Appendix 3B

Appendix 3B
New issue announcement



+ See chapter 19 for defined terms.

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

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

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


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

ABN
11 005 357 522

We (the entity) give ASX the following information.


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

1
+
Class of
+
securities issued or to
be issued

Fully paid ordinary shares



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

1,409,344 fully paid ordinary shares



3
Principal terms of the
+
securities
(e.g. if options, exercise price
and expiry date; if partly paid
+
securities, the amount
outstanding and due dates for
payment; if
+
convertible
securities, the conversion price
and dates for conversion)
The terms of the shares will be the same as the terms
of existing ordinary shares

Appendix 3B
New issue announcement



+ See chapter 19 for defined terms.

Appendix 3B Page 2 04/03/2013


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

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

5 Issue price or consideration

1,409,344 fully paid ordinary shares at nil
consideration



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






1,409,344 fully paid ordinary shares issued under
the Bonus Option Plan (BOP)


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

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


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



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

Appendix 3B
New issue announcement



+ See chapter 19 for defined terms.

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



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

Not applicable



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



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



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



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


7
+
Issue dates
Note: The issue date may be prescribed by ASX
(refer to the definition of issue date in rule
19.12). For example, the issue date for a pro rata
entitlement issue must comply with the
applicable timetable in Appendix 7A.
Cross reference: item 33 of Appendix 3B.
1 July 2019

Appendix 3B
New issue announcement



+ See chapter 19 for defined terms.

Appendix 3B Page 4 04/03/2013

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


2,834,584,923


11,200,000

16,100,000

9,701,791

16,220,000

9,310,782

Fully paid ordinary
shares

ANZ Capital Notes 1

ANZ Capital Notes 2

ANZ Capital Notes 3

ANZ Capital Notes 4

ANZ Capital Notes 5



USD1,250,000,000 2.05 per cent. Covered Bond
due May 2020

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

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

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

USD1,000,000,000 Perpetual Subordinated
Contingent Convertible Securities

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

EUR750,000,000 0.625 per cent. Fixed Rate Notes
due February 2023

Appendix 3B
New issue announcement



+ See chapter 19 for defined terms.

04/03/2013 Appendix 3B Page 5


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



6,654,119

Options on issue



10 Dividend policy (in the case of a
trust, distribution policy) on the
increased capital (interests)
Same as existing fully paid ordinary shares



Part 2 - Pro rata issue

11 Is security holder approval
required?

Not applicable

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

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

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

15
+
Record date to determine
entitlements
Not applicable

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

17 Policy for deciding entitlements
in relation to fractions

Not applicable

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


19 Closing date for receipt of
acceptances or renunciations
Not applicable

Appendix 3B
New issue announcement



+ See chapter 19 for defined terms.

Appendix 3B Page 6 04/03/2013

20 Names of any underwriters


Not applicable

21 Amount of any underwriting fee
or commission
Not applicable

22 Names of any brokers to the issue


Not applicable

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

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


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

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

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

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

29 Date rights trading will end (if
applicable)


Not applicable

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

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

Appendix 3B
New issue announcement



+ See chapter 19 for defined terms.

04/03/2013 Appendix 3B Page 7

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

33
+
Issue date


Not applicable


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

34
Type of
+
securities
(tick one)

(a)

+
Securities described in Part 1


(b)

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

Entities that have ticked box 34(a)

Additional securities forming a new class of securities


Tick to indicate you are providing the information or
documents


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


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


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

Appendix 3B
New issue announcement



+ See chapter 19 for defined terms.

Appendix 3B Page 8 04/03/2013
Entities that have ticked box 34(b)

38
Number of
+
securities for which
+
quotation is sought

Not applicable



39
+
Class of
+
securities for which
quotation is sought

Not applicable

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

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

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

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

Not applicable

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



Not applicable Not applicable

Appendix 3B
New issue announcement



+ See chapter 19 for defined terms.

04/03/2013 Appendix 3B Page 9


Quotation agreement

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

2 We warrant the following to ASX.

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

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

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

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

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

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

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


Sign here: ............................................................ Date: 2 July 2019
(Company secretary)


Print name: Simon Pordage

== == == == ==