statement of comprehensive income for the years ended 30 September

THE BANKING GROUP

$ millions

Year Ended

30-Sep-18

Year Ended

30-Sep-17

Net profit attributable to the owners of the Banking Group 936 909

Other comprehensive income

Items that may be reclassified subsequently to profit and loss

Gains/(losses) on available-for-sale securities:

Recognised in equity - 11

Gains/(losses) on cash flow hedging instruments:

Recognised in equity (20) (76)

Transferred to income statement 39 79

Income tax on items taken to or transferred from equity:

Available-for-sale securities reserve - (3)

Cash flow hedge reserve (5) -

Items that will not be reclassified subsequently to profit or loss

Remeasurement of defined benefit obligation recognised in equity (net of tax) (2) 10

Other comprehensive income for the year (net of tax) 12 21

Total comprehensive income attributable to the owners of the Banking Group 948 930

The above statement of comprehensive income should be read in conjunction with the accompanying notes.

8
Westpac New Zealand Limited.

Balance sheet as at 30 September

THE BANKING GROUP

$ millionsNote20182017

Assets

Cash and balances with central banks 39 1,353 1,659

Receivables due from other financial institutions 9 70 407

Other assets 10 276 264

Trading securities 11 1,151 1,797

Derivative financial instruments 25 585 220

Available-for-sale securities 12 3,810 4,087

Loans 13, 14 80,378 7 7, 2 6 1

Due from related entities 24 1,319 2,017

Property and equipment 144 146

Deferred tax assets 15 156 162

Intangible assets 16 629 607

Total assets 89,871 88,627

Liabilities

Payables due to other financial institutions 497 143

Other liabilities 18 621 502

Deposits and other borrowings 19 63,102 58,998

Other financial liabilities at fair value through income statement - 19

Derivative financial instruments 25 181 484

Debt issues 20 13,725 16,729

Current tax liabilities 96 75

Provisions 21 106 85

Total liabilities excluding related entities liabilities 78,328 7 7,0 3 5

Due to related entities 24 1,643 2 ,126

Loan capital 22 2,622 2,616

Total related entities liabilities 4,265 4,742

Total liabilities 82,593 81,777

Net assets 7,278 6,850

Shareholder's equity

Share capital 23 5,100 3,750

Reserves (51) (65)

Retained profits 2,229 3,165

Total shareholder's equity 7,278 6,850

Interest earning and discount bearing assets 87,810 8 7, 2 9 4

Interest and discount bearing liabilities 75,409 74,996

The above balance sheet should be read in conjunction with the accompanying notes.

Signed on behalf of the Board of Directors.

J.A. Dawson J.P. Mason

19 November 2018 19 November 2018

9Westpac New Zealand Limited.
Statement of changes in equity for the years ended 30 September

THE BANKING GROUP

Reserves

$ millions

Share

Capital

Available-

for-sale

Securities

Reserve

Cash Flow

Hedge

Reserve

Retained

Profits Total

As at 1 October 2016 3,750 1 (77) 2,886 6,560

Year ended 30 September 2017

Net profit attributable to the owners of the Banking Group - - - 909 909

Net gains/(losses) from changes in fair value - 11 (76) - (65)

Income tax effect - (3) 22 - 19

Transferred to income statement - - 79 - 79

Income tax effect - - (22) - (22)

Remeasurement of defined benefit obligations - - - 14 14

Income tax effect - - - (4) (4)

Total comprehensive income for the year ended 30 September 2017 - 8 3 919 930

Transactions with owners:

Dividends paid on ordinary shares (refer to Note 23) - - - (640) (640)

As at 30 September 2017 3,750 9 (74) 3,165 6,850

For the year ended 30 September 2018

Net profit attributable to the owners of the Banking Group - - - 936 936

Net gains/(losses) from changes in fair value - - (20) - (20)

Income tax effect - - 6 - 6

Transferred to income statement - - 39 - 39

Income tax effect - - (11) - (11)

Remeasurement of defined benefit obligations - - - (3) (3)

Income tax effect - - - 1 1

Total comprehensive income for the year ended 30 September 2018 - - 14 934 948

Transactions with owners:

Share capital issued (refer to Note 23) 1,350 1,350

Dividends paid on ordinary shares (refer to Note 23) - - - (1,870) (1,870)

As at 30 September 2018 5,100 9 (60) 2,229 7,278

The above statement of changes in equity should be read in conjunction with the accompanying notes.

10
Westpac New Zealand Limited.

Statement of cash flows for the years ended 30 September

THE BANKING GROUP

$ millionsNote

Year Ended

30-Sep-18

Year Ended

30-Sep-17

Cash flows from operating activities

Interest received 3,985 3,902

Interest paid (2,161) (2,158)

Non-interest income received362 422

Operating expenses paid (820) (844)

Income tax paid (336) (334)

Cash flows from operating activities before changes in operating assets and liabilities 1,030 988

Net (increase)/decrease in:

Receivables due from other financial institutions 337 313

Other assets(9) (14)

Trading securities 666 312

Loans (3,121) (2,103)

Due from related entities 1,025 (281)

Net increase/(decrease) in:

Payables due to other financial institutions 354 128

Other liabilities 96 9

Deposits and other borrowings 4,104 207

Other financial liabilities at fair value through income statement (19) (381)

Due to related entities

1

(7) (197)

Net movement in external and related entity derivative financial instruments (63) (627)

Net cash provided by/(used in) operating activities39 4,393 (1,646)

Cash flows from investing activities

Purchase of available-for-sale securities (268) (533)

Proceeds from available-for-sale securities 499 162

Purchase of capitalised computer software (64) (61)

Purchase of property and equipment (44) (31)

Net cash provided by/(used in) investing activities 123 (463)

Cash flows from financing activities

Net movement in due to related entities

1

(388) (287)

Proceeds from debt issues20 550 7,490

Repayments of debt issues20 (4,464) (5,698)

Issue of loan capital (net of transaction fees)22 - 1,485

Issue of ordinary share capital 23 1,350 -

Dividends paid to ordinary shareholders23 (1,870) (640)

Net cash provided by/(used in) financing activities (4,822) 2,350

Net increase/(decrease) in cash and cash equivalents (306) 241

Cash and cash equivalents at beginning of the year 1,659 1,418

Cash and cash equivalents at end of the year39 1,353 1,659

1

Certain comparatives have been revised for consistency. The reclassification was made to better reflect the Banking Group’s cash flows from operating and financing

activities and has no effect on the balance sheet or income statement.

The above statement of cash flows should be read in conjunction with the accompanying notes. Details of the reconciliation of net cash provided by/

(used in) operating activities to net profit are provided in Note 39.

Westpac New Zealand Limited.11
Notes to the financial statements

Note 1 Financial statement preparation

In these financial statements, reference is made to:

–Westpac New Zealand Limited (otherwise referred to as the ‘Bank’);

–Westpac New Zealand Limited and its controlled entities (otherwise

referred to as the ‘Banking Group’);

–Westpac Banking Corporation (otherwise referred to as the ‘Ultimate

Parent Bank’); and

–Ultimate Parent Bank and its controlled entities (otherwise referred to

as the ‘Ultimate Parent Bank Group’).

The consolidated financial statements are for the Banking Group.

These financial statements were authorised for issue by the Board of

Directors of the Bank (the ‘Board’) on 19 November 2018. The Board has

the power to amend and reissue the financial statements.

The principal accounting policies are set out below and in the relevant

notes to the financial statements. These policies have been consistently

applied to all the years presented, unless otherwise stated.

a. Basis of preparation

i. Basis of accounting

These financial statements are general purpose financial statements

prepared in accordance with:

–the requirements of the Financial Markets Conduct Act 2013; and

–the Registered Bank Disclosure Statements (New Zealand Incorporated

Registered Banks) Order 2014 (as amended) (‘Order’).

These financial statements comply with Generally Accepted Accounting

Practice, applicable New Zealand equivalents to International

Financial Reporting Standards (‘NZ IFRS’) and other authoritative

pronouncements of the External Reporting Board, as appropriate for for-

profit entities. These financial statements also comply with International

Financial Reporting Standards, as issued by the International Accounting

Standards Board (‘IASB’).

All amounts in these financial statements have been rounded to the

nearest million dollars unless otherwise stated.

ii. Historical cost convention

These financial statements have been prepared under the historical cost

convention, as modified by applying fair value accounting to available-

for-sale securities and financial assets and liabilities (including derivative

instruments) measured at fair value through income statement or in other

comprehensive income. The going concern concept has been applied.

iii. Comparative revisions

Comparative information has been revised where appropriate

to conform to changes in presentation in the current year and to

enhance comparability. Where there has been a material restatement

of comparative information the nature of, and the reason for, the

restatement is disclosed in the relevant note.

iv. Changes in accounting standards

The Banking Group adopted the requirements of Disclosure Initiative:

Amendments to NZ IAS 7 Statement of Cash Flows which require additional

disclosures regarding both cash and non-cash changes in liabilities

arising from financing activities. These disclosures have been made in

Note 20 and Note 22. As permitted by the standard, comparatives are not

required on first application.

No other new accounting standards have been adopted for the year

ended 30 September 2018.

v. Business combinations

Business combinations are accounted for using the acquisition method

of accounting. Acquisition cost is measured as the aggregate of the fair

value at the date of acquisition of the assets given, equity instruments

issued or liabilities incurred or assumed. Acquisition-related costs are

expensed as incurred (except for those costs arising on the issue of equity

instruments which are recognised directly in equity).

Identifiable assets acquired and liabilities and contingent liabilities

assumed in a business combination are measured at fair value on the

acquisition date. Goodwill is measured as the excess of the acquisition

cost, the amount of any non-controlling interest and the fair value of any

previous Banking Group’s equity interest in the acquiree, over the fair

value of the identifiable net assets acquired.

vi. Foreign currency translation

Functional and presentational currency

The consolidated financial statements are presented in New Zealand

dollars which is the Bank’s functional and presentation currency.

Transactions and balances

Foreign currency transactions are translated into the functional currency

using the exchange rates prevailing at the date of the transactions.

Foreign exchange gains and losses resulting from the settlement of

such transactions and from the translation at year end exchange rates

of monetary assets and liabilities denominated in foreign currencies

are recognised in the income statement, except when deferred in other

comprehensive income for qualifying cash flow hedges.

vii. Reserves

Available-for-sale securities reserve

This comprises the changes in the fair value of available-for-sale financial

securities, net of tax. These changes are transferred to non-interest income

in the income statement when the asset is either disposed of or impaired.

Cash flow hedge reserve

This comprises the fair value gains and losses associated with the

effective portion of designated cash flow hedging instruments, net of tax.

b. Principles of consolidation

The Banking Group subsidiaries are entities which the Bank controls and

consolidates as it is exposed to, or has rights to, variable returns from the

entities, and can affect those returns through its power over the entities.

All transactions between entities within the Banking Group are eliminated.

Subsidiaries are fully consolidated from the date on which control

commences and are de-consolidated from the date that control ceases.

c. Financial assets and financial liabilities

i. Recognition

Purchases and sales of regular way financial assets, except for loans and

receivables, are recognised on trade-date; the date on which the Banking

Group commits to purchase or sell the asset. Loans and receivables are

recognised on settlement date, when cash is advanced to the borrowers.

Financial liabilities are recognised when an obligation arises.

12
Notes to the financial statements

Westpac New Zealand Limited.

ii. Classification and measurement

The Banking Group classifies its significant financial assets in the following

categories: cash and balances with central banks, receivables due

from other financial institutions, trading securities, derivative financial

instruments, available-for-sale securities, loans and due from related

entities. The Banking Group has not classified any of its financial assets as

held-to-maturity investments.

The Banking Group classifies its significant financial liabilities in the

following categories: payables due to other financial institutions, deposits

and other borrowings, other financial liabilities at fair value through

income statement, derivative financial instruments, debt issues, due to

related entities and loan capital.

Financial assets and financial liabilities measured at fair value through

income statement are recognised initially at fair value. All other financial

assets and financial liabilities are recognised initially at fair value plus

directly attributable transaction costs.

The accounting policy for each category of financial asset or financial

liability mentioned above is set out in the note for the relevant item.

The Banking Group’s policies for determining the fair value of financial

assets and financial liabilities are set out in Note 26.

iii. Derecognition

Financial assets are derecognised when the rights to receive cash flows

from the asset have expired, or when the Banking Group has either

transferred its rights to receive cash flows from the asset or has assumed

an obligation to pay the received cash flows in full under a ‘pass through’

arrangement and transferred substantially all the risks and rewards of

ownership.

There may be situations where the Banking Group has partially transferred

the risks and rewards of ownership but has neither transferred nor

retained substantially all the risks and rewards of ownership. In such

situations, the asset continues to be recognised on the balance sheet to

the extent of the Banking Group’s continuing involvement in the asset.

Financial liabilities are derecognised when the obligation is discharged,

cancelled or expires. Where an existing financial liability is replaced by

another from the same lender on substantially different terms, or the

terms of an existing liability are substantially modified, the exchange or

modification is treated as a derecognition of the original liability and the

recognition of a new liability, with the difference in the respective carrying

amounts recognised in the income statement.

d. Critical accounting assumptions and estimates

Applying the Banking Group’s accounting policies requires the use

of judgment, assumptions and estimates which impact the financial

information. The significant assumptions and estimates used are

discussed in the relevant notes below.

–Note 7 Income tax expense

–Note 14 Asset quality

–Note 15 Deferred tax assets

–Note 16 Intangible assets

–Note 26 Fair value of financial assets and financial liabilities

e. Future developments in accounting standards

The following new standards and interpretations which may have a

material impact on the Banking Group have been issued but are not yet

effective, and unless otherwise stated, have not been early adopted by

the Banking Group:

NZ IFRS 9 Financial Instruments (September 2014) (‘NZ IFRS 9’) will

replace NZ IAS 39 Financial Instruments: Recognition and Measurement

(‘NZ IAS 39’). It includes a forward looking ‘expected credit loss’

impairment model, revised classification and measurement model and

modifies the approach to hedge accounting. The standard is effective

from 1 October 2018.

The adoption of NZ IFRS 9 is expected to reduce retained profits at 1

October 2018 by approximately $27 million (net of tax) primarily due to the

increase in impairment provisions under the new standard. The Banking

Group continues to assess and refine certain aspects of our impairment

provisioning process and the opening adjustment may change. There

is no significant impact to our regulatory capital. These estimates are

based on accounting policies, assumptions, judgements and estimation

techniques that remain subject to change until the Banking Group

finalises its financial statements for the year ending 30 September 2019.

The major changes under the standard and details of the implementation

project are outlined below.

Impairment

NZ IFRS 9 introduces a revised impairment model which requires entities

to recognise expected credit losses based on unbiased forward looking

information, replacing the existing incurred loss model in NZ IAS 39 which

only recognises impairment if there is objective evidence that a loss has

been incurred. This will result in the earlier recognition of impairment

provisions. The revised impairment model applies to all financial assets at

amortised cost, lease receivables, debt securities measured at fair value

through other comprehensive income, loan commitments and financial

guarantee contracts.

Key elements of the new impairment model are:

–earlier recognition of expected credit losses using a three stage

approach. For financial assets where there has been no significant

increase in credit risk since origination, a provision for 12 months

expected credit losses is required (stage 1). For financial assets where

there has been a significant increase in credit risk or where the asset is

credit impaired, a provision for full lifetime expected losses is required

(stages 2 and 3 respectively);

–expected credit losses are probability-weighted amounts determined

by evaluating a range of possible outcomes and taking into account the

time value of money, past events, current conditions and forecasts of

future economic conditions. This will involve a greater use of judgment

than the existing impairment model; and

–interest is calculated on the gross carrying amount of a financial asset,

except where the asset is credit impaired (stage 3). This will result in

an increase in interest income and impairment charges as currently

interest is calculated on the net carrying value for all loans.

Implementation

Measurement

Models have been developed, tested and approved while certain aspects

of the impairment provisioning process continue to be assessed and

refined. These models use three main components (as well as the time

value of money) being:

–Probability of default (‘PD’): the probability that a counterparty will

default;

–Loss given default (‘LGD’): the loss that is expected to arise in the event

of a default; and

–Exposure at default (‘EAD’): the estimated outstanding amount of

credit exposure at the time of the default.

Note 1 Financial statement preparation (continued)

Westpac New Zealand Limited.13
Notes to the financial statements

The models use a 12 month timeframe for expected losses in stage 1 and

a lifetime timeframe for expected losses in stages 2 and 3. The models

incorporate past experience, current conditions and multiple probability-

weighted macroeconomic scenarios for reasonably supportable future

economic conditions. Where appropriate, adjustments will be made to

modelled outcomes to reflect reasonable and supportable information

not already incorporated in the models.

Significant increase in credit risk and movement between stages

An asset will move from stage 1 to stage 2 if there has been a significant

increase in credit risk.

The judgment to determine this will be primarily based on changes in

internal customer risk grades since origination of the facility. The Banking

Group does not intend to rebut the presumption that instruments that

are 30 days past due have experienced a significant increase in risk but

this will be used as a backstop rather than the primary indicator.

The Banking Group will not be applying the low credit risk exemption

which assumes investment grades facilities do not have a significant

increase in credit risk.

The movement between stages 2 and 3 will be based on whether financial

assets are credit-impaired at the reporting date which is expected to be

similar to the individual assessment of impairment for financial assets

under the current NZ IAS 39.

Assets may move in both directions through the stages of the impairment

model. Assets previously in stage 2 may move back to stage 1 if it is no

longer considered that there has been a significant deterioration of credit

risk. Similarly, assets in stage 3 may move back to stage 2 if they are no

longer assessed to be credit-impaired.

Forward looking information

The estimation of forward looking information is a key area requiring

judgement. The Banking Group intends to consider a minimum of three

future macroeconomic scenarios. These will include a base case scenario

along with upside and downside scenarios. The macroeconomic variables

used in these scenarios, based on current economic forecasts, include

(but are not limited to) unemployment rates, gross domestic product

growth rates and residential and commercial property price indices.

The macroeconomic variables and probability weightings of the three

scenarios will be subject to the approval of the Banking Group’s Chief

Financial Officer and the Chief Risk Officer with oversight from the Board

of Directors (and its Committees).

Governance

The Banking Group has established a governance framework and has

implemented controls to address disclosure of the impact of the new

requirements of NZ IFRS 9 including key areas of judgment such as

the determination of a significant increase in credit risk and the use of

forward looking information in future economic scenarios along with the

controls addressing credit data and systems and the expected credit

loss models.

The NZ IFRS 9 provision calculation models have been independently

reviewed in accordance with the Banking Group’s model risk policies and

approved by the Credit Risk Estimates Committee. The key judgments in

relation to the new provisioning methodology have been discussed and

agreed with the Board Risk and Compliance Committee (‘BRCC’) and the

Board Audit Committee (‘BAC’).

Models and credit risk processes have been tested in parallel run since

May 2018 to provide a better understanding of the implications of the

new impairment requirements. This included an evaluation of the effect

on the Banking Group’s results as well as ongoing validation of the

controls and effectiveness of the governance and operational processes.

The control environment will continue to evolve as the Banking Group

embeds processes and controls during the financial year ending 30

September 2019.

Classification and measurement

NZ IFRS 9 replaces the classification and measurement model in NZ IAS

39 with a new model that categorises financial assets based on a) the

business model within which the assets are managed, and b) whether

the contractual cash flows under the instrument solely represent the

payment of principal and interest. Financial assets will be measured at:

–amortised cost where the business model is to hold the financial

assets in order to collect contractual cash flows and those cash flows

represent solely payments of principal and interest;

–fair value through other comprehensive income where the business

model is to both collect contractual cash flows and sell financial assets

and the cash flows represent solely payments of principal and interest.

Non-traded equity instruments can also be measured at fair value

through other comprehensive income; or

–fair value through profit or loss if they are held for trading or if the cash

flows on the asset do not solely represent payments of principal and

interest. An entity can also elect to measure a financial asset at fair

value through profit or loss if it eliminates or reduces an accounting

mismatch.

The accounting for financial liabilities is largely unchanged.

Implementation

The Banking Group’s classification and measurement implementation

project has identified no material reclassifications of financial assets

required under NZ IFRS 9.

Hedging

NZ IFRS 9 will change hedge accounting by increasing the eligibility of

both hedged items and hedging instruments and introducing a more

principles-based approach to assessing hedge effectiveness. Adoption of

the new hedge accounting model is optional until the IASB completes its

accounting for dynamic risk management project. Until this time, current

hedge accounting under NZ IAS 39 can continue to be applied.

Implementation

The Banking Group will apply the option to continue hedge accounting

under NZ IAS 39, however will implement the amended NZ IFRS 7 hedge

accounting disclosures as required.

Transition

The impairment and classification and measurement requirements

of NZ IFRS 9 will be applied retrospectively by adjusting the opening

balance sheet at the date of initial application, 1 October 2018, with no

restatement of comparatives as permitted by the standard. However,

detailed transitional disclosures will be provided in accordance with the

amended requirements of NZ IFRS 7.

Note 1 Financial statement preparation (continued)

14
Notes to the financial statements

Westpac New Zealand Limited.

NZ IFRS 15 Revenue from Contracts with Customers (‘NZ IFRS 15’) was

issued on 3 July 2014 and will be effective from 1 October 2018. The

standard replaces NZ IAS 18 Revenue and related interpretations,

and applies to all contracts with customers, except leases, financial

instruments and insurance contracts. The standard provides a

systematic approach to revenue recognition by introducing a five-step

model governing revenue measurement and recognition. This includes

(1) identifying the contract with customer, (2) identifying each of the

performance obligations included in the contract, (3) determining the

amount of consideration in the contract, (4) allocating the consideration

to each of the identified performance obligations and (5) recognising

revenue as each performance obligation is satisfied.

The Banking Group will elect to apply NZ IFRS 15 retrospectively by

adjusting the opening balance of retained earnings at the date of initial

application, 1 October 2018, with no comparatives restatement.

The Banking Group has assessed the revenue streams existing at

transition. Based on this assessment, the primary impacts from the

adoption of NZ IFRS 15 are expected to be a grossing up of some income

and expenses which are currently reported on a net basis. In addition,

certain facility fees will be reclassified from non-interest income to

interest income. These presentation changes will not have a material

impact on the Group’s net profit, retained earnings or capital position.

NZ IFRS 16 Leases (‘NZ IFRS 16’) was issued on 11 February 2016 and will

be effective for the 30 September 2020 financial year. The standard will

not result in significant changes for lessor accounting. The main changes

under the standard are:

–all operating leases of greater than 12 months duration will be required

to be presented on balance sheet by the lessee as a right-of-use asset

and lease liability. The asset and liability will initially be measured at the

present value of non-cancellable lease payments and payments to be

made in optional periods where it is reasonably certain that the option

will be exercised. Details of the Banking Group’s lease obligations are

included in Note 28; and

–all leases on balance sheet will give rise to a combination of

interest expense on the lease liability and depreciation of the right-

of-use asset.

Alternative methods of calculating the right-of-use asset are allowed

under NZ IFRS 16 which impact the size of the transition adjustment. The

Banking Group is still evaluating which transition method to apply.

Current project implementation efforts are focused on the review and

evaluation of contracts within scope of the standard.

Note 1 Financial statement preparation (continued)

Westpac New Zealand Limited.15
Notes to the financial statements

Note 2 Net interest income

Accounting policy

Interest income and expense for all interest earning financial assets and interest bearing financial liabilities, detailed within the table below, are

recognised using the effective interest rate method. Net income from treasury’s interest rate and liquidity management activities is included in net

interest income.

The effective interest rate method calculates the amortised cost of a financial instrument by discounting the financial instrument’s estimated future

cash receipts or payments to their present value and allocates the interest income or interest expense, including any fees, costs, premiums or

discounts integral to the instrument, over its expected life.

THE BANKING GROUP

$ millionsNote

Year Ended

30-Sep-18

Year Ended

30-Sep-17

Interest income

Cash and balances with central banks 28 30

Trading securities 46 57

Available-for-sale securities 148 157

Loans 3,751 3,656

Due from related entities 24 16 17

Total interest income 3,989 3,917

Interest expense

Deposits and other borrowings 1,303 1,250

Debt issues 317 314

Loan capital24 144 54

Due to related entities24 43 56

Other

1

338 502

Total interest expense 2,145 2,176

Net interest income 1,844 1,741

1

Includes the net impact of treasury’s interest rate and liquidity management activities.

Of the amounts noted in total interest income and total interest expense, the amounts related to financial instruments not measured at fair value

through income statement were as follows:

THE BANKING GROUP

$ millions

Year Ended

30-Sep-18

Year Ended

30-Sep-17

Interest income 3,938 3,854

Interest expense 2,119 2 ,122

16
Notes to the financial statements

Westpac New Zealand Limited.

Note 3 Non-interest income

Accounting policy

Fees and commissions

Fees and commission income are recognised as follows:

–Transaction fees are earned for facilitating transactions and are recognised once the transaction is executed;

–Lending fees are primarily earned for the provision of credit and other facilities to customers and are recognised as the services are provided;

–Other non-risk fee income includes advisory and underwriting fees which are recognised when the related service is completed.

Income which forms an integral part of the effective interest rate of a financial instrument is recognised using the effective interest method and

recorded in interest income (for example, loan origination fees).

THE BANKING GROUP

$ millionsNote

Year Ended

30-Sep-18

Year Ended

30-Sep-17

Fees and commissions

Transaction fees and commissions

1

252 287

Lending fees 57 57

Management fees received from related entities24 7 10

Other non-risk fee income 43 46

Total fees and commissions 359 400

Net ineffectiveness on qualifying hedges 4 (12)

Other non-interest income

Share of associate’s net profit 5 5

Other 5 12

Total other non-interest income 10 17

Total non-interest income 373 405

1

Includes transaction fees and commissions due from related entities (refer to Note 24).

