Westpac 2019 Group Annual Report

Help when
it matters.
2019
Annual Report

Westpac Group’s 2019 Reporting Suite
Westpac’s full 2019 reporting suite includes
the Group’s Annual Report, Full Year Financial
Results, Investor Discussion Pack, Annual
Review and Sustainability Report, Sustainability
Performance Report, Pillar 3 Report and other
shareholder information including a financial
calendar. For details, visit the Investor Centre
at westpac.com.au/investorcentre.
Annual ReportAnnual Review and
Sustainability Report
Sustainability
Performance Report
Help when
it matters.
2019
Annual Report
Help when
it matters.
2019
Annual Review &
Sustainability Report
Help when
it matters.
2019
Sustainability
Performance Report
Our commitment to helping started in 1817
when Westpac first opened its doors, helping
to build a fledgling colony’s diversified
economy and its own currency.
Helping is at the heart of what we do
and is central to our vision to become
one of the world’s great service
companies. Whether it’s helping
customers buy and pay off their homes,
manage their finances or kick start a
business – or by supporting them in
times of change or difficulty – we are
there to help in the moments that matter.
By getting service right, customers
benefit, the community benefits and
shareholders benefit.
Help when
it matters.
Cover image and this page:
Westpac’s 2019 ‘Baker of Beirut’ campaign
Westpac Banking Corporation
ABN 33 007 457 141

Performance highlights 2
Section 1 3
Chairman’s report 4
Chief Executive Officer’s letter 8
Information on Westpac 14
Significant developments 15
Directors’ report 26
Remuneration Report 44
Section 2 75
Five year summary 76
Reading this report 77
Review of Group operations 79
Income statement review 81
Balance sheet review 87
Capital resources 90
Divisional performance 93
Consumer 96
Business 97
Westpac Institutional Bank 98
Westpac New Zealand 99
Group Businesses 101
Risk and risk management 102
Risk factors 102
Risk management 113
Credit risk 114
Funding and liquidity risk 115
Market risk 116
Operational risk 116
Conduct and compliance risk 116
Governance risk 117
Risk culture 117
Strategic risk 117
Capital adequacy 118
Cyber risk 118
Reputation risk 118
Sustainability risk 118
Westpac’s approach to sustainability 121
Sustainability performance 121
Five year non-financial summary 130
Other Westpac business information 132
Section 3 135
Financial statements 136
Notes to the financial statements 142
Statutory statements 279
Section 4 289
Shareholding information 290
Additional information 300
Information for shareholders 304
Glossary of abbreviations and defined terms 307
Contact us inside back cover
In this Annual Report a reference to ‘Westpac’, ‘Group’, ‘Westpac Group’, ‘we’, ‘us’ and ‘our’ is to Westpac Banking Corporation ABN 33 007
457 141 and its subsidiaries unless it clearly means just Westpac Banking Corporation.
For certain information about the basis of preparing the financial information in this Annual Report see ‘Reading this report’ in Section 2. In
addition, this Annual Report contains statements that constitute ‘forward-looking statements’ within the meaning of Section 21E of the US
Securities Exchange Act of 1934. For an explanation of forward-looking statements and the risks, uncertainties and assumptions to which
they are subject, see ‘Reading this report’ in Section 2.
Information contained in or accessible through the websites mentioned in this Annual Report does not form part of this report unless
we specifically state that it is incorporated by reference and forms part of this report. All references in this report to websites are inactive
textual references and are for information only.
1
2019 Westpac Group Annual Report
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2
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Table of contents
4
Annual Report
Table of contents
Westpac Group’s 2019 Reporting Suite
Westpac’s full 2019 reporting suite includes
the Group’s Annual Report, Full Year Financial
Results, Investor Discussion Pack, Annual
Review and Sustainability Report, Sustainability
Performance Report, Pillar 3 Report and other
shareholder information including a financial
calendar. For details, visit the Investor Centre
at westpac.com.au/investorcentre.
Annual ReportAnnual Review and
Sustainability Report
Sustainability
Performance Report
Help when
it matters.
2019
Annual Report
Help when
it matters.
2019
Annual Review &
Sustainability Report
Help when
it matters.
2019
Sustainability
Performance Report
Our commitment to helping started in 1817
when Westpac first opened its doors, helping
to build a fledgling colony’s diversified
economy and its own currency.
Helping is at the heart of what we do
and is central to our vision to become
one of the world’s great service
companies. Whether it’s helping
customers buy and pay off their homes,
manage their finances or kick start a
business – or by supporting them in
times of change or difficulty – we are
there to help in the moments that matter.
By getting service right, customers
benefit, the community benefits and
shareholders benefit.
Help when
it matters.
Cover image and this page:
Westpac’s 2019 ‘Baker of Beirut’ campaign
Westpac Banking Corporation
ABN 33 007 457 141

22019 Westpac Group Annual Report
Performance highlights
6,346
6,991
5,936
6,751
7,561
8,012
7,445
7,990
8,095
6,784
Net profit after tax
1
($m)
10111213141516171819
Net profit after tax $6,784 million, down 16%
5,879
6,301
6,564
7,063
7,628
7,820
7,822
8,0628,065
6,849
Cash earnings
2
($m)
10111213141516171819
Cash earnings $6,849 million, down 15%
197.8
209.3
214.8
227.8
245.4
248.2
235.5
239.7
236.2
198.2
Cash earnings per ordinary share
2,4
(cents)
10111213141516171819
Cash earnings per ordinary share, down 16%
139
156
166
174
20
182
187188188188
174
Dividends per ordinary share (cents)
10111213141516171819
Special dividends
Dividends $1.74, down 14 cents
16.116.0
15.4
15.9
16.4
15.8
14.0
13.8
13.0
10.8
Cash earnings to average ordinary equity
2,3
(%)
10111213141516171819
Returns 10.8%, down 225bps
% change
201920182019/2018
Reported earnings
Net profit after tax
1
($m)6,784 8,095 (16%)
Earnings per share (cents)196.5 237.5 (17%)
Dividends per share (cents)174 188 (7%)
Return on equity
3
(%)10.7 13.1 (240bps)
Expense to income ratio (%)48.9 43.8 Large
Common Equity Tier 1 capital ratio (%)10.7 10.6 4bps
Cash earnings basis
2

Cash earnings ($m)6,849 8,065 (15%)
Cash earnings per share (cents)198.2 236.2 (16%)
Cash earnings return on equity (%)
3
10.8 13.0 (225bps)
Economic profit
5
($m)1,619 3,444 (53%)
1. Net profit attributable to ordinary equity holders.
2. The adjustments to our reported results to derive cash earnings are described in Note 2 of our 2019 financial statements.
3. Return on average ordinary equity.
4. Periods prior to 2015 have not been restated for the bonus element of the 2015 share entitlement offer.
5. Economic profit represents the excess of adjusted cash earnings over a minimum required rate of return on equity invested. For
this purpose, adjusted cash earnings is defined as cash earnings plus the estimated value of franking credits paid to shareholders.
The calculation of economic profit is described in more detail in Section 5 of Westpac’s Full Year 2019 Results (incorporating the
requirements of Appendix 4E) lodged with the ASX on 4 November 2019 (the’ASX Announcement’).
Performance highlights

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2019 Westpac Group Annual Report
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Chairman’s report
Chief Executive Officer’s letter
Information on Westpac
Directors’ report
(including Remuneration Report)
01

This year
has been
a challenging
period
Lindsay Maxsted
Chairman
42019 Westpac Group Annual Report
A challenging year
This year has been a challenging period for the financial
services sector, and for Westpac. At an industry
level, the repercussions from the Royal Commission
into Misconduct in the Banking, Superannuation and
Financial Services Industry (Royal Commission) have
continued, self-assessments into governance, culture
and accountability have been completed, and there has
been an increase in regulatory actions and remediation
costs. The operating environment has also become
more difficult with lower economic growth, historically
low interest rates, and even more competition from
international banks, non-banks and niche players.
Despite the challenges presented by the environment,
our capital remains above the Australian Prudential
Regulation Authority’s (APRA) unquestionably strong
benchmark, our funding and liquidity is sound, and
our customer franchise is healthy with a market share
of around 20% across most of the major segments in
which we operate. At the same time we have been rated
the most sustainable bank in Australia (and rated 9th in
world) by the Dow Jones Sustainability Index.
Noting our overall position, we do however face a
number of challenges. Over the last 12 months we have
faced into these, sought to work through the issues
and commenced a number of programs to further
strengthen our position – particularly in enhancing our
approach to governance and risk management. We will
continue to do so.
Royal Commission
Last year in my letter to you I spoke about the impact
of the Royal Commission and the lessons for Westpac.
These were:
(1) that we were slow to focus on non-financial risks
such as conduct, compliance and reputation;
(2) we did not fully appreciate the underlying risks in
the financial planning business; and
(3) that some remuneration arrangements inadvertently
contributed to poor behaviour.
Having identified many of our shortcomings last year,
our focus this year has been on fixing the issues and
beginning to restore the trust that you and customers
have placed in us. Dealing with these lessons in reverse
order, we have already made a number of changes
in remuneration across the organisation to reduce
potential conflicts and ensure the right incentives are
in place for employees. We’ve also made changes to
executive remuneration – which I discuss further below.
In relation to the second lesson, in March this year,
following a detailed review, we announced our decision
Chairman’s report
Five year summary
1
to exit the financial planning business. As part of this
change we ceased providing personal financial advice
by salaried financial advisers under our own brands
and discontinued the practice of enabling independent
advice groups to operate under our licence.
On non-financial risks, in addition to some of the
findings of the Royal Commission we completed a
detailed analysis through our Culture Governance and
Accountability (CGA) self-assessment. This report was
produced for the Board and APRA and provided a
thorough assessment of our strengths and weaknesses
in risk culture, governance and accountability. The
report was prepared by a dedicated team supported by
Oliver Wyman (a global independent expert in financial
services) and is available on our website.
The CGA self-assessment indicated that “Westpac’s
governance, accountability and culture settings, in their
totality generally support sound management of the
Group’s non-financial risks.” The report also highlighted
that “Westpac’s management of non-financial risks...
remains generally less mature than its management of
financial risks and this factor is likely near, or at the root
cause of many of Westpac’s non-financial risk related
issues.”
In other findings, the report indicated that some of
Westpac’s strengths had side effects that impacted the
Group’s culture. For example, the Group’s strong focus
on financial risk has contributed to an “organisational
imperative for safety” and a tendency to over-analyse
issues. On the face of it this could be a strength for a
large financial institution however, these characteristics
have also meant that we have tended to be slow in
decision-making and weak on execution.
Enhancing Governance
In response to the findings of our CGA self-assessment,
we have commenced a detailed program of work to
fix the issues. This work is also aligned with our Royal
Commission Response plan.
While there is still much to do we have nevertheless
made significant progress:
• Of the 45 recommendations in our CGA self-
assessment, 40% have now been implemented.
• Of the 49 Royal Commission recommendations that
require action by to us, 11 have been implemented
and progress is underway with a further 11. The
remaining 27 recommendations require further
clarity or legislative change before we can fully
progress but we are doing all we can now.

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2019 Westpac Group Annual Report
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Chairman’s report
Reading this report
I want to highlight that the Board sees these changes
as a positive and necessary investment in Westpac’s
long term sustainability and we are monitoring progress
closely. However I do not want to underestimate the
task ahead of us. It is complex and it will take some
time before we can claim completion. That said, we are
determined to invest what is necessary to complete our
plans and build an even more sustainable organisation.
Shareholders should also be aware that the increase
in scrutiny may result in further regulatory action and
litigation against your company. We will continue to
investigate these matters fully and impartially and where
we recognise we have done the wrong thing we will
take responsibility; and if customers have been affected
we will put things right. There will at times however be
genuine disagreement with regulators and in those cases
we will continue to engage constructively.
Financial Performance
This year our financial performance was disappointing.
While we have continued to grow the balance sheet,
and customer numbers, the significant costs associated
with remediating customers, improving governance
and responding to regulatory change have contributed
to a reduction in earnings. Brian will deal with financial
performance in more detail in his letter but let me cover
the key points.
Reported net profit in Full Year 2019 was $6,784 million
down from $8,095 million in 2018. Cash earnings (our
preferred measure of performance) for the year ended
30 September 2019 was $6,849 million, 15% lower than
the 2018 financial year.
To put performance in perspective, of the $1,216 million
decline in cash earnings, $849 million was due to higher
costs associated with customer remediation and costs
associated with exiting financial planning, what we
have called ‘notable items’. The remaining decline was
mainly due to lower interest margins, a decline in wealth
management and insurance revenue and increased
regulatory and compliance costs.
On the balance sheet liquidity, funding and credit
quality remain strong. Our key liquidity ratios continue
to remain comfortably above regulatory minimums and
we have maintained a sound funding mix.
Credit quality has continued to be a highlight with
all elements of the portfolio in good shape. The ratio
of stressed assets to total committed exposures has
remained near cyclical lows at 1.20%, while impaired
assets represent just 0.25% of total lending. There has
been some increase in consumer delinquencies over the
last couple of years consistent with the softening in the
economy but this is not unexpected.
Capital
Reflecting our priority for strength, Westpac has
materially strengthened its capital position over many
years with our ordinary equity almost doubling since
2009 while our asset base has increased by closer to
50% - a material reduction in gearing. Our CET1 capital
ratio started the decade below 7% and at September
2019 was 10.67%.
Despite this position, the lower earnings and a variety
of changes in the calculation of the components of the
CET1 capital ratio (CET1 capital and risk weighted assets)
has meant that, absent any action on our behalf, we
would not have had a sufficient buffer above APRA’s
unquestionably strong benchmark of 10.5%. As a result,
the Board has taken the decision to raise capital through
an institutional placement and a share purchase plan to
raise around $2.5 billion.
The raising is expected to lift the Group’s capital ratios
by around 58
1
basis points giving us extra capacity to
support customers, including if the economy weakens,
while increasing the buffer for any additional factors
that may impact capital in the period ahead, including
regulatory actions, litigation or changes in APRA or
RBNZ capital requirements.
Dividends
The Board also took the difficult decision this half to
reduce the final 2019 dividend to 80 cents per share,
fully franked. This is a 15% reduction on both the final
2018 dividend and the interim 2019 dividend of 94 cents
per share. This dividend represents a final dividend pay
out ratio of 79% and a dividend yield of 5.4% (before
franking).
This brings the full year dividend to 174 cents per share,
down from 188 cents per share in 2018.
There were a number of factors that led to the decision
to reduce the dividend and we recognise the impact
on shareholders, but as a Board we must continue to
prioritise strength and make decisions that we believe
are in the best long term interests of the company.
In setting the dividend, the Group seeks to maintain
a payout ratio that is sustainable, which we currently
assess as being around 70-75%. While the final dividend
payout ratio is above this level, if we exclude the notable
items referred to earlier, the payout ratio, on a cash
earnings basis, is 71%.
1. Based on risk weighted assets as at 30 September 2019, a 46
basis point increase reflects the impact of the placement only of
$2 billion, while a 58 basis point increase reflects the impact of
both the placement and the share purchase plan, assuming the
share purchase plan raises $500 million (the basis point impacts
are net of issue costs).

62019 Westpac Group Annual Report
Chairman’s report
It is also worth highlighting that the Bank Levy has
continued to weigh on earnings and on returns to
shareholders. This year, the Bank Levy was equivalent to
around 8 cents per share (4 cents per share each half).
The Bank Levy is based on the size of certain liabilities,
not on earnings. Accordingly while earnings were lower
this year, the Bank Levy was higher.
The final ordinary dividend will be paid on 20 December
2019 with the record date of 13 November 2019.
Remuneration
At our 2018 AGM, we received a significant vote against
the adoption of our 2018 Remuneration Report and,
as a result, incurred a ‘first strike’. In accordance with
Australia’s Corporations Act, if we receive a ‘second
strike’ against our 2019 Remuneration Report, a
separate resolution must be put to shareholders at the
2019 AGM asking if they wish to hold an extraordinary
general meeting, known as a ‘spill meeting’.
The Board and I recognise that our decisions on
executive remuneration in 2018 were not in line
with shareholder expectations. In response, we
have consulted extensively over the year to better
understand shareholder views and act on their
feedback. We met with groups of individuals with
the help of the Australian Shareholders’ Association
and we held a number of meetings with institutional
shareholders and advisory groups. I have also received
significant correspondence from shareholders. I greatly
appreciate the time that shareholders have taken to
share their thoughts directly with me and your Board.
In my letter to shareholders accompanying the interim
dividend earlier this year, I explained that the key
concern of shareholders was that your Board did not
apply sufficient discretion to short-term variable reward
(STVR) outcomes in 2018, given Westpac’s flat financial
performance in 2018 and the significant risk and
reputation matters that arose.
Shareholders also provided feedback on the overall
quantum of executive pay, the use of a fair value
allocation methodology to determine the award value of
long-term variable reward and the lack of variability in
short-term variable reward to executives over time.
In response to this feedback, combined with your
Board’s assessment, we made a number of changes
to executive remuneration outcomes this year. The
remuneration report discusses these in more detail,
however the key features of remuneration in 2019
include:
• The CEO has not received any STVR this year. At the
same time, the CEO has had no increase in his base
pay, and indeed he has not had an increase in his
base pay since he commenced the role in 2015.
• Group Executives received between 0% and 83% of
their STVR.
• The Board used its discretion to apply downward
remuneration adjustments to two Group Executives
and two former Group Executives in response
to material risk and compliance matters that
impacted the Group. These adjustments reduced
2019 STVR outcomes to zero for the two former
Group Executives. Many of these adjustments
related to events from prior periods. In addition, the
Board exercised its discretion to apply downward
adjustments to a portion of deferred STVR for two
former Group Executives.
• No LTVR vested for the CEO and Group Executives
in 2019 as performance hurdles were not met.
These awards typically make up around one third
of each of the CEO’s or a Group Executive’s total
remuneration; and
• Director base fees were reduced by 20% for all
current Non-executive Directors for the 2019
financial year.
Changes have also been made to 2020 remuneration
structures including the removal of a fair value
allocation methodology (and moving to face value)
to determine the number of performance share
rights issued under the LTVR to the CEO and Group
Executives. This change contributes to a reduction in
the total target remuneration of the CEO and Group
Executives by 23% and 12.5%, respectively.
We will continue to assess our approach to
remuneration, taking into account shareholder feedback
and new requirements which are being developed by
APRA.
Further details on Westpac’s 2019 performance,
governance and remuneration outcomes, is available
in our 2019 Annual Report and our Annual Review and
Sustainability Report.

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2019 Westpac Group Annual Report
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Chairman’s report
Board renewal
Over recent years, your Board has undergone
significant renewal and I am confident the Board has
the right mix of skills, experience and diversity to
guide our business. This year we welcomed two new
members to the Board: Margie Seale and Steve Harker.
Margie has already proven to be a valuable addition
to your Board with over 25 years of senior executive
experience in both Australia and internationally. With a
background in consumer goods and global publishing,
Margie also has direct experience in how digital can
disrupt traditional businesses, which is of great value to
your Board.
Steve Harker has strengthened the Board’s banking
and financial services skills, with a particular focus on
investment and institutional banking. Prior to joining
the Board, Steve was Vice Chairman of Morgan Stanley
Australia and was Managing Director of Morgan Stanley
Australia for almost 20 years.
The Board’s commitment
In closing, I would like to reiterate a point from last year’s
report that your Board is here to represent shareholders
and we shall unashamedly continue to do so, including
striving to provide you with the best possible returns on
your investment over the long-term.
We recognise that we still have work to do to rebuild the
platform that will improve Westpac’s sustainability and
restore the trust that you, the community and customers
have placed in us – our role will be to ensure that the
plans we have put in place will be followed through.
Finally, while the Board has been disappointed with the
findings of the Royal Commission and the CGA self-
assessment we recognise that Westpac is a truly special
company. Westpac is Australia’s oldest company with a
deep history of not only supporting its customers but
supporting the nation and the communities in which
we operate. A key part of Westpac’s progress is the
incredible people whose hard work and dedication I see
every day. It is these same people that will see Westpac
emerge from this environment as an even stronger,
sustainable company.
Lindsay Maxsted
Chairman

Chief Executive Officer’s letter
The year ahead
will continue to be
challenging
Brian Hartzer
Chief Executive Officer
82019 Westpac Group Annual Report
Chief Executive Officer’s letter
Dear Shareholder,
The 2019 financial year was a watershed year for the
banking industry, and for Westpac. In response to
the issues highlighted by the Royal Commission
1
and
our Culture, Governance, and Accountability (CGA)
self-assessment
2
, various regulatory actions across
the industry, and a rapidly evolving competitive
environment, we have made significant changes to the
way we serve customers, to our business structure, and
in the technology we use to support our people and our
customers.
These changes include the implementation of the new
Banking Code of Practice; new policies and approaches
for supporting vulnerable customers; the decision to
exit our financial planning business; the implementation
of a number of new controls and compliance processes,
particularly in lending; and the roll-out of a major new
technology system—the Customer Service Hub—that
provides the foundation for improving both service
quality and cost over the next several years.
We also booked significant provisions for customer
remediation payments and costs associated with our
former financial planning network and various other
operational issues we identified as part of our ‘get it
right, put it right’ initiative.
Externally, we confronted the impact of significantly
lower interest rates and a substantial fall in demand for
lending. This coincided with increased competition from
both traditional and new competitors, many of whom
are being enabled by advances in digital and mobile
technology.
Due to these and other factors, our financial
performance for the year was disappointing. I am
acutely aware of the faith you place in us to look after
your investment and deliver acceptable returns—
including dividends. And I would like to assure you that,
despite the unusually large number of challenges we
faced this year, your management team is committed
to investing in the changes needed to build a more
sustainable business and deliver superior returns over
time.
As part of this commitment, we made further progress
on our aspiration to be one of the world’s great service
companies. This included improvements in service
quality, digital transformation, productivity, and service
culture. While much work remains, we finish this year
stronger than we started, with a clear plan and a high
quality, motivated workforce who are committed to
improving execution and getting things done.
As in previous years, my goal with this letter is to
explain what happened this year, what we have
achieved, and where we have fallen short. I also want
to address the changing strategic environment that
we face and how we are adapting so we emerge from
this period as the best positioned bank to deliver
sustainable returns into the future.
I’ve organised this letter to respond to the following
questions:
(1) What drove financial performance this year?
(2) Why are we raising capital?
(3) How are we progressing on our key priorities?
(4) How are we improving non-financial risks, culture,
and governance?
(5) How is the market evolving, and what are our
priorities to respond?
(6) What is the outlook for 2020?
1. What drove financial performance this
year?
We consider financial performance across four
dimensions: strength, return, productivity, and growth.
To be sustainable, banks must strike the right balance
across all these dimensions – and we have had
reasonable success on each.
Balance sheet strength will always be our number
one priority. The lessons of the 1991 recession (the
importance of strong credit risk disciplines) and the
2008 Global Financial Crisis (the importance of strong
funding, liquidity, and capital) are alive and well.
Credit quality remained sound over the year, although
as expected we did see a moderate deterioration in
delinquencies on housing loans, with 0.88% of loan
balances more than 90 days past due. This mostly
reflects some increase in stress and a slowdown
in housing turnover in certain parts of the country,
increasing the time it takes for people to clear their
loans when they need to sell. Our institutional bank
impaired assets to total exposure remain very low at
just 0.08%, while in business lending, impaired assets to
total exposure were up just 3 basis points to 0.62% over
the last 6 months. In New Zealand, the picture is similar
with impaired assets to total exposure just 0.08%, with
the ratio almost halving over the year. The quality of our
credit book meant that impairment charges declined
2% to $794 million, representing 11 basis points of gross
loans.
We finished the year with a strong funding and liquidity
position, which provides resilience in the event of
market disruption. We fully funded new lending with
1. Officially, “The Royal Commission into Misconduct in the
Banking, Superannuation and Financial Services Industry”
2. Westpac’s Culture, Governance and Accountability self-
assessment (CGA) was produced for the Westpac Board and
APRA. A copy is available on our website.