Note 4 Operating Expenses

THE BANKING GROUP

$ millionsNote

Year Ended

30-Sep-18

Year Ended

30-Sep-17

Staff expenses 455 447

Operating lease rentals 62 67

Depreciation 44 46

Technology services and telecommunications 98 102

Purchased services 120 157

Software amortisation costs 42 44

Related entities - management fees24 4 3

Other 90 88

Total operating expenses 915 954

Westpac New Zealand Limited.17
Notes to the financial statements

Note 5 Auditor’s remuneration

THE BANKING GROUP

$’000s

Year Ended

30-Sep-18

Year Ended

30-Sep-17

Audit and audit related services

Audit and review of financial statements

1

1,770 1,392

Other audit related services

2

49 47

Total remuneration for audit and other audit related services 1,819 1,439

Other services

3

126 125

Total remuneration for non-audit services 126 125

Total remuneration for audit, other audit related services and non-audit services 1,945 1,564

1

Fees for the annual audit of the financial statements including audit procedures in relation to the transition impact of new accounting standards, the review or other

procedures performed on the interim financial statements and Sarbanes-Oxley reporting undertaken in the role of auditor.

2

Primarily assurance provided on certain financial information performed in the role of auditor, including the issue of comfort letters in relation to debt issuance

programmes.

3

Assurance and agreed procedures relating to other regulatory and compliance matters.

It is the Banking Group’s policy to engage the external auditor on assignments additional to their statutory audit duties only if their independence is not

either impaired or seen to be impaired, and where their expertise and experience with the Banking Group is important.

Note 6 Impairment charges/(benefits)

Accounting policy

At each balance sheet date, the Banking Group assesses whether there is any objective evidence of impairment of its loan portfolio. An impairment

charge is recognised if there is objective evidence that principal or interest repayments may not be recoverable and when the financial impact of the

non-recoverable loan can be reliably measured.

Objective evidence of impairment could include a breach of contract with the Banking Group such as a default on interest or principal payments, a

borrower experiencing significant financial difficulties or observable economic conditions that correlate to defaults on a group of loans.

The impairment charge is measured as the difference between the loan’s current carrying amount and the present value of its estimated future cash

flows. The estimated future cash flows exclude any expected future credit losses which have not yet occurred and are discounted to their present

value using the loan’s original effective interest rate. If a loan has a variable interest rate, the discount rate for measuring any impairment is the

current effective interest rate.

The impairment charge is recognised in the income statement with a corresponding reduction of the carrying value of the loan through an offsetting

provision account (refer to Note 14).

In subsequent periods, objective evidence may indicate that an impairment charge should be reversed. Objective evidence could include a

borrower’s credit rating or financial circumstances improving. The impairment charge is reversed in the income statement of that future period and

the related provision for impairment is reduced.

Uncollectable loans

A loan may become uncollectable in full or part if, after following the Banking Group’s loan recovery procedures, the Banking Group remains unable

to collect that loan’s contractual repayments. Uncollectable amounts are written off against their related provision for impairment, after all possible

repayments have been received.

The Banking Group may subsequently be able to recover cash flows from loans written off. In the period which these recoveries are made, they are

recognised in the income statement.

Critical accounting assumptions and estimates relating to impairment charges are included in Note 14.

THE BANKING GROUP

For the year ended 30 September 2018

$ millions

Residential

Mortgages

Other

Retail Corporate OtherTotal

Individually assessed provisions raised 9 2 17 - 28

Reversal of previously recognised impairment charges (3) (2) (13) - (18)

Collectively assessed provisions released (2) (10) (22) - (34)

Bad debts written-off/(recovered) directly to the income statement (2) 41 (12) - 27

Total impairment charges/(benefits) 2 31 (30) - 3

18
Notes to the financial statements

Westpac New Zealand Limited.

THE BANKING GROUP

For the year ended 30 September 2017

$ millions

Residential

Mortgages

Other

Retail Corporate OtherTot a l

Individually assessed provisions raised 8 4 6 - 18

Reversal of previously recognised impairment charges (4) (1) (62) - (67)

Collectively assessed provisions raised/(released) 5 (10) (51) - (56)

Bad debts written-off/(recovered) directly to the income statement - 31 (2) - 29

Total impairment charges/(benefits) 9 24 (109) - (76)

Refer to Note 14 for further details on provisions for impairment charges.

Note 7 Income tax expense

Accounting policy

The income tax expense for the year comprises current and deferred tax. Tax is recognised in the income statement, except to the extent that it

relates to items recognised directly in other comprehensive income, in which case it is recognised in the statement of comprehensive income.

Current tax is the tax payable for the year using enacted or substantively enacted tax rates and laws. Current tax also includes adjustments to tax

payable for previous years.

Goods and services tax (‘GST’)

Revenue, expenses and assets are recognised net of GST except to the extent that GST is not recoverable from the Inland Revenue. In these

circumstances, GST is recognised as part of the expense or the cost of the asset.

Critical accounting assumptions and estimates

Significant judgment is required in determining the current tax liability. There may be transactions with uncertain tax outcomes and provisions are

held to reflect these tax uncertainties where appropriate.

THE BANKING GROUP

$ millions

Year Ended

30-Sep-18

Year Ended

30-Sep-17

Income tax expense

Current tax:

Current year 361 335

Prior year adjustments - (1)

Deferred tax (refer to Note 15):

Current year 2 20

Prior year adjustments - 5

Total income tax expense 363 359

Profit before income tax 1,299 1,268

Tax calculated at tax rate of 28% 364 355

Income not subject to tax (1) (1)

Expenses not deductible for tax purposes 2 1

Prior year adjustments - 4

Other items (2) -

Total income tax expense 363 359

The effective tax rate for the year ended 30 September 2018 was 27.9% (30 September 2017: 28.3%).

Note 6 Impairment charges/(benefits) (continued)

Westpac New Zealand Limited.19
Notes to the financial statements

Note 8 Imputation credit account

THE BANKING GROUP

$ millions20182017

Imputation credits available for use in subsequent reporting periods 775618

Note 9 Receivables due from other financial institutions

Accounting policy

Receivables due from other financial institutions are recognised initially at fair value and subsequently at amortised cost using the effective interest

rate method.

THE BANKING GROUP

$ millionsNote20182017

Cash collateral1770 407

Total receivables due from other financial institutions 70 407

Note 10 Other assets

THE BANKING GROUP

$ millions20182017

Accrued interest receivable 154 144

Trade debtors and prepayments 46 37

Other 76 83

Total other assets 276 264

Note 11 Trading securities

Accounting policy

Trading securities include actively traded debt (government, semi-government and other) and those acquired for sale in the near term and are held

at fair value.

Gains and losses on trading securities are recognised in the income statement. Interest received from government and other debt securities is

recognised in net interest income (refer to Note 2).

Securities purchased under agreements to resell (‘reverse repos’)

Reverse repos are not recognised on the balance sheet as the Banking Group has not obtained the risks and rewards of ownership. The cash

consideration paid is recognised as an asset. Reverse repos which are part of a trading portfolio are designated at fair value and recognised as part

of due from related entities (refer to Note 24). Gains and losses on these financial assets are recognised in non-interest income. Interest received

under these agreements is recognised in interest income.

THE BANKING GROUP

$ millions20182017

Government and semi-government securities 828 903

Other debt securities 323 894

Total trading securities 1,151 1,797

20
Notes to the financial statements

Westpac New Zealand Limited.

Note 12 Available-for-sale securities

Accounting policy

Available-for-sale debt (government, semi-government and other) securities are held at fair value with gains and losses recognised in other

comprehensive income except for the following amounts, which are recognised in the income statement:

–Interest on debt securities; and

–Impairment charges.

The cumulative gain or loss recognised in other comprehensive income is subsequently recognised in the income statement when the instrument

is disposed.

At each reporting date, the Banking Group assesses whether any available-for-sale securities are impaired. Impairment exists if one or more events

have occurred which have a negative impact on the security’s estimated cash flows.

Evidence of impairment includes significant financial difficulties or adverse changes in the payment status of an issuer. If impairment exists, the

cumulative loss is removed from other comprehensive income and recognised in the income statement. Any subsequent reversals of impairment

on debt securities are also recognised in the income statement.

THE BANKING GROUP

$ millions20182017

Government and semi-government securities 2,155 2,467

Other debt securities 1,655 1,620

Total available-for-sale securities 3,810 4,087

Note 13 Loans

Accounting policy

Loans are financial assets initially recognised at fair value plus directly attributable transaction costs. Loans are subsequently measured at amortised

cost using the effective interest rate method and are presented net of any provisions for impairment.

Loan products that have both mortgage and deposit facilities are presented gross on the balance sheet, segregating the asset and liability component,

because they do not meet the criteria to be offset. Interest earned on these products is presented on a net basis in the income statement as this

reflects how the customer is charged.

The following table shows loans disaggregated by type of product:

THE BANKING GROUP

$ millions20182017

Overdrafts 1,117 1,296

Credit card outstandings 1,499 1,518

Money market loans 1,361 1,250

Term loans:

Housing 48,893 46,947

Non-housing 27,031 25,778

Other 801 822

Total gross loans 80,702 7 7,6 1 1

Provisions for impairment charges on loans (324) (350)

Total net loans 80,378 7 7, 2 6 1

Movements in impaired assets and provisions for impairment charges on loans are outlined in Note 14.

Westpac New Zealand Limited.21
Notes to the financial statements

Note 14 Asset quality

Accounting policy

The Banking Group recognises two types of impairment provisions for its loans, being provisions for loans which are:

–individually assessed for impairment; and

–collectively assessed for impairment.

Note 6 explains how impairment charges are determined. The Banking Group assesses impairment as follows:

–individually for loans that exceed specified thresholds. Where there is objective evidence of impairment, individually assessed provisions will be

recognised; and

–collectively for loans below the specified thresholds noted above or if there is no objective evidence of impairment. These loans are included in

a group of loans with similar risk characteristics and collectively assessed for impairment. If there is objective evidence that the group of loans is

collectively impaired, collectively assessed provisions will be recognised.

Critical accounting assumptions and estimates

The methodology and assumptions used for estimating future cash flows are reviewed regularly by the Banking Group to reduce differences between

impairment provisions and actual loss experience.

Individual component

Key judgments include the business prospects for the customer, the realisable value of collateral, the Banking Group’s position relative to other

claimants, the reliability of customer information and the likely cost and duration of recovering the loan.

Judgments can change with time as new information becomes available or as loan recovery strategies evolve, which may result in revisions to the

impairment provision.

Collective component

Collective provisions are established on a portfolio basis taking into account the level of arrears, collateral and security, past loss experience,

current economic conditions, expected default and timing of recovery based on portfolio trends.

Key judgments include estimated loss rates and their related emergence periods. The emergence period for each loan type is determined through

studies of loss emergence patterns. Loan files are reviewed to identify the average time period between observable loss indicator events and the

loss becoming identifiable.

Actual credit losses may differ materially from reported loan impairment provisions due to uncertainties including interest rates and their effect on

consumer spending, unemployment levels, payment behaviour and bankruptcy rates.

22
Notes to the financial statements

Westpac New Zealand Limited.

THE BANKING GROUP

2018

THE BANKING GROUP

2017

$ millions

Residential

Mortgages

Other

RetailCorporate OtherTotal

Residential

Mortgages

Other

RetailCorporate OtherTot a l

Neither past due nor impaired 47,974 3,726 27,293 278 79,271 46,023 3,767 26,189 225 76,204

Past due but not impaired assets

Less than 30 days past due 739 143 162 - 1,044 752 132 107 - 991

At least 30 days but less than 60 days

past due

80 25 6 - 111 67 22 10 - 99

At least 60 days but less than 90 days

past due

33 10 2 - 45 27 13 24 - 64

At least 90 days past due 43 18 25 - 86 46 19 15 - 80

Total past due assets not impaired 895 196 195 - 1,286 892 186 156 - 1,234

Individually impaired assets

1

Balance at beginning of the year 32 5 136 - 173 25 4 193 - 222

Additions 31 8 40 - 79 40 5 39 - 84

Amounts written off (6) (2) (14) - (22) (4) (1) (3) - (8)

Returned to performing or repaid (33) (5) (47) - (85) (29) (3) (93) - (125)

Balance at end of the year 24 6 115 - 145 32 5 136 - 173

Total gross loans

2

48,893 3,928 27,603 278 80,702 46,947 3,958 26,481 225 7 7,6 1 1

Individually assessed provisions

Balance at beginning of the year 7 5 36 - 48 7 3 95 - 105

Impairment charges/(benefits):

New provisions 9 2 17 - 28 8 4 6 - 18

Reversal of previously recognised

impairment charges

(3) (2) (13) - (18) (4) (1) (62) - (67)

Amounts written off (6) (2) (14) - (22) (4) (1) (3) - (8)

Balance at end of the year 7 3 26 - 36 7 5 36 - 48

Collectively assessed provisions

Balance at beginning of the year 54 97 181 - 332 46 95 220 - 361

Impairment charges/(benefits) (2) (10) (22) - (34) 5 (10) (51) - (56)

Interest adjustments 2 12 10 - 24 3 12 12 - 27

Balance at end of the year 54 99 169 - 322 54 97 181 - 332

Total provisions for impairment charges

on loans and credit commitments

61 102 195 - 358 61 102 217 - 380

Provision for credit commitments

(refer to Note 21)

- (4) (30) - (34) - (4) (26) - (30)

Total provisions for impairment

charges on loans

61 98 165 - 324 61 98 191 - 350

Total net loans

3

48,832 3,830 27,438 278 80,378 46,886 3,860 26,290 225 7 7, 2 6 1

1

The Banking Group had undrawn commitments of $4 million (30 September 2017: $4 million) to counterparties for whom drawn balances are classified as individually

impaired assets under corporate loans as at 30 September 2018.

2

The Banking Group does not have other assets under administration as at 30 September 2018.

3

Total net loans represent the estimated recoverable amounts which are net of provisions for impairment.

Note 15 Deferred tax assets

Accounting policy

Deferred tax accounts for temporary differences between the carrying amounts of assets and liabilities in the financial statements and their values

for taxation purposes.

Deferred tax is determined using the enacted or substantively enacted tax rates and laws which are expected to apply when the assets will be

realised or the liabilities settled.

Note 14 Asset quality (continued)

Westpac New Zealand Limited.23
Notes to the financial statements

Note 15 Deferred tax assets (continued)

Deferred tax assets and liabilities have been offset where they relate to the same taxable entity or group and where there is a legal right and intention

to settle on a net basis.

Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available to utilise the assets.

Deferred tax is not recognised for the following temporary differences:

–the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither the accounting nor taxable

profit or loss; and

–the initial recognition of goodwill in a business combination.

Critical accounting assumptions and estimates

On a similar basis to that described in Note 7, determining deferred tax assets and liabilities is considered one of the Banking Group’s critical

accounting assumptions and estimates.

THE BANKING GROUP

$ millions 2018 2017

Deferred tax assets/(liabilities) comprise the following temporary differences:

Provision for impairment charges on loans 94 101

Cash flow hedges 23 28

Provision for employee entitlements 14 12

Software, property and equipment 10 11

Other temporary differences 15 10

Net deferred tax assets 156 162

The deferred tax (charge)/credit in income tax expense comprises the following temporary differences:

Provision for impairment charges on loans (7) (24)

Provision for employee entitlements 1 (1)

Software, property and equipment (1) 2

Other temporary differences 5 (2)

Total deferred tax charge in income tax expense (2) (25)

The deferred tax (charge)/credit in other comprehensive income comprises the following temporary differences:

Provision for employee entitlements 1 (4)

Cash flow hedges (5) -

Total deferred tax charge in other comprehensive income (4) (4)

Note 16 Intangible assets

Accounting policy

Indefinite life intangible assets

Goodwill

Goodwill acquired in a business combination is initially measured at cost, generally being the excess of:

i. the consideration paid; over

ii. the net fair value of the identifiable assets, liabilities and contingent liabilities acquired.

Subsequently, goodwill is not amortised but rather tested for impairment. Impairment is tested at least annually or whenever there is an indication of

impairment. An impairment charge is recognised when a cash generating unit’s (CGU) carrying value exceeds its recoverable amount. Recoverable

amount means the higher of the CGU’s fair value less costs to sell and its value-in-use.

Finite life intangible assets

Finite life intangibles include computer software which are recognised initially at cost and subsequently at amortised cost less any impairment.

IntangibleUseful lifeDepreciation method

GoodwillIndefiniteNot applicable

Computer software3 to 8 yearsStraight-line or diminishing balance method (using the Sum of the Years Digits)

24
Notes to the financial statements

Westpac New Zealand Limited.

Critical accounting assumptions and estimates

Judgment is required in determining the fair value of assets and liabilities acquired in a business combination. A different assessment of fair values

would have resulted in a different goodwill balance and different post-acquisition performance of the acquired entity.

When assessing impairment of intangible assets, significant judgment is needed to determine the appropriate cash flows and discount rates to be

applied to the calculations. The significant assumptions applied to the value-in-use calculations are outlined below.

THE BANKING GROUP

$ millions20182017

Goodwill 477 477

Computer software 152 130

Total intangible assets 629 607

Significant assumptions used in recoverable amount calculations

Goodwill has been allocated to the Consumer Banking and Wealth operating segment. Assumptions are used to determine the CGU’s recoverable

amount for goodwill, which is based on value-in-use calculations. Value-in-use refers to the present value of expected cash flows under its current use.

The Banking Group discounts the projected cash flows by its adjusted pre-tax equity rate.

–Banking Group’s equity rate was 11.0% (2017: 11.0%)

–Banking Group’s adjusted pre-tax equity rate was 15.3% (2017: 15.3%)

For the purpose of goodwill impairment testing, the assumptions in the following table are made for each significant CGU. The forecasts applied by

management are not reliant on any one particular assumption.

AssumptionBased on:

Cash flowsZero growth rate beyond 2 year forecast

Economic market conditionsCurrent market expectations

Business performanceObservable historical information and current market expectations of the future

There are no reasonably possible changes in assumptions for any significant CGU that would result in an indication of impairment or have a material

impact on the Banking Group’s reported results.

Note 17 Financial assets pledged as collateral

Accounting policy

Security repurchase agreements

Where securities are sold subject to an agreement to repurchase at a predetermined price, they remain recognised on the balance sheet in their

original category (i.e. trading securities or available-for-sale securities).

The cash consideration received is recognised as a liability (‘security repurchase agreements’). Security repurchase agreements are designated at

fair value and recognised as part of other financial liabilities at fair value through income statement or due to related entities (refer to Note 24) as

they are managed as part of a trading portfolio.

The Banking Group is required to provide collateral to other financial institutions, as part of standard terms, to secure liabilities. In addition to assets

supporting the Bank’s Global Covered Bond Programme (‘CB Programme’) disclosed in Note 31, the carrying value of these financial assets pledged

as collateral is:

THE BANKING GROUP

$ millions

20182017

Cash

1

70 407

Securities pledged under repurchase agreements:

Available-for-sale securities

2

15 41

Total amount pledged to secure liabilities (excluding CB Programme) 85 448

1

Comprises receivables due from other financial institutions.

2

As at 30 September 2018, $15 million of available-for-sale securities were pledged as collateral to the New Zealand Branch of the Ultimate Parent Bank (‘NZ Branch’) (30

September 2017: $22 million) which is recorded within due to related entities and nil available-for-sale securities were pledged to third parties (30 September 2017: $19

million) which is recorded within other financial liabilities at fair value through income statement.

Note 16 Intangible assets (continued)

Westpac New Zealand Limited.25
Notes to the financial statements

Note 18 Other liabilities

THE BANKING GROUP

$ millions20182017

Accrued interest payable 356 328

Retirement benefit obligations 18 14

Trade creditors and other accrued expenses 66 71

Other 181 89

Total other liabilities 621 502

Note 19 Deposits and other borrowings

Accounting policy

Deposits and other borrowings are initially recognised at fair value and subsequently either measured at amortised cost using the effective interest

rate method or at fair value.

Deposits and other borrowings are designated at fair value if they are managed on a fair value basis, reduce or eliminate an accounting mismatch,

or contain an embedded derivative.

Where they are measured at fair value, any changes in fair value (except those due to changes in credit risk) are recognised as non-interest income.

The change in the fair value that is due to changes in credit risk is recognised in other comprehensive income except where it would create an

accounting mismatch, in which case it is also recognised in the income statement.

Interest expense incurred is recognised in net interest income using the effective interest rate method.

THE BANKING GROUP

$ millions20182017

Certificates of deposit 1,218 593

Non-interest bearing, repayable at call 5,903 5,274

Other interest bearing:

At call 23,335 23,117

Term 32,646 30,014

Total deposits and other borrowings 63,102 58,998

Deposits at fair value 1,218 593

Deposits at amortised cost 61,884 58,405

Total deposits and other borrowings 63,102 58,998

Priority of financial liabilities in the event of liquidation

In the unlikely event that the Bank was put into liquidation or ceased to trade, claims of secured creditors and those classes of creditors set out in the

Seventh Schedule of the Companies Act 1993 would rank ahead of the claims of unsecured creditors in accordance with the priorities set out in that

Schedule. Deposits from customers are unsecured and rank equally with other unsecured liabilities of the Bank, and such liabilities will rank ahead of

any subordinated instruments issued by the Bank to the extent of any such subordination.

Note 20 Debt issues

Accounting policy

Debt issues are bonds, notes and commercial paper that have been issued by the Banking Group.

Debt issues are initially measured at fair value and subsequently either measured at amortised cost using the effective interest rate method or at fair value.

Debt issues are designated at fair value if they reduce or eliminate an accounting mismatch.

They are measured at fair value with changes in fair value (except those due to changes in credit risk) recognised as non-interest income.

The change in the fair value that is due to credit risk is recognised in other comprehensive income except where it would create an accounting

mismatch, in which case it is also recognised in the income statement.

Interest expense incurred is recognised within net interest income using the effective interest rate method.

26
Notes to the financial statements

Westpac New Zealand Limited.

In the following table, the distinction between short-term (12 months or less) and long-term (greater than 12 months) debt is based on the maturity of

the underlying security at origination.

THE BANKING GROUP

$ millions20182017

Short-term debt

Commercial paper - 1,642

Total short-term debt - 1,642

Long-term debt

Non-domestic medium-term notes 6,100 6,628

Covered bonds 5,640 5,236

Domestic medium-term notes 1,985 3,223

Total long-term debt 13,725 15,087

Total debt issues 13,725 16,729

Debt issues at fair value - 1,642

Debt issues at amortised cost 13,725 15,087

Total debt issues 13,725 16,729

THE BANKING GROUP

$ millions2018

Movement reconciliation

Balance as at 1 October 2017 16,729

Issuances 550

Maturities, repayments, buy backs and reductions (4,464)

Total cash movements (3,914)

Foreign exchange translation impact 933

Fair value adjustments (1)

Fair value hedge accounting adjustments (27)

Other

1

5

Total non-cash movements 910

Balance as at 30 September 2018 13,725

1

Includes items such as amortisation of issue costs.

Note 21 Provisions

Accounting policy

Provisions are recognised for present obligations arising from past events where a payment (or other economic transfer) is likely to be necessary to

settle the obligation and can be reliably estimated.

Employee benefits – annual leave and other employee benefits

The provision for annual leave and other employee benefits (including long service leave, wages and salaries, inclusive of non-monetary benefits,

and any associated on-costs (e.g. payroll tax)) is calculated based on expected payments.

Provision for impairment on credit commitments

The Banking Group is committed to provide facilities and guarantees as explained in Note 29. If it is probable that a facility will be drawn and the

resulting asset will be less than the drawn amount then a provision for impairment is recognised. The provision for impairment is calculated using

the same methodology as the provision for impairment charges on loans (refer to Note 6).

Note 20 Debt issues (continued)

Westpac New Zealand Limited.27
Notes to the financial statements

THE BANKING GROUP

$ millions20182017

Annual leave and other employee benefits 58 54

Provision for impairment on credit commitments 34 30

Other 14 1

Total provisions 106 85

Note 22 Loan Capital

Accounting policy

Loan capital are instruments which qualify for inclusion as regulatory capital under the Reserve Bank of New Zealand (‘Reserve Bank’) Capital

Adequacy Framework. Loan capital is initially measured at fair value and subsequently measured at amortised cost using the effective interest rate

method. Interest expense incurred is recognised in net interest income.

THE BANKING GROUP

$ millions

20182017

Additional Tier 1 loan capital - Convertible subordinated perpetual notes

1

1,487 1,485

Tier 2 loan capital - Convertible subordinated notes

1

1,135 1,131

Total loan capital 2,622 2,616

1

Net of capitalised transaction costs.

THE BANKING GROUP

$ millions

2018

Movement reconciliation

Balance as at 1 October 2017 2,616

Total cash movements -

Foreign exchange translation impact 4

Other

1

2

Total non-cash movements 6

Balance as at 30 September 2018 2,622

1

Includes items such as amortisation of issue costs.

Additional Tier 1 loan capital

A summary of the key terms and features of the Additional Tier 1 loan capital (‘AT 1 notes’) is provided below.

$Issue date Counterparty Interest rate Optional redemption date

NZ$1,500 million notes

1

22 September 2017 NZ Branch

NZ 90 day bank bill rate +

3.9594% p.a.

21 September 2027 and every

fifth anniversary thereafter

1

The AT1 notes rank equally amongst themselves and are subordinated to the claims of depositors and senior or less subordinated creditors of the Bank.

Interest payable

Quarterly interest payments on the AT1 notes are at the absolute discretion of the Bank and will only be paid if the payment conditions are satisfied,

including that the interest payment will not result in the Bank becoming insolvent immediately following the interest payment; not result in a breach of

the Reserve Bank Prudential Standards; and the payment date not falling on the date of a capital trigger event or non-viability trigger event. Interest

payments are non-cumulative. If interest is not paid in full, the Bank may not determine or pay any dividends on its ordinary shares or undertake a

discretionary buy back or capital reduction of the Bank’s ordinary shares (except in limited circumstances).

Redemption

The Bank may elect to redeem all or some of the AT1 notes for their face value on 21 September 2027 and every fifth anniversary thereafter, subject to the

Reserve Bank’s prior written approval. Early redemption of all of the AT1 notes for certain tax or regulatory reasons is permitted subject to the Reserve

Bank’s prior written approval.

Note 21 Provisions (continued)

28
Notes to the financial statements

Westpac New Zealand Limited.