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2019 Westpac Group Annual Report
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Chief Executive Officer’s letter
customer deposits, and our Net Stable Funding ratio
(which measures the proportion of our funding that
comes from ‘sticky’ deposits and other long-term
funding sources) was 112%—well above the 100%
regulatory minimum. At the end of September, we held
$144 billion in cash and other liquid assets, representing
127% of our short-term liabilities (the Liquidity Coverage
Ratio).
Our Common equity tier 1 capital ratio finished the year
at 10.7%, and above APRA’s ‘unquestionably strong’
benchmark (I will discuss our capital position in more
detail later in this letter).
Turning to returns, our overall financial result for FY19
was disappointing. Reported profit was down 16% to
$6,784 million and cash earnings were $6,849 million in
FY19, down 15% or $1,216 million.
Performance was significantly impacted by notable
items of $1,130 million (after tax) in FY19—$849 million
higher than the previous year and accounting for most
of the decline in cash earnings. These notable items
largely reflect provisions we’ve set aside for customer
remediation and costs associated with exiting our
financial planning business.
Excluding notable items, cash earnings were $367
million lower—down 4% compared to FY18. This decline
was mostly due to a 7 basis-point decline in margins to
2.16% as a consequence of a lower Treasury contribution
and an extremely competitive environment.
Earnings were also impacted by lower revenue in
wealth management, and insurance. In wealth, revenue
was down following the exit of our financial planning
business, the removal of grandfathered commissions,
the migration of MySuper accounts and the decision to
reprice platform margins—each of which hurts revenue
in the short term but supports customers and helps us
build a more sustainable business. The lower Insurance
income was primarily due to higher claims particularly
from the severe weather events (Qld storms and NSW
hailstorms) experienced early in 2019.
Given the challenging environment, productivity was
a major focus this year. We achieved our productivity
goal by delivering $405 million in savings. This reflected
the continued progress on our digital agenda—as
customers shift to self-service and we automate manual
processes—as well as better supplier management and
the implementation of a simpler management structure
across the Group.
Growth this year—particularly balance sheet growth—
was relatively slow, reflecting lower credit demand in
the economy, our risk appetite, and the decision to
prioritise margin. In housing, we also implemented a
number of changes to our loan assessment approach,
and unfortunately, did so in a way that made the
application process harder than it needed to be. Given
industry competition, some customers and brokers
diverted their business elsewhere – and our lending
slowed.
In response, we’re working hard to simplify our
processes, with a number of improvements already
rolled out. As a result, we expect home lending to
contract early in the year but to be growing in line with
the system by the end of the 2020 financial year.
Small business growth has also been affected by more
onerous lending requirements, given the links between
many small business customers’ personal and business
finances. Credit demand was also weaker among larger
customers—including corporates—but this was more
a function of weaker business sentiment and a softer
economic outlook.
The reduction in cash earnings, and an increase in the
strength of our capital base, meant that the return on
equity declined to 10.75%—down over 2 percentage
points over the year. Given the importance of capital
as a driver of return on equity, it is important to
understand why we are raising capital at this point.
2. Why are we raising capital?
Our common equity tier 1 (CET1) capital ratio of
10.7% remains well above the 8% minimum regulatory
requirement and is ahead of APRA’s unquestionably
strong benchmark. We hold around $46 billion in
common equity, up $7 billion over the last three years.
That capital provides the backing to absorb losses in
the event of a downturn and forms part of the funding
pool for our lending. In addition, banks with high capital
backing are generally rewarded with higher credit
ratings, which make it cheaper to borrow in capital
markets, particularly offshore.
The complexity comes in the way regulators assess our
capital position—usually through the ratio of capital
to risk-weighted assets (the CET1 capital ratio). From
time-to-time regulators recalibrate how they measure
risk-weighted assets, and what should be included, or
excluded, from the capital base. This in turn can reduce
the reported capital ratio, despite the actual dollar
amount of capital going up. In addition, earlier in the
year APRA applied a $500 million capital overlay to
Westpac (and other Major banks) until such time as we
complete the actions from our CGA self-assessment.
This overlay translated into a further reduction in our
CET1 capital ratio of 16 basis points.
At the end of September, our CET1 capital ratio would
have been around 75 basis points higher had it not
been for such developments. Looking ahead, we
face continued uncertainty around APRA’s capital
requirements, the potential for further regulatory
actions and costs, and the earnings headwinds of low

1. Based on risk weighted assets as at 30 September 2019, a 46
basis point increase reflects the impact of the placement only of
$2 billion, while a 58 basis point increase reflects the impact of
both the placement and the share purchase plan, assuming the
share purchase plan raises $500 million (the basis point impacts
are net of issue costs).
10
2019 Westpac Group Annual Report
Chief Executive Officer’s letter
interest rates and higher compliance costs. Furthermore,
the Reserve Bank of New Zealand is currently proposing
to significantly increase the capital requirements for
New Zealand Banks (although the amount of the
increase is yet to be finalised).
Given our priority for balance sheet strength, we
concluded that the prudent course of action was to
seek to raise $2.5 billion in capital, which increases
our CET1 capital ratio by around 58
1
basis points. This
capital is expected to increase our buffer above APRA’s
unquestionably strong benchmark of 10.5% and position
us to respond to potential future impacts on capital
(indicated above) and continue to lend and support the
economy in the event of a downturn.
Our decision to reduce the dividend to 80 cents per
share was not easy, as we know that many shareholders
rely on our dividends for income. In addition, we carry
a substantial balance of franking credits that we would
like to distribute to our shareholders. However, with
increased shares on issue and downward pressure on
returns, we felt it was prudent to bring our payout to
a range that allows us to retain sufficient capital to
support future growth.
3. How are we progressing on our
strategic priorities?
In my letter last year, I identified three priorities for the
year ahead:
• Deal with outstanding issues;
• Maintain momentum in our customer franchise; and
• Structural cost reduction.
Deal with outstanding issues
In recent years a number of issues have emerged
relating to past business practices, operational errors,
gaps in compliance, or changes in regulation. These
were identified through the Royal Commission, our CGA
self-assessment, ongoing product reviews, and various
regulatory actions. The faster we resolve these issues,
the sooner we can refocus investment and management
attention on delivering more for customers, thereby
increasing the value of our franchise.
The most significant change over the year was the
exit of our financial planning business and reducing
our operating divisions from five to four. The financial
planning business had been loss-making for some time
and so this change is expected to be EPS positive in
2020. Exiting the business came with an immediate
shut-down cost, but this will be quickly offset by cost
savings and reduced risk. Our remaining Insurance,
Superannuation, Investments, Platforms and Private
Wealth businesses have been integrated into our
Consumer and Business divisions.
Customer remediation was another area of focus. Over
the course of the year we continued to work through
a backlog of historical issues in our financial planning
and banking businesses and we continue to work with
regulators to agree on a fair and reasonable approach
to remediation.
The most significant of these issues is the so-called “fee
for no service” issue in financial planning.
Under the “Future of Financial Advice” (FOFA)
legislation introduced in 2012, financial planning
businesses were required to eliminate ‘conflicted
remuneration’ (commission) payments to planners and
move to a fee-for-service model. As part of this, BT
implemented systems (including new contracts, new
technology, and an annual fee disclosure statement)
seeking to ensure customers received the advice
services they were paying for. However, as with other
financial planning businesses, we identified some
incidences of advice not being provided and cases
where insufficient records were retained to meet
regulator expectations.
We have therefore been working through a process
to review our customer files and repay customers
where appropriate. This issue is more complex in the
case of aligned dealer group planners, who operated
separately, but under our licence. This was a standard
industry practice, where companies like BT provided
licensing and back-office services to planning groups.
In these cases, we face significant logistical challenges
in obtaining and checking all the historical files of those
non-Westpac advisers, particularly if they have left the
industry.
Other remediation matters include instances where
we didn’t meet certain reporting standards, or made
administrative or operational errors in certain products.
We have established a dedicated remediation hub
to streamline the process of refunding customers.
Currently there are around 750 staff dedicated to
remediation activities, and since 2017 we have paid out
$350m in compensation to customers.
Beyond remediation, our response to the findings of
the Royal Commission and our CGA self-assessment
are well underway. We have implemented 11
recommendations as part of our Royal Commission
program with a further 11 currently being implemented.
We have commenced work on most of the remaining 27
recommendations that presently apply to us, but we will
need to wait until the government passes the required
legislation before we can fully progress the bulk of
these. With our CGA action plan, we have implemented
40% of the recommendations and we expect to
implement the remainder by March 2021. Changes we
have made so far include centralising our complaints
management, enhancing consequence management
and remuneration governance, and introducing new
board and committee processes.
Maintaining momentum in our customer franchise
The long-term success of our business depends on the
strength and depth of our customer relationships. In
2019 we continued to improve our service offering and
the technology needed to deliver better service in the
future.

11
2019 Westpac Group Annual Report
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2
3
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Chief Executive Officer’s letter
These and other changes have materially improved
system stability with no major system outages in
FY19—a big step up when you consider just a few years
ago we experienced one or two major issues a month.
Further changes and upgrades are planned that will
further improve the experience for customers and
enable more efficient processes for our bankers.
At the same time, competition has intensified, especially
in the mortgage business. As I indicated earlier,
stepping out of line with the market quickly impacts
market share. This happened to us in the latter part of
the FY19, although we expect this to normalise through
the year ahead.
Increasing structural productivity
Using technology to drive down costs is an important
part of our strategy to remain competitive and deliver
good returns over time. This is increasingly important
in a low-rate, slow-growth environment where margins
are under pressure and regulatory and compliance costs
are rising. At the same time, emerging competitors
have no physical networks to support and have a cost
advantage in delivering some products.
This year our $405 million in productivity savings
through a company-wide focus on simplification,
automation, and digitisation was up one-third on
the productivity savings delivered last year. Part of
this reflects the benefits from prior investments in
digitisation and automation, while a continued shift of
customers from physical to digital channels allowed
us to rationalise 61 branches and reduce ATM numbers
by 375.
Physical presence continues to be important for
many customers and we are investing to upgrade our
branch network in high-volume locations. However,
changing customer traffic patterns into regional
centres and the increasing use of contactless cards
and mobile payments mean that we need fewer, well
located branches to meet demand. To further improve
efficiency, we have entered into an agreement to
sell most of our ‘off-site’ ATM network to a third-
party. This agreement materially retains the level of
service Westpac customers currently receive from our
ATM network but will allow us to benefit from scale
efficiencies that this third party can achieve with their
other cash processing.
Other cost initiatives during the year included
renegotiating supplier arrangements, further
automating back-office operations, and simplifying our
organisational structure. In total, these changes resulted
in a net 5% reduction in full-time equivalent headcount
across the company, despite adding significant
extra resources to support the remediation activities
described above.
Increased compliance, regulatory, and remediation costs
along with revenue headwinds mean that productivity
benefits are not yet visible in traditional measures of
bank productivity, such as the cost-to-income ratio.
However I am confident that, as these programs and
the related costs roll off over the next few years,
the improved efficiency and competitiveness of our
underlying business will become apparent.
In recent years we have built a strong service ethos
throughout the company. Employees participate at least
weekly in service ‘huddles’, where we review our service
standards, share stories and examples of good service,
and discuss where we can improve. This reinforces our
customer-first approach and is further supported by
embedding customer satisfaction and related service
metrics in individual scorecards and performance
rewards.
A focus this year was on improving our ability to
identify and support vulnerable customers. This
included setting up a new Customer Vulnerability
Council, making changes to various complaints policies,
and rolling out training to our people on how to identify
customers experiencing vulnerability. We promoted
this through our Westpac “Help when it matters”
advertising, with campaigns around relationship
breakdown, loss of a loved one, and the impact of
natural disasters.
Our continued focus on service has led to a 2% rise in
customers to 11.2 million in Australia. In business, we
held our #1 NPS
1
ranking in each of our key segments
and increased our lead on #2 while in consumer, we
rank #3 on NPS
1
and closed the gap to #1.
In technology, we delivered several new digital
innovations to make things better for customers. These
included our AI chat-bot ‘Red’, which can respond in
real time to customer enquiries, a fully digital mortgage
process for St.George customers, a new Digital
Institutional Bank platform, an online pricing platform
for term deposits, and an extensive rollout of the real
time New Payments Platform which has seen us process
around 40% of the flows on this platform. Around
40% of our digital sales are now completed online – a
material uplift from just a few years ago.
We have also completed major upgrades to our
technology infrastructure that have improved reliability
and will ultimately enable us to deliver even more for
customers. These include:
• Launching our ‘Customer Service Hub’, a modern
platform for originating and servicing mortgages
and other consumer banking products;
• Rolling out a new data platform that supports the
Government’s ‘Open Banking’ regulations and will
allow us to better understand customer needs;
• Completing the rollout of Panorama, our market-
leading investment platform for independent
financial advisors and their clients; and
• Renewing much of our underlying network and
data centre infrastructure. This included moving
over 600 applications to the new environment and
upgrading over 300 applications hosted on legacy
infrastructure.
1. For details on metric definition and provider please refer to the
2019 Full Year Results Presentation & Investor Discussion Pack
available at www.westpac.com.au
2. BEAR: The Bank Executive Accountability Regime, administered
by APRA