Conversion

If a capital trigger event or non-viability trigger event occurs, the Bank must convert some or all of the AT1 notes into a variable number of ordinary

shares issued by the Bank (calculated with reference to the net assets of the Bank and the total number of ordinary shares on issue at the conversion

date) that is sufficient, in the case of a capital trigger event, to return the Bank’s Common Equity Tier 1 capital ratio to above 5.125% as determined by

the Bank in consultation with the Reserve Bank; or, in the case of a non-viability trigger event, to satisfy the direction of the Reserve Bank or the decision

of the statutory manager of the Bank. A capital trigger event occurs when the Bank determines, or the Reserve Bank notifies in writing that it believes,

the Bank’s Common Equity Tier 1 capital ratio is equal to or less than 5.125%. A non-viability trigger event occurs when the Reserve Bank or the statutory

manager (appointed pursuant to section 117 of the Reserve Bank Act) directs the Bank to convert or write off all or some of its AT1 notes.

If conversion of the AT1 notes does not occur within five business days of a capital trigger event or a non-viability trigger event, holders’ rights in relation

to the AT1 notes will be immediately and irrevocably terminated.

The Bank is able to elect to convert all the AT1 notes for certain tax or regulatory reasons (or in certain other circumstances).

Tier 2 loan capital

A summary of the key terms and features of the Tier 2 loan capital (‘Tier 2 notes’) is provided below.

$Issue date Counterparty Interest rate Maturity date Optional redemption date

AU$1,040

million notes

1

8 September

2015

London Branch of the

Ultimate Parent Bank

Australian 90 day bank

bill rate + 2.87% p.a.

22 March 2026

22 March 2021 and every interest

payment date thereafter

1

The Tier 2 notes rank equally amongst themselves and are subordinated to the claims of depositors and senior or less subordinated creditors of the Bank.

Interest payable

Interest payments on the Tier 2 notes are subject to the Bank being solvent at the time of, and immediately following the interest payment.

Early redemption

The Bank may elect to redeem all or some of the Tier 2 notes for their face value together with accrued interest (if any) on 22 March 2021 or any interest

payment date thereafter, subject to the Reserve Bank’s prior written approval. Early redemption of all of the Tier 2 notes for certain tax or regulatory

reasons is permitted on an interest payment date subject to the Reserve Bank’s prior written approval.

Conversion

If a non-viability trigger event occurs, the Bank must convert such number of the Tier 2 notes into a variable number of ordinary shares issued by the

Bank (calculated with reference to the net assets of the Bank and the total number of ordinary shares on issue on the conversion date) that is sufficient

to satisfy the direction of the Reserve Bank or the decision of the statutory manager. A non-viability trigger event occurs when the Reserve Bank or

the statutory manager (appointed pursuant to section 117 of the Reserve Bank Act) directs the Bank to convert or write off all or some of its Tier 2

notes. If conversion of the Tier 2 notes fails to take effect within five business days, holders’ rights in relation to the Tier 2 notes will be immediately

and irrevocably terminated.

Note 23 Share capital

Accounting policy

Share capital

Ordinary shares are recognised at the amount paid up per ordinary share, net of directly attributable issue costs.

Ordinary shares fully paid

THE BANKING GROUP

2018

Number of SharesIssued and Authorised

2017

Number of Shares Issued and Authorised

Balance at beginning of the year 3,750,001,000 3,750,001,000

Share capital issued 1,350,000,000 -

Balance at end of the year 5,100,001,000 3,750,001,000

In accordance with the Reserve Bank document ‘Capital Adequacy Framework (Internal Models Based Approach) (BS2B)’ (‘BS2B’) ordinary share capital

is classified as Common Equity Tier 1 capital.

The ordinary shares have no par value. Subject to the constitution of the Bank, each ordinary share of the Bank carries the right to one vote on a poll

at meetings of shareholders, the right to an equal share in dividends authorised by the Board and the right to an equal share in the distribution of the

surplus assets of the Bank in the event of liquidation.

Note 22 Loan Capital (continued)

Westpac New Zealand Limited.29
Notes to the financial statements

The Directors of the Bank paid a dividend of $520 million on 16 August 2018, on the ordinary shares on issue to Westpac New Zealand Group Limited

(‘WNZGL’).

On 15 February 2018, the Directors of the Bank paid a dividend of $1,350 million on the ordinary shares on issue to WNZGL. Immediately after this

payment the Bank issued 1,350 million ordinary shares to WNZGL for $1 per share.

Note 24 Related entities

Related entities

The Banking Group’s related parties are those it controls or can exert significant influence over. Examples include subsidiaries, associates, joint ventures

and superannuation plans as well as key management personnel and their related parties.

Banking Group

The Bank is a controlled entity of WNZGL. The ultimate parent bank of the Bank is Westpac Banking Corporation.

The Banking Group consists of the Bank and all of its controlled entities. As at 30 September 2018, the Bank had the following controlled entities:

Name of EntityPrincipal ActivityNotes

Westpac NZ Operations Limited (‘WNZOL’)

1

Holding company

Aotearoa Financial Services LimitedNon-active company

Number 120 LimitedFinance company

The Home Mortgage Company LimitedResidential mortgage company

Westpac New Zealand Staff Superannuation Scheme

Trustee Limited (‘WNZSSSTL’)

Trustee company

Westpac (NZ) Investments Limited (‘WNZIL’)Property company

Westpac Securities NZ Limited (‘WSNZL’)Funding company

Westpac NZ Covered Bond Holdings Limited (‘WNZCBHL’)Holding company9.5% owned

2

Westpac NZ Covered Bond Limited (‘WNZCBL’)Guarantor9.5% owned

2

Westpac NZ Securitisation Holdings Limited (‘WNZSHL’)Holding company9.5% owned

3

Westpac NZ Securitisation Limited (‘WNZSL’)Funding company9.5% owned

3

Westpac NZ Securitisation No.2 Limited (‘WNZSL2’)Non-active company9.5% owned

3

Westpac Cash PIE FundPortfolio investment entityNot owned

4

Westpac Notice Saver PIE FundPortfolio investment entityNot owned

4

Westpac Term PIE FundPortfolio investment entityNot owned

4

1

As at 30 September 2018, WNZOL held 25% equity in Paymark Limited, an associate, which was not a controlled entity. See Note 40 Subsequent events.

2

The Banking Group, through its subsidiary, WNZOL, has a qualifying interest of 9.5% in WNZCBHL and its wholly-owned subsidiary company, WNZCBL. The Bank is

considered to control both WNZCBHL and WNZCBL based on contractual arrangements in place, and as such both WNZCBHL and WNZCBL are consolidated within the

financial statements of the Banking Group.

3

The Banking Group, through its subsidiary WNZOL, has a qualifying interest of 9.5% in WNZSHL and its wholly-owned subsidiary companies, WNZSL and WNZSL2. The

Bank is considered to control WNZSHL, WNZSL and WNZSL2 based on contractual arrangements in place, and as such WNZSHL, WNZSL and WNZSL2 are consolidated

within the financial statements of the Banking Group.

4

Westpac Term PIE Fund, Westpac Cash PIE Fund and Westpac Notice Saver PIE Fund (collectively referred to as the ‘PIE Funds’) were established as unit trusts. The

PIE Funds are Portfolio Investment Entities (‘PIE’), where BT Funds Management (NZ) Limited (‘BTNZ’) (an indirectly wholly-owned subsidiary of the Ultimate Parent

Bank) is the manager and issuer. The manager has appointed the Bank to perform all customer management and account administration for the PIE Funds. The Bank

is the PIE Funds’ registrar and administration manager. The Bank does not hold any units in the PIE Funds, however is considered to control them based on contractual

arrangements in place, and as such the PIE Funds are consolidated in the financial statements of the Banking Group.

There have been no changes in the ownership percentages since 30 September 2017.

All entities in the Banking Group are 100% owned unless otherwise stated. All the entities within the Banking Group have a balance date of 30 September

and are incorporated in New Zealand except the PIE Funds and WNZSSSTL which have a balance date of 31 March and 30 June respectively.

Note 23 Share capital (continued)

30
Notes to the financial statements

Westpac New Zealand Limited.

Nature of transactions

The Banking Group has transactions with members of the Ultimate Parent Bank Group on commercial terms, including the provision of management,

distribution and administrative services.

Loan finance and current account banking facilities are provided by the Ultimate Parent Bank to members of the Banking Group on normal commercial

terms. The interest earned on these loans and the interest paid on deposits are at market rates.

The NZ Branch provides financial market services, foreign currency, trade and interest rate risk products to the Banking Group and its customers, which

includes derivative transactions (refer to Note 25).

Effective 1 October 2014, the Bank and the NZ Branch entered into an agreement whereby the Bank will reimburse the NZ Branch for any credit losses

incurred by it due to certain customers of the Bank defaulting on certain financial market and international products. The Banking Group receives

commission from the sale of these products to customers for providing this guarantee.

This is treated as a financial guarantee for accounting purposes. Financial guarantee contracts are recognised as financial liabilities (recorded within

provisions) when a payment under a contract has become probable. The liability is initially measured at fair value and subsequently at the higher of

the amount determined in accordance with NZ IAS 37 Provisions, Contingent Liabilities and Contingent Assets and the amount initially recognised less

cumulative amortisation, where appropriate.

Refer to Note 22 for details of the loan capital transactions undertaken by the Banking Group with related entities.

Transactions with related entities

THE BANKING GROUP

$ millionsNote

Year Ended

30-Sep-18

Year Ended

30-Sep-17

Ultimate Parent Bank

Interest income

1

2 16 17

Interest expense:

Loan capital2 144 54

Other

2

2 42 55

Non-interest income:

Commissions received 54 54

Management fees received3 3 3

Operating expenses - management fees4 4 3

Funding received22 - 1,485

Funding repaid 400 200

Immediate Parent Company

Dividends paid23 1,870 640

Other controlled entities of the Ultimate Parent Bank

Interest expense:

Interest expense - other2 1 1

Non-interest income:

Distribution fees received on managed fund products 14 13

Distribution fees received on life and general insurance products 36 40

Management fees received3 4 7

Associate

Dividends received 6 5

1

Includes interest income on reverse repos and cash held with the NZ Branch.

2

Includes interest expense on other funding provided by and repos with the NZ Branch.

Note 24 Related entities (continued)

Westpac New Zealand Limited.31
Notes to the financial statements

Due from and to related entities

THE BANKING GROUP

$ millions20182017

Due from related entities

Ultimate Parent Bank 1,309 2,006

Other controlled entities of the Ultimate Parent Bank 10 11

Total due from related entities 1,319 2,017

Due from related entities at fair value

1

558 587

Due from related entities at amortised cost 761 1,430

Total due from related entities 1,319 2,017

Due to related entities

Ultimate Parent Bank 1,588 2,089

Other controlled entities of the Ultimate Parent Bank 55 37

Total due to related entities 1,643 2 ,126

Due to related entities at fair value

2

251 355

Due to related entities at amortised cost 1,392 1,771

Total due to related entities 1,643 2 ,126

1

Includes reverse repos of $163 million (2017: $519 million).

2

Includes repos of $15 million (2017: $22 million).

Key management personnel compensation

Key management personnel are those who, directly or indirectly, have authority and responsibility for planning, directing and controlling the activities

of the Banking Group. This includes all Executive and Non-Executive Directors.

THE BANKING GROUP

$’000s

Year Ended

30-Sep-18

Year Ended

30-Sep-17

Salaries and other short-term benefits 8,019 8,143

Post-employment benefits 613 455

Other termination benefits615-

Share-based payments 2,559 2,651

Total key management personnel compensation 11,806 11,249

Loans to key management personnel 22,349 22,769

Deposits from key management personnel 6,006 1,229

Interest income on amounts due from key management personnel 819 842

Interest expense on amounts due to key management personnel 107 19

The Directors have received remuneration from the Banking Group and these amounts are included in the table above.

Loans and deposits with key management personnel

All loans and deposits are made in the ordinary course of business of the Banking Group, on an arm’s length basis and on normal commercial

terms and conditions. Loans are on terms that range between variable, fixed rate up to five years and interest only loans, all of which are in

accordance with the Banking Group’s lending policies.

As at 30 September 2018, no individual provision has been recognised in respect of loans given to key management personnel and their related parties

(30 September 2017: nil). These individual loans have been included within the loan portfolio when determining collectively assessed provisions.

Other key management personnel transactions

All other transactions with key management personnel, their related entities and other related parties are conducted on an arm’s length basis

in the normal course of business and on commercial terms and conditions. These transactions principally involve the provision of financial and

investment services.

Note 24 Related entities (continued)

32
Notes to the financial statements

Westpac New Zealand Limited.

Note 25 Derivative financial instruments

Accounting policy

Derivative financial instruments are instruments whose values derive from the value of an underlying asset, reference rate or index and include

forwards, futures, swaps and options.

All derivatives are held at fair value. Changes in fair value are recognised in the income statement, unless designated in a cash flow hedge relationship.

Derivatives are presented as an asset where they have a positive fair value at balance date or as a liability where the fair value at balance date is

negative. Derivatives with related parties are included in due from/due to related entities.

The Banking Group uses derivative instruments as part of its asset and liability risk management activities, which are discussed in Note 35. Derivatives

used for risk management activities include designating derivatives into one of two types of hedge accounting relationships: fair value hedge or cash

flow hedge, where permitted under NZ IAS 39. These hedge designations and associated accounting treatment are as follows:

Fair value hedges

Fair value hedges hedge the exposure to changes in the fair value of an asset or liability.

–Changes in the fair value of derivatives and the changes in the fair value of the hedged asset or liability in fair value hedges attributable to the

hedged risk are recognised in non-interest income. The carrying value of the hedged asset or liability is adjusted for the changes in fair value

related to the hedged risk.

–If a hedge is discontinued, any fair value adjustments to the carrying value of the asset or liability are amortised to net interest income over the

period to maturity. If the asset or liability is sold, any unamortised adjustment is immediately recognised in the income statement.

Cash flow hedges

Cash flow hedges hedge the exposure to variability of cash flows attributable to an asset, liability or future forecast transaction.

–For effective hedges, changes in the fair value of derivatives are recognised in the cash flow hedge reserve through other comprehensive income

and subsequently recognised in net interest income when the asset or liability that was hedged impacts the income statement.

–For hedges with some ineffectiveness, the changes in the fair value of the derivatives relating to the ineffective portion are immediately recognised

in the income statement.

–If a hedge is discontinued, any cumulative gain or loss remains in other comprehensive income. It is amortised to net interest income over the

period which the asset or liability that was hedged also impacts the income statement.

–If a hedge of a forecast transaction is no longer expected to occur, any cumulative gain or loss in other comprehensive income is immediately

recognised in the income statement.

Fair value hedges

The Banking Group hedges a proportion of its interest rate risk and foreign exchange interest rate risk from debt issuances and fixed interest rate assets

with single currency and cross currency interest rate derivatives.

THE BANKING GROUP

$ millions20182017

Change in fair value of hedging instruments10 32

Change in fair value of hedged items attributed to hedged risk(10) (39)

Ineffectiveness in non-interest income - (7)

Cash flow hedges

Exposure to the volatility of interest cash flows from customer deposits and loans is hedged with interest rate derivatives. Exposure to foreign currency

principal and interest cash flows from floating rate debt issuances is hedged through the use of cross currency derivatives.

Gross cash inflows and outflows on derivatives designated in cash flow hedges are, as a proportion of total gross cash flows, expected to occur in the

following periods:

THE BANKING GROUP

2018

Less Than

1 Month

1 Month to

3 Months

3 Months to

1 Year

1 Year to

2 Years

2 Years to

3 Years

3 Years to

4 Years

4 Years to

5 Years

Over

5 Years

Cash inflows0%0%19%18%24%23%3%13%

Cash outflows0%0%17%18%25%22%3%15%

Westpac New Zealand Limited.33
Notes to the financial statements

THE BANKING GROUP

2017

Less Than

1 Month

1 Month to

3 Months

3 Months to

1 Year

1 Year to

2 Years

2 Years to

3 Years

3 Years to

4 Years

4 Years to

5 Years

Over

5 Years

Cash inflows

12%0%3%17%6%24%23%15%

Cash outflows12%0%4%17%6%25%21%15%

THE BANKING GROUP

$ millions20182017

Cash flow hedge ineffectiveness4 (5)

Dual fair value and cash flow hedges

Fixed rate foreign currency denominated debt is hedged using cross currency interest rate derivatives, designated as fair value hedges of foreign

interest rates and cash flow hedges of foreign exchange rates.

The notional amount and fair value of derivative instruments held for trading and designated in hedge relationships are set out in the following tables:

Derivatives held with external counterparties

THE BANKING GROUP

2018

$ millions

Notional

Amount

FAIR VALUE

Trading

Hedging

Total

Fair Value

Fair ValueCash Flow

AssetsLiabilitiesAssetsLiabilitiesAssetsLiabilitiesAssetsLiabilities

Interest rate contracts

Swap agreements 4,232 - - 18 (119) - - 18 (119)

Total interest rate contracts 4,232 - - 18 (119) - - 18 (119)

Foreign exchange contracts

Cross currency swap agreements 7,314 - - 25 (7) 542 (55) 567 (62)

Total foreign exchange contracts 7,314 - - 25 (7) 542 (55) 567 (62)

Total of gross derivatives 11,546 - - 43 (126) 542 (55) 585 (181)

Impact of netting arrangements - - - - - - - - -

Total of net derivatives 11,546 - - 43 (126) 542 (55) 585 (181)

THE BANKING GROUP

2017

$ millions

Notional

Amount

FAIR VALUE

Trading

Hedging

Tot a l

Fair Value

Fair ValueCash Flow

AssetsLiabilitiesAssetsLiabilitiesAssetsLiabilitiesAssetsLiabilities

Interest rate contracts

Swap agreements 4,488 - - 20 (164) - - 20 (164)

Total interest rate contracts 4,488 - - 20 (164) - - 20 (164)

Foreign exchange contracts

Cross currency swap agreements 7, 5 3 8 - - 30 (5) 170 (315) 200 (320)

Total foreign exchange contracts 7, 5 3 8 - - 30 (5) 170 (315) 200 (320)

Total of gross derivatives 12,026 - - 50 (169) 170 (315) 220 (484)

Impact of netting arrangements - - - - - - - - -

Total of net derivatives 12,026 - - 50 (169) 170 (315) 220 (484)

Note 25 Derivative financial instruments (continued)

34
Notes to the financial statements

Westpac New Zealand Limited.

Derivatives held with related parties

THE BANKING GROUP

2018

$ millions

Notional

Amount

FAIR VALUE

Trading

Hedging

Total

Fair ValueFair ValueCash Flow

AssetsLiabilitiesAssetsLiabilitiesAssetsLiabilitiesAssetsLiabilities

Interest rate contracts

Swap agreements 50,500 - (1) - (84) 40 (110) 40 (195)

Total interest rate contracts 50,500 - (1) - (84) 40 (110) 40 (195)

Foreign exchange contracts

Cross currency swap agreements 6,490 - - - - 355 (41) 355 (41)

Total foreign exchange contracts 6,490 - - - - 355 (41) 355 (41)

Total of gross derivatives 56,990 - (1) - (84) 395 (151) 395 (236)

Impact of netting arrangements - - - - - - - - -

Total of net derivatives 56,990 - (1) - (84) 395 (151) 395 (236)

THE BANKING GROUP

2017

$ millions

Notional

Amount

FAIR VALUE

Trading

Hedging

Tot a l

Fair ValueFair ValueCash Flow

AssetsLiabilitiesAssetsLiabilitiesAssetsLiabilitiesAssetsLiabilities

Interest rate contracts

Forward rate agreements 1,000 - - - - - - - -

Swap agreements 46,085 - - 1 (103) 51 (129) 52 (232)

Total interest rate contracts 47,085 - - 1 (103) 51 (129) 52 (232)

Foreign exchange contracts

Cross currency swap agreements 6,909 16 (26) - - - (75) 16 (101)

Total foreign exchange contracts 6,909 16 (26) - - - (75) 16 (101)

Total of gross derivatives 53,994 16 (26) 1 (103) 51 (204) 68 (333)

Impact of netting arrangements - - - - - - - - -

Total of net derivatives 53,994 16 (26) 1 (103) 51 (204) 68 (333)

Note 25 Derivative financial instruments (continued)

Westpac New Zealand Limited.35
Notes to the financial statements

Note 26 Fair value of financial assets and financial liabilities

Accounting policy

The fair value of a financial instrument is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction

between market participants at the measurement date.

On initial recognition, the transaction price generally represents the fair value of the financial instrument unless there is observable information from

an active market to the contrary. Where unobservable information is used, the difference between the transaction price and the fair value (day one

profit or loss) is recognised in the income statement over the life of the instrument when the inputs become observable.

Critical accounting assumptions and estimates

The majority of valuation models used by the Banking Group employ only observable market data as inputs. However, for certain financial

instruments, data may be employed which is not readily observable in current markets.

The availability of observable inputs is influenced by factors such as:

–product type;

–depth of market activity;

–maturity of market models; and

–complexity of the transaction.

Where unobservable market data is used, more judgment is required to determine fair value. The significance of these judgments depends on the

significance of the unobservable input to the overall valuation. Unobservable inputs are generally derived from other relevant market data and

adjusted against:

–standard industry practice;

–economic models; and

–observed transaction prices.

In order to determine a reliable fair value for a financial instrument, management may apply adjustments to the techniques previously described.

These adjustments reflect the Banking Group’s assessment of factors that market participants would consider in setting the fair value.

These adjustments incorporate bid/offer spreads, credit valuation adjustments and funding valuation adjustments.

Fair Valuation Control Framework

The Banking Group uses a Fair Valuation Control Framework where the fair value is either determined or validated by a function independent of the

transaction. This framework formalises the policies and procedures used to achieve compliance with relevant accounting, industry and regulatory

standards. The framework includes specific controls relating to:

–the revaluation of financial instruments;

–independent price verification;

–fair value adjustments; and

–financial reporting.

A key element of the Framework is the Revaluation Committee, comprising senior valuation specialists from within the Ultimate Parent Bank Group. The

Revaluation Committee reviews the application of the agreed policies and procedures to assess that a fair value measurement basis has been applied.

The method of determining fair value differs depending on the information available.

Fair value hierarchy

A financial instrument’s categorisation within the valuation hierarchy is based on the lowest level input that is significant to the fair value measurement.

The Banking Group categorises all fair value instruments according to the hierarchy described below.

Valuation techniques

The Banking Group applies market accepted valuation techniques in determining the fair valuation of Over the Counter derivatives. This includes

credit valuation adjustments and funding valuation adjustments, which incorporates credit risk and funding costs and benefits that arise in relation to

uncollateralised derivative positions, respectively.

The specific valuation techniques, the observability of the inputs used in valuation models and the subsequent classification for each significant product

category are outlined below:

36
Notes to the financial statements

Westpac New Zealand Limited.

Financial instruments measured at fair value

Level 1 instruments

The fair value of financial instruments traded in active markets based on recent unadjusted quoted prices. These prices are based on actual arm’s

length basis transactions.

The valuations of Level 1 instruments require little or no management judgment.

InstrumentBalance sheet categoryIncludes:Valuation technique

Non-asset backed

debt instruments

Trading securities

New Zealand

Government bonds

These instruments are traded in liquid, active markets

where prices are readily observable. No modelling or

assumptions are used in the valuation.

Available-for-sale securities

Level 2 instruments

The fair value for financial instruments that are not actively traded are determined using valuation techniques which maximise the use of observable

market prices. Valuation techniques include:

–the use of market standard discounting methodologies;

–option pricing models; and

–other valuation techniques widely used and accepted by market participants.

InstrumentBalance sheet categoryIncludes:Valuation technique

Interest rate

products

Derivative financial

instruments

Interest rate swaps, forwards

and options – derivative

financial instruments

Industry standard valuation models are used to

calculate the expected future value of payments

by product, which is discounted back to a

present value. The model’s interest rate inputs

are benchmark interest rates and active broker

quoted interest rates in the swap, bond and futures

markets. Interest rate volatilities are sourced from

brokers and consensus data providers.

Due from related entities

Due to related entities

Foreign exchange

products

Derivative financial

instruments

FX swaps – derivative financial

instruments

Derived from market observable inputs or

consensus pricing providers using industry

standard models.

Due from related entities

Due to related entities

Non-asset backed

debt instruments

Trading securities

Local authority and NZ

public securities, other bank

issued certificates of deposit,

commercial paper, other

government securities and

corporate bonds

Valued using observable market prices which are

sourced from consensus pricing services, broker

quotes or inter-dealer prices.

Available-for-sale securities

Due from related entities

Other financial liabilities at

fair value through income

statement

Security repurchase

agreements and reverse

repurchase agreements

over non-asset backed debt

securities

Due to related entities

Deposits and

other borrowings

at fair value

Deposits and other

borrowings

Certificates of deposit

Discounted cash flow using market rates offered

for deposits of similar remaining maturities.

Debt issues at fair

value

Debt issuesCommercial paper

Discounted cash flows, using a discount rate

which reflects the terms of the instrument and

the timing of cash flows adjusted for market

observable changes in the Bank’s implied credit

worthiness.

Level 3 instruments

Financial instruments valued where at least one input that could have a significant effect on the instrument’s valuation is not based on observable

market data due to illiquidity or complexity of the product. These inputs are generally derived and extrapolated from other relevant market data and

calibrated against current market trends and historical transactions.

These valuations are calculated using a high degree of management judgment.

Note 26 Fair value of financial assets and financial liabilities (continued)

Westpac New Zealand Limited.37
Notes to the financial statements

The table below summarises the attribution of financial instruments carried at fair value to the fair value hierarchy:

THE BANKING GROUP

20182017

$ millionsLevel 1Level 2Level 3 Total Level 1Level 2Level 3 Tot a l

Financial assets measured at fair value

Trading securities 6 1,145 - 1,151 20 1,777 - 1,797

Derivative financial instruments - 585 - 585 - 220 - 220

Available-for-sale securities 1,167 2,643 - 3,810 1,556 2,531 - 4,087

Due from related entities - 558 - 558 - 587 - 587

Total financial assets measured at fair value 1,173 4,931 - 6,104 1,576 5,115 - 6,691

Financial liabilities measured at fair value

Deposits and other borrowings at fair value - 1,218 - 1,218 - 593 - 593

Other financial liabilities at fair value through income statement - - - - - 19 - 19

Derivative financial instruments - 181 - 181 - 484 - 484

Debt issues at fair value - - - - - 1,642 - 1,642

Due to related entities - 251 - 251 - 355 - 355

Total financial liabilities measured at fair value - 1,650 - 1,650 - 3,093 - 3,093

Analysis of movements between Fair Value Hierarchy Levels

During the year there were no material transfers between levels of the fair value hierarchy (30 September 2017: nil).