122019 Westpac Group Annual Report
Chief Executive Officer’s letter
4. How are we strengthening non-financial
risk, governance, and accountability?
The findings of the Royal Commission and our CGA
self-assessment highlighted a number of areas where
we need to improve non-financial risk management,
governance, and accountability. To address these,
several major programs of work are under way, with
specific actions being tracked and reported at both the
Group Executive level and to the Board.
Specific areas of focus include:
• Improving the identification, escalation, and
resolution of non-financial risk issues across the
Group, with a particular focus on financial crime-
related issues;
• Enhancing our end-to-end lending processes;
• Providing more detailed reporting on operational
and compliance incidents to the Executive team and
Board;
• Improving the efficiency and effectiveness of
committee meetings;
• Clarifying and strengthening resources under
the ‘Three Lines of Defence’ approach to risk
management;
• Clarifying individual accountability for all managers,
in line with the new BEAR
2
regime; and
• Improving awareness and protection for whistle-
blowers.
In addition, we continue to enhance and reinforce
general risk awareness across the Group.
5. How is the market evolving, and what
are our priorities to respond?
In 2015 we recognised that a once-in-a-generation
change in banking was underway, as a consequence
of changing customer behaviour, new technology, new
competitors, and increased community and regulatory
expectations. Over the past year, these trends have
accelerated. In particular, we see:
• An increasing shift to digital self-service among
customers;
• Increased competition, especially in mortgages, from
foreign and regional banks who rely on mortgage
brokers for their sales;
• The rise of digital-only competitors;
• The growth of fintech businesses offering new, data-
driven services;
• Increased compliance costs and capital requirements
across traditional banking businesses; and
• Continued reputational challenges for banks as
a result of issues identified through the Royal
Commission.
While these challenges are significant—particularly in
the short term—we believe the longer-term outlook for
a large bank like Westpac remains positive given:
• The size and strength of our balance sheet
(especially our deposit base and diverse funding
sources);
• The quality and scale of our customer franchise,
including our portfolio of brands and extensive data
assets;
• The financial resources and skills required to build
the technical innovations and partnerships required
in a digital world;
• Our ability to meet ever-rising regulatory
expectations; and
• Our ability to attract and retain top quality talent in
a small market, given our reputation as an employer
of choice.
We recognise that we are a service business: We’ve set
the goal for Westpac to be “one of the world’s great
service companies, helping our customers, communities
and our people to prosper and grow.”
To grow the long-term value of the company, our
strategy is to build scale in customer relationships
through the provision of world-class service; supported
by a strong balance sheet, great people, and a modern,
highly efficient technology platform, as well as a
network of partnerships among new, digitally-savvy
competitors and suppliers.
To bring this strategy to life, we are continuing to deliver
on a multi-year investment program we call the “Service
Revolution”, designed to strengthen our competitive
offers and reshape the capabilities and cost structure of
the company. This program is organised around three
themes:
• Performance disciplines: Prudently managing our
capital, funding, and liquidity; seeking to maintain a
superior ROE to the peer average while remaining
targeted and disciplined on asset growth and credit
quality;
• Service leadership: Continuing to grow the Group’s
customer base while increasing the quality and
depth of those relationships, as measured through
the number of customers who view us as their
main financial institution. We look to achieve this by
delivering world-class service levels (both personal
and digital), as measured by NPS; recognising that
a great service business requires a high quality, well-
trained, diverse, and engaged workforce; and
• Digital transformation: Using technology to
materially improve efficiency and reduce the Group’s
cost-to-income ratio below 40% in the medium-
term. This will include migrating more sales and
service activity to digital, reshaping the Group’s
distribution network, modernising underlying
technology platforms, and building an extensive
network of digital partnerships and data assets.
While we will continue to deliver this program of work
over several years, we have set a number of specific
priorities over the next couple of years. These are:
1. Service leadership:
• Extend our #1 in NPS
1
for business
• Close the gap to the #1 major bank in consumer
2. Digital transformation:
• Complete roll-out of the Customer Service Hub
to all our mortgage bankers and to external
brokers
• Launch a new mobile banking app with improved
usability and functionality
• Launch Open Banking data capabilities
• Drive digital sales to 45% across the Group
1. For details on metric definition and provider please refer to the
2019 Full Year Results Presentation & Investor Discussion Pack
available at www.westpac.com.au

13
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Chief Executive Officer’s letter
For banks, the environment remains challenging.
Interest rates at these low levels put significant pressure
on margins, as many deposits are essentially at a
‘floor’ beyond which they can’t be repriced down. In
addition, earnings on invested capital and liquidity are
progressively lower as the portfolio rolls-over to much
lower interest rates.
Regulatory actions—flowing from the Royal Commission
and other industry reviews and investigations—
will continue to require significant investment and
management attention. Regulators have substantially
stepped up their resources and enforcement activity,
leading to a dramatic increase in our own costs as we
respond to the various enquiries, make improvements in
our non-financial risk and control environment, and deal
with the consequences—including fines and other legal
fees—related to any adverse findings.
In addition, regulators in Australia and New Zealand
have a number of reviews underway, in many areas
including home loan pricing, remuneration, and capital/
risk weighted asset methodologies across the sector.
Further clarity on these reviews is expected in the year
ahead.
Conclusion
I want to conclude by thanking shareholders, on behalf
of the management team and all of our employees, for
your continued support this year. We recognise that
reputational issues, regulatory and legal issues, and
financial performance challenges have made this a
difficult year to be an investor in Westpac.
The year ahead will continue to be challenging, from
multiple perspectives—economic, competitive, legal,
reputational, and regulatory. I hope that my letter has
provided some useful context as to the nature of these
challenges and the clear-eyed way in which we are
responding to this environment. We recognise where
we have fallen short, and are absolutely committed to
executing better and delivering on our strategy for the
future.
Through everything that has happened this year, I
remain very proud of this company, and its people.
We are well positioned, with many talented, dedicated
bankers who come to work every day genuinely
seeking to deliver world-class service and innovation for
customers.
I believe Westpac’s future is very bright and 2019
will prove to be a watershed for us in confronting
the realities of a changed banking environment
and responding decisively in ways that set us up to
outperform in the future.
Once again, thank you for your continued support and
faith in the Westpac Group.


Brian Hartzer
Chief Executive Officer The Westpac Group
3. Performance discipline:
• Deliver $500 million in annual productivity
savings in FY20 (23% above FY19)
• Further reshape the network
• Improve controls and risk management
capabilities to ensure Westpac is resilient for
the future, including further implementation of
the Royal Commission and CGA self-assessment
recommendation
We will report progress against each of these goals in
our regular market updates.
6. What is the outlook for 2020?
The economic outlook for Australia remains challenging,
in part reflecting a softer global environment.
Annualised growth in the June quarter of 2019 was only
1.4%, which is lower than population growth of 1.6%. The
dynamics of global trade, weak real wages growth, a
softer housing market, low interest rates and subdued
economic activity have all dampened consumer
confidence.
That said, overall GDP growth remains positive and the
economy continues to benefit from a strong resources
sector, a lower Australian dollar, large infrastructure
investments, and targeted income tax cuts. A slowdown
in residential construction over the last year, combined
with lower interest rates, should see a continued
recovery in house prices building on the momentum
we have seen in the September quarter, particularly
in Sydney and Melbourne. However GDP growth is
likely to remain below longer-term averages (which is ~
2.75%) at 2.3% for calendar 2019 and 2.4% for calendar
2020.
With consumer and business confidence relatively
weak, credit growth has been slow. Overall credit
growth for the Australian financial system slowed to
2.7% in the year to September 2019, down from 4.5%
a year ago. That included a decline in housing credit
growth from 5.4% to 3.1%; business from 3.8% to 3.3%
and personal credit contracting by 4.4% after declining
by 1% a year earlier.
We expect credit growth to lift slightly in 2020 to 3%
overall, with housing credit growth increasing to 3.5%.
Business credit growth is also expected to grow by
around 3%, while other personal credit is expected to
contract by around 2%.
Interest rates are expected to remain very low. The RBA
reduced the cash rate from 1.5% to 0.75% over the year,
and we expect a further rate cut to 0.5% in early 2020.
With rates at this level, there are limited options for the
RBA to cut further if the economy turns down; however
the Commonwealth Budget is set to return to surplus in
2019/20 and the Commonwealth government has the
scope for additional stimulus if required.
Economic conditions in New Zealand have also
softened, with sluggish consumer spending and weak
business confidence. We expect a small improvement
in 2020 supported by lower interest rates; some fiscal
stimulus; and the competitive (lower) New Zealand
dollar.

142019 Westpac Group Annual Report
Information on Westpac
Westpac is one of the four major banking organisations
in Australia and one of the largest banking organisations
in New Zealand. We provide a broad range of banking
and financial services in these markets, including
consumer
1
, business and institutional banking and
wealth management services.
We have branches, affiliates and controlled entities
2

throughout Australia, New Zealand, Asia and in the
Pacific region, and maintain branches and offices in
some of the key financial centres around the world.
3

We were founded in 1817 and were the first bank
established in Australia. In 1850, we were incorporated
as the Bank of New South Wales by an Act of the New
South Wales Parliament. In 1982, we changed our name
to Westpac Banking Corporation following our merger
with the Commercial Bank of Australia. On 23 August
2002, we were registered as a public company limited
by shares under the Australian Corporations Act 2001
(Cth) (Corporations Act).
At 30 September 2019, our market capitalisation was
$103 billion
4
and we had total assets of $907 billion.
Organisational structure
Our business is focused in Australia and New Zealand,
operating under multiple brands. The Group operates
through an extensive branch and ATM network,
significant online capability, and call centres supported
by specialist relationship and product managers. Our
operations comprise the following key divisions:
Consumer is responsible for sales and service to
consumer customers in Australia. Consumer is also
responsible for the Group’s insurance business which
covers the manufacture and distribution of life, general
and lenders mortgage insurances. The division also uses
a third party to manufacture certain general insurance
products. Banking products are provided under the
Westpac, St.George, BankSA, Bank of Melbourne, and
RAMS brands, while insurance products are provided
under Westpac and BT brands. Consumer works with
Business and WIB in the sales, service, and referral
of certain financial services and products including
superannuation, platforms, auto lending and foreign
exchange. The revenue from these products is mostly
retained by the product originators.
Business provides business banking and wealth facilities
and products for customers across Australia. Business is
responsible for manufacturing and distributing facilities
to SME and Commercial business customers (including
Agribusiness) generally for up to $150 million in
exposure. SME customers include relationship managed
and non-relationship managed SME customers
(generally between $100k-$250k facilities). The division
offers a wide range of banking products and services
to support their borrowing, payments and transaction
needs. In addition, specialist services are provided
for cash flow finance, trade finance, automotive and
equipment finance and property finance. The division is
also responsible for Private Wealth and the manufacture
and distribution of investments (including margin
lending and equities broking), superannuation and
retirement products as well as wealth administration
platforms. Business operates under the Westpac,
St.George, BankSA, Bank of Melbourne, and BT brands.
Business works with Consumer and WIB in the sale,
referral and service of select financial services and
risk management products (including corporate
superannuation, foreign exchange and interest rate
hedging). The revenue from these products is mostly
retained by the product originators.
Westpac Institutional Bank (WIB) delivers a broad
range of financial products and services to commercial,
corporate, institutional and government customers
operating in, or with connections to Australia and New
Zealand. WIB operates through dedicated industry
relationship and specialist product teams, with expert
knowledge in transactional banking, and financial
and debt capital markets. Customers are supported
throughout Australia and via branches and subsidiaries
located in New Zealand, the US, UK and Asia. WIB is
also responsible for Westpac Pacific providing a full
range of banking services in Fiji and PNG. WIB works
with all the Group’s divisions in the provision of markets
related financial needs including foreign exchange and
fixed interest solutions.
Westpac New Zealand is responsible for sales and
service of banking, wealth and insurance products for
consumer, business and institutional customers in New
Zealand. Westpac conducts its New Zealand banking
business through two banks: Westpac New Zealand
Limited, which is incorporated in New Zealand and
Westpac Banking Corporation (New Zealand Branch),
which is incorporated in Australia. Westpac New
Zealand operates via an extensive network of branches
and ATMs across both the North and South Islands.
Business and institutional customers are also served
through relationship and specialist product teams.
Banking products are provided under the Westpac
brand while insurance and wealth products are provided
under Westpac Life and BT brands, respectively. New
Zealand also maintains its own infrastructure, including
technology, operations and treasury.
Group Businesses include:
• Treasury, which is responsible for the management
of the Group’s balance sheet including wholesale
funding, capital and the management of liquidity.
Treasury also manages the interest rate risk and
foreign exchange risks inherent in the balance sheet,
including managing the mismatch between Group
assets and liabilities. Treasury’s earnings are primarily
sourced from managing the Group’s balance sheet
and interest rate risk, (excluding Westpac New
Zealand) within set risk limits;
• Group Technology, which is responsible for
technology strategy and architecture, infrastructure
and operations, applications development and
business integration in Australia;
• Core Support, which comprises functions performed
centrally, including Australian banking operations,
property services, strategy, finance, risk, compliance,
legal, human resources, and customer and corporate
relations; and
1. A consumer is defined as a person who uses our products and
services. It does not include business entities.
2. Refer to Note 31 to the financial statements for a list of our
material controlled entities as at 30 September 2019.
3. Contact details for our head office, major businesses and
offshore locations can be found on the inside back cover.
4. Based on the closing share price of our ordinary shares on the
ASX as at 30 September 2019.
Information on Westpac

15
2019 Westpac Group Annual Report
1
2
3
4
Information on Westpac
• Following the Group’s decision to restructure its
wealth operations and exit its Advice business
in March 2019, the residual Advice operations
(including associated remediation) and certain
support functions of BTFG Australia have been
transferred to Group Businesses.
Group Technology costs are fully allocated to other
divisions in the Group. Core Support costs are
partially allocated to other divisions, while Group
Head Office costs are retained in Group Businesses.
Group Businesses also includes earnings on capital not
allocated to divisions, certain intra-group transactions
that facilitate the presentation of the performance of
the Group’s divisions, gains/losses from most asset
sales, earnings and costs associated with the Group’s
Fintech investments, and certain other head office items
such as centrally raised provisions.
Significant developments
Westpac significant developments
Customer remediation
Through the Group’s ‘get it right, put it right’ initiative
we have continued to review products, processes
and policies to identify where we may not have got it
right for our customers. Where problems have been
identified, the Group has committed to fix them and
refund customers. These initiatives identified a number
of issues that require ongoing remediation.
The Group has undertaken steps designed to accelerate
the processing of customer refunds and centralise
oversight of certain remediation under the Chief
Operating Officer.
Further information in relation to compliance, reputation
and remediation provisions is included in Note 27 to the
financial statements.
Changes to wealth strategy
During the course of the year, Westpac reset its wealth
strategy and made a number of changes to its wealth
business. This resulted in the realignment of our major
BT Financial Group businesses into the Consumer and
Business divisions from 1 April 2019.
During the financial year ended 30 September 2019,
Westpac also completed the exit of its personal
financial advice business, which included completing a
sale with Viridian Advisory on 1 July 2019 and moving to
a referral model for financial advisers utilising a panel of
adviser firms.
First strike against remuneration report
On 12 December 2018 at Westpac’s Annual General
Meeting of shareholders, Westpac incurred a first strike
against its remuneration report. A strike occurs where a
company’s remuneration report receives a ‘no’ vote of
25% or more. If Westpac receives a second strike at its
2019 Annual General Meeting, a spill resolution will be
put to shareholders. If 50% or more of votes cast are in
favour of that spill resolution, a spill meeting is required
to be held within 90 days. At that spill meeting, certain
directors will be required to stand for re-election.
In response to the first strike and other feedback
received Westpac has made changes to both the
structure of remuneration and outcomes. Further detail
is included in the Remuneration Report included in the
Directors’ Report.
Financial crime
In an environment of ongoing legislative reform,
regulatory change and increased industry focus,
Westpac continues to progress a program of work
to improve its management of financial crime risks
(including Anti-Money Laundering and Counter-
Terrorism Financing (AML/CTF), sanctions, Anti-Bribery
and Corruption, FATCA and Common Reporting
Standards). This work includes a review of our AML/
CTF policies, the completeness of data feeding into
our AML/CTF systems and our AML/CTF processes
and controls. Westpac has been regularly updating
AUSTRAC on progress and continues to implement
a number of improvements to its AML/CTF Program,
governance, policies, systems and controls together
with related remediation work in respect of certain
controls and reporting practices. These efforts relate to
matters such as customer on-boarding, customer and
payment screening; ongoing customer due diligence,
transaction monitoring and regulatory reporting
(including in relation to International Funds Transfer
Instructions (IFTIs), Suspicious Matter Reports and
Threshold Transaction Reports).
As reported in the Group’s 2018 Annual Report, the
Group self-reported to AUSTRAC a failure to report
a large number of IFTIs (as required under Australia’s
AML/CTF Act). Under the Act, the ‘sender’ financial
institution of an IFTI transmitted out of Australia, or the
‘recipient’ financial institution of an IFTI transmitted into
Australia, is required to report the IFTI to AUSTRAC
within 10 business days of the instruction being sent
or received. The majority of the IFTIs which are the
subject of the Group’s engagement with AUSTRAC,
concern batch instructions received by Westpac
through one WIB product between 2009 and 2018 from
a small number of correspondent banks for payments
made predominantly to beneficiaries living in Australia
in Australian dollars, on behalf of clients of those
correspondent banks. The majority of the payments
were low value, recurring and made by foreign
government pension funds and corporates.
AUSTRAC has issued a number of detailed statutory
notices over the last year requiring information relating
to the Group’s processes, procedures and oversight.
These notices relate to a range of matters including
these IFTI reporting failures and associated potential
failings related to record keeping and obligations
to obtain and pass on certain data in funds transfer
instructions, as well as correspondent banking due
diligence, risk assessments and transaction monitoring.
Westpac has not yet received an indication from
AUSTRAC about the nature of any enforcement action
it may take. The Group is continuing to work with
AUSTRAC in relation to these matters.
Any enforcement action against Westpac may include
civil penalty proceedings and result in the payment of a
significant financial penalty, which Westpac is currently
unable to reliably estimate. Previous enforcement action
by AUSTRAC against other institutions has resulted
in a range of outcomes, depending on the nature and
severity of the relevant conduct and its consequences.
Further information about these matters is set out in
Note 27 to the financial statements. Details about the
consequences of failing to comply with financial crime
obligations is set out in ‘Risk Factors’ in section 2.

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Regulatory and Government focus
Royal Commission into the banking, superannuation
and financial services industries
On 14 December 2017, the Australian Government
established a Royal Commission into potential
misconduct in Australia’s banks and other financial
services entities. The Royal Commission’s Final Report
was released on 4 February 2019 and contained 76
express recommendations. In light of Westpac’s wealth
strategy reset and the Government’s signalled approach
to implementation, 49 of those recommendations
presently apply to Westpac. Of these 49
recommendations, 11 recommendations have now been
implemented, with Westpac either establishing new
practices and procedures to meet the recommendations
or having existing practices consistent with the
recommendation, and a further 11 recommendations are
in the process of being implemented. Some of these
recommendations will require legislative or regulatory
action before implementation can be completed.
The remaining 27 recommendations require legislative
or regulatory action before implementation work can
commence. Westpac is undertaking preparatory work
where possible, including through participation in
Government consultation.
The recommendations are broadly aimed at
protecting consumers against misconduct, providing
adequate redress and addressing asymmetries of
power and information between financial services
entities and their customers. Implementation of the
recommendations is likely to continue to have a
significant impact on banking and financial services
entities and their regulators. Some of the most
significant recommendations include those concerning
the regulation of mortgage brokers, the prohibition
of unsolicited sales of insurance and superannuation
products and removal of grandfathered commissions.
The Government has stated that it will take action on
all of the recommendations contained within the Final
Report. On 19 August 2019, the Government released its
Royal Commission implementation roadmap which sets
out a timeline for consultation and the introduction of
legislation which will implement the recommendations.
The implementation roadmap foreshadows that a large
number of legislative changes will be enacted into law
or introduced before Parliament by mid-2020.
Other impacts arising from the Royal Commission
include a number of claims being brought against
financial institutions in relation to certain matters
considered during the Royal Commission, and the
referral of several cases of misconduct to the financial
regulators by Commissioner Hayne.
APRA self-assessment
On 29 November 2018, Westpac submitted to APRA
its self-assessment on its frameworks and practices in
relation to governance, culture and accountability. A
copy of Westpac’s self-assessment is available on our
website.
On 22 May 2019, APRA released a report analysing
self-assessments carried out by 36 banks, insurers
and superannuation licensees. APRA noted a wide
variation in the quality of the self-assessments, however
consistent findings in the self-assessments included:
• non-financial risk management requires
improvement;
• accountabilities are not always clear, cascaded and
effectively enforced;
• acknowledged weaknesses are well-known and
some have been long-standing; and
• risk culture is not well understood, and therefore
may not be reinforcing the desired behaviours.
Westpac has a program of work underway to
address the recommendations identified in the
self-assessment report which has oversight of the
Westpac Board. Westpac has implemented 40% of the
recommendations identified in the self-assessment and
expects to complete its program of work by March 2021.
Regulatory reviews and inquiries
Provision of credit - reviews by and engagement
with regulators
The provision and availability of credit for residential
mortgage holders, property investors and businesses
has continued to be a key area of Government, regulator
and industry focus throughout the financial year ended
30 September 2019. Regulatory focus on credit from
APRA has primarily been related to serviceability at
an industry level, while ASIC has continued to consult
on proposed changes to its regulatory guide on
responsible lending. Judicial guidance on the extent of
responsible lending obligations was also obtained from
the Federal Court in its judgment in ASIC’s responsible
lending test case against Westpac (with the judgment
currently under appeal). More information on these
proceedings is set out in this section below.
APRA has also been engaging with Westpac on the
adequacy of our credit risk management framework
including our controls, policies and operating systems.
Following feedback from APRA, the Group is making
a number of changes to its systems and controls to
improve its end-to-end approach in relation to its
mortgage and business lending portfolios, as well as
other key processes. This includes enhancing portfolio
management practices, systems upgrades (including
data collection and rationalisation), strengthening
collateral management processes and improving
assurance and oversight over our credit management
frameworks. This program of work also addresses issues
identified by Westpac’s internal assurance and audit
teams.
Westpac will continue its work to improve its end to end
credit processes and expects engagement with APRA in
this regard to continue throughout Full Year 2020.

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Australian Competition and Consumer Commission
(ACCC) inquiry into home loan pricing
On 14 October 2019, the ACCC was directed by the
Treasurer of Australia to conduct an inquiry into home
loan pricing since 1 January 2019. The inquiry has been
established to:
• investigate the prices charged for home loans across
the sector;
• consider how banks make pricing decisions,
including their approach to passing on movements
in the official cash rate;
• examine differences in the prices paid by new and
existing customers;
• examine differences between the interest rates
published by suppliers and the interest rates paid by
customers; and
• investigate barriers that may prevent consumers
from switching lenders.
An interim report is due by 30 March 2020 and a final
report is due by 30 September 2020.
ACCC residential mortgage products price inquiry
in relation to the Bank Levy
The ACCC undertook a specific inquiry into the pricing
of residential mortgages by those banks affected by
the Bank Levy (including Westpac), which included
monitoring the extent to which the Bank Levy was
passed on to customers. The final report was published
in December 2018 and made a number of findings
about the pricing or residential mortgages, including
that the banks that were the subject of the inquiry did
not change residential mortgage prices specifically to
recover the costs of the Bank Levy.
AFCA look back review
On 4 February 2019, the Australian Government
announced that, in response to the recommendations
contained in the Royal Commission’s Final Report, it
would expand the remit of the Australian Financial
Complaints Authority (AFCA) for 12 months so that it
can consider customer claims dating back to 1 January
2008 and award compensation where appropriate.
AFCA has expanded its jurisdiction to consider these
legacy complaints for an additional 12 month period to
30 June 2020.
Increased regulatory powers and oversight
Australian Securities and Investments Commission
(ASIC) Enforcement Review Taskforce
On 16 April 2018, the Australian Government agreed to
implement all of the recommendations made by the
ASIC Enforcement Review Taskforce in its review of the
suitability of ASIC’s existing regulatory tools.
Progress continues to be made in implementing these
recommendations, including:
• the Australian Treasury releasing five draft Bills on 11
September 2019 for consultation which, if enacted,
would further strengthen ASIC’s enforcement
and supervision powers by implementing certain
recommendations relating to search warrants,
access to telecommunications interception
information, licensing and banning orders; and
• the Taskforce releasing a report on 2 October 2019.
The report sets out ASIC’s observations on director
and officer oversight of non-financial risk, how
directors and officers of large and complex financial
services companies are discharging their duties in
relation to oversight and monitoring of non-financial
risk, and ways that governance practices could be
improved.
Enhanced penalties for corporate and financial
sector misconduct
On 12 March 2019, the Treasury Laws Amendment
(Strengthening Corporate and Financial Sector
Penalties) Act 2019 (Cth) received royal assent. The Act
strengthens penalties for corporate and financial sector
misconduct consistent with the ASIC Enforcement
Review Taskforce recommendations.
Key aspects of the Act are to:
• update the penalties for certain criminal offences
in legislation administered by ASIC, including
tripling the maximum imprisonment penalties
for certain criminal offences (from 5 to 15 years),
introducing a formula to calculate financial penalties
for contraventions of civil penalty provisions
by individuals and companies, and removing
imprisonment as a penalty but increasing the
financial penalties for all strict and absolute liability
offences;
• introduce ordinary criminal offences that sit
alongside strict and absolute liability offences;
• expand the civil penalty regime by making a wider
range of offences subject to civil penalties, such as
failures by Australian financial services licensees
to act efficiently, fairly and honestly, and failures
to report significant breaches within 10 days of
becoming aware of the breach or of circumstances
where they are likely to breach;
• introduce a new test that applies to all dishonesty
offences under the Corporations Act 2001 (Cth); and
• ensure the Courts prioritise compensating victims
over ordering the payment of financial penalties.
ASIC’s close and continuous monitoring program
ASIC has continued to use a supervisory approach in
which ASIC officers are embedded in major financial
institutions, including Westpac, in order to actively
limit future financial harm to consumers, investors and
markets and to catalyse positive, consumer oriented,
behavioural change.
To date, the model adopted by ASIC is for officers
to make extended onsite visits to major financial
institutions. ASIC’s program is examining culture and
processes in major financial institutions through three
streams: Breach Reporting, Corporate Governance
and Internal Dispute Resolution (IDR). ASIC’s onsite
on Breach Reporting and engagement on Corporate
Governance is now complete. The IDR onsite for
Westpac commenced on 15 October 2019.