Financial instruments not measured at fair value

For financial instruments not measured at fair value on a recurring basis, fair value has been derived as follows:

InstrumentValuation technique

Loans

Where available, the fair value of loans is based on observable market transactions; otherwise fair value is estimated

using discounted cash flow models. For variable rate loans, the discount rate used is the current effective interest

rate. The discount rate applied for fixed rate loans reflects the market rate for the maturity of the loan and the credit

worthiness of the borrower.

Deposits and other

borrowings

Fair values of deposit liabilities payable on demand (interest free, interest bearing and savings deposits) approximate

their carrying value. Fair values for term deposits are estimated using discounted cash flows, applying market rates

offered for deposits of similar remaining maturities.

Debt issues and loan

capital

Fair values are calculated using a discounted cash flow model. The discount rates applied reflect the terms of the

instruments, the timing of the estimated cash flows and are adjusted for any changes in the applicable credit spreads.

Due to related

entities

The fair value of the loan due to related entities is estimated using a discounted cash flow model. The discount rate

applied reflects the terms of the loan and the timing of the estimated cash flows. The carrying value of all other balances

due to related entities approximates the fair value. These items are either short-term in nature or re-price frequently.

All other financial

assets and financial

liabilities

For all other financial assets and financial liabilities, the carrying value approximates the fair value. These items are

either short-term in nature or re-price frequently, and are of a high credit rating.

Note 26 Fair value of financial assets and financial liabilities (continued)

38
Notes to the financial statements

Westpac New Zealand Limited.

The following tables summarise the estimated fair value and fair value hierarchy of financial instruments not measured at fair value:

THE BANKING GROUP

2018

$ millions

Carrying

Amount

Fair Value

Level 1Level 2Level 3 Total

Financial assets not measured at fair value

Cash and balances with central banks 1,353 1,353 - - 1,353

Receivables due from other financial institutions 70 70 - - 70

Other assets 225 - - 225 225

Loans 80,378 - - 80,503 80,503

Due from related entities 761 - 751 10 761

Total financial assets not measured at fair value 82,787 1,423 751 80,738 82,912

Financial liabilities not measured at fair value

Payables due to other financial institutions 497 476 21 - 497

Other liabilities 539 - 539 - 539

Deposits and other borrowings 61,884 - 61,276 647 61,923

Debt issues 13,725 - 13,845 - 13,845

Due to related entities 1,392 - 1,399 - 1,399

Loan capital 2,622 - - 2,645 2,645

Total financial liabilities not measured at fair value 80,659 476 77,080 3,292 80,848

THE BANKING GROUP

2017

$ millions

Carrying

Amount

Fair Value

Level 1Level 2Level 3 Tot a l

Financial assets not measured at fair value

Cash and balances with central banks 1,659 1,659 - - 1,659

Receivables due from other financial institutions 407 407 - - 407

Other assets 221 - - 221 221

Loans 7 7, 2 6 1 - - 7 7, 2 9 2 7 7, 2 9 2

Due from related entities 1,430 - 1,419 11 1,430

Total financial assets not measured at fair value 80,978 2,066 1,419 7 7, 5 24 81,009

Financial liabilities not measured at fair value

Payables due to other financial institutions 143 143 - - 143

Other liabilities 423 - 423 - 423

Deposits and other borrowings 58,405 - 57,849 601 58,450

Debt issues 15,087 - 15,259 - 15,259

Due to related entities 1,771 - 1,786 - 1,786

Loan capital 2,616 - 1,500 1,188 2,688

Total financial liabilities not measured at fair value 78,445 143 76,817 1,789 78,749

Note 27 Offsetting financial assets and financial liabilities

Accounting policy

Financial assets and liabilities are presented net on the balance sheet when the Banking Group has a legally enforceable right to offset them in all

circumstances and there is an intention to settle the asset and liability on a net basis, or to realise the asset and settle the liability simultaneously.

The gross assets and liabilities behind the net amounts reported on the balance sheet are disclosed in the table below.

Some of the Banking Group’s offsetting arrangements are not enforceable in all circumstances. The assets and liabilities under such agreements are

also disclosed in the table below, to illustrate the net balance sheet amount if these future events should occur. The amounts in the tables below may

not tie back to the balance sheet if there are balances which are not subject to offsetting arrangements. The amounts presented in this note do not

represent the credit risk exposure of the Banking Group. Refer to Note 35.2 for information on credit risk management. The offsetting and collateral

arrangements and other credit risk mitigation strategies used by the Banking Group are further explained in the ‘Management of risk mitigation’ section

under Note 35.2.

Note 26 Fair value of financial assets and financial liabilities (continued)

Westpac New Zealand Limited.39
Notes to the financial statements

THE BANKING GROUP

2018

Effects of Offsetting on Balance Sheet

Amounts Subject to Enforceable

Netting Arrangements But Not Offset

$ millions

Gross

Amounts

Amounts

Offset

Net Amounts

Reported on

the Balance

Sheet

Other

Recognised

Financial

Instruments

Cash

Collateral

Financial

Instrument

Collateral Net amount

Assets

Derivative financial instruments 585 - 585 (109) (471) - 5

Due from related entities - securities

purchased under agreement to resell

1

163 - 163 - - (163) -

Due from related entities - derivative

financial instruments

1

395 - 395 (236) - - 159

Total assets 1,143 - 1,143 (345) (471) (163) 164

Liabilities

Derivative financial instruments 181 - 181 (109) (70) - 2

Due to related entities - security

repurchase agreements

3

15 - 15 - - (15) -

Due to related entities - derivative

financial instruments

3

236 - 236 (236) - - -

Total liabilities 432 - 432 (345) (70) (15) 2

THE BANKING GROUP

2017

Effects of Offsetting on Balance Sheet

Amounts Subject to Enforceable

Netting Arrangements But Not Offset

$ millions

Gross

Amounts

Amounts

Offset

Net Amounts

Reported on the

Balance Sheet

Other

Recognised

Financial

Instruments

Cash

Collateral

Financial

Instrument

Collateral Net amount

Assets

Derivative financial instruments 220 - 220 (168) (52) - -

Due from related entities - securities

purchased under agreement to resell

1

519 - 519 - - (519) -

Due from related entities - derivative

financial instruments

1

68 - 68 (68) - - -

Total assets 807 - 807 (236) (52) (519) -

Liabilities

Security repurchase agreements

2

19 - 19 - - (19) -

Derivative financial instruments 484 - 484 (168) (314) - 2

Due to related entities - security

repurchase agreements

3

22 - 22 - - (22) -

Due to related entities - derivative

financial instruments

3

333 - 333 (68) - - 265

Total liabilities 858 - 858 (236) (314) (41) 267

1

Forms part of due from related entities on the balance sheet (refer to Note 24).

2

Forms part of other financial liabilities at fair value through income statement on the balance sheet.

3

Forms part of due to related entities on the balance sheet (refer to Note 24).

Other recognised financial instruments

These financial assets and liabilities are subject to master netting agreements which are not enforceable in all circumstances, so they are recognised

gross on the balance sheet. The offsetting rights of the master netting arrangements can only be enforced if a predetermined event occurs in the future,

such as a counterparty defaulting.

Note 27 Offsetting financial assets and financial liabilities (continued)

40
Notes to the financial statements

Westpac New Zealand Limited.

Cash collateral and financial instrument collateral

These amounts are received or pledged under master netting arrangements against the gross amounts of assets and liabilities. Financial instrument

collateral typically comprises securities which can be readily liquidated in the event of counterparty default. The offsetting rights of the master netting

arrangement can only be enforced if a predetermined event occurs in the future, such as a counterparty defaulting.

Note 28 Operating lease commitments

The Banking Group leases various commercial and retail premises and related plant and equipment. The lease commitments at 30 September are as

follows:

THE BANKING GROUP

$ millions20182017

Due within one year 55 55

Due after one year but not later than five years 147 141

Due after five years 197 159

Total lease commitments 399 355

Operating leases are entered into to meet the business needs of entities in the Banking Group. Lease rentals are determined in accordance with market

conditions when leases are entered into or on rental review dates.

Note 29 Credit related commitments, contingent assets and contingent liabilities

Accounting policy

Undrawn credit commitments

The Banking Group enters into various arrangements with customers which are only recognised in the balance sheet when called upon.

These arrangements include commitments to extend credit, bill endorsements, financial guarantees, standby letters of credit and underwriting

facilities.

Contingent assets

Contingent assets are possible assets whose existence will be confirmed only by uncertain future events. Contingent assets are not recognised on

the balance sheet but are disclosed if an inflow of economic benefits is probable.

Contingent liabilities

Contingent liabilities are possible obligations whose existence will be confirmed only by uncertain future events, and present obligations where the

transfer of economic resources is not probable or cannot be reliably measured. Contingent liabilities are not recognised on the balance sheet but

are disclosed unless the outflow of economic resources is remote.

Undrawn credit commitments

The Banking Group enters into various arrangements with customers which are only recognised on the balance sheet when called upon. These

arrangements include commitments to extend credit, bill endorsements, financial guarantees, standby letters of credit and underwriting facilities.

They expose the Banking Group to liquidity risk when called upon and also to credit risk if the customer fails to repay the amounts owed at the due

date. The maximum exposure to credit loss is the contractual or notional amount of the instruments disclosed below. Some of the arrangements can be

cancelled by the Banking Group at any time and a significant portion is expected to expire without being drawn. The actual required liquidity and credit

risk exposure is therefore less than the amounts disclosed. The Banking Group uses the same credit policies when entering into these arrangements as

it does for on-balance sheet instruments. Refer to Note 35 for further details on liquidity risk and credit risk management.

The Banking Group is obliged to repurchase any loan sold to and held by:

a. WNZSL (pursuant to its securitisation programme) where the loan does not meet certain terms and conditions of the WNZSL securitisation

programme;

b. WNZCBL (pursuant to the CB Programme) where:

i. it is discovered that there has been a material breach of a sale warranty (or any such sale warranty is materially untrue);

ii. the loan becomes materially impaired or is enforced prior to the second monthly covered bond payment date falling after the assignment of the

loan; or

iii. at the cut-off date relating to the loan, there were arrears of interest and that loan subsequently becomes a delinquent loan prior to the second

monthly covered bond payment date falling after the assignment of the loan.

It is not envisaged that any liability resulting in material loss to the Banking Group will arise from these obligations.

Note 27 Offsetting financial assets and financial liabilities (continued)

Westpac New Zealand Limited.41
Notes to the financial statements

THE BANKING GROUP

$ millions20182017

Letters of credit and guarantees

1

863 772

Commitments to extend credit

2

24,650 25,081

Other60 10

Total undrawn credit commitments 25,573 25,863

1

Letters of credit and guarantees are undertakings to pay, against presentation documents, an obligation in the event of a default by a customer. Guarantees are

unconditional undertakings given to support the obligations of a customer to third parties. The Banking Group may hold cash as collateral for certain guarantees issued.

2

Commitments to extend credit include all obligations on the part of the Banking Group to provide credit facilities. As facilities may expire without being drawn upon, the

notional amounts do not necessarily reflect future cash requirements.

Contingent assets

The credit commitments shown in the table above also constitute contingent assets. These commitments would be classified as loans on the balance

sheet on the contingent event occurring.

Contingent liabilities

The Banking Group has contingent liabilities in respect of actual and potential claims and proceedings. An assessment of the Banking Group’s likely loss in

respect of these matters has been made on a case-by-case basis and provision has been made in these financial statements where appropriate.

Additional information relating to any provision or contingent liability has not been provided where disclosure of such information might be expected to

seriously prejudice the position of the Banking Group.

WNZIL, a subsidiary of the Bank, leases the majority of the properties occupied by the Bank. The Bank guarantees a significant portion of lease obligations.

As is normal practice, the lease agreements contain ‘make good’ provisions which require WNZIL, upon termination of the lease, to return the premises

to the lessor in the original condition. The maximum amount payable by WNZIL upon vacation of all leased premises subject to these provisions as at 30

September 2018 was estimated to be $30 million (30 September 2017: $30 million).

No amount has been recognised for the $30 million in estimated maximum vacation payments as the Banking Group believes it is highly unlikely that

WNZIL would incur a material operating loss as a result of such ‘make good’ provisions in the normal course of its business operations.

Guarantees

As disclosed in Note 24, the Bank has an agreement with the NZ Branch whereby the Bank will reimburse the NZ Branch for any credit losses incurred by

it due to certain customers of the Bank defaulting on certain financial market and international products.

Note 30 Segment reporting

Accounting policy

Operating segments are presented on a basis that is consistent with information provided internally to the Banking Group’s chief operating decision-

maker and reflects the management of the business, rather than the legal structure of the Banking Group. The chief operating decision-maker

is the person or group that allocates resources to and assesses the performance of the operating segments of an entity. The Banking Group has

determined that the Bank’s executive team is its chief operating decision-maker.

All transactions between business segments are conducted on an arm’s length basis, with inter-segment revenue and costs being eliminated at

head office. Income and expenses directly associated with each segment are included in determining business segment performance.

The Banking Group operates predominantly in the consumer banking and wealth, commercial corporate and institutional banking, and investments and

insurance sectors within New Zealand. On this basis, no geographical segment reporting is provided.

The operating segment results have been presented on a management reporting basis and consequently internal charges and transfer pricing

adjustments have been reflected in the performance of each operating segment. Intersegment pricing is determined on a cost recovery basis.

The Banking Group does not rely on any single major customer for its revenue base.

Comparative information for the year ended 30 September 2017 has been restated following changes to the allocation of costs and the Ultimate

Parent Bank updating its capital allocation framework. Comparative information has been restated to ensure consistent presentation with the current

reporting period. The revised presentation has no impact on total profit before income tax expense for the year ended 30 September 2017.

The Banking Group’s operating segments are defined by the customers they serve and the services they provide. The Banking Group has identified the

following main operating segments:

–Consumer Banking and Wealth provides financial services predominantly for individuals;

–Commercial, Corporate and Institutional Banking provides a broad range of financial services for commercial, corporate, property finance,

agricultural, institutional and government customers; and

–Investments and Insurance provides funds management and insurance services.

Note 29 Credit related commitments, contingent assets and contingent liabilities (continued)

42
Notes to the financial statements

Westpac New Zealand Limited.

Reconciling items primarily represent:

–business units that do not meet the definition of operating segments under NZ IFRS 8 Operating Segments;

–elimination entries on consolidation of the results, assets and liabilities of the Banking Group’s controlled entities in the preparation of the consolidated

financial statements of the Banking Group;

–results of certain entities included for management reporting purposes, but excluded from the consolidated financial statements of the Banking Group

for statutory financial reporting purposes; and

–results of certain business units excluded for management reporting purposes, but included within the consolidated financial statements of the

Banking Group for statutory financial reporting purposes.

THE BANKING GROUP

$ millions

Consumer

Banking and

Wealth

Commercial,

Corporate and

Institutional

Investments

and

Insurance

Reconciling

ItemsTotal

Year ended 30 September 2018

Net interest income1,145 705 1 (7) 1,844

Non-interest income177 153 138 (95) 373

Net operating income before operating expenses and

impairment charges

1,322 858 139 (102) 2,217

Operating expenses(679)(221)(32)17 (915)

Impairment (charges)/benefits(33)9 - 21 (3)

Profit before income tax610 646 107 (64) 1,299

Total gross loans46,605 34,068 - 29 80,702

Total deposits and other borrowings36,147 25,737 - 1,218 63,102

Year ended 30 September 2017 (restated)

Net interest income1,053 683 1 4 1,741

Non-interest income219 153 131 (98) 405

Net operating income before operating expenses and

impairment charges

1,272 836 132 (94) 2 ,146

Operating expenses(708)(221)(29)4 (954)

Impairment (charges)/benefits(34)97 - 13 76

Profit before income tax530 712 103 (77) 1,268

Total gross loans44,707 32,870 - 34 7 7,6 1 1

Total deposits and other borrowings34,044 24,361 - 593 58,998

Note 31 Securitisation, covered bonds and other transferred assets

The Banking Group enters into transactions in the normal course of business by which financial assets are transferred to counterparties or structured

entities. Depending on the circumstances, these transfers may result in derecognition of the assets in their entirety, partial derecognition or no

derecognition of the assets subject to the transfer. For the Banking Group’s accounting policy on derecognition of financial assets, refer to Note 1.

Securitisation

Securitisation is the transferring of assets (or an interest in either the assets or the cash flows arising from the assets) to a structured entity which then

issues interest bearing debt securities to third party investors.

Own assets securitised

Securitisation of its own assets is used by the Banking Group as a funding and liquidity tool.

For securitisation structured entities which the Banking Group controls, as defined in Note 32, the structured entities are classified as subsidiaries and

consolidated. When assessing whether the Banking Group controls a structured entity, it considers its exposure to and ability to affect variable returns.

The Banking Group may have variable returns from a structured entity through ongoing exposures to the risks and rewards associated with the assets,

the provision of derivatives, liquidity facilities, trust management and operational services.

In October 2008, WNZSL was set up as part of the Bank’s internal residential mortgage-backed securitisation programme. Under this programme

the Bank sold the rights (but not the obligations) of a pool of housing loans to WNZSL. The purchase was funded by WNZSL’s issuance of residential

mortgage-backed securities (‘RMBS’). The RMBS and an equivalent liability in the form of a deemed loan from the Bank to WNZSL are fully eliminated

in the Banking Group’s financial statements. Refer to Note 29 for a description of the Banking Group’s obligation to repurchase certain housing loans

sold to WNZSL.

Note 30 Segment reporting (continued)

Westpac New Zealand Limited.43
Notes to the financial statements

Covered bonds

The Banking Group has a covered bond programme whereby selected pools of housing loans it originates are assigned to a bankruptcy remote

structured entity. WNZCBL is a special purpose entity established to purchase from time to time, and hold the rights, but not the obligations, of a pool

of housing loans (‘cover pool’) and to provide a financial guarantee (in addition to that of the Bank) in respect of obligations under the covered bonds

issued from time to time by WSNZL under the CB Programme. That financial guarantee is supported by WNZCBL granting security in favour of the

covered bondholders over the cover pool.

The intercompany loan made by the Bank to WNZCBL to fund the initial purchase (and subsequent further purchases which increased the cover pool)

and the liability representing the deemed loan from WNZCBL to the Bank are fully eliminated in the Banking Group’s financial statements. Refer to Note

29 for a description of the Banking Group’s obligation to repurchase certain housing loans sold to WNZCBL.

Security repurchase agreements

Where securities are sold subject to an agreement to repurchase at a predetermined price, they remain recognised on the balance sheet in their original

category (i.e. trading securities or available-for-sale securities).

The cash consideration received is recognised as a liability (security repurchase agreements). Refer to Note 17 for further details.

The following table presents the Banking Group’s assets transferred and their associated liabilities:

THE BANKING GROUP

For those liabilities that only have recourse

to the transferred assets:

$ millions

Carrying

amount of

transferred

assets

Carrying

amount of

associated

liabilities

Fair value of

transferred

assets

Fair value of

associated

liabilities

Net fair value

position

2018

Securitisation - own assets

1

5,033 5,015 5,021 5,015 6

Covered bonds

2

7,533 5,656 n/a n/a n/a

Security repurchase agreements 15 15 n/a n/a n/a

Total 12,581 10,686 5,021 5,015 6

2017

Securitisation - own assets

1

5,034 5,013 5,018 5,013 5

Covered bonds

2

7,535 5,246 n/a n/a n/a

Security repurchase agreements 41 41 n/a n/a n/a

Total 12,610 10,300 5,018 5,013 5

1

The most senior rated securities at 30 September 2018 of $4,700 million (30 September 2017: $4,700 million) qualify as eligible collateral for repurchase agreements with

the Reserve Bank. The Bank takes advantage of the Reserve Bank’s guidelines for its overnight reverse repo facility and open market operations, which allows banks in

New Zealand to offer RMBS as collateral for the Reserve Bank’s repurchase agreements.

2

The difference between the carrying values of the covered bonds and the assets pledged allows for the immediate issuance of additional covered bonds if required.

These additional assets can be repurchased by the Bank at its discretion, subject to the conditions set out in the transaction documents. The cover pool is comprised of

housing loans up to a value of $7,500 million as at 30 September 2018 (30 September 2017: $7,500 million). Over time, the composition of the cover pool will include, in

addition to housing loans, accrued interest (representing accrued and unpaid interest on the outstanding housing loans) and cash (representing collections of principal

and interest from the underlying housing loans).

Note 32 Structured entities

Accounting policy

Structured entities are generally created to achieve a specific, defined objective and their operations are restricted such as only purchasing specific

assets. Structured entities are commonly financed by debt or equity securities that are collateralised by and/or indexed to their underlying assets.

The debt and equity securities issued by structured entities may include tranches with varying levels of subordination.

Structured entities are classified as subsidiaries and consolidated if they meet the definition in Note 1. If the Banking Group does not control a

structured entity then it will not be consolidated.

The Banking Group engages in various transactions with both consolidated and unconsolidated structured entities that are mainly involved in

securitisations.

Consolidated structured entities

Securitisation and covered bonds

The Banking Group uses structured entities to securitise its financial assets through the CB Programme and the Bank’s internal residential mortgage-

backed securitisation programme. Refer to Note 31 for further details.

Note 31 Securitisation, covered bonds and other transferred assets (continued)

44
Notes to the financial statements

Westpac New Zealand Limited.

Funds managed by a member of the Ultimate Parent Bank Group

As disclosed in Note 24 and the ‘Funds management and other fiduciary activities’ section below, the PIE Funds are consolidated within the financial

statements of the Banking Group.

Non-contractual financial support

The Banking Group does not provide non-contractual financial support to these consolidated structured entities.

Unconsolidated structured entities

The Banking Group has interests in various unconsolidated structured entities including debt instruments, liquidity arrangements, lending, loan

commitments and certain derivatives.

Interests exclude non-complex derivatives (e.g. interest rate swap agreements) and lending to a structured entity with recourse to a wider operating

entity, not just the structured entity.

The Banking Group’s main interests in unconsolidated structured entities, which arise in the normal course of business, are loans and other credit

commitments. The Banking Group lends to unconsolidated structured entities, subject to the Banking Group’s collateral and credit approval processes,

in order to earn interest and fee income. The structured entities are mainly securitisation entities.

The following table shows the Banking Group’s interests in unconsolidated structured entities and its maximum exposure to loss in relation to those

interests. The maximum exposure does not take into account any collateral or hedges that will reduce the risk of loss.

–For on-balance sheet instruments, including debt instruments in and loans to unconsolidated structured entities, the maximum exposure to loss is

the carrying value; and

–For off-balance sheet instruments, including liquidity facilities and loan and other credit commitments, the maximum exposure to loss is the

notional amounts.

THE BANKING GROUP

20182017

$ millions Financing to Securitisation Vehicles Financing to Securitisation Vehicles

Assets

Loans 2,632 2,297

Total on-balance sheet exposures 2,632 2,297

Total notional amounts of off-balance sheet exposures 765 1,052

Maximum exposure to loss 3,397 3,349

Size of structured entities

1

3,397 3,349

1

Represented by the total assets or market capitalisation of the entity, or if not available, the Banking Group’s total committed exposure (for lending arrangements and

external debt holdings).

Non-contractual financial support

The Banking Group does not provide non-contractual financial support to these unconsolidated structured entities.

Funds management and other fiduciary activities

The Bank markets the products of BTNZ, a member of the Ultimate Parent Bank Group, through its branches, advisory network and private bank. The

Bank derives distribution fees from the sale of managed fund products, superannuation and unit trusts marketed on behalf of BTNZ. The Bank also

provides investment advice to a number of clients, which includes the provision of other fiduciary activities.

The PIE Funds are administered by the Banking Group (refer to Note 24 for further details) and invest in deposits with the Bank. The Bank is considered to

control the PIE Funds, and as such they are consolidated within the financial statements of the Banking Group. As at 30 September 2018, $3,249 million

(30 September 2017: $2,870 million) of funds under management were invested by the PIE Funds in the Bank’s deposits.

Marketing and distribution of insurance products

The Bank markets and distributes both life and general insurance products. The life insurance products are underwritten by Westpac Life-NZ- Limited,

a member of the Ultimate Parent Bank Group, and by external third party insurance companies. The general insurance products are fully underwritten

by external third party insurance companies. Disclosures are made in marketing material that the products are underwritten by those companies and

that the Bank does not guarantee the obligations of, or any products issued by, those companies.

Note 32 Structured entities (continued)

Westpac New Zealand Limited.45
Notes to the financial statements

Risk management

The Banking Group’s risk management strategy (refer to Note 35) will help minimise the possibility that any difficulties arising from the above activities

would adversely impact the Banking Group.

Furthermore, during the year ended 30 September 2018:

–financial services provided by any member of the Banking Group to entities which conduct the trust, custodial, securitisation, funds management and

other fiduciary activities described above, or on whose behalf insurance products are marketed or distributed, have been provided at arm’s length

terms and conditions and at fair value; and

–assets purchased by any member of the Banking Group from entities which conduct the trust, custodial, securitisation, funds management and other

fiduciary activities specified above, or on whose behalf insurance products are marketed or distributed, have been purchased on arm’s length terms

and conditions and at fair value.

Peak aggregate funding provided to entities

During the year ended 30 September 2018, the Banking Group did not provide any funding to entities conducting funds management and other fiduciary

activities, securitisation activities or insurance product marketing and distribution activities described in this note (30 September 2017: nil).

Note 33 Insurance business

The Banking Group does not conduct any insurance business (as that term is defined in the Order).

Note 34 Capital adequacy

The information contained in this note has been derived in accordance with the Banking Group’s conditions of registration which relate to capital

adequacy and BS2B issued by the Reserve Bank, except for the matters of non-compliance with condition of registration 1B disclosed on pages 77 and

78. The Bank considers its internal credit model methodologies result in the retention of an appropriate amount of capital to reflect its credit risk and

any effect of the non-compliance with its conditions of registration 1B on the information relating to capital adequacy is not considered by the Bank to

be material.

The Banking Group maintains an actively managed capital base to cover risks inherent in the business. The adequacy of the Banking Group’s capital is

monitored using, among other measures, the rules and ratios established by the Basel Committee on Banking Supervision (‘BCBS’) and adopted by the

Reserve Bank in supervising the Banking Group.

Capital management

The primary objectives of the Banking Group’s capital management are to ensure that the Banking Group complies with the regulatory capital

requirements prescribed by the Reserve Bank, maintains strong credit ratings and holds a strong capital position in order to support its business

objectives and maximise shareholders’ value.

The Banking Group manages its capital structure and makes adjustments to this in light of changing economic conditions and the risk characteristics

of its activities. In order to maintain or adjust the capital structure, the Banking Group may adjust the amount of dividend payments to shareholders,

reduce discretionary expenditure, return/issue capital to shareholders or issue capital securities.

Three independent processes, undertaken by Directors and senior management of the Bank, are designed to manage the Banking Group’s capital

adequacy to support its current and future activities:

1. The Banking Group actively monitors its capital adequacy as part of the annual Banking Group internal capital adequacy assessment process

(‘ICAAP’) and reports this to senior management and the Bank’s BRCC. This process supports the Board approved risk appetite statement. This

statement outlines the target debt rating, target capital ratios and the degree of earnings volatility that is acceptable. Capital ratios are set at a higher

level than required by the regulator, which both reduces the risk of breaching the conditions of registration and provides investor confidence.

2. The Banking Group calculates the capital required to be held for its current risk profile and forecasts the estimated capital position based on expected

future activities. The forecast capital required is assessed against the target ranges that have been approved by the Board in regard to capital ratios.

The Banking Group also reviews its positions in this process against other stakeholder requirements to ensure capital efficiency.

3. The Ultimate Parent Bank Group takes capital considerations into account during its Board Strategy Review (‘BSR’). The BSR is an annual process

where the current strategic direction of the Ultimate Parent Bank Group is reviewed and refinements are made.

Note 32 Structured entities (continued)

46
Notes to the financial statements

Westpac New Zealand Limited.

The Banking Group’s capital summary (unaudited)

THE BANKING GROUP

$ millionsNote2018

Tier 1 capital

Common Equity Tier 1 capital

Paid-up ordinary shares issued by the Bank plus related share premium 23 5,100

Retained earnings (net of appropriations) 2,229

Accumulated other comprehensive income and other disclosed reserves

1

(51)

Less deductions from Common Equity Tier 1 capital

Goodwill (477)

Other intangible assets

2

(168)

Cash flow hedging reserve 60

Deferred tax asset deduction (156)

Expected loss excess over eligible allowance (247)

Total Common Equity Tier 1 capital 6,290

Additional Tier 1 capital

Additional Tier 1 capital instruments

3

22 1,500

Total additional Tier 1 capital 1,500

Total Tier 1 capital 7,790

Tier 2 capital

Tier 2 capital instruments

3

22 1,135

Revaluation reserves -

Eligible impairment allowance in excess of expected loss -

Total Tier 2 capital 1,135

Total capital 8,925

1

Accumulated other comprehensive income and other disclosed reserves consist of available-for-sale securities reserve and cash flow hedge reserve as disclosed on the

balance sheet.

2

Includes capitalised transaction costs on loan capital and debt issues.

3

Excludes capitalised transaction costs.

Capital ratios (unaudited)

The Basel banking accords (the ‘Accords’) have been developed and strengthened over time by the BCBS to enhance the banking regulatory framework.

The Accords are made up of the different Basel frameworks with the latest being Basel III. Basel III builds on the Basel I and Basel II frameworks, and

seeks to improve the banking sector’s ability to deal with financial and economic stress, improve risk management and strengthen banks’ transparency.

The Basel III framework is built on three mutually reinforcing pillars. Pillar 1 sets out the mechanics for minimum capital adequacy requirements for

credit, market and operational risks. Pillar 2 relates to the internal assessment of capital adequacy and the supervisory review process. Pillar 3 deals

with market disclosure and market discipline.

For the purposes of calculating the capital adequacy ratios for the Bank on a solo basis, wholly-owned and wholly-funded subsidiaries of the Banking

Group are consolidated with the Bank. In this context, wholly-funded by the Bank means there are no liabilities (including off-balance sheet obligations)

to anyone other than the Bank, the Inland Revenue or trade creditors, where aggregate exposure to trade creditors does not exceed 5% of the

subsidiary’s shareholder’s equity. Wholly-owned by the Bank means that all equity issued by the subsidiary is held by the Bank or is ultimately owned by

the Bank through a chain of ownership where each entity is 100% owned by its parent.

Note 34 Capital adequacy (continued)

Westpac New Zealand Limited.47
Notes to the financial statements

The table below is disclosed under the Reserve Bank’s Basel III framework in accordance with Clause 15 of Schedule 11 to the Order and represents the

capital adequacy calculation based on BS2B.

THE BANKING GROUPThe Bank

2

%

Reserve Bank

Minimum Ratios

1

2018 2017 2018 2017

Common Equity Tier 1 capital ratio 6.5 11.7 11.1 11.0 8.8

Tier 1 capital ratio 8.0 14.5 14.0 13.6 11.1

Total capital ratio 10.0 16.6 16.1 15.6 12.8

Buffer ratio 2.5 5.2 6.6 N/A N/A

1

Changes to the Bank’s conditions of registration, effective from 31 December 2017, have increased the Common Equity Tier 1 capital ratio, the Tier 1 capital ratio and Total

capital ratio (‘minimum capital ratios’) by 2% compared to the minimum capital ratios as at 30 September 2017. The increased minimum capital ratios will remain in

place until the Bank has satisfied the Reserve Bank that all existing issues in relation to the matters of non-compliance on pages 77 and 78 have been resolved.

2

On 26 September 2018 the Reserve Bank confirmed it has no objection to the Bank using the Internal Ratings Based (‘IRB’) approach to assess the risk weighting of two

solo-deconsolidated entities for the purposes of calculating the Bank’s solo capital ratios. On a comparable basis, the Bank’s solo capital ratios as at 30 September 2017

would be Common Equity Tier 1 of 10.5%, Tier 1 capital of 13.1% and Total capital of 15.1%.

Banking Group Pillar 1 total capital requirement (unaudited)

THE BANKING GROUP

2018

$ millions

Total Exposure After

Credit Risk Mitigation

Risk-weighted Exposure

or Implied Risk-weighted

Exposure

Total Capital

Requirement

Credit risk

Exposures subject to the internal ratings based approach 100,688 39,9313,195

Equity exposures - - -

Specialised lending subject to the slotting approach 8,040 7,292 583

Exposures subject to the standardised approach 2,516 1,027 82

Total credit risk (scaled)

1

111,244 48,2503,860

Operational risk N/A 4,532 363

Market risk N/A 1,038 83

Total 111,244 53,8204,306

1

The value of the scalar used in determining the credit risk weighted exposure is 1.06 as required by the conditions of registration.

Capital for other material risk

Summary of ICAAP (unaudited)

The Banking Group’s ICAAP outlines the Banking Group’s approach to meeting minimum capital requirements and confirming that capital held by

the Bank is commensurate with its risk profile. The Banking Group’s ICAAP complies with the requirements set out in the Reserve Bank document

‘Guidelines on a Bank’s Internal Capital Adequacy Assessment Process (ICAAP)’ (BS12) in accordance with the Bank’s Conditions of Registration.

The Banking Group’s ICAAP is founded on the principle that its target level of capital is directly related to its risk appetite and corresponding risk profile.

The ICAAP supplements the minimum regulatory capital requirements in respect of credit, market and operational risk through the consideration

of a broader range of risk types and the Banking Group’s risk and capital management capabilities. The ICAAP also takes account of future strategic

objectives, stress testing, regulatory developments and peer group comparatives.

The Banking Group’s ICAAP identifies, reviews and measures additional material risks that must be captured within the Banking Group’s capital

adequacy assessment process. The additional material risks considered are those not captured by Pillar 1 regulatory capital requirements and include

compliance risk, conduct risk, liquidity risk, reputational risk, environmental, social and governance risk, business/strategic risk, other assets risk,

model risk, deferred acquisition cost risk and subsidiary risk.

The Banking Group’s internal capital allocation for ‘other material risks’ is $245 million as at 30 September 2018 (30 September 2017: $256 million).

Note 34 Capital adequacy (continued)

48
Notes to the financial statements

Westpac New Zealand Limited.

Ultimate Parent Bank Group Basel III capital adequacy ratios (unaudited)

The table below represents the capital adequacy calculation for the Ultimate Parent Bank and the Ultimate Parent Bank Group as at 30 September 2018

based on Australian Prudential Regulation Authority’s (‘APRA’) application of the Basel III capital adequacy framework.

THE BANKING GROUP

%20182017

Ultimate Parent Bank Group (excluding entities specifically excluded by APRA regulations)

1, 2

Common Equity Tier 1 capital ratio 10.6 10.6

Additional Tier 1 capital ratio 2.2 2 .1

Tier 1 capital ratio 12.8 12.7

Tier 2 capital ratio 1.9 2 .1

Total regulatory capital ratio 14.7 14.8

Ultimate Parent Bank (Extended Licensed Entity)

1, 3

Common Equity Tier 1 capital ratio 10.5 10.4

Additional Tier 1 capital ratio 2.3 2.2

Tier 1 capital ratio 12.8 12.6

Tier 2 capital ratio 2.0 2.4

Total regulatory capital ratio 14.8 15.0

1

The capital ratios represent information mandated by APRA. The capital ratios of the Ultimate Parent Bank Group are publicly available in the Ultimate Parent Bank Group’s

Pillar 3 report. This information is made available to users via the Ultimate Parent Bank’s website (www.westpac.com.au).

2

Ultimate Parent Bank Group (excluding entities specifically excluded by APRA regulations) comprises the consolidation of the Ultimate Parent Bank and its subsidiary

entities except those entities specifically excluded by APRA regulations for the purposes of measuring capital adequacy (Level 2). The head of the Level 2 group is the

Ultimate Parent Bank.

3

Ultimate Parent Bank (Extended Licensed Entity) comprises the Ultimate Parent Bank and its subsidiary entities that have been approved by APRA as being part of a single

Extended Licensed Entity for the purpose of measuring capital adequacy (Level 1).

Under APRA’s Prudential Standards, Australian authorised deposit-taking institutions (‘ADI’), including the Ultimate Parent Bank Group are required

to maintain minimum ratios of capital to risk weighted assets (‘RWA’), as determined by APRA. For the calculation of RWAs, the Ultimate Parent Bank

Group is accredited by APRA to apply advanced models permitted by the Basel III global capital adequacy regime. The Ultimate Parent Bank Group

uses the Advanced Internal Ratings Based (‘Advanced IRB’) approach for credit risk, the Advanced Measurement Approach (‘AMA’) for operational risk

and the internal model approach for interest rate risk in the banking book for calculating regulatory capital. APRA’s prudential standards are generally

consistent with the International Regulatory Framework for Banks, also known as Basel III, issued by the Basel Committee on Banking Supervision

(‘BCBS’), except where APRA has exercised certain discretions.

The Ultimate Parent Bank Group is required to disclose additional detailed information on its risk management practices and capital adequacy on a

quarterly basis. This information is made available to users via the Ultimate Parent Bank’s website (www.westpac.com.au).

The Ultimate Parent Bank Group (excluding entities specifically excluded by APRA regulations), and the Ultimate Parent Bank (Extended Licensed Entity

as defined by APRA), exceeded the minimum capital adequacy requirements as specified by APRA as at 30 September 2018.

Note 35 Risk management

The Banking Group regards the management of risk to be a fundamental management activity performed at all levels of its business. The Banking Group’s

risk management strategy includes a sound risk culture and sets out minimum standards for risk management across all risk types (‘Risk Management

Strategy’). The Banking Group adopts a ‘Three Lines of Defence’ approach to risk management which reflects our culture of ‘risk is everyone’s business

in which all employees are responsible for identifying and managing risk and operating within the Banking Group’s desired risk profile.

The 1st Line of Defence – Risk identification, risk management and self-assurance

Divisional business units and corporate core functions are responsible for identifying, evaluating and managing the risks that originate within approved

risk appetite and policies. They are required to establish and maintain appropriate risk management controls, resources and self-assurance processes.

The 2nd Line of Defence – Establishment of risk management frameworks and policies and risk management oversight

The 2nd Line of Defence comprises separate risk and compliance advisory, control, assurance and monitoring functions which establish frameworks,

policies, limits and processes for the management, monitoring and reporting of risk. The 2nd Line of Defence may approve risks outside the authorities

granted to the 1st Line and also evaluate and provide assurance over the adequacy and effectiveness of 1st Line controls and application of frameworks

and policies and, where necessary, require improvement and monitor the 1st Line’s progress toward remediation of identified deficiencies.

The 3rd Line of Defence – Independent assurance

The audit function independently evaluates, and opines on, the adequacy and effectiveness of the overall risk management framework and controls to

the Board and senior executives.

Note 34 Capital adequacy (continued)

Westpac New Zealand Limited.49
Notes to the financial statements

Financial instruments are fundamental to the Banking Group’s business of providing banking and financial services. The associated financial risks

(including credit risk, funding and liquidity risk and market risk) are a significant proportion of the total risks faced by the Banking Group.

This note details the risk management policies, practices and quantitative information of the Banking Group’s principal risk exposures.

Principal risksNote name

Note

number

OverviewRisk management frameworks

Independent New Zealand Audit unit

Reviews in respect of risk management systems

3 5.1.1

3 5.1.2

3 5.1.3

Credit risk

The risk of financial loss where a customer or counterparty fails to

meet their financial obligations to the Banking Group.

Credit risk ratings system

Credit risk mitigation, collateral and other credit enhancements

Credit risk concentrations

Regulatory capital

Residential mortgages by loan-to-value ratio (‘LVR’)

Credit quality of financial assets

Collateral held

3 5.2.1

35.2.2

35.2.3

35.2.4

35.2.5

35.2.6

3 5.2.7

Operational risk and compliance risk

Operational risk is the risk of loss resulting from inadequate or failed

internal processes, people and systems, or from external events.

The definition is aligned to the regulatory (Basel II) definition, including

legal and regulatory risk but excluding strategic and reputation risk.

Compliance risk is the risk of legal or regulatory sanction, financial

loss or reputation loss arising from the Banking Group’s failure to

abide by the compliance obligations required of the Banking Group.

Operational risk and compliance risk35.3

Funding and liquidity risk

The risk that the Banking Group will be unable to fund assets and

meet obligations as they become due.

Liquidity modelling

Sources of liquidity

Regulatory liquidity ratios

Contractual maturity of financial instruments

Expected maturity

3 5.4.1

35.4.2

35.4.3

35.4.4

35.4.5

Market risk

The risk of an adverse impact on earnings resulting from changes

in market factors, such as foreign exchange rates, interest rates,

commodity prices and equity prices.

Value-at-Risk (‘VaR’)

Non-traded market risk

Market risk notional capital charges

Interest rate sensitivity

35.5.1

35.5.2

35.5.3

35.5.4

35.1 Over view

35.1.1 Risk management frameworks

The Board is responsible for approving the Banking Group’s Risk Management Strategy and Risk Appetite Statement and monitoring the effectiveness

of risk management by the Banking Group. The Bank is wholly owned by the Ultimate Parent Bank and, therefore, a member of the group of companies

comprising the Ultimate Parent Bank Group. Accordingly, the Banking Group’s Risk Management Strategy is closely aligned with the Ultimate Parent

Bank’s Risk Management Strategy.

The Board has delegated authority to the BRCC to:

–review and recommend the Banking Group’s Risk Management Strategy and Risk Appetite Statement to the Board for approval;

–set risk appetite consistent with the Risk Appetite Statement;

–approve frameworks, policies and processes for managing risk (consistent with the Banking Group’s Risk Management Strategy and Risk Appetite

Statement); and

–review and, where appropriate, approve risks beyond the approval discretion provided to management.

The Board is also supported by the Bank’s BAC which assists the Board in fulfilling its responsibilities in relation to:

–external reporting of financial information, internal control of operational risk, the efficiency and effectiveness of audit and compliance with regulatory

and statutory reporting requirements; and

–the review of the interim and annual financial statements, the activities of the Banking Group’s internal auditors and monitoring of the relationship

between management and the external auditors.

Note 35 Risk management (continued)

50
Notes to the financial statements

Westpac New Zealand Limited.

For each of its primary risks, the Banking Group maintains risk management frameworks and a number of supporting policies that define roles and

responsibilities, acceptable practices, limits and key controls:

RiskRisk management framework and controls

Credit risk

–The Banking Group’s Credit Risk Management Framework

describes the principles, methodologies, systems, roles and

responsibilities, reports and key controls for managing credit

risk. Within the Credit Risk Management Framework, the Banking

Group has its own credit approval limits approved by the Banking

Group’s Board as delegated by the Ultimate Parent Bank Group

Chief Risk Officer.

–The BRCC, Executive Risk Committee (‘RISKCO’) and Credit Risk

Committee (‘CREDCO’) monitor the risk profile, performance

and management of the Banking Group’s credit portfolio and the

development and review of key credit risk policies.

–The Banking Group’s Credit Risk Rating System Policy describes

the credit risk rating system philosophy, design, key features and

uses of rating outcomes.

–All models materially impacting the risk rating process are

periodically reviewed in accordance with the Banking Group’s

model risk policies.

–An annual review is performed of the Credit Risk Rating System for

approval by the BRCC.

–Specific credit risk estimates (including PD, LGD and EAD) are

reviewed by CREDCO, overseen, reviewed annually and approved

by the Chief Risk Officer and by the Ultimate Parent Bank’s Credit

Risk Estimates Committee (a subcommittee of the Ultimate Parent

Bank ’s BRCC).

–Policies for delegating credit approval authorities and formal limits

for the extension of credit are established throughout the Banking

Group. These include those for the approval and management of all

credit risk arising from other banks and related entities.

–Credit manuals are established throughout the Banking Group.

They include policies governing the origination, evaluation,

approval, documentation, settlement and ongoing management

of credit risks.

–Sector policies guide credit extension where industry-specific

guidelines are considered necessary (e.g. acceptable financial ratios

or permitted collateral).

–The Ultimate Parent Bank’s Related Entity Risk Management

Framework and supporting policies govern credit exposures to

related entities to minimise the spread of credit risk between the

Ultimate Parent Bank Group.

Operational

risk and

compliance

risk

–The Banking Group has an Operational Risk Management

Framework, which is aligned to the Ultimate Parent Bank’s

Operational Risk Framework and outlines the business requirements

for managing operational risk with respect to governance, risk and

control assessments, incident management, and reporting and

monitoring. This Framework is approved by the BRCC.

–The Advanced Measurement Approach (‘AMA’) methodology for

calculating operational risk capital has been implemented which

takes into account both internal and external factors. An allocation

methodology is in place for the economic capital calculated.

–The Bank has a Compliance Risk Management Framework and a

dedicated compliance function to assist the business in managing its

compliance risks.

–The Bank’s RISKCO, chaired by the Bank’s Chief Risk Officer, is

responsible for overseeing the effectiveness and implementation of

the Operational Risk and Compliance Frameworks. RISKCO monitors

the operational risk profiles and the action plans, and has the

discretion to escalate material matters to the Bank’s BRCC and/or the

relevant Ultimate Parent Bank Group Risk Committee.

Funding

and liquidity

risk

–The Liquidity Risk Management Framework sets out the liquidity

risk appetite, roles and responsibilities, tools for measuring and

managing liquidity risk, reporting procedures and supporting

policies. It also documents the limits and targets for minimum

liquid asset holdings, cash flow mismatch levels and wholesale

funding and balance sheet ratios. It is reviewed by the Banking

Group’s Asset and Liability Committee (‘ALCO’) prior to approval

by the BRCC.

–The Banking Group’s Treasury function is responsible for managing

funding and liquidity including managing the balance sheet

against approved limits and targets and managing the Banking

Group’s funding base so that it is appropriately maintained, stable

and diversified.

–Daily liquidity risk reports are reviewed by Treasury and the Liquidity

risk teams. Liquidity reports are presented to ALCO monthly and to

the BRCC quarterly.

–An annual funding strategy is established by Treasury which includes

consideration of trends in global markets, peer analysis, wholesale

funding capacity, expected funding requirements and funding risk

analysis. The strategy is regularly reviewed to take into account

current market conditions.

–A contingency funding plan is also maintained, which details actions

to be taken in response to severe disruptions in the Banking Group’s

ability to conduct its activities in a timely manner and at a reasonable

cost. The plan identifies the committee of senior executives to

manage any crisis and their responsibilities. The plan is aligned with

the Banking Group’s broader Liquidity Crisis Management Policy.

Market risk

–The Market Risk Framework describes the Banking Group’s

approach to managing non-traded market risk.

–As the Ultimate Parent Bank’s financial markets business in New

Zealand is conducted by the NZ Branch, the market risks faced by

the Banking Group are only of a non-traded nature. Non-traded

market risk includes interest rate and foreign exchange risks. The

Banking Group does not carry material foreign currency or equity

price risk due to the risks being hedged.

–Market risk is managed using VaR limits, Net interest income at

risk (‘NaR’) and structural risk limits (including credit spread and

interest rate basis point value limits) as well as scenario analysis

and stress testing.

–The BRCC approves the VaR and NaR limits for non-traded risk.

–Market risk limits are assigned to business managers based upon

business strategies, experience, and the consideration of market

liquidity and the concentration of risks.

–Market risk positions are managed by the trading desks and

Asset and Liability Management (‘ALM’) unit consistent with

their delegated authorities and the nature and scale of the

market risks involved.

–Daily monitoring of current exposure and limit utilisation is conducted

independently by the Banking Group’s Market Risk Management unit,

which monitors market risk exposures against VaR and structural risk

limits. Daily VaR position reports are produced by risk type, by product

lines and by geographic region. Monthly and quarterly reports are

produced for both the Banking Group’s and Ultimate Parent Bank’s

risk forums and Ultimate Parent Bank’s BRCC, respectively, to ensure

transparency of material market risks and issues.

–Daily stress testing and backtesting of VaR results is performed to

support model integrity and to analyse extreme or unexpected

movements. A review of both the potential profit and loss outcomes

is also undertaken to monitor any skew created by the historical data.

RISKCO has ratified an approved escalation framework.

–The BRCC has approved a framework for profit or loss escalation

which considers both single day and 20 day cumulative results.

–Treasury’s ALM unit is responsible for managing the non-traded

interest rate risk including risk mitigation through hedging using

derivatives. This is overseen by the market risk unit and reviewed

by the Ultimate Parent Bank’s Market Risk Committee, RISKCO

and BRCC.

Note 35 Risk management (continued)

Westpac New Zealand Limited.51
Notes to the financial statements

Other risk classes include:

–Conduct risk: the risk that the Banking Group’s provision of services and products results in unsuitable or unfair outcomes for the Banking Group’s

customers or undermines market integrity;

–Business risk: the risk associated with the vulnerability of a line of business to changes in the business environment;

–Equity risk: the potential for financial loss arising from movements in equity values. Equity risk may be direct, indirect or contingent;

–Reputation risk: the risk of loss of reputation, stakeholder confidence, or public trust and standing; and

–Sustainability risk: the risk of reputation or financial loss due to failure to recognise or address material existing or emerging sustainability related

environmental, social or governance issues.

35.1.2 Independent New Zealand Audit unit

The Banking Group has an independent assurance unit (‘New Zealand Audit’) comprised of a New Zealand based audit team, supported by the

Ultimate Parent Bank Credit Portfolio Review (including Model Risk) functions, which report to the Bank’s BAC, as well as to the Ultimate Parent Bank.

New Zealand Audit, as an independent function, has no direct authority over the activities of management. It has unlimited access to all of the Banking

Group’s activities, records, property and employees. The scope of responsibility of New Zealand Audit covers systems of management control across

all business activities and support functions at all levels of management within the Banking Group. The level of risk across all material risk classes

determines the scope and frequency of individual audits. The Head of New Zealand Audit reports on a quarterly basis, or more often as deemed

appropriate, to the Bank’s BAC, to agree the budget and the annual audit plan and to report its findings. In addition, the Bank’s BAC has private sessions

with the Head of New Zealand Audit. Furthermore, the Head of New Zealand Audit reports to the Chair of the Bank’s BAC, and for administrative

purposes to the Bank’s Chief Financial Officer (‘CFO’) and the Ultimate Parent Bank’s General Manager Group Audit.

35.1.3 Reviews in respect of risk management systems

The Ultimate Parent Bank Group Audit’s Credit Portfolio Review function has a rolling programme of credit and model risk reviews throughout the

financial year. New Zealand Audit, with support from the Ultimate Parent Bank’s Group Audit unit, also periodically reviews the Bank’s Operational,

Compliance, Market, Funding and Liquidity Risk Frameworks.

The reviews discussed above in this section are not conducted by a party which is external to the Banking Group or the Ultimate Parent Bank, though

they are independent and have no direct authority over the activities of management.

Various external reviews of the Bank’s risk management system have been conducted during the year ended 30 September 2018 as part of ongoing

compliance with regulatory requirements.

35.2 Credit risk

35.2.1 Credit risk ratings system

The principal objective of the credit risk rating system is to reliably assess the credit risk to which the Banking Group is exposed. The Banking Group has

two main approaches to this assessment.

Transaction-managed customers

The Banking Group assigns a Customer Risk Grade (‘CRG’) to each customer, corresponding to their expected PD. Each facility is assigned an LGD. The

Banking Group’s risk rating system has a tiered scale of risk grades for both non-defaulted customers and defaulted customers. Non-defaulted CRGs

are mapped to Moody’s Investor Service (‘Moody’s’) and S&P Global Ratings (‘S&P’) external senior ranking unsecured ratings.

Program-managed portfolio

Customers that are not transaction-managed are grouped into pools of similar risk. Pools are created by analysing characteristics that have historically

predicted that an account is likely to go into default. Customers grouped according to these predictive characteristics are assigned a PD and LGD

relative to their pool.

Note 35 Risk management (continued)

52
Notes to the financial statements

Westpac New Zealand Limited.

Customer risk grades

The table below maps the Banking Group’s high level CRGs to their corresponding external rating.

Financial Statement DisclosureThe Banking Group’s CRGMoody’s RatingS&P Rating

StrongA

B

C

Aaa – Aa3

A1 – A3

Baa1 – Baa3

AAA – AA-

A+ – A-

BBB+ – BBB-

Good/satisfactoryDBa1 – B1BB+ – B+

WeakE

F

Banking Group Rating

Watchlist

Special Mention

Weak/defaultG

H

Substandard/Default

Default

35.2.2 Credit risk mitigation, collateral and other credit enhancements

The Banking Group uses a variety of techniques to reduce the credit risk arising from its lending activities.