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care with vulnerable customers and train staff to help,
simplified loan contracts for small business written
in plain English, better protection for guarantors and
stronger enforcement of the Code.
The Code will be further updated with key amendments
in response to the recommendations contained in the
Royal Commission’s Final Report, which recommended
changes in relation to the protection of small businesses
and having a greater focus on customers in remote
areas and those with limited English. These changes
include banning informal overdrafts on basic accounts
without prior express agreement with the customer,
abolishing dishonour fees on basic bank accounts and
following AUSTRAC’s guidance on the identification
and verification of persons of Aboriginal or Torres Strait
Islander heritage. Subject to regulatory approvals, it
is expected that these updates will be effective from
1 March 2020.
Open banking regime
The Treasury Laws Amendment (Consumer Data Right)
Act 2019 (Cth) (CDR Act) received royal assent on 12
August 2019. The CDR Act amends the Competition and
Consumer Act 2010 (Cth), the Privacy Act 1988 (Cth)
and the Australian Information Commissioner Act 2010
(Cth) to introduce a consumer data right. The banking
sector is the first sector to which the consumer data
right will apply.
The introduction of a consumer data right in the
Australian economy signifies a shift in how data is
regulated. It will give customers in Australia a right
to direct that their data (starting with banking data)
be shared with accredited third parties and follows
a growing global trend to give consumers control
over their data. Data sharing is expected to facilitate
competition through easier product comparison and
switching. This will have significant implications for
consumers and banks.
On 2 September 2019, the ACCC released the final
Competition and Consumer (Consumer Data Right)
Rules 2019 (CDR Rules). The CDR Rules outline how
the consumer data right is to be implemented in the
banking sector. A revised timetable for the introduction
of open banking was included as part of the CDR Rules.
Both the CDR Act and CDR Rules contain new, detailed
privacy protections under 13 Privacy Safeguards. The
Privacy Safeguards deal with the disclosure, collection,
use, accuracy, storage, security and deletion of
consumer data right data. There are also 58 civil penalty
provisions under the CDR Rules. A breach of the
Privacy Safeguards or the CDR Rules could attract civil
penalties of up to the greater of $10 million, 3 times any
benefit obtained or 10% of 12 month annual turnover for
corporations.
Comprehensive Credit Reporting (CCR)
On 15 August 2019, an updated version of the National
Consumer Credit Protection Amendment (Mandatory
Comprehensive Credit Reporting) Bill 2018 (Cth) was
released for consultation by the Australian Treasury,
following the prior introduction of the Bill into the
House of Representatives in March 2018. It is expected
that this updated Bill will be introduced into Parliament
in late 2019.
Product design and distribution obligations and
product intervention power
On 5 April 2019, the Treasury Laws Amendment (Design
and Distribution Obligations and Product Intervention
Powers) Act 2019 (Cth) received royal assent. The
Act amends the Corporations Act 2001 (Cth) and the
National Consumer Credit Protection Act 2009 (Cth)
and grants ASIC a product intervention power and
introduces a new ‘principles-based’ product design and
distribution obligation on issuers and distributors.
Regulatory enforcement approach
On 15 April 2019, APRA released its Enforcement
Approach with immediate effect. The new Enforcement
Approach follows the results of its Enforcement Review,
released on the same day. The Enforcement Review
made seven recommendations which were designed to
help APRA better leverage its enforcement powers to
achieve prudential outcomes.
In response to the Enforcement Review, APRA stated
it would implement all recommendations including
increasing APRA’s enforcement appetite from a ‘last
resort’ to a ‘constructively tough’ approach. The new
enforcement approach sets out how APRA will use its
enforcement powers to prevent and address serious
prudential risks, and to hold entities and individuals to
account. APRA’s approach states that it may do this
well before the risks (whether financial, operational or
behavioural) present an immediate threat to financial
viability. Further, where entities or individuals are failing
to meet prudential obligations, APRA will act quickly
and forcefully, and will be willing to set public examples
to deter unacceptable practices from occurring in the
future.
On 26 February 2019, the ACCC outlined its compliance
and enforcement priorities in its annual Compliance and
Enforcement Policy refresh. The ACCC’s competition
enforcement approach and objectives are supported
by increased budget support from the Government
announced at the end of 2018.
In October 2018, ASIC committed to accelerating
enforcement activities, conducting more civil and
criminal enforcement actions against large financial
institutions and adopting a ‘why not litigate?’
enforcement stance. Following the release of the Royal
Commission’s Final Report, ASIC has established a
separate Office of Enforcement within ASIC.
Review into corporate criminal responsibility
regime
On 10 April 2019, the Australian Government
commissioned the Australian Law Reform Commission
(ALRC) to undertake a comprehensive review of the
corporate criminal responsibility regime. The review
is to consider reforms to the Criminal Code and other
relevant legislation to provide a simpler, stronger
and more cohesive regime for corporate criminal
responsibility. The ALRC’s report is to be provided to
the Australian Government by 30 April 2020.
General regulatory changes affecting our business
Banking Code of Practice
On 31 July 2018, ASIC approved the Banking Code of
Practice (the Code) with an implementation date of
1 July 2019 for each bank that has adopted the Code
(including Westpac). The Code introduces a range of
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Litigation
ASIC’s responsible lending litigation against
Westpac
On 1 March 2017, ASIC commenced Federal Court
proceedings against Westpac in relation to certain
home loans entered into between December 2011 and
March 2015, which were automatically approved by
Westpac’s systems as part of its broader processes.
The proceedings were heard in May 2019. On 13
August 2019, the Court handed down its judgment
in the proceedings, and dismissed ASIC’s case. On 10
September 2019 ASIC filed an appeal in relation to the
decision.
Outbound scaled advice division proceedings
On 22 December 2016, ASIC commenced Federal Court
proceedings against BT Funds Management Limited
(BTFM) and Westpac Securities Administration Limited
(WSAL) in relation to a number of superannuation
account consolidation campaigns conducted between
2013 and 2016. ASIC has alleged that in the course of
some of these campaigns, customers were provided
with personal advice in contravention of a number of
Corporations Act 2001 (Cth) provisions, and selected
15 specific customers as the focus of their claim. In
December 2018 the primary Court handed down a
judgment in which it held that no personal advice
had been provided and that BTFM and WSAL did not
contravene the relevant personal advice provisions
although it did make a finding that BTFM and WSAL
had each contravened section 912A(1)(a) of the
Corporations Act. In February 2019, ASIC filed an appeal
against this decision. On 28 October 2019, the Full
Federal Court handed down its decision in ASIC’s favour
and made findings that BTFM and WSAL each provided
personal advice on the relevant calls. Once formal
declarations of contravention are made, the matter will
be remitted for penalty.
ASIC’s proceedings against Westpac for poor
financial advice by a financial planner
On 14 June 2018, ASIC commenced proceedings in the
Federal Court against Westpac in relation to alleged
poor financial advice provided by a former financial
planner, Mr Sudhir Sinha. Mr Sinha was dismissed by
Westpac in November 2014 and subsequently banned
by ASIC. Westpac has proactively initiated remediation
to identify and compensate affected customers and has
completed remediation activities. ASIC’s proceedings
relate to advice provided by Mr Sinha in respect of four
specific customer files. The matter was heard by the
Court on 15 April 2019 and judgment has been reserved.
Class action against Westpac Banking Corporation
and Westpac Life Insurance Services Limited
On 12 October 2017, a class action was filed in the
Federal Court of Australia on behalf of customers
who, since February 2011, obtained insurance issued
by Westpac Life Insurance Services Limited (WLIS) on
the recommendation of financial advisers employed
within the Westpac Group. The plaintiffs have alleged
that aspects of the financial advice provided by those
advisers breached fiduciary and statutory duties
owed to the advisers’ clients, including the duty to
act in the best interests of the client, and that WLIS
was knowingly involved in those alleged breaches.
Westpac and WLIS are defending the proceedings.
These proceedings are currently stayed by order of the
Court, pending the outcome of an appeal concerning
a procedural issue unrelated to the substantive claims
made in the class action.
BBSW proceedings
Following ASIC’s investigations into the interbank
short-term money market and its impact on the setting
of the bank bill swap reference rate (BBSW), on 5
April 2016, ASIC commenced civil proceedings against
Westpac in the Federal Court of Australia, alleging
certain misconduct, including market manipulation
and unconscionable conduct. On 24 May 2018, Justice
Beach found that Westpac had not engaged in market
manipulation or misleading or deceptive conduct under
the Corporations Act 2001 (Cth). His Honour also found
that there was no ‘trading practice’ of manipulating the
BBSW rate. However, the Court found that Westpac
engaged in unconscionable conduct on 4 occasions
and that Westpac breached certain of its duties as a
financial services licensee. On 9 November 2018, the
Court ordered Westpac to pay a penalty of $3.3 million
and 50% of ASIC’s costs, and have an independent
expert review particular aspects of Westpac’s
compliance arrangements. Westpac has complied with
these orders. The amount of costs recoverable by ASIC
is still in the process of being determined.
In August 2016, a class action was filed in the United
States District Court for the Southern District of New
York against Westpac and large number of Australian
and international banks alleging misconduct in relation
to the bank bill swap reference rate. In April 2019, an
amended claim was filed by the Plaintiffs. Westpac is
defending the proceedings with a Motion to Dismiss
filed in May 2019.
Responsible lending class action
On 21 February 2019, a class action against Westpac
was filed in the Federal Court of Australia. As directed
by the Court, the Plaintiffs filed a Statement of Claim
on 22 May 2019 and an amended statement of claim
on 18 October 2019. The claims allege that Westpac
did not comply with its responsible lending obligations
and entered into certain home loans that it should
otherwise have assessed as unsuitable. The allegations
include that, during the period from 1 January 2011
to 17 February 2018, Westpac failed to: conduct
reasonable inquiries about the customers’ financial
situation, requirements and objectives; verify customer’s
financial situation; conduct assessments of suitability;
and act efficiently and fairly. Westpac is defending the
proceedings.
Cash in super class action
On 5 September 2019, a class action against BT Funds
Management Limited (BTFM) and Westpac Life
Insurance Services Limited (WLIS) was commenced
in relation to aspects of BTFM’s BT Super for Life cash
investment option. The claim follows other industry
class actions as part of Slater and Gordon’s ‘Get your
super back’ campaign.
It is alleged in the proceedings that BTFM failed to
adhere to a number of obligations under the general
law, the relevant trust deed and the Superannuation
Industry (Supervision) Act 1993 (Cth), and that WLIS
was knowingly concerned with BTFM’s alleged
contraventions. The damages sought by the claim
are unspecified. BTFM and WLIS are defending the
proceedings.