This includes the Banking Group establishing that it has direct, irrevocable and unconditional recourse to collateral and other credit enhancements

through obtaining legally enforceable documentation.

The Banking Group includes the effect of credit risk mitigation through eligible guarantees within the calculation applied to LGD. The value of the

guarantee is not always separately recorded, and therefore, not available for disclosure, under Clause 7 of Schedule 11 to the Order.

Collateral

The table below describes the nature of collateral or security held for each relevant class of financial asset:

Financial assetsNature of collateral

Loans – housing and

personal

1

Housing loans are secured by a mortgage over property and additional security may take the form of guarantees and

deposits.

Personal lending (including credit cards and overdrafts) is predominantly unsecured. Where security is taken, it is

restricted to eligible motor vehicles, caravans, campers, motor homes and boats.

Loans – business

1

Business loans may be secured, partially secured or unsecured. Security is typically taken by way of a mortgage over

property and/or a general security agreement over business assets or other assets.

Other security such as guarantees or standby letters of credit may also be taken as collateral, if appropriate.

Financial assets

designated at fair

value within due from

related entities and

derivative financial

instruments

These exposures are carried at fair value which reflects the credit risk.

Master netting agreements are typically used to enable the effects of derivative assets and derivative liabilities with the

same counterparty to be offset when measuring these exposures. Additionally, collateralisation agreements are also

typically entered into with major institutional counterparties to avoid the potential build-up of excessive mark-to-market

positions. Derivative transactions are increasingly being cleared through central clearers.

1

This includes collateral held in relation to associated credit commitments.

Note 35 Risk management (continued)

Westpac New Zealand Limited.53
Notes to the financial statements

Management of risk mitigation

The Banking Group mitigates credit risk through controls covering:

Collateral and

valuation management

The Ultimate Parent Bank manages collateral under collateralisation agreements centrally for all branches of the Ultimate

Parent Bank and the Bank.

The estimated realisable value of collateral held in support of loans is based on a combination of:

–formal valuations currently held for such collateral; and

–management’s assessment of the estimated realisable value of all collateral held.

This analysis also takes into consideration any other relevant knowledge available to management at the time. Updated

valuations are obtained when appropriate.

The Banking Group revalues collateral related to financial markets positions on a daily basis and has formal processes

in place to promptly call for collateral top-ups, if required. These processes include margining for non-centrally cleared

customer derivatives where required under APRA’s Prudential Standard CPS226. The collateralisation arrangements are

documented via the Credit Support Annex of the International Swaps and Derivatives Association dealing agreements.

Other credit

enhancements

The Banking Group only recognises guarantees, standby letters of credit, or credit derivative protection from the following

entities (provided they are not related to the entity with which the Banking Group has a credit exposure):

–Sovereign;

–Australia and New Zealand public sector;

–Authorised deposit-taking institutions and overseas banks with a minimum risk grade equivalent of A3 / A-; and

–Other entities with a minimum risk grade equivalent of A3 / A-.

OffsettingCreditworthy customers domiciled in New Zealand may enter into formal agreements with the Banking Group,

permitting the Banking Group to set-off gross credit and debit balances in their nominated accounts. Cross-border

set-offs are not permitted.

Close-out netting is undertaken with counterparties with whom the Banking Group has entered into a legally enforceable

master netting agreement for their off-balance sheet financial market transactions in the event of default.

Further details of offsetting are provided in Note 27.

Central clearing

(ASX/LCH)

The Banking Group increasingly executes derivative transactions through central clearing counterparties. Central clearing

counterparties mitigate risk through stringent membership requirements, the collection of margin against all trades

placed, the default fund, and an explicitly defined order of priority of payments in the event of default.

35.2.3 Credit risk concentrations

Credit risk is concentrated when a number of counterparties are engaged in similar activities, have similar economic characteristics and thus may be

similarly affected by changes in economic or other conditions.

The Banking Group monitors its credit portfolio to manage risk concentrations and rebalance the portfolio.

Individual customers or groups of related customers

The Banking Group has large exposure limits governing the aggregate size of credit exposure normally acceptable to individual customers and groups

of related customers. These limits are tiered by customer risk grade.

Specific industries

Exposures to businesses, governments and other financial institutions are classified into a number of industry clusters based on related Australian and

New Zealand Standard Industrial Classification (‘ANZSIC’) codes and are monitored against the Banking Group’s industry risk appetite limits.

Individual countries

The Banking Group has limits governing risks related to individual countries, such as political situations, government policies and economic conditions

that may adversely affect either a customer’s ability to meet its obligations to the Banking Group, or the Banking Group’s ability to realise its assets in a

particular country.

Note 35 Risk management (continued)

54
Notes to the financial statements

Westpac New Zealand Limited.

Maximum exposure to credit risk

The carrying amount of on-balance sheet financial assets and undrawn credit commitments, represents the maximum exposure to credit risk (excluding

any collateral received) as set out in the following table.

THE BANKING GROUP

$ millions20182017

Financial assests

Cash and balances with central banks 1,353 1,659

Receivables due from other financial institutions 70 407

Other assets 225 221

Trading securities 1,151 1,797

Derivative financial instruments 585 220

Available-for-sale securities 3,810 4,087

Loans 80,378 7 7, 2 6 1

Due from related entities 1,319 2,017

Total financial assets 88,891 87,669

Undrawn credit commitments

Letters of credit and guarantees 863 772

Commitments to extend credit24,650 25,081

Other commitments60 10

Total undrawn credit commitments 25,573 25,863

Total maximum credit risk exposure 114,464 113,532

35.2.4 Regulatory capital

The credit risk rating system is a key input to evaluate the level of capital to be held against loans for regulatory capital purposes.

Overview of the internal credit risk ratings process by portfolio

(a) Transaction-managed approach (including business lending, corporate, sovereign and bank)

The process for assignment and approval of individual PDs and LGDs involves business unit representatives recommending the CRGs and LGDs under

criteria guidelines. Credit Officers then independently evaluate the recommendations and approve the final outcomes. An expert judgment decision-

making process is employed to evaluate the CRG. The following represent the types of business lending, corporate, sovereign and banking exposures

included within the transaction-managed portfolio approach:

–direct lending exposures;

–contingent lending exposures;

–pre-settlement exposures;

–foreign exchange settlement exposures; and

–transaction exposures.

All of the above exposure categories also apply to Specialised Lending, which is a sub-asset class of Corporate and in the Banking Group comprises

Property Finance and Project Finance. Regulatory risk-weights are also applied to Specialised Lending.

Definitions, methods and data for estimation and validation of PD, LGD and EAD

PD

The PD is a through-the-cycle assessment of the likelihood of a customer defaulting on its financial obligations within one year. The Banking Group

reflects its PD estimate in a CRG.

Note 35 Risk management (continued)

Westpac New Zealand Limited.55
Notes to the financial statements

LGD

The LGD represents an estimate of the expected severity of a loss to the Banking Group should a customer default occur during an economic downturn.

The Banking Group assigns an LGD to each credit facility, assuming an event of default has occurred, and taking into account a conservative estimate

of the net realisable value of assets to which the Banking Group has recourse and over which it has security. LGDs also reflect the seniority of exposures

in the customer’s capital and debt structure.

LGD estimates are benchmarked against observed historical LGDs from internal and external data and are calibrated to reflect losses expected in an

economic downturn. The calculation of historical LGDs is based on an economic loss and includes allowances for workout costs and the discounting of

future cash flows to the date of default.

LGD values range from 5% to 100%. The range of LGD values ensures that the risk of loss is differentiated across many credit facilities extended

to customers.

EAD and Credit Conversion Factor (‘CCF’)

EAD represents an estimate of the amount of committed exposure expected to be drawn by the customer at the time of default. To calculate EAD,

historical data is analysed to determine what proportion of undrawn commitments are ultimately utilised by customers who end up in default. The

proportion of undrawn commitments ultimately utilised by customers is termed the CCF. EAD therefore consists of the initial outstanding balances plus

the CCF multiplied by undrawn commitments. For transaction-managed exposures CCF’s are all 100%.

(b) Retail (program-managed) asset class approach (including residential mortgages, small business and other retail)

Each customer is rated using details of their account performance or application details and segmented into pools of similar risk. These segments are

created by analysing characteristics that have historically proven predictive in determining if an account is likely to go into default. Customers are then

grouped according to these predictive characteristics of default. The retail (program-managed) portfolio is divided into a number of segments per

product with each segment assigned a quantified measurement of its PD, LGD and EAD.

Retail asset class exposures included in the retail (program-managed) portfolio approach are split into the following categories of products:

Asset sub-classesProduct categories

Residential mortgages –Mortgages

Small business –Equipment finance

–Business overdrafts

–Business term loans

–Business credit cards

Other retail –Credit cards

–Personal loans

–Overdrafts

PD

PDs are assigned at the retail segment level and reflect the likelihood of accounts within that segment to default. A long-run average is used to assign a

PD to each account in a segment based on the segment’s characteristics. The PD estimate for each segment is based on internal data.

Models are used to help determine or establish the appropriate internal rating for program-managed portfolios.

LGD

LGD measures the proportion of the exposure that will be lost if default occurs. LGD is measured as a percentage of EAD. The approach to LGD varies

depending on whether the retail product is secured or unsecured. A downturn period is used to reflect the effect on the collateral for secured products.

For unsecured products, a long-run estimate is used for LGD.

EAD

EAD represents an estimate of the amount of committed exposure expected to be drawn by the customer at the time of default. To calculate EAD,

historical data is analysed to determine what proportion of undrawn commitments are ultimately utilised by customers who end up in default.

Classification of Banking Group exposures according to rating approach

The Banking Group reports capital adequacy under BS2B. Under the IRB approach for the measurement of credit risk, banks use their own tools to

calculate both expected and unexpected loss probabilities for their customers and exposures. For exposures classified under specialised lending,

the Banking Group uses slotting tables supplied by the Reserve Bank rather than internal estimates. The Banking Group has some minor portfolios

that, due to system or other constraints, are not assessed under an IRB approach. Risk weights for these exposures are assessed for capital

adequacy under the standardised approach as set out in the Reserve Bank document Capital Adequacy Framework (Standardised Approach)

(‘BS2A’).

Note 35 Risk management (continued)

56
Notes to the financial statements

Westpac New Zealand Limited.

Asset

Class

Banking Group

CategorySegmentation Criteria

Rating

Approach

CorporateCorporateAll transaction-managed customers not elsewhere classified where annual turnover exceeds $50 million.IRB

Business lendingAll transaction-managed customers not elsewhere classified where annual turnover is $50 million or less.IRB

Specialised lending -

property

Applied to transaction-managed customers where the primary source of debt service, security and

repayment is derived from either the sale of a property development or income produced by one or more

investment properties.

IRB - Slotting

Specialised lending -

project finance

Applied to transaction-managed customers where the primary source of debt service, repayment and

security is revenues generated by a project.

IRB - Slotting

SovereignSovereignApplied to transaction-managed customers identified by ANZSIC code.IRB

BankBankApplied to transaction-managed customers identified by ANZSIC code and public sector entities.IRB

Residential

mortgages

Residential

mortgages

All program-managed exposures secured by residential mortgages defined as housing lending.IRB

Other retailSmall businessProgram-managed business lending.IRB

Other retailAll other program-managed lending to retail customers, including New Zealand credit cards, personal loans

and presonal overdrafts.

IRB

EquityEquityAll equity items that have not been deducted from capital and meet the definition of equity exposures in

paragraph 4.8 of BS2B.

IRB

Other assetsOther assetsAll other assets not falling within the above classes.Standardised

Credit risk exposures by asset class

The Banking Group’s credit risk exposures by asset class as at 30 September 2018 (Unaudited)

Exposure-weighted PD Grade (%)

Weighted

Average

PD

%

EAD

$ millions

Exposure-

weighted

LGD

%

Exposure-

weighted

Risk

Weight

%

Risk-

weighted

Assets

1

$ millions

Minimum

Pillar 1

Capital

Requirement

$ millions

Residential mortgages

0.00 to 0.10 - - - - - -

0.10 to 0.25 0.18 2,811 19.10 7.28 217 17

0.25 to 1.0 0.49 27,557 20.59 16.86 4,926 395

1.0 to 2.5 1.42 21,681 19.94 33.78 7,763 621

2.5 to 10.0 4.42 3,892 22.17 73.45 3,030 242

10.0 to 99.99 - - - - - -

Default 100.00 278 21.57 212.43 626 50

Total 1.60 56,219 20.38 27.79 16,562 1,325

Other retail

0.00 to 0.10 - - - - - -

0.10 to 0.25 0.14 565 40.57 12.86 77 6

0.25 to 1.0 0.36 1,534 62.87 37.45 609 49

1.0 to 2.5 2.22 1,311 68.57 89.88 1,249 100

2.5 to 10.0 5.54 308 84.72 126.81 414 33

10.0 to 99.99 20.74 220 72.12 150.94 352 28

Default 100.00 16 73.40 94.34 16 1

Total 2.89 3,954 63.83 64.83 2,717 217

Small business

0.00 to 0.10 0.03 162 73.76 7.57 13 1

0.10 to 0.25 - - - - - -

0.25 to 1.0 0.31 637 20.93 17.33 117 9

1.0 to 2.5 1.84 1,501 20.72 26.21 417 34

2.5 to 10.0 4.83 291 19.59 28.85 89 7

10.0 to 99.99 16.12 30 22.47 44.03 14 1

Default 100.00 40 21.29 238.21 101 8

Total 3.33 2,661 23.91 26.62 751 60

1

The value of the scalar used in determining the risk weighted assets is 1.06 as required by the conditions of registration.

Note 35 Risk management (continued)

Westpac New Zealand Limited.57
Notes to the financial statements

Exposure-weighted PD Grade (%)

Weighted

Average

PD

%

EAD

$ millions

Exposure-

weighted

LGD

%

Exposure-

weighted

Risk

Weight

%

Risk-

weighted

Assets

1

$ millions

Minimum

Pillar 1

Capital

Requirement

$ millions

Corporate/Business lending

0.00 to 0.02 - - - - - -

0.02 to 0.04 0.03 2,671 38.95 17.20 487 39

0.04 to 0.10 0.08 3,920 52.29 30.90 1,284 103

0.10 to 0.50 0.21 8,163 43.69 39.87 3,450 276

0.50 to 3.0 1.52 13,872 34.72 72.20 10,616850

3.0 to 10.0 3.70 923 35.86 103.23 1,010 81

10.0 to 99.0 29.48 1,169 39.42 198.12 2,455 196

Default 100.00 73 40.09 223.57 173 14

Total 2.22 30,791 39.93 59.67 19,4751,559

Sovereign

0.00 to 0.02 0.01 1,481 16.04 1.91 30 2

0.02 to 0.04 0.02 2,557 8.86 1.59 43 4

0.04 to 0.10 0.06 1 60.00 - - -

0.10 to 0.50 0.30 4 59.94 0.47 2 -

0.50 to 3.0 1.82 19 38.80 0.79 16 1

3.0 to 10.0 - - - - - -

10.0 to 99.0 ------

Default - - - - - -

Total 0.02 4,062 11.68 2.11 91 7

Bank

0.00 to 0.02 - - - - - -

0.02 to 0.04 0.03 2,047 15.28 3.78 82 7

0.04 to 0.10 0.05 915 49.02 24.44 237 19

0.10 to 0.50 0.13 34 60.00 27.75 10 1

0.50 to 3.0 1.29 5 55.71 113.21 6 -

3.0 to 10.0 - - - - - -

10.0 to 99.0 - - - - - -

Default - - - - - -

Total 0.04 3,001 26.14 10.53 335 27

Total credit risk exposures subject to

the internal ratings based approach

100,688 39,9313,195

1

The value of the scalar used in determining the risk weighted assets is 1.06 as required by the conditions of registration.

The following table summarises the Banking Group’s credit risk exposures by asset class arising from undrawn commitments and other off-balance

sheet exposures. These unaudited amounts are included in the previous tables.

Undrawn Commitments and

Other Off-balance Sheet Amounts

Market Related

Contracts

$ millions Value EAD Value EAD

Residential mortgages 9,983 7,438 - -

Other retail 3,213 1,865 - -

Small business 866 769 - -

Corporate/Business lending 9,299 9,211 - -

Sovereign 179 179 - -

Bank 792 826 - -

Total 24,332 20,288 - -

Note 35 Risk management (continued)

58
Notes to the financial statements

Westpac New Zealand Limited.

Equity

Total

Exposure

$ millions

Risk

Weight

%

Risk-

weighted

Exposure

1

$ millions

Minimum

Pillar 1

Capital

Requirement

$ millions

Equity holdings (not deducted from capital) that are not publicly traded - 300 - -

All other holdings (not deducted from capital) - 400 - -

1

The value of the scalar used in determining the risk weighted assets is 1.06 as required by the conditions of registration.

The Banking Group’s specialised lending: Project and property finance credit risk exposures as at 30 September 2018

(Unaudited)

Supervisory slotting grade

Total

Exposures

After Credit

Risk Mitigation

$ millions

Risk

Weight

%

Risk-

weighted

Assets

1

$ millions

Minimum

Pillar 1

Capital

Requirement

$ millions

Strong 3,336 70.00 2,475 198

Good 3,823 90.00 3,648 292

Satisfactory 650 115.00 792 63

Weak 142 250.00 377 30

Default 89-- -

Total 8,040 85.56 7,292 583

1

The value of the scalar used in determining the risk weighted assets is 1.06 as required by the conditions of registration.

The following table summarises the Banking Group’s specialised lending: Project and property finance credit risk exposures arising from undrawn

commitments and other off-balance sheet exposures. These amounts are included in the above table.

EAD

$ millions

Average

Risk

Weight

%

Risk-

weighted

Assets

1

$ millions

Minimum

Pillar 1

Capital

Requirement

$ millions

Undrawn commitments and other off-balance sheet exposures 1,247 86.32 1,141 91

1

The value of the scalar used in determining the risk weighted assets is 1.06 as required by the conditions of registration.

The Banking Group’s credit risk exposures subject to the standardised approach as at 30 September 2018 (Unaudited)

Calculation of on-balance sheet exposures

Total

Exposure

After Credit

Risk Mitigation

$ millions

Average Risk

Weight

%

Risk-

weighted

Exposure

1

$ millions

Minimum

Pillar 1

Capital

Requirement

$ millions

Other assets

2

1,192 40.44 511 41

Total on-balance sheet exposures 1,192 511 41

1

The value of the scalar used in determining the risk weighted assets is 1.06 as required by the conditions of registration.

2

Other assets relate to property and equipment, other assets and related parties.

Note 35 Risk management (continued)

Westpac New Zealand Limited.59
Notes to the financial statements

Calculation of off-balance sheet exposures

Total

Exposure or

Principal

Amount

$ millions

Average

Credit

Conversion

Factor

%

Credit

Equivalent

Amount

$ millions

Average Risk

Weight

%

Risk-

weighted

Exposure

1

$ millions

Minimum

Pillar 1

Capital

Requirement

$ millions

Market related contracts subject to the

standardised approach

Foreign exchange contracts 15,016 N/A 1,215 20.00 257 20

Interest rate contracts 54,732 N/A 109 20.00 23 2

Credit value adjustment - N/A - - 236 19

Total market related contracts subject to the

standardised approach

69,748 1,324 516 41

Standardised subtotal (on and off-balance sheet) 2,516 1,027 82

1

The value of the scalar used in determining the risk weighted assets is 1.06 as required by the conditions of registration.

35.2.5 Residential mortgages by LVR as at 30 September 2018 (Unaudited)

LVRs are calculated as the current exposure divided by the Banking Group’s valuation of the residential security at origination.

For loans originated from 1 January 2008, the Banking Group utilises data from its loan system. For loans originated prior to 1 January 2008, the

origination valuation is not separately recorded and is therefore not available for disclosure. For these loans, the Banking Group utilises its dynamic LVR

process to estimate an origination valuation.

Exposures for which no LVR is available have been included in the ‘Exceeds 90%’ category in accordance with the requirements of the Order.

LVR range ($ millions)

Does not

exceed 60%

Exceeds 60%

and not 70%

Exceeds 70%

and not 80%

Exceeds 80%

and not 90% Exceeds 90% Total

On-balance sheet exposures 20,561 11,727 12,092 2,717 1,601 48,698

Undrawn commitments and other off-balance

sheet exposures

5,161 1,168 821 110 178 7,438

Value of exposures 25,722 12,895 12,913 2,827 1,779 56,136

Reconciliation of residential mortgage-related amounts

The table below provides the Banking Group’s reconciliation between any amounts disclosed in this Disclosure Statement that relate to mortgages on

residential property.

THE BANKING GROUP

$ millions 30-Sep-18

Term loans - Housing (as disclosed in Note 13) and Residential mortgages - total gross loans (as disclosed in Note 14) 48,893

Reconciling items:

Unamortised deferred fees and expenses (166)

Fair value hedge adjustments (29)

Value of undrawn commitments and other off-balance sheet amounts relating to residential mortgages 9,983

Undrawn at default

1

(2,545)

Residential mortgages by LVR 56,136

Accrued interest receivable 78

Partial write-offs 5

Residential mortgages - EAD (as disclosed in Credit risk exposures by asset class) 56,219

1

Estimate of the amount of committed exposure not expected to be drawn by the customer at the time of default.

35.2.6 Credit quality of financial assets

An asset is considered to be past due when any payment under the contractual terms has been missed. The entire contractual balance is considered

to be past due, rather than only the overdue portion. Assets may be overdue for a number of reasons, including late payments or incomplete

documentation. Late payment may be influenced by the timing of weekends and holidays. This does not always align with the underlying basis by which

credit risk is managed.

All the financial assets of the Banking Group as at 30 September 2018 and 2017, other than loans (as disclosed in Note 14), are neither past due nor

impaired.

Note 35 Risk management (continued)

60
Notes to the financial statements

Westpac New Zealand Limited.

The credit quality of financial assets of the Banking Group that are neither past due nor impaired is determined by reference to the credit risk ratings

system (refer to Note 35.2.1). All the financial assets of the Banking Group that are neither past due nor impaired fall into the ‘Strong’ category in their

entirety except those financial assets disclosed below:

THE BANKING GROUP

20182017

$ millions Strong

Good/

Satisfactory Weak Total Strong

Good/

Satisfactory Weak Tot a l

Accrued intered receivable (refer to Note 10) 68 83 3 154 61 80 3 144

Trading securities (refer to Note 11) 1,151 - - 1,151 1,779 18 - 1,797

Loans (refer to Note 14) 35,027 42,860 1,384 79,271 32,073 42,303 1,828 76,204

35.2.7 Collateral held

Loans

The Banking Group analyses the coverage of the loan portfolio which is secured by the collateral that it holds. Coverage is measured as follows:

CoverageSecured loan to collateral value ratio

Fully securedLess than or equal to 100%

Partially securedGreater than 100% but not more than 150%

UnsecuredGreater than 150%, or no security held (e.g. can include credit cards, personal loans, and exposure to highly rated corporate

entities)

The Banking Group’s loan portfolio has the following coverage from collateral held:

THE BANKING GROUP

%20182017

Fully secured 78 77

Partially secured 12 13

Unsecured 10 10

Total net loans 100 100

Collateral held against financial assets other than loans

THE BANKING GROUP

$ millions20182017

Cash, primarily for derivatives 476 136

Securities under reverse repurchase agreements

1

163 519

Total other collateral held 639 655

1

Securities received as collateral are not recognised on the Banking Group’s balance sheet.

35.3 Operational risk and compliance risk

Operational risk

Operational risk has the potential, as a result of the way business objectives are pursued, to negatively impact the Banking Group’s financial performance,

customer service and/or reputation in the community or cause other damage to the business.

Calculating operational risk capital (Unaudited)

Operational risk regulatory capital is calculated on a quarterly basis. The Operational Risk Capital Model (‘ORCM’) is reviewed annually to reassess the

appropriateness of the model framework, methodology, assumptions and parameters in light of changes in the operational risk profile and industry

developments.

Note 35 Risk management (continued)

Westpac New Zealand Limited.61
Notes to the financial statements

The Banking Group operational risk capital is based on three data sources:

–Internal Loss Data – operational risk losses experienced by the Banking Group;

–External Loss Data – operational risk losses experienced by other financial institutions; and

–Scenario Data – potential losses from extreme but plausible events relevant to the Banking Group.

These data sources together represent the internal and external operational risk profile, across the spectrum of operational risk losses, from both

historical and forward-looking perspectives. The model combines these data sources to produce a loss distribution.

No adjustments or deductions are currently made to the Banking Group’s measurement of operational risk regulatory capital for the mitigating impacts

of insurance or expected operational risk losses.

The following table sets out the Banking Group’s unaudited implied risk-weighted exposures under the AMA methodology and the operational risk

capital requirement.

THE BANKING GROUP

2018

$ millions

Implied Risk-weighted

Exposure

Total Operational Risk

Capital Requirement

Methodology implemented

Advanced Measurement Approach

Operational risk 4,532 363

Compliance risk

The Bank is subject to regulation and regulatory oversight. Any significant regulatory developments could have an adverse effect on how business is

conducted and on the results of operations. Business and earnings are also affected by the fiscal or other policies that are adopted by various regulatory

authorities of the New Zealand Government, foreign governments and international agencies. The nature and impact of future changes in such policies

are not predictable and are beyond the Bank’s control.

Effective compliance risk management enables the Bank to identify emerging issues and, where necessary, put in place preventative measures.

35.4 Funding and liquidity risk

The Bank aims to maintain a mix of retail and wholesale funding, with emphasis on the value of core funding consistent with the principles inherent in

the Reserve Bank’s document entitled ‘Liquidity Policy’ (BS13) (‘BS13’).

35.4.1 Liquidity modelling

The Bank is subject to the conditions of BS13. The following metrics are calculated and reported on a daily basis in accordance with BS13:

–the level of liquid assets held;

–the one-week mismatch ratio;

–the one-month mismatch ratio; and

–the one-year core funding ratio.

In addition, the Bank calculates the following liquidity ratios in accordance with the Ultimate Parent Bank’s liquidity risk framework under APRA

Prudential Standard APS 210 Liquidity:

–liquidity coverage ratio; and

–net stable funding ratio.

35.4.2 Sources of liquidity

Sources of liquidity are regularly reviewed to maintain a wide diversification by currency, geography, product and term. Sources include, but are not

limited to:

–deposits;

–debt issues;

–proceeds from sale of marketable securities;

–repurchase agreements with central banks;

–principal repayments on loans;

–interest income; and

–fee income.

Note 35 Risk management (continued)

62
Notes to the financial statements

Westpac New Zealand Limited.

Wholesale funding

The wholesale funding base is diversified with respect to term, investor base, currency and funding instruments. The Bank and its subsidiary, WSNZL,

maintain funding programmes for both short and long-term debt in several jurisdictions including New Zealand, Europe and the United States.

THE BANKING GROUP

20182017

Markets Issuer Programme Type Programme Limit Issuer Programme Type Programme Limit

Euro market

Ultimate Parent

Bank / WSNZL

1

Euro Commercial Paper

and Certificate of

Deposit Programme

US$20 billion

Ultimate Parent

Bank / WSNZL

1

Euro Commercial

Paper and Certificate of

Deposit Programme

US$20 billion

Euro market WSNZL

1

Programme for Issuance

of Debt Instruments

US$10 billionWSNZL

1

Programme for Issuance

of Debt Instruments

US$10 billion

Euro market WSNZL

1

Global Covered Bond

Programme

€5.0 billionWSNZL

1

Global Covered Bond

Programme

€5.0 billion

United States WSNZL

1

US Commercial Paper

Programme

US$10 billionWSNZL

1

US Commercial Paper

Programme

US$10 billion

New Zealand The Bank

Medium-term Note

Programme and

Registered Certificate

of Deposit Programme

No limitThe Bank

Medium-term Note

Programme and

Registered Certificate of

Deposit Programme

No limit

1

Notes issued by WSNZL are guaranteed by the Bank.

Liquid assets

The Banking Group holds a portfolio of high-quality liquid assets as a buffer against unforeseen funding requirements. These assets are eligible for

repurchase agreements with the Reserve Bank and are held in cash, government, local government and highly rated investment grade securities. The

level of liquid asset holdings is reviewed frequently and is consistent with both the requirements of the balance sheet and market conditions.

The table below shows the Banking Group’s holding of liquid assets and represents the key liquidity information provided to management. Liquid

assets include high quality assets readily convertible to cash to meet the Banking Group’s liquidity requirements. In management’s opinion, liquidity is

sufficient to meet the Banking Group’s present requirements.

THE BANKING GROUP

$ millions20182017

Cash and balances with central banks 1,353 1,659

Receivables due from Ultimate Parent Bank 134 799

Supranational securities 1,502 1,484

NZ Government securities 1,322 2,240

NZ public securities 1,809 1,609

NZ corporate securities 476 1,029

Residential mortgage-backed securities 3,950 3,950

Total liquid assets 10,546 12,770

35.4.3 Regulatory Liquidity Ratios (unaudited)

The Bank calculates liquidity ratios in accordance with BS13 issued by the Reserve Bank. Ratios are calculated daily and are part of the Bank’s

management of liquidity risk. Quarterly, average ratios are produced in line with the Reserve Bank rules and guidance.

THE BANKING GROUP

$ millions 30-Sep-18 30-Jun-18

Average for the three months ended

One-week mismatch ratio 6.01 4.87

One-month mismatch ratio 9.21 9.75

Core funding ratio 83.79 84.73

Note 35 Risk management (continued)

Westpac New Zealand Limited.63
Notes to the financial statements

35.4.4 Contractual maturity of financial liabilities

The table below presents cash flows associated with financial liabilities, payable at the balance sheet date, by remaining contractual maturity. The

amounts disclosed in the table are the future contractual undiscounted cash flows, whereas the Banking Group manages inherent liquidity risk based

on expected cash flows.

Cash flows associated with these financial liabilities include both principal payments as well as fixed or variable interest payments incorporated into

the relevant coupon period. Principal payments reflect the earliest contractual maturity date. Derivative liabilities designated for hedging purposes are

expected to be held for their remaining contractual lives, and reflect gross cash flows over the remaining contractual term.

Derivatives held for trading and certain liabilities classified in “Other financial liabilities at fair value through income statement” are not managed for

liquidity purposes on the basis of their contractual maturity, and accordingly these liabilities are presented in either the on demand or up to 1 month

columns. Only the liabilities that the Banking Group manages based on their contractual maturity are presented on a contractual undiscounted basis

in the tables below.

THE BANKING GROUP

2018

$ millions

On

Demand

Up to

1 Month

Over

1 Month

and Up to

3 Months

Over

3 Months

and Up to

1 Year

Over

1 Year

and Up to

5 Years

Over

5 Years Total

Financial liabilities

Payables due to other financial institutions 20 477 - - - - 497

Other liabilities - 183 - - - - 183

Deposits and other borrowings 28,083 6,488 12,166 14,759 2,363 - 63,859

Other financial liabilities at fair value through income statement - - - - - - -

Derivative financial instruments:

Held for hedging purposes (net settled) - 6 4 51 60 - 121

Held for hedging purposes (gross settled):

Cash outflow - 5 5 32 682 581 1,305

Cash inflow - - - (15) (529) (584) (1,128)

Debt issues - 10 52 1,772 11,595 1,017 14,446

Due to related entities:

Non-derivative balances 609 15 60 720 11 - 1,415

Derivative financial instruments:

Held for trading 2 - - - - - 2

Held for hedging purposes (net settled) - 9 42 63 84 - 198

Held for hedging purposes (gross settled):

Cash outflow - - 14 44 1,264 - 1,322

Cash inflow - - (14) (41) (1,221) - (1,276)

Loan capital - - 14 41 232 2,782 3,069

Total undiscounted financial liabilities 28,714 7,193 12,343 17,426 14,541 3,796 84,013

Total contingent liabilities and commitments

Letters of credit and guarantees 863 - - - - - 863

Commitments to extend credit 24,650 - - - - - 24,650

Other commitments 60 - - - - - 60

Total undiscounted contingent liabilities and commitments 25,573 - - - - - 25,573

Note 35 Risk management (continued)

64
Notes to the financial statements

Westpac New Zealand Limited.

THE BANKING GROUP

2017

$ millions

On

Demand

Up to

1 Month

Over

1 Month

and Up to

3 Months

Over

3 Months

and Up to

1 Year

Over

1 Year

and Up to

5 Years

Over

5 Years Tot a l

Financial liabilities

Payables due to other financial institutions 5 138 - - - - 143

Other liabilities - 95 - - - - 95

Deposits and other borrowings 28,454 4,455 12,404 12,205 2 ,158 - 59,676

Other financial liabilities at fair value through income statement - 19 - - - - 19

Derivative financial instruments:

Held for hedging purposes (net settled) - 4 15 65 82 3 169

Held for hedging purposes (gross settled):

Cash outflow - 929 23 238 3,065 830 5,085

Cash inflow - (800) - (153) (2,453) (753) (4,159)

Debt issues - 910 692 3,090 11,640 1,189 1 7, 5 2 1

Due to related entities:

Non-derivative balances 611 22 245 222 732 - 1,832

Derivative financial instruments:

Held for trading 26 - - - - - 26

Held for hedging purposes (net settled) - 17 54 91 78 - 240

Held for hedging purposes (gross settled):

Cash outflow - - 42 2,606 7,4 2 8 62 10,138

Cash inflow - - (31) (2,556) (7,216) (57) (9,860)

Loan capital - - 13 40 244 2,851 3,148

Total undiscounted financial liabilities 29,096 5,789 13,457 15,848 15,758 4,125 84,073

Total contingent liabilities and commitments

Letters of credit and guarantees 772 - - - - - 772

Commitments to extend credit 25,081 - - - - - 25,081

Other commitments 10 - - - - - 10

Total undiscounted contingent liabilities and commitments 25,863 - - - - - 25,863

Note 35 Risk management (continued)

Westpac New Zealand Limited.65
Notes to the financial statements

35.4.5 Expected maturity

The table below presents a maturity analysis of assets and liabilities on the balance sheet which combine amounts expected to be realised or due to be

settled within one year and after more than one year. The balances in the table below will not agree to the contractual maturity table due to the analysis

below being based on expected rather than contractual maturities, the impact of discounting and the exclusion of interest accruals.

THE BANKING GROUP

20182017

$ millions

Due within

12 months

Greater than

12 months Total

Due within

12 months

Greater than

12 months Tot a l

Assets

Cash and balances with central banks 1,353 - 1,353 1,659 - 1,659

Receivables due from other financial institutions 70 - 70 407 - 407

Trading securities 641 510 1,151 1,438 359 1,797

Derivative financial instruments 163 422 585 - 220 220

Available-for-sale securities 1,386 2,424 3,810 511 3,576 4,087

Loans 11,057 69,321 80,378 10,052 67,209 7 7, 2 6 1

Due from related entities 1,026 293 1,319 1,993 24 2,017

All other assets 376 829 1,205 368 811 1,179

Total assets16,07273,79989,87116,42872,19988,627

Liabilities

Payables due to other financial institutions 497 - 497 143 - 143

Deposits and other borrowings 60,878 2,224 63,102 56,965 2,033 58,998

Derivative financial instruments 19 162 181 104 380 484

Debt issues 1,567 12,158 13,725 4,406 12,323 16,729

Due to related entities 1,455 188 1,643 1,204 922 2 ,126

Loan capital - 2,622 2,622 - 2,616 2,616

All other liabilities 741 82 823 608 73 681

Total liabilities65,15717,43682,59363,43018,34781,777

35.5 Market risk

35.5.1 Value-at-Risk

The Banking Group uses VaR as one of the mechanisms for controlling non-traded market risk.

VaR is a statistical estimate of the potential loss in earnings over a specified period of time and to a given level of confidence based on historical market

movements. The confidence level indicates the probability that the loss will not exceed the VaR estimate on any given day.

VaR seeks to take account of all material market variables that may cause a change in the value of the portfolio, including interest rates, foreign exchange

rates, price changes, volatility and the correlations between these variables. Daily monitoring of current exposure and limit utilisation is conducted

independently by the Market Risk unit which monitors market risk exposures against VaR and structural concentration limits. These are supplemented

by escalation triggers for material profits or losses and stress testing of risks beyond the 99% confidence level.

The key parameters of VaR are:

Holding period1 day

Confidence level99%

Period of historical data used1 year

35.5.2 Non-traded market risk

Non-traded market risk includes interest rate risk in the banking book (‘IRRBB’) – the risk to interest income from a mismatch between the duration of

assets and liabilities that arises in the normal course of business activities.

Net interest income (‘NII’) sensitivity is managed in terms of the NaR. A simulation model is used to calculate the Banking Group’s potential NaR. This

combines the underlying balance sheet data with assumptions about run off and new business, expected repricing behaviour and changes in wholesale

market interest rates.

Note 35 Risk management (continued)

66
Notes to the financial statements

Westpac New Zealand Limited.

Simulations using a range of interest rate scenarios are used to provide a series of potential future NII outcomes. The interest rate scenarios modelled,

over a three year time horizon using a 99% confidence interval, include those projected using historical market interest rate volatility as well as 100 and

200 basis point shifts up and down from the current market yield curves in Australia and New Zealand. Additional stressed interest rate scenarios are

also considered and modelled.

A comparison between the NII outcomes from these modelled scenarios indicates the sensitivity to interest rate changes.

Net interest income-at-risk (‘NaR’)

The table below depicts NaR assuming a 100 basis point shock (decrease) over the 12 months as a percentage of reported net interest income:

THE BANKING GROUP

20182017

%As at

Maximum

Exposure

Minimum

Exposure

Average

ExposureAs at

Maximum

Exposure

Minimum

Exposure

Average

Exposure

NaR 0.27 0.35 0.22 0.27 0.32 0.46 0.18 0.30

Value at Risk – IRRBB

1

The table below depicts VaR for IRRBB:

THE BANKING GROUP

20182017

$ millionsAs at

Maximum

Exposure

Minimum

Exposure

Average

ExposureAs at

Maximum

Exposure

Minimum

Exposure

Average

Exposure

Interest rate risk 0.9 1.2 0.3 0.8 0.8 1.8 0.7 1.3

1

IRRBB VaR includes interest rate risk, credit spread risk on liquid assets and other basis risks used for internal management purposes.

The Banking Group does not carry material foreign currency or equity risk.

Risk mitigation

IRRBB stems from the ordinary course of banking activities, including structural interest rate risk (the mismatch between the duration of assets and

liabilities) and capital management.

The Banking Group hedges its exposure to such interest rate risk using derivatives. Further details on the Banking Group’s use of hedge accounting are

discussed in Note 25.

35.5.3 Market risk notional capital charges (Unaudited)

The Banking Group’s aggregate market risk exposure is derived in accordance with BS2B and is calculated on a six monthly basis. The end-of-period

aggregate market risk exposure is calculated from the period end balance sheet information.

For each category of market risk, the Banking Group’s peak end-of-day aggregate capital charge is derived by determining the maximum over the

six months ended 30 September 2018 of the aggregate capital charge for that category of market risk at the close of each business day derived in

accordance with BS2B.

The following table provides a summary of the Banking Group’s notional capital charges by risk type as at the reporting date and the peak end-of-day

notional capital charges by risk type for the six months ended 30 September 2018.

THE BANKING GROUP

2018

$ millions

Implied

Risk-weighted

Exposure

Aggregate

capital

charge

End-of-period

Interest rate risk 1,038 83

Foreign currency risk - -

Equity risk - -

1,038 83

Peak end-of-day

Interest rate risk 1,273 102

Foreign currency risk - -

Equity risk - -

Note 35 Risk management (continued)

Westpac New Zealand Limited.67
Notes to the financial statements

35.5.4 Interest rate sensitivity

Sensitivity to interest rates arises from mismatches in the interest rate characteristics of assets and their corresponding liability funding. One of the

major causes of these mismatches is timing differences in the repricing of assets and liabilities. These mismatches are actively managed as part of the

overall interest rate risk management process, which is conducted in accordance with the Banking Group’s policy guidelines.

The following table presents a breakdown of the earlier of the contractual repricing or maturity dates of the Banking Group’s net asset position as at 30

September 2018. The Banking Group uses this contractual repricing information as a base, which is then altered to take account of consumer behaviour,

to manage its interest rate risk.

THE BANKING GROUP

2018

$ millions

Up to 3

Months

Over 3

Months

and

Up to 6

Months

Over 6

Months

and

Up to

1 Year

Over

1 Year

and

Up to 2

Years

Over

2 Years

Non-

interest

Bearing Total

Financial assets

Cash and balances with central banks 1,184 - - - - 169 1,353

Receivables due from other financial institutions 70 - - - - - 70

Other assets - - - - - 225 225

Trading securities 1,032 70 49 - - - 1,151

Derivative financial instruments - - - - - 585 585

Available-for-sale securities 43 1,343 - 1,186 1,238 - 3,810

Loans 43,474 5,296 12,469 14,743 4,720 (324)80,378

Due from related entities 893 - - - - 426 1,319

Total financial assets 46,696 6,709 12,518 15,929 5,958 1,081 88,891

Non-financial assets 980

Total assets 89,871

Financial liabilities

Payables due to other financial institutions 477 - - - - 20 497

Other liabilities - - - - - 539 539

Deposits and other borrowings 40,587 9,167 5,221 1,541 683 5,903 63,102

Other financial liabilities at fair value through income statement - - - - - - -

Derivative financial instruments - - - - - 181 181

Debt issues 4,102 - 1,567 602 7,454 - 13,725

Due to related entities 1,375 - - - 11 257 1,643

Loan capital 2,622 - - - - - 2,622

Total financial liabilities 49,163 9,167 6,788 2,143 8,148 6,900 82,309

Non-financial liabilities 284

Total liabilities 82,593

On-balance sheet interest rate repricing gap(2,467)(2,458)5,730 13,786 (2,190)

Net derivative notional principals

Net interest rate contracts (notional):

Receivable/(payable)14,457 (4,269)(3,463)(9,808)3,083

Net interest rate repricing gap 11,990 (6,727)2,267 3,978 893

Note 35 Risk management (continued)

68
Notes to the financial statements

Westpac New Zealand Limited.

Note 36 Concentration of funding

THE BANKING GROUP

$ millions20182017

Funding consists of

Payables due to other financial institutions 497 143

Deposits and other borrowings 63,102 58,998

Other financial liabilities at fair value through income statement - 19

Debt issues

1

13,725 16,729

Due to related entities

2

1,386 1,770

Loan capital 2,622 2,616

Total funding 81,332 80,275

Analysis of funding by geographical areas

1

New Zealand 63,962 61,742

Australia 1,250 1,189

United Kingdom 8,186 8,561

United States of America 581 2,021

Other 7,353 6,762

Total funding 81,332 80,275

Analysis of funding by industry sector

Accommodation, cafes and restaurants 405 282

Agriculture 1,373 1,260

Construction 1,739 1,713

Finance and insurance 29,520 30,126

Forestry and fishing 222 398

Government, administration and defence 2,068 2,312

Manufacturing 1,530 1,573

Mining 67 57

Property services and business services 5,809 5,868

Services 4,152 4,334

Trade 1,444 1,542

Transport and storage 593 628

Utilities 485 630

Households 26,141 24,184

Other 4,398 3,598

Subtotal 79,946 78,505

Due to related entities

2

1,386 1,770

Total funding 81,332 80,275

1

The geographic region used for debt issues is based on the nature of the debt programmes. The nature of the debt programmes is used as a proxy for the location of

the original purchaser. Where the nature of the debt programmes does not necessarily represent an appropriate proxy, the debt issues are classified as ‘Other’. These

instruments may have subsequently been on-sold.

2

Amounts due to related entities, as presented above, are in respect of deposits and borrowings and exclude amounts which relate to derivatives and other liabilities.

ANZSIC has been used as the basis for disclosing industry sectors.

Westpac New Zealand Limited.69
Notes to the financial statements

Note 37 Concentration of credit exposures

THE BANKING GROUP

$ millions20182017

On-balance sheet credit exposures (refer to Note 35.2.3 Maximum exposure to credit risk)

Analysis of on-balance sheet credit exposures by geographical areas

New Zealand 86,125 85,216

Australia 656 597

United Kingdom 669 296

United States of America 47 258

Other 1,394 1,302

Total on-balance sheet credit exposures 88,891 87,669

Analysis of on-balance sheet credit exposures by industry sector

Accommodation, cafes and restaurants 443 408

Agriculture 8,446 8,025

Construction 540 512

Finance and insurance 4,861 5,235

Forestry and fishing 458 414

Government, administration and defence 5,304 6,024

Manufacturing 2,146 2,008

Mining 235 153

Property 6,766 6,406

Property services and business services 1,274 1,120

Services 1,822 1,717

Trade 2,213 1,968

Transport and storage 1,115 1,254

Utilities 1,397 1,739

Retail lending 50,805 48,942

Subtotal 87,825 85,925

Provisions for impairment charges on loans (324) (350)

Due from related entities 1,319 2,017

Other assets 71 77

Total on-balance sheet credit exposures 88,891 87,669

Off-balance sheet credit exposures (refer to Note 35.2.3 Maximum exposure to credit risk)

Credit risk-related instruments 25,573 25,863

Total off-balance sheet credit exposures 25,573 25,863

Analysis of off-balance sheet credit exposures by industry sector

Accommodation, cafes and restaurants 93 81

Agriculture 606 614

Construction 508 484

Finance and insurance 1,597 2 ,128

Forestry and fishing 143 133

Government, administration and defence 753 617

Manufacturing 1,744 1,554

Mining 175 210

Property 1,540 1,524

Property services and business services 516 389

Services 596 596

Trade 1,704 2,210

Transport and storage 828 900

Utilities 1,651 1,407

Retail lending 13,119 13,016

Total off-balance sheet credit exposures 25,573 25,863

ANZSIC has been used as the basis for disclosing industry sectors.

70
Notes to the financial statements

Westpac New Zealand Limited.

Concentration of credit exposures to individual counterparties

The following credit exposures are based on actual credit exposures to individual counterparties and groups of closely related counterparties.

The number of individual bank and non-bank counterparties to which the Banking Group has an aggregate credit exposure or peak end-of-day aggregate

credit exposure that equals or exceeds 10% of the Banking Group’s Common Equity Tier 1 capital:

THE BANKING GROUP

2018

% of Banking Group’s Common Equity Tier 1 Capital

Bank Counterparties

1

Long-term credit rating

A- or A3 and above

Non-bank Counterparties

2

Long-term credit rating

A- or A3 and above

As at 30 September 2018

3

Exceeds 10% and not 15% - 1

Exceeds 15% and not 20% - -

Exceeds 20% and not 25% - 1

Peak end-of-day aggregate credit exposure for the six months

ended 30 September 2018

3

Exceeds 10% and not 15% 1 1

Exceeds 15% and not 20% 1 -

Exceeds 20% and not 25% 1 1

1

A counterparty is a bank counterparty if it is a bank that is not a member of a group of closely related counterparties or it is a group of closely related counterparties of

which a bank is the parent.

2

A counterparty is a non-bank counterparty if it is a non-bank that is not a member of a group of closely related counterparties or it is a group of closely related

counterparties of which a bank is not the parent.

3

There were no individual bank or non-bank counterparties with aggregate credit exposure that equals or exceeds 10% of the Banking Group’s Common Equity Tier 1

capital and with a long-term credit rating of less than A- or A3, or its equivalent, or unrated.

The peak end-of-day aggregate credit exposure to each individual counterparty (which are not members of a group of closely related counterparties)

or a group of closely related counterparties has been calculated by determining the maximum end-of-day aggregate amount of actual credit exposure

over the relevant six-month period, and then dividing that amount by the Banking Group’s Common Equity Tier 1 capital as at 30 September 2018.

Credit exposures to individual counterparties (not being members of a group of closely related counterparties) and to groups of closely related

counterparties exclude exposures to connected persons, to the central government or central bank of any country with a long-term credit rating of A-

or A3 or above, or its equivalent, or to any supranational or quasi-sovereign agency with a long-term credit rating of A- or A3 or above, or its equivalent.

These calculations relate only to exposures held in the financial records of the Banking Group and were calculated net of individually assessed provisions.

Note 37 Concentration of credit exposures (continued)

Westpac New Zealand Limited.71
Notes to the financial statements

Note 38 Credit exposures to connected persons and non-bank connected persons

The Banking Group’s credit exposure to connected persons is derived in accordance with the Bank’s conditions of registration and the Reserve Bank

document ‘Connected Exposures Policy’ (BS8), is net of individual credit impairment allowances and excludes advances to connected persons of a

capital nature.

The Reserve Bank defines connected persons to be other members of the Ultimate Parent Bank Group and Directors of the Bank. Controlled entities

of the Bank are not connected persons. Credit exposures to connected persons are based on actual credit exposures rather than internal limits. Peak

end-of-day aggregate credit exposures to connected persons expressed as a percentage of Tier 1 capital of the Banking Group have been derived by

determining the maximum end-of-day aggregate amount of credit exposure over the year ended 30 September 2018 and then dividing that amount by

the Banking Group’s Tier 1 capital as at 30 September 2018.

Credit exposures to connected persons reported in the table below have been calculated partially on a bilateral net basis and on a gross basis. Netting

has occurred in respect of certain transactions which are the subject of a bilateral netting agreement. On this basis, there is a limit of 125% of the

Banking Group’s Tier 1 capital in respect of the gross amount of aggregate credit exposure to connected persons that can be netted off in determining

the net exposure.

THE BANKING GROUP

$ millions

As at

30-Sep-18

Peak

End-of-day

for the

Year Ended

30-Sep-18

Credit exposures to connected persons:

On gross basis, before netting 1,6923,044

As a percentage of Tier 1 capital of the Banking Group at end of the year21.7%39.1%

Amount that has been netted off in determining the net exposure 5191,200

As a percentage of Tier 1 capital of the Banking Group at end of the year6.7%15.4%

On partial bilateral net basis 1,1731,844

As a percentage of Tier 1 capital of the Banking Group at end of the year15.1%23.7%

Credit exposures to non-bank connected persons 1616

As a percentage of Tier 1 capital of the Banking Group at end of the year 0.2%0.2%

As at 30 September 2018, the rating-contingent limit applicable to the Banking Group was 60% of Tier 1 capital on a partial bilateral net basis. Within this

overall rating-contingent limit there is a sub-limit of 15% of Tier 1 capital which applies to the aggregate credit exposure to non-bank connected persons.

The limits on aggregate credit exposures to all connected persons and to non-bank connected persons in the Bank’s conditions of registration have

been complied with at all times during the year ended 30 September 2018.

Where a bank is funding a large loan it is common practice to share the risk of a customer default through risk transfer to an acceptable entity. These

arrangements are called risk lay-off arrangements. As at 30 September 2018, the Banking Group had $3 million of aggregate contingent exposures

to connected persons arising from risk lay-off arrangements in respect of credit exposures to counterparties (excluding counterparties that are

connected persons).

The aggregate amount of the Banking Group’s individual credit provisions provided against credit exposures to connected persons was nil as at 30

September 2018.

72
Notes to the financial statements

Westpac New Zealand Limited.

Note 39 Notes to the statement of cash flows

Accounting policy

Cash and cash equivalents includes cash held at branches and in ATMs, balances with overseas banks in their local currency and balances with

central banks.

Cash and cash equivalents

THE BANKING GROUP

$ millions20182017

Cash and cash equivalents comprise:

Cash and balances with central banks:

Cash on hand 169 179

Balances with central banks 1,184 1,480

Cash and cash equivalents at end of the year 1,353 1,659

Reconciliation of net cash provided by/(used in) operating activities to net profit attributable to the owners of the

Banking Group

THE BANKING GROUP

$ millions

Year Ended

30-Sep-18

Year Ended

30-Sep-17

Net profit attributable to the owners of the Banking Group 936 909

Adjustments:

Impairment charges/(benefits) on loans 3 (76)

Computer software amortisation costs 42 44

Depreciation 44 46

(Gain)/loss from hedging ineffectiveness (4) 12

Movement in accrued interest receivable (4) (15)

Movement in accrued interest payable (16) 19

Movement in current and deferred tax 27 25

Share of associate's net profit 1 -

Share-based payments 4 3

Other non-cash items (3) 21

Cash flows from operating activities before changes in operating assets and liabilities 1,030 988

Movement in receivables due from other financial institutions 337 313

Movement in other assets (9) (14)

Movement in trading securities 666 312

Movement in loans (3,121) (2,103)

Movement in due from related entities 1,025 (281)

Movement in payables due to other financial institutions 354 128

Movement in other liabilities 96 9

Movement in deposits and other borrowings 4,104 207

Movement in other financial liabilities at fair value through income statement (19) (381)

Movement in due to related entities (7) (197)

Net movement in external and related entity derivative financial instruments (63) (627)

Net cash provided by/(used in) operating activities 4,393 (1,646)

Westpac New Zealand Limited.73
Notes to the financial statements

Note 40 Subsequent events

All regulatory approvals necessary for the sale by WNZOL of its 25% shareholding in Paymark Limited (‘Paymark’) to Ingenico Group were received on

2 November 2018.

74
Conditions of registration

Westpac New Zealand Limited.