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Information on Westpac
Regulatory capital transactions
Capital raising
On 4 November 2019, Westpac announced that it will
be undertaking an underwritten placement of fully paid
ordinary shares in Westpac to institutional investors
to raise $2 billion. As further announced, following the
placement, Westpac will make a share purchase plan
available to shareholders to raise approximately $500
million, subject to scaleback, and with the ability to raise
less or more.
Issue of Westpac Capital Notes 6
On 18 December 2018, Westpac issued approximately
$1.42 billion of securities known as Westpac Capital
Notes 6 which qualify as Additional Tier 1 capital under
APRA’s capital adequacy framework.
Transfer and redemption of Westpac Capital Notes
On 18 December 2018, approximately $722 million
of Westpac Capital Notes were transferred to the
Westpac Capital Notes nominated party for $100 each
pursuant to the Westpac Capital Notes 6 reinvestment
offer. Those Westpac Capital Notes were subsequently
redeemed by Westpac.
On 8 March 2019, being the optional redemption/
transfer date of the Westpac Capital Notes, the
remaining $662 million of Westpac Capital Notes were
transferred to the Westpac Capital Notes nominated
party for $100 each. Those Westpac Capital Notes were
subsequently redeemed by Westpac.
Adoption of new accounting standards
Adoption of AASB 9 and AASB 15
The Group adopted the classification and measurement,
and impairment requirements of AASB 9: Financial
Instruments (AASB 9) on 1 October 2018. AASB
9 includes a forward looking ‘expected credit
loss’ impairment model, revised classification and
measurement model and modifies the approach to
hedge accounting.
The adoption of AASB 9 reduced the Group’s retained
earnings at 1 October 2018 by $722 million (net of tax)
primarily due to the increase in impairment provisions
under the new standard.
The Group also adopted AASB 15: Revenue from
Contracts with Customers (AASB 15) on 1 October 2018.
AASB 15 provides a systematic approach to revenue
recognition by introducing a five-step model governing
revenue measurement and recognition. The adoption
of AASB 15 reduced the Group’s retained earnings at
1 October 2018 by $5 million (net of tax).
Further details of the changes from the adoption of
AASB 9 and AASB 15 as well as details of accounting
standards that have been issued but are not yet
effective for the Group are included in Note 1 to the
financial statements.
Transition to AASB 16
AASB 16: Leases (AASB 16) replaced AASB 117: Leases
from 1 October 2019. AASB 16 requires all leases of
greater than 12 months duration to be presented on
balance sheet by the lessee as a right-of-use asset and
a lease liability. The application of AASB 16 is expected
to result in the recognition of a right-of-use asset of
$3.4 billion with a corresponding lease liability, with no
impact on retained earnings.
Further details of the changes under the new standard
are included in Note 1 to the financial statements.
APRA regulatory changes
APRA’s proposed changes to capital standards
On 19 July 2017, APRA released an Information Paper
titled ‘Strengthening Banking System Resilience -
Establishing Unquestionably Strong Capital Ratios’.
In its release, APRA concluded that the four major
Australian banks, including Westpac, need to have
a common equity tier 1 (CET1) capital ratio of at
least 10.5%, as measured under the existing capital
framework, to be considered ‘unquestionably strong’.
Banks are expected to meet this new benchmark by 1
January 2020.
APRA has commenced consultation on revisions to
the capital framework which includes proposals on
changes to risk weighted assets, including in relation
to residential mortgages as well as improving the
transparency, comparability and flexibility of the
framework.
As part of the proposals, APRA has proposed a
minimum Leverage Ratio requirement of 3.5% for ADIs,
such as Westpac, that use the internal ratings-based
approach to determine capital adequacy.
APRA has indicated that it expects to finalise the
suite of prudential standards to give effect to the
‘unquestionably strong’ benchmark in 2020-21, with
the revised prudential standards likely to come into
effect from 1 January 2022. In regards to the proposed
revisions to the capital treatment of operational risk,
APRA has proposed an earlier implementation date
of 1 January 2021 for advanced IRB banks, such as
Westpac.
APRA has announced that its revisions to the capital
framework are not intended to necessitate further
capital increases for the industry above the 10.5%
benchmark. However, given the proposals include higher
risk weights for certain mortgage products, such as
interest only loans and loans for investment purposes,
the impact on individual banks may vary. The proposals
are currently under consultation and final details remain
unclear, and it is therefore too soon to determine the
impact on Westpac.
Further details of Westpac’s other regulatory
disclosures required in accordance with prudential
standard APS 330 can be accessed at
https://www.westpac.com.au/about-westpac/investor-
centre/financial-information/regulatory-disclosures/.
APRA’s additional capital requirements
On 11 July 2019, Westpac received APRA’s response
to its self-assessment. In its response, APRA decided
to apply an additional $500 million to Westpac’s
operational risk capital requirement. This follows APRA
concluding that Westpac was required to improve its
management and oversight of non-financial risk. The
additional capital requirement will remain in place until
APRA is satisfied that Westpac has completed its action
plan.
The $500 million requirement, applied through an
increase in risk weighted assets, took effect from 30
September 2019. The change reduced Westpac’s Level
2 CET1 capital ratio by 16 basis points. Westpac’s CET1
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APRA’s proposed revisions to subsidiary capital
investment treatment
On 15 October 2019, APRA released a discussion paper
on proposed changes to APS 111 Capital Adequacy:
Measurement of Capital. The key proposal is in relation
to a parent ADI’s treatment of its equity investments in
banking and insurance subsidiaries (Level 1). Westpac’s
largest investment in banking and insurance subsidiaries
is Westpac New Zealand Limited (WNZL). There is no
impact from this proposal on the calculation of the
Group’s reported regulatory capital ratios on a Level 2
basis. On a Level 1 basis, on a proforma basis as at 30
September 2019, it is estimated that applying APRA’s
proposed approach would reduce Westpac’s Level 1
CET1 ratio by approximately 40bps ($1.6 billion). APRA
has indicated that the updated standard will come into
effect from 1 January 2021.
Associations with Related Entities
On 20 August 2019, APRA released the finalised
prudential standard APS 222: Associations with Related
Entities. The revised standard is intended to strengthen
the ability of ADIs to monitor, limit and control risks
arising from transactions and other associations with
related entities. Key changes include revisions to the
limit for exposure to ADIs from 50% of Total Capital to
25% of Tier 1 capital. The revised standard is effective
from 1 January 2021.
Westpac’s largest exposure to a related entity is WNZL.
As at 30 September 2019, Westpac would remain within
the revised limits based on the current level of exposure
to WNZL.
Additional loss absorbing capacity
In response to the Financial System Inquiry
recommendations, the Australian Government agreed
to further reforms regarding crisis management and
establishing a framework for minimum loss-absorbing
and recapitalisation capacity.
On 9 July 2019, APRA announced a requirement for the
Australian major banks (including Westpac) to increase
their total capital requirements by three percentage
points of risk weighted assets (RWA) as measured
under the current capital adequacy framework. This
increase in total capital will take full effect from 1
January 2024.
Based on Westpac’s RWA of $429 billion at 30
September 2019, this represents around $13 billion
of additional capital over the four year transition
period. The additional capital is expected to be raised
through Tier 2 Capital and is likely to be offset by
a decrease in other forms of long term wholesale
funding. Westpac has commenced progress towards
the new requirements and in the financial year ended
30 September 2019 issued a total of $4.2 billion in Tier
2 capital.
APRA is still targeting an additional four to five
percentage points of loss-absorbing capacity. Over the
next four years, APRA will consider feasible alternative
methods for raising the remaining 1-2 percentage
points.
APRA intends to consult on a prudential framework
covering both recovery and resolution planning in 2020.
APRA’s proposed amendment to guidance on
mortgage lending
On 5 July 2019, APRA announced that it no longer
required ADIs to assess home loan applications using a
minimum interest rate of at least 7%. Instead, ADIs are
permitted to review and set their own minimum interest
rate floor for use in serviceability assessments and
utilise a revised interest rate buffer of at least 2.5% over
the loan’s interest rate. Also on 5 July 2019, APRA also
released its final version of Prudential Practice Guide
APG 223 – Residential Mortgage Lending.
APRA Prudential Standard CPS 234: Information
Security Management
On 1 July 2019, APRA’s Prudential Standard CPS 234:
Information Security came into effect, except for
information assets managed by a third party which will
come into effect from the earlier of the next contract
renewal date or 1 July 2020. The standard is aimed at
improving the ability of APRA-regulated entities to
detect cyber adversaries, ensure appropriate security
capabilities are in place commensurate to the risk of
the information assets including responding swiftly
and effectively in the event of an information security
incident. Westpac continues to enhance its systems and
processes to further mitigate cybersecurity risks.
APRA Prudential Standard CPS 511: Remuneration
On 23 July 2019, APRA released for consultation a new
draft prudential standard and supporting discussion
paper on remuneration. It is aimed at clarifying and
strengthening remuneration arrangements in APRA-
regulated entities. The new standard will replace
existing remuneration requirements under CPS/SPS 510
Governance with a proposed implementation date of
1 July 2021.
International developments affecting Westpac
Brexit
There continues to be uncertainty on the timing and
process for the United Kingdom’s (UK) withdrawal from
the European Union (EU).
As Westpac’s business and operations are based
predominantly in Australia and New Zealand, Westpac
expects that the direct impact of the UK’s departure
from the EU is unlikely to be material to Westpac.
However, it remains difficult to predict the impact
that Brexit may have on financial markets, the global
economy and the global financial services industry.
Westpac has contingency planning in place and has
been active in dialogue with affected customers.
OTC derivatives reform
International regulatory reforms relating to over-the-
counter (OTC) derivatives continue to be implemented
across the globe, with a current focus on initial margin
and risk mitigation practices for non-centrally cleared
derivatives.
As of 1 September 2019, Westpac is required to post
and collect collateral on a gross basis, held at third
party custodians. Global initial margin requirements will
continue to be introduced in phases until 1 September
2021.

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Information on Westpac
New Zealand
Reserve Bank of New Zealand (RBNZ) - Revised
Outsourcing Policy
As at 30 September 2019, WNZL is compliant with
the requirement in the RBNZ’s revised Outsourcing
Policy (BS11) (Revised Outsourcing Policy) to maintain
a compendium of outsourcing arrangements and work
is underway to comply with the other aspects of the
Revised Outsourcing Policy by 30 September 2022 in
line with the regulatory timeline.
As a result of complying with the Revised Outsourcing
Policy, the ongoing cost of operating the WNZL
business will increase, in addition to the costs of
implementing the changes.
RBNZ Capital Review
On 14 December 2018, the RBNZ released a consultation
paper to seek the public’s view on a proposal to set a
Tier 1 capital requirement equal to 16% of risk weighted
assets for banks deemed systemically important,
such as WNZL. The proposal of a Tier 1 ratio of 6%
of risk weighted assets as a regulatory minimum is
unchanged, and of this no more than 1.5% of risk
weighted assets can be contributed by Additional Tier
1 capital or redeemable preference shares. The RBNZ
has also proposed changes to risk weighted asset
measurements. The RBNZ has proposed a five year
transition period.
The proposed changes aim to further strengthen the
New Zealand banking system to protect the economy
and depositors from bank failure. WNZL would be
required to hold a further estimated NZ$2.3 – 2.9 billion
of Tier 1 capital (assuming a WNZL Tier 1 capital ratio of
16-17%) if the proposals were applied at 30 September
2019. WNZL is already strongly capitalised with a Tier 1
capital ratio of 13.9% at 30 September 2019.
On a pro-forma basis this change would also increase
Westpac’s Level 1 capital requirements by NZ$1.2-
$1.8 billion if the proposals were applied at 30
September 2019, assuming that some of WNZL’s
supplementary capital can be issued externally over
time and that APRA’s proposed revisions to subsidiary
capital investment treatment are implemented (more
information on these proposed revisions is set out
above). Further clarity on the proposals is expected
from the RBNZ in December 2019 with implementation
of any new rules starting from April 2020.
RBNZ - Review under section 95 of the Reserve
Bank of New Zealand Act 1989
In June 2019, in response to a review under section
95 of the Reserve Bank of New Zealand Act 1989 of
WNZL’s compliance with advanced internal rating based
aspects of the RBNZ’s ‘Capital Adequacy Framework
(Internal Models Based Approach)’ (BS2B), WNZL
presented the RBNZ with a submission providing an
overview of its credit risk rating system and activities
undertaken to address compliance issues and enhance
risk management practices.
On 30 October 2019, the RBNZ informed WNZL that it
had accepted the submission and measures undertaken
by WNZL to achieve satisfactory compliance with BS2B,
and that WNZL would retain its accreditation to use
internal models for credit risk in the calculation of its
regulatory capital requirements. It also advised WNZL
that, with effect from 31 December 2019, the RBNZ will
remove the requirement imposed on WNZL since 31
December 2017 to maintain minimum regulatory capital
ratios which are two percentage points higher than the
ratios applying to other locally incorporated banks.
Review of the Reserve Bank of New Zealand Act
In November 2017, the New Zealand Government
announced it would undertake a review of the Reserve
Bank of New Zealand Act 1989 (RBNZ Review). The
RBNZ Review will consist of two phases. The legislation
for the recommended Phase 1 related changes to New
Zealand’s monetary policy framework received royal
assent on 20 December 2018, and came into force on 1
April 2019.
The terms of reference for Phase 2 were released
in June 2018 and will consider the overarching
objectives of the RBNZ’s institutional governance and
decision-making, the macro-prudential framework, the
current prudential supervision model, trans-Tasman
coordination, supervision and enforcement and
resolution and crisis management. Final policy decisions
on all components of the review are expected to be
made in 2020.
RBNZ/Financial Markets Authority (FMA) -
Financial Services Conduct & Culture Review
In May 2018, the RBNZ and FMA commenced a review
in respect of New Zealand’s 10 major banks and 15
life insurers, including WNZL and Westpac Life-NZ-
Limited, to explain why conduct issues highlighted by
the Australian Royal Commission are not present in
New Zealand. An industry thematic review report for
the banks was released on 5 November 2018. WNZL
submitted a plan responding to recommendations in the
review report and in WNZL’s individual feedback letters
to the regulators on 29 March 2019.
The industry thematic review report into life insurers,
including Westpac Life-NZ-Limited, was released on
29 January 2019. The report identified extensive
weaknesses in life insurers’ systems and controls,
governance and management of conduct risks. Westpac
Life-NZ-Limited provided its plan to address the
findings to the regulators in June 2019.
Conduct of Financial Institutions Review
Following the developments and findings of the
Financial Services Conduct and Culture Review
and the Australian Royal Commission, the Minister
of Commerce announced a proposal to introduce
a conduct licensing regime for banks, insurers and
non-bank deposit takers in respect of their conduct
in relation to retail customers. The regime will require
licensed institutions to meet a fair treatment standard,
and implement effective policies, processes, systems
and controls to meet this standard. The regime will also
create obligations relating to remuneration and sales
incentives. Legislation is expected to be introduced to
parliament by the end of 2019.
Reform of Credit Contracts and Consumer Finance
Legislation
In April 2019, the Credit Contracts Legislation
Amendment Bill was introduced to parliament and
is currently before the select committee. The Bill
introduces a number of changes to the Credit Contracts
and Consumer Finance Act, including new duties for
directors and senior managers and increased penalties
and statutory damages. The Bill also introduces stricter
requirements around suitability and affordability
assessments as well as a cap for interest and fees of
‘high cost’ loans (being loans with annualised interest
exceeding 50%). The intention is that the Bill will come
into effect in March 2020.

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Supervision and regulation
Australia
Within Australia, we are subject to supervision and
regulation by six principal agencies and bodies: the
Australian Prudential Regulation Authority (APRA);
the Reserve Bank of Australia (RBA); the Australian
Securities and Investments Commission (ASIC); the
Australian Securities Exchange (ASX); the Australian
Competition and Consumer Commission (ACCC); and
the Australian Transaction Reports and Analysis Centre
(AUSTRAC).
APRA is the prudential regulator of the Australian
financial services industry. It oversees banks, credit
unions, building societies, general insurance, re-
insurance, life insurance and private health insurance
companies, friendly societies and most of the
superannuation (pension) industry. APRA’s role includes
establishing and enforcing prudential standards
and practices designed to ensure that, under all
reasonable circumstances, financial promises made by
the institutions it supervises are met within a stable,
efficient and competitive financial system. APRA has
recently received new and strengthened powers under
the Banking Executive Accountability Regime.
As an ADI, we report prudential information to APRA,
including information in relation to capital adequacy,
large exposures, credit quality and liquidity. Our
controlled entities in Australia that are authorised
insurers and trustees of superannuation funds are also
subject to the APRA regulatory regime. Reporting is
supplemented by consultations, on-site inspections
and targeted reviews. Our external auditor also has
an obligation to report on compliance with certain
statutory and regulatory banking requirements and on
any matters that in their opinion may have the potential
to materially prejudice the interests of depositors and
other stakeholders.
Australia’s risk-based capital adequacy guidelines are
based on the approach agreed upon by the BCBS.
National discretion is then applied to that approach,
which has resulted in Australia’s capital requirements
being more stringent. Refer to ‘Capital resources – Basel
Capital Accord’ in Section 2.
The RBA is responsible for monetary policy, maintaining
financial system stability and promoting the safety and
efficiency of the payments system. The RBA is an active
participant in the financial markets, manages Australia’s
foreign reserves, issues Australian currency notes and
serves as banker to the Australian Government.
ASIC is the national regulator of Australian companies
and consumer protection within the financial sector.
Its primary responsibility is to regulate and enforce
company, consumer credit, financial markets and
financial products and services laws that protect
consumers, investors and creditors. With respect
to financial services, it promotes fairness and
transparency by providing consumer protection, using
regulatory powers to enforce laws relating to deposit-
taking activities, general insurance, life insurance,
superannuation, retirement savings accounts, securities
(such as shares, debentures and managed investments)
and futures contracts and financial advice. ASIC has
responsibility for supervising trading on Australia’s
domestic licensed markets and of trading participants.
ASIC has recently had its existing powers strengthened
to provide ASIC with a product intervention power. For
further information, refer to ‘Significant developments’
above.
The ASX operates Australia’s primary national market
for trading of securities issued by listed companies.
Some of our securities (including our ordinary shares)
are listed on the ASX and we therefore have obligations
to comply with the ASX Listing Rules, which have
statutory backing under the Corporations Act 2001
(Cth). The ASX has responsibility for the oversight
of listed entities under the ASX Listing Rules and
for monitoring and enforcing compliance with the
ASX Operating Rules by its market, clearing and
settlement participants. ASX is now also the benchmark
administrator of BBSW.
The ACCC is the regulator responsible for the regulation
and prohibition of anti-competitive and unfair market
practices and mergers and acquisitions in Australia. Its
broad objective is to administer the Competition and
Consumer Act 2010 (Cth) and related legislation to
bring greater competitiveness, fair trading, consumer
protection and product safety to the Australian
economy. The ACCC’s role in consumer protection
complements that of ASIC (for financial services) and
Australian state and territory consumer affairs agencies
that administer the unfair trading legislation of their
jurisdictions.
The Australian Government’s present policy, known
as the ‘four pillars policy’, is that there should be no
fewer than four major banks to maintain appropriate
levels of competition in the banking sector. Under the
Financial Sector (Shareholdings) Act 1998 (Cth), the
Australian Government’s Treasurer must approve an
entity acquiring a stake of more than 15% in a particular
financial sector company.
Proposals for foreign acquisitions of a stake in
Australian banks are subject to the Australian
Government’s foreign investment policy and, where
required, approval by the Australian Government under
the Australian Foreign Acquisitions and Takeovers
Act 1975 (Cth). For further details refer to ‘Limitations
affecting security holders’ in Section 4.
AUSTRAC oversees the compliance of Australian
reporting entities (including Westpac) with the
requirements under the Anti-Money Laundering and
Counter-Terrorism Financing Act 2006 (Cth) and the
Financial Transaction Reports Act 1988 (Cth). These
requirements include:
• implementing programs for identifying and
monitoring customers, and for managing the risks of
money laundering and terrorism financing;
• reporting suspicious matters, threshold transactions
and international funds transfer instructions; and
• submitting an annual compliance report.
AUSTRAC provides financial information to Australian
federal law enforcement, national security, human
services and revenue agencies, and certain international
counterparts.
New Zealand
The Reserve Bank of New Zealand (RBNZ) is
responsible for supervising New Zealand registered
banks and protects the financial stability of New
Zealand through the application of minimum prudential
obligations. The New Zealand prudential supervision
regime requires that registered banks publish disclosure
statements, which contain information on financial
performance and risk positions as well as attestations
by the directors about the bank’s compliance with its
conditions of registration and certain other matters.

242019 Westpac Group Annual Report
Information on Westpac
The Financial Markets Authority (FMA) and the New
Zealand Commerce Commission (NZCC) are the two
primary conduct and enforcement regulators. The FMA
and NZCC are responsible for ensuring that markets are
fair and transparent and are supported by confident
and informed investors and consumers. Regulation of
markets and their participants is undertaken through
a combination of market supervision, corporate
governance and licensing approvals.
In New Zealand, other relevant regulator mandates
include those relating to taxation, privacy and foreign
affairs and trade.
Banks in New Zealand are also subject to a number of
self- regulatory regimes. Examples include Payments
NZ, the New Zealand Bankers’ Association and the
Financial Services Council (FSC). Examples of industry
agreed codes include the New Zealand Bankers’
Association’s Code of Banking Practice and FSC’s Code
of Conduct.
United States
Our New York branch is a US federally licensed branch
and therefore is subject to supervision, examination and
regulation by the US Office of the Comptroller of the
Currency and the Board of Governors of the Federal
Reserve System (the US Federal Reserve) under the
US International Banking Act of 1978 (IBA) and related
regulations.
A US federal branch must maintain, with a US Federal
Reserve member bank, a capital equivalency deposit
as prescribed by the US Comptroller of the Currency,
which is at least equal to 5% of its total liabilities
(including acceptances, but excluding accrued
expenses, and amounts due and other liabilities to
other branches, agencies and subsidiaries of the foreign
bank).
In addition, a US federal branch is subject to
periodic onsite examination by the US Comptroller
of the Currency. Such examination may address risk
management, operations, asset quality, compliance with
the record-keeping and reporting, and any additional
requirements prescribed by the US Comptroller of the
Currency from time to time.
A US federal branch of a foreign bank is, by virtue of the
IBA, subject to the receivership powers exercisable by
the US Comptroller of the Currency.
As of 22 June 2016, we elected to be treated as a
financial holding company in the US pursuant to
the Bank Holding Company Act of 1956 and Federal
Reserve Board Regulation Y. Our election will remain
effective so long as we meet certain capital and
management standards prescribed by the US Federal
Reserve.
Westpac and some of its affiliates are engaged in
various activities that are subject to regulation by
other US federal regulatory agencies, including the
US Securities and Exchange Commission, the US
Commodity Futures Trading Commission and the
National Futures Association.
Anti-money laundering regulation and
related requirements
Australia
Westpac has a Group-wide program to manage
its obligations under the Anti-Money Laundering
and Counter- Terrorism Financing Act 2006 (Cth).
We continue to actively engage with the regulator,
AUSTRAC, on our activities.
Our Anti-Money Laundering and Counter-Terrorism
Financing Policy (AML/CTF Policy) sets out how the
Westpac Group complies with its legislative obligations.
The AML/CTF Policy applies to all business divisions
and employees (permanent, temporary and third party
providers) working in Australia, New Zealand and
overseas.
United States
The USA PATRIOT Act of 2001 requires US financial
institutions, including the US branches of foreign banks,
to take certain steps to prevent, detect and report
individuals and entities involved in international money
laundering and the financing of terrorism. The required
actions include verifying the identity of financial
institutions and other customers and counterparties,
terminating correspondent accounts for foreign ‘shell
banks’ and obtaining information about the owners
of foreign bank clients and the identity of the foreign
bank’s agent for service of process in the US. The anti-
money laundering compliance requirements of the
USA PATRIOT Act include requirements to adopt and
implement an effective anti-money laundering program,
report suspicious transactions or activities, and
implement due diligence procedures for correspondent
and other customer accounts. Westpac’s New York
branch and Westpac Capital Markets LLC maintain an
anti-money laundering compliance program designed
to address US legal requirements.
US economic and trade sanctions, as administered by
the Office of Foreign Assets Control (OFAC), prohibit or
significantly restrict US financial institutions, including
the US branches and operations of foreign banks, and
other US persons from doing business with certain
persons, entities and jurisdictions. Westpac’s New York
branch and Westpac Capital Markets LLC maintain
compliance programs designed to comply with OFAC
sanctions programs, and Westpac has a Group-wide
program to ensure adequate compliance.
Legal proceedings
Our entities are defendants from time to time in legal
proceedings arising from the conduct of our business.
Material legal proceedings, if any, are described
in Note 27 to the financial statements and under
‘Significant developments’ above. Where appropriate
as required by the accounting standards, a provision
has been raised in respect of these proceedings and
disclosed in the financial statements.
Principal office
Our principal office is located at 275 Kent Street,
Sydney, New South Wales, 2000, Australia. Our
telephone number for calls within Australia is (+61) 2
9155 7713 and our international telephone number is
(+61) 2 9155 7700.

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Corporate governance statement
Corporate governance is the framework of systems,
policies and processes by which we operate, make
decisions and hold people to account. The framework
establishes the roles and responsibilities of Westpac’s
Board and management. It also establishes the systems,
policies and processes for monitoring and evaluating
Board and management performance and the practices
for corporate reporting, disclosure, remuneration, risk
management and engagement of security holders.
Our approach to corporate governance is based on a
set of values and behaviours that underpin our day-
to-day activities, provide transparency and fair dealing
and seek to protect stakeholder interests. It includes
a commitment to maintaining the highest standards
of corporate governance, which Westpac sees as
fundamental to the sustainability of our business and
our performance.
We regularly review local and global developments in
corporate governance to assess their implications and
to respond to changes in the operating environment.
We also improve our systems, processes and policies
and look to strengthen our frameworks to reflect
changing expectations where appropriate.
We comply with the ASX Corporate Governance
Principles and Recommendations (third edition)
published by the ASX Limited’s Corporate Governance
Council. In addition, we already comply with a number
of the recommendations contained in the fourth edition
of the ASX Corporate Governance Principles and
Recommendations.
Westpac’s 2019 Corporate Governance Statement and a
range of documents referred to in it are available on our
corporate governance website at www.westpac.com.au/
corpgov. This website contains copies and summaries
of charters, principles and policies referred to in the
Corporate Governance Statement.
Websites
Investor communications and information, including this
2019 Westpac Group Annual Report, the 2019 Westpac
Group Annual Review and Sustainability Report, the
2019 Westpac Group Sustainability Performance Report
and investor discussion packs and presentations can be
accessed at www.westpac.com.au/investorcentre.
Information on Westpac

262019 Westpac Group Annual Report
Directors’ report
Directors’ report
Name: Lindsay Maxsted,
DipBus (Gordon), FCA, FAICD
Age: 65
Term of office: Director since
March 2008 and Chairman since
December 2011.
Date of next scheduled re-election:
December 2020.
Independent: Yes.
Current directorships of listed
entities and dates of office:
Transurban Group (since March 2008
and Chairman since August 2010),
BHP Group Limited (since March 2011)
and BHP Group plc (since March 2011).
Other principal directorships:
Managing Director of Align Capital Pty
Ltd and Director of Baker Heart and
Diabetes Institute.
Other interests: Nil.
Other Westpac related entities
directorships and dates of office: Nil.
Skills, experience and expertise:
Lindsay was formerly a partner at
KPMG and was the CEO of that firm
from 2001 to 2007. His principal area
of practice prior to his becoming CEO
was in the corporate recovery field
managing a number of Australia’s
largest insolvency/workout/turnaround
engagements including Linter Textiles
(companies associated with Abraham
Goldberg), Bell Publishing Group,
Bond Brewing, McEwans Hardware
and Brashs. He is also a former
Director and Chairman of the Victorian
Public Transport Corporation.
Westpac Board Committee
membership: Chairman of the Board
Nominations Committee. Member of
each of the Board Audit and Board
Risk & Compliance Committees.
Directorships of other listed entities
over the past three years and dates
of office: Nil.
Name: Brian Hartzer,
BA, CFA
Age: 52
Term of office: Managing Director &
Chief Executive Officer since
February 2015.
Date of next scheduled re-election:
Not applicable.
Independent: No.
Current directorships of listed
entities and dates of office: Nil.
Other principal directorships:
The Australian National University
Business and Industry Advisory
Board (Chairman since March 2017),
the Financial Markets Foundation
for Children and Australian Banking
Association Incorporated.
Other interests: Nil.
Other Westpac related entities
directorships and dates of office: Nil.
Skills, experience and expertise: Brian
was appointed Managing Director &
Chief Executive Officer in February
2015. Brian joined Westpac as Chief
Executive, Australian Financial Services
in June 2012, encompassing Westpac
Retail & Business Banking, St.George
Banking Group and BT Financial
Group. Prior to joining Westpac, Brian
spent three years in the UK as CEO for
Retail, Wealth and Ulster Bank at the
Royal Bank of Scotland Group.
Prior to that, he spent ten years with
Australia and New Zealand Banking
Group Limited (ANZ) in Australia in a
variety of roles, including his final role
as CEO, Australia and Global Segment
Lead for Retail and Wealth. Before
joining ANZ, Brian spent ten years as
a financial services consultant in New
York, San Francisco and Melbourne.
Westpac Board Committee
membership: Member of the Board
Technology Committee.
Directorships of other listed entities
over the past three years and dates
of office: Nil.
Our Directors present
their report together
with the financial
statements of the Group
for the financial year
ended 30 September
2019.
1. Directors
The names of the persons
who have been Directors, or
appointed as Directors, during
the period since 1 October 2018
and up to the date of this report
are: Lindsay Philip Maxsted,
Brian Charles Hartzer, Nerida
Frances