The registration of the Bank in New Zealand is subject to the following

conditions, which applied on and after 1 January 2018:

1. That:

a. the Total capital ratio of the Banking Group is not less than 10

percent;

b. the Tier 1 capital ratio of the Banking Group is not less than 8

percent;

c. the Common Equity Tier 1 capital ratio of the Banking Group is not

less than 6.5 percent;

d. the Total capital of the Banking Group is not less than $30 million;

e. the Bank must not include the amount of an Additional Tier 1 capital

instrument or Tier 2 capital instrument issued after 1 January 2013 in

the calculation of its capital ratios unless it has received a notice of

non-objection to the instrument from the Reserve Bank; and

f. the Bank meets the requirements of Part 3 of the Reserve Bank

of New Zealand document ‘Application requirements for capital

recognition or repayment and notification requirements in respect

of capital’ (BS16) dated November 2015 in respect of regulatory

capital instruments.

For the purposes of this condition of registration,—

the scalar referred to in the Reserve Bank of New Zealand document

‘Capital Adequacy Framework (Internal Models Based Approach)’

(BS2B) dated November 2015 is 1.06.

‘Total capital ratio’, ‘Tier 1 capital ratio’, ‘Common Equity Tier 1

capital ratio’, and ‘Total capital’ must be calculated in accordance

with the Reserve Bank of New Zealand document ‘Capital

Adequacy Framework (Internal Models Based Approach)’ (BS2B)

dated November 2015 an Additional Tier1 capital instrument is an

instrument that meets the requirements of subsection 2.13(a) or (c)

of the Reserve Bank of New Zealand document “Capital Adequacy

Framework (Internal Models Based Approach)” (BS2B) dated

November 2015.

a Tier 2 capital instrument is an instrument that meets the

requirements of subsection 2.16(a) or (c) of the Reserve Bank of

New Zealand document “Capital Adequacy Framework (Internal

Models Based Approach)” (BS2B) dated November 2015.

1A. That:

a. the Bank has an internal capital adequacy assessment process

(‘ICAAP’) that accords with the requirements set out in the

document ‘Guidelines on a Bank’s Internal Capital Adequacy

Assessment Process (‘ICAAP’)’ (BS12) dated December 2007;

b. under its ICAAP the Bank identifies and measures its ‘other material

risks’ defined as all material risks of the Banking Group that are

not explicitly captured in the calculation of Common Equity Tier 1

capital ratio, the Tier 1 capital ratio and Total capital ratio under the

requirements set out in the document ‘Capital Adequacy Framework

(Internal Models Based Approach)’ (BS2B) dated November 2015;

and

c. the Bank determines an internal capital allocation for each identified

and measured ‘other material risk’.

1B. That the Banking Group complies with all requirements set out in the

Reserve Bank of New Zealand document ‘Capital Adequacy Framework

(Internal Models Based Approach)’ (BS2B) dated November 2015.

1C. That, if the buffer ratio of the Banking Group is 2.5% or less, the Bank

must:

a. according to the following table, limit the aggregate distributions

of the Bank’s earnings to the percentage limit to distributions that

corresponds to the Banking Group’s buffer ratio:

Banking Group’s

buffer ratio

Percentage limit to distributions

of the Bank’s earnings

0% – 0.625%0%

>0.625 – 1.25%20%

>1.25 – 1.875%40%

>1.875 – 2.5%60%

b. prepare a capital plan to restore the Banking Group’s buffer ratio to

above 2.5% within any timeframe determined by the Reserve Bank

for restoring the buffer ratio; and

c. have the capital plan approved by the Reserve Bank.

For the purposes of this condition of registration,—

‘buffer ratio’, ‘distributions’, and ‘earnings’ have the same meaning

as in Part 3 of the Reserve Bank of New Zealand document: ‘Capital

Adequacy Framework (Internal Models Based Approach)’ (BS2B) dated

November 2015.

the scalar referred to in the Reserve Bank of New Zealand document

‘Capital Adequacy Framework (Internal Models Based Approach)’

(BS2B) dated November 2015 is 1.06.

2. That the Banking Group does not conduct any non-financial

activities that in aggregate are material relative to its total activities.

In this condition of registration, the meaning of ‘material’ is based on

generally accepted accounting practice.

3. That the Banking Group’s insurance business is not greater than 1% of

its total consolidated assets.

For the purposes of this condition of registration, the Banking Group’s

insurance business is the sum of the following amounts for entities in

the Banking Group:

a. if the business of an entity predominantly consists of insurance

business and the entity is not a subsidiary of another entity in the

Banking Group whose business predominantly consists of insurance

business, the amount of the insurance business to sum is the total

consolidated assets of the group headed by the entity; and

b. if the entity conducts insurance business and its business does not

predominantly consist of insurance business and the entity is not a

subsidiary of another entity in the Banking Group whose business

predominantly consists of insurance business, the amount of the

insurance business to sum is the total liabilities relating to the

entity’s insurance business plus the equity retained by the entity

to meet the solvency or financial soundness needs of its insurance

business.

In determining the total amount of the Banking Group’s insurance

business—

a. all amounts must relate to on balance sheet items only, and must

comply with generally accepted accounting practice; and

b. if products or assets of which an insurance business is comprised also

contain a non-insurance component, the whole of such products or

assets must be considered part of the insurance business.

For the purposes of this condition of registration, —

‘insurance business’ means the undertaking or assumption of liability

as an insurer under a contract of insurance;

‘insurer’ and ‘contract of insurance’ have the same meaning as provided

in sections 6 and 7 of the Insurance (Prudential Supervision) Act 2010.

4. That the aggregate credit exposures (of a non-capital nature and net of

any allowances for impairment) of the Banking Group to all connected

persons do not exceed the rating-contingent limit outlined in the

following matrix:

75
Conditions of registration

Westpac New Zealand Limited.

Credit rating of the Bank

1

Connected exposure limit

(% of the Banking Group’s Tier 1 capital)

AA/Aa2 and above75

A A-/A a 370

A+/A160

A /A 240

A-/A 330

BBB+/Baa1 and below15

1

This table uses the rating scales of S&P, Fitch Ratings and Moody’s (Fitch

Ratings’ scale is identical to S&P).

Within the rating-contingent limit, credit exposures (of a non-capital

nature and net of any allowances for impairment) to non-bank connected

persons shall not exceed 15% of the Banking Group’s Tier 1 capital.

For the purposes of this condition of registration, compliance with

the rating-contingent connected exposure limit is determined in

accordance with the Reserve Bank of New Zealand document entitled

‘Connected Exposures Policy’ (BS8) dated November 2015.

5. That exposures to connected persons are not on more favourable terms

(for example, as relates to such matters as credit assessment, tenor,

interest rates, amortisation schedules and requirement for collateral)

than corresponding exposures to non-connected persons.

6. That the Bank complies with the following corporate governance

requirements:

a. the Board of the Bank must have at least five directors;

b. the majority of the Board members must be non-executive

directors;

c. at least half of the Board members must be independent

directors;

d. an alternate director:

i. for a non-executive director must be non-executive; and

ii. for an independent director must be independent;

e. at least half of the independent directors of the Bank must be

ordinarily resident in New Zealand;

f. the chairperson of the Board of the Bank must be independent;

and

g. the Bank’s constitution must not include any provision permitting a

director, when exercising powers or performing duties as a director,

to act other than in what he or she believes is the best interests of the

company (i.e. the Bank).

For the purposes of this condition of registration, ‘non-executive’

and ‘independent’ have the same meaning as in the Reserve Bank

of New Zealand document entitled ‘Corporate Governance’ (BS14)

dated July 2014.

7. That no appointment of any director, chief executive officer, or

executive who reports or is accountable directly to the chief executive

officer, is made in respect of the Bank unless:

a. the Reserve Bank has been supplied with a copy of the curriculum

vitae of the proposed appointee; and

b. the Reserve Bank has advised that it has no objection to that

appointment.

8. That a person must not be appointed as chairperson of the Board of

the Bank unless:

a. the Reserve Bank has been supplied with a copy of the curriculum

vitae of the proposed appointee; and

b. the Reserve Bank has advised that it has no objection to that

appointment.

9. That the Bank has a Board audit committee, or other separate

board committee covering audit matters, that meets the following

requirements:

a. the mandate of the committee must include: ensuring the integrity

of the Bank’s financial controls, reporting systems and internal audit

standards;

b. the committee must have at least three members;

c. every member of the committee must be a non-executive director

of the Bank;

d. the majority of the members of the committee must be independent;

and

e. the chairperson of the committee must be independent and must

not be the chairperson of the Bank.

For the purposes of this condition of registration, ‘non-executive’

and ‘independent’ have the same meaning as in the Reserve Bank

of New Zealand document entitled ‘Corporate Governance’ (BS14)

dated July 2014.

10. That a substantial proportion of the Bank’s business is conducted in

and from New Zealand.

11. That the Bank has legal and practical ability to control and execute any

business, and any functions relating to any business, of the Bank that are

carried on by a person other than the Bank, sufficient to achieve, under

normal business conditions and in the event of stress or failure of the

Bank or of a service provider to the Bank, the following outcomes:

a. that the Bank’s clearing and settlement obligations due on a day can

be met on that day;

b. that the Bank’s financial risk positions on a day can be identified on

that day;

c. that the Bank’s financial risk positions can be monitored and

managed on the day following any failure and on subsequent days;

and

d. that the Bank’s existing customers can be given access to

payments facilities on the day following any failure and on

subsequent days.

This condition ceases to apply in respect of an existing outsourcing

arrangement on the earlier of either 1 October 2022 or when the

existing outsourcing arrangement becomes compliant with condition

25, from which point in time condition 25 will apply to that outsourcing

arrangement.

For the purposes of this condition of registration:

a. the term ‘legal and practical ability to control and execute’ is

explained in the Reserve Bank of New Zealand document entitled

‘Outsourcing Policy’ (BS11) dated January 2006; and

b. the term “existing outsourcing arrangement” is defined in the

Reserve Bank of New Zealand document entitled “Outsourcing

Policy” (BS11) dated September 2017.

12. That:

a. the business and affairs of the Bank are managed by, or under the

direction or supervision of, the Board of the Bank;

b. the employment contract of the chief executive officer of the Bank

or person in an equivalent position (together ‘CEO’) is with the Bank,

and the terms and conditions of the CEO’s employment agreement

are determined by, and any decisions relating to the employment

or termination of employment of the CEO are made by, the Board of

the Bank; and

c. all staff employed by the Bank have their remuneration determined

by (or under the delegated authority of ) the Board or the CEO of

the Bank and are accountable (directly or indirectly) to the CEO of

the Bank.

13. That, for the purposes of calculating the Bank’s capital ratios on a solo

basis, a credit conversion factor of zero is only applied to a guarantee

of a financing subsidiary’s financial obligations if, in substance, the

guarantee does not create a risk of loss for the Bank.

76
Conditions of registration

Westpac New Zealand Limited.

14. That the Banking Group complies with the following quantitative

requirements for liquidity-risk management:

a. the one-week mismatch ratio of the Banking Group is not less than

0% at the end of each business day;

b. the one-month mismatch ratio of the Banking Group is not less than

0% at the end of each business day; and

c. the one-year core funding ratio of the Banking Group is not less than

75% at the end of each business day.

For the purposes of this condition of registration, the ratios identified

must be calculated in accordance with the Reserve Bank of New

Zealand documents entitled ‘Liquidity Policy’ (BS13) dated July 2014 and

‘Liquidity Policy Annex: Liquid Assets’ (BS13A) dated December 2011.

15. That the Bank has an internal framework for liquidity risk management

that is adequate in the Bank’s view for managing the Bank’s liquidity

risk at a prudent level, and that, in particular:

a. is clearly documented and communicated to all those in the

organisation with responsibility for managing liquidity and liquidity

risk;

b. identifies responsibility for approval, oversight and implementation

of the framework and policies for liquidity risk management;

c. identifies the principal methods that the Bank will use for measuring,

monitoring and controlling liquidity risk; and

d. considers the material sources of stress that the Bank might face,

and prepares the Bank to manage stress through a contingency

funding plan.

16. That no more than 10% of total assets may be beneficially owned by

a SP V.

For the purposes of this condition, —

‘total assets’ means all assets of the Banking Group plus any assets

held by any SPV that are not included in the Banking Group’s assets:

‘SPV’ means a person—

a. to whom any member of the Banking Group has sold, assigned, or

otherwise transferred any asset;

b. who has granted, or may grant, a security interest in its assets for the

benefit of any holder of any covered bond; and

c. who carries on no other business except for that necessary or

incidental to guarantee the obligations of any member of the Banking

Group under a covered bond:

‘covered bond’ means a debt security issued by any member of the

Banking Group, for which repayment to holders is guaranteed by a SPV,

and investors retain an unsecured claim on the issuer.

1 7. T h a t :

a. no member of the Banking Group may give effect to a qualifying

acquisition or business combination that meets the notification

threshold, and does not meet the non-objection threshold,

unless:

i. the Bank has notified the Reserve Bank in writing of the intended

acquisition or business combination and at least 10 working days

have passed; and

ii. at the time of notifying the Reserve Bank of the intended

acquisition or business combination, the Bank provided the

Reserve Bank with the information required under the Reserve

Bank Banking Supervision Handbook document ‘Significant

Acquisitions Policy’ (BS15) dated December 2011; and

b. no member of the Banking Group may give effect to a qualifying

acquisition or business combination that meets the non-objection

threshold unless:

i. the Bank has notified the Reserve Bank in writing of the intended

acquisition or business combination;

ii. at the time of notifying the Reserve Bank of the intended

acquisition or business combination, the Bank provided the

Reserve Bank with the information required under the Reserve

Bank Banking Supervision Handbook document ‘Significant

Acquisitions Policy’ (BS15) dated December 2011; and

iii. the Reserve Bank has given the Bank a notice of non-objection to

the significant acquisition or business combination.

For the purposes of this condition of registration, ‘qualifying acquisition

or business combination’, ‘notification threshold’ and ‘non-objection

threshold’ have the same meaning as in the Reserve Bank Banking

Supervision Handbook document ‘Significant Acquisitions Policy’

(BS15) dated December 2011.

18. That the Bank is pre-positioned for Open Bank Resolution and in

accordance with a direction from the Reserve Bank, the Bank can—

a. close promptly at any time of the day and on any day of the week and

that effective upon the appointment of the statutory manager:

i. all liabilities are frozen in full; and

ii. no further access by customers and counterparties to

their accounts (deposits, liabilities or other obligations) is

possible;

b. apply a de minimis to relevant customer liability accounts;

c. apply a partial freeze to the customer liability account balances;

d. reopen by no later than 9am the next business day following the

appointment of a statutory manager and provide customers access

to their unfrozen funds;

e. maintain a full freeze on liabilities not pre-positioned for open bank

resolution; and

f. reinstate customers’ access to some or all of their residual frozen

funds.

For the purposes of this condition of registration, ‘de minimis’, ‘partial

freeze’, ‘customer liability account’, and ‘frozen and unfrozen funds’

have the same meaning as in the Reserve Bank of New Zealand

document ‘Open Bank Resolution (OBR) Pre-positioning Requirements

Policy’ (BS17) dated September 2013.

19. That the Bank has an Implementation Plan that—

a. is up-to-date; and

b. demonstrates that the Bank’s prepositioning for Open Bank

Resolution meets the requirements set out in the Reserve Bank of

New Zealand document: ‘Open Bank Resolution Pre-positioning

Requirements Policy’ (BS 17) dated September 2013.

For the purposes of this condition of registration, ‘Implementation

Plan’ has the same meaning as in the Reserve Bank of New Zealand

document ‘Open Bank Resolution (OBR) Pre-positioning Requirements

Policy’ (BS17) dated September 2013.

20. That the Bank has a compendium of liabilities that—

a. at the product-class level lists all liabilities, indicating which

are—

i. pre-positioned for Open Bank Resolution; and

ii. not pre-positioned for Open Bank Resolution;

b. is agreed to by the Reserve Bank; and

c. if the Reserve Bank’s agreement is conditional, meets the Reserve

Bank’s conditions.

For the purposes of this condition of registration, ‘compendium of

liabilities’, and ‘pre-positioned and non pre-positioned liabilities’ have

the same meaning as in the Reserve Bank of New Zealand document

‘Open Bank Resolution (OBR) Pre-positioning Requirements Policy’

(BS17) dated September 2013.

21. That on an annual basis the Bank tests all the component parts of

its Open Bank Resolution solution that demonstrates the Bank’s

prepositioning for Open Bank Resolution as specified in the Bank’s

Implementation Plan.

77
Conditions of registration

Westpac New Zealand Limited.

For the purposes of this condition of registration, ‘Implementation

Plan’ has the same meaning as in the Reserve Bank of New Zealand

document ‘Open Bank Resolution (OBR) Pre-positioning Requirements

Policy’ (BS17) dated September 2013.

22. That, for a loan-to-valuation measurement period, the total of

the Bank’s qualifying new mortgage lending amount in respect of

property-investment residential mortgage loans with a loan-to-

valuation ratio of more than 65%, must not exceed 5% of the total of

the qualifying new mortgage lending amounts in respect of property-

investment residential mortgage loans arising in the loan-to-valuation

measurement period.

23. That, for a loan-to-valuation measurement period, the total of the

bank’s qualifying new mortgage lending amount in respect of non

property-investment residential mortgage loans with a loan-to-

valuation ratio of more than 80%, must not exceed 15% of the total

of the qualifying new mortgage lending amount in respect of non

property-investment residential mortgage loans arising in the loan-

to-valuation measurement period.

24. That the Bank must not make a residential mortgage loan unless

the terms and conditions of the loan contract or the terms and

conditions for an associated mortgage require that a borrower

obtain the registered Bank’s agreement before the borrower can

grant to another person a charge over the residential property used

as security for the loan.

25. That the bank must comply with the Reserve Bank of New Zealand

document “Outsourcing Policy” (BS11) dated September 2017.

In these conditions of registration:

–‘Banking Group’—

means Westpac New Zealand Limited (as reporting entity) and all other

entities included in the group as defined in section 6(1) of the Financial

Markets Conduct Act 2013 for the purposes of Part 7 of that Act.

–‘generally accepted accounting practice’—

has the same meaning as in section 8 of the Financial Reporting

Act 2013.

–In conditions of registration 22 to 24,—

“loan-to-valuation ratio”, “non property-investment residential

mortgage loan”, “property-investment residential mortgage loan”,

“qualifying new mortgage lending amount in respect of property-

investment residential mortgage loans” and ‘residential mortgage

loan’ have the same meaning as in the Reserve Bank of New Zealand

document entitled ‘Framework for Restrictions on High-LVR Residential

Mortgage Lending’ (BS19) dated January 2018:

–‘loan-to-valuation measurement period’ means—

a. the three calendar month period ending on the last day of March

2018; and

b. thereafter a period of three calendar months ending on the last day

of the third calendar month, the first of which ends on the last day

of April 2018.

Non-compliance with conditions of registration

The Bank underwent a review of compliance with certain aspects of

condition of registration 1B in response to a notice issued by the Reserve

Bank under section 95 of the Reserve Bank Act during the reporting period

(‘Section 95 Review’). Condition of registration 1B requires the Bank to

comply with the Reserve Bank Capital Adequacy Framework (Internal

Models Based Approach) (‘BS2B’).

The Section 95 Review considered the Bank’s compliance with aspects

of BS2B since accreditation in 2008. It found that the Bank had not

complied with aspects of BS2B over that period, and in particular it used

a number of capital models not approved by the RBNZ and failed to meet

requirements around model governance, process and documentation.

The Bank accepts the findings of the Section 95 Review and is committed

to addressing the issues raised. The Bank addressed a number of issues

during the reporting period, and is progressing remediation of the

remaining issues. As disclosed in Note 34 to the financial statements, the

Bank considers its current internal credit model methodologies result

in the retention of an appropriate amount of capital to reflect its credit

risk. Any effect of the non-compliance with condition of registration 1B

on the information relating to capital adequacy disclosed in the financial

statements is not considered by the Bank to be material.

During the reporting period, the Bank was non-compliant with condition

of registration 1B in relation to the following matters:

–It has continued to operate versions of the following capital models

which were not approved by the Reserve Bank, in some cases since

December 2008:

>Probability of Default (‘PD’) models for small business and

agriculture.

>Loss Given Default (‘LGD’) and Exposure at Default (‘EAD’) models

for credit card exposures.

>PD and LGD models for:

–Banks;

–Sovereigns;

–Corporates; and

–SME Corporates.

>Risk Grade model utilised within expert judgement evaluation for

wholesale property development and investment customers.

>For one obligor, the slotting rule utilised, applied within the

Specialised Lending Income Producing Real Estate asset class, was

not approved by the Reserve Bank. This has been corrected and

capital calculations adjusted accordingly.

–In some instances, changes to expert judgement policies,

compositional changes and an asset class segmentation rule within

the Bank’s loan book were not notified to the Reserve Bank as required

under paragraph 1.3A(a) of BS2B.

–The Bank’s Model Compendium required under 1.3B of BS2B is not

accurate as it does not include all models, has unapproved models and

has not been updated to include changes in models.

–It is not fully compliant with paragraph 4.246 of BS2B in that, with

the exception of wholesale property development and investment

customers, non-retail risk grade credit policy overrides are not

captured and monitored.

–It is not fully compliant with paragraph 4.248 of BS2B in that not all

historical origination data for non-retail customers is maintained in

a format that allows easy accessibility to key data used to derive the

original risk rating.

–It is not fully compliant with 4.256 of BS2B in that WNZL management

accountabilities and authorities are not specified in the relevant

framework policies published by the Ultimate Parent Bank. This issue

has been addressed. The relevant framework policies by the Ultimate

Parent Bank have been updated to reflect WNZL management

accountabilities and authorities

–For less than one percent of its residential mortgages by loan value, its

use of total committed exposure rather than EAD for calculating loan-

to-value ratio (‘LVR’) for capital adequacy purposes does not meet the

minimum LGD requirements of paragraph 4.150 of BS2B. Additionally,

for less than 5% of accounts by number, the security value utilised

within the calculation of LVR is an updated valuation and not the

origination value as required by that paragraph.

78
Conditions of registration

Westpac New Zealand Limited.

–For credit risk capital purposes, off-balance sheet exposures include

amounts that have been approved but not yet drawn by the customer.

The Bank has identified that, for some loans to commercial and

corporate customers, amounts approved but not yet drawn are not

accurately included in its capital estimates. The aggregate amount is

not assessed to be material.

–The Banking Group has some minor portfolios where risk weights

for these exposures are assessed for capital adequacy under a

standardised approach rather than under BS2B without the Reserve

Bank’s approval. The Reserve Bank has now approved WNZL’s use of

the standardised approach for these portfolios.

–For a small number of corporate customers, certain committed credit

facilities have been incorrectly recorded as uncommitted. This has

been corrected and capital calculations adjusted accordingly. The

aggregate amount is not assessed to be material.

–It is not fully compliant with 4.205 and 4.324 of BS2B in that the Bank has

not risk-weighted the residual value of operating leases at 100%. This

has been corrected and the capital calculations adjusted accordingly.

The aggregate amount is not assessed to be material.

–It is not fully compliant with 4.93 of BS2B in that the Bank has not

applied the appropriate facility maturity for drawn amounts for the

lease portfolio (less than 0.4% of total exposure). This has been

corrected and the capital calculations adjusted accordingly. The

aggregate amount is not assessed to be material.

–It is not fully compliant with 4.136A(b) of BS2B in that an asset value

correlation multiplier of 1.25 has not been applied to the correlation

parameter R for exposures to unregulated financial institutions. This has

been corrected and the capital calculations adjusted accordingly.

–It is not fully compliant with 4.65,4.84 and 4.152 of BS2B in that the

Bank has not included partial write-offs in EAD calculations. This has

been corrected and the capital calculations adjusted accordingly. The

aggregate amount is not assessed to be material.

–A small number of sovereign customers were incorrectly classified

as corporate customers. This resulted in an over-statement of risk-

weighted assets (‘RWA’). This has been corrected and the capital

calculations adjusted accordingly.

–It is not fully compliant with 4.156 of BS2B in that an incorrect EAD

factor of 100% (rather than the approved 20%) is used within the

EAD calculations for the retail SME portfolio. This results in an over-

statement of RWA.

–It is not fully compliant with 4.93 of BS2B in that for some exposures,

where amounts have been drawn under a committed facility and there

are varying maturities, the more conservative measure of maturity has

not been used. The amount is not assessed to be material. The capital

calculations will be adjusted during the next reporting period.

In addition to the non-compliance described above, the Section 95 Review

noted that the Bank had failed to meet the Reserve Bank’s requirements

in relation to:

–model documentation and associated model documentation

policies;

–internal processes for changes to the Bank’s rating system;

–data maintenance; and

–policies or processes to support incorporating conservatism into

models and estimates.

The Bank accepts the findings of the Section 95 Review and is committed

to addressing the issues raised.

Changes to conditions of registration

The conditions of registration were amended on 29 August 2018 with

effect on and after 1 October 2018 to account for some minor and

technical changes to the Liquidity Policy Annex (BS13A).

79Westpac New Zealand Limited.

80
Westpac New Zealand Limited.

81Westpac New Zealand Limited.

82
Westpac New Zealand Limited.

83Westpac New Zealand Limited.

84
Westpac New Zealand Limited.

85Westpac New Zealand Limited.

86
Westpac New Zealand Limited.

westpac.co.nz
JN15967-3 10-18

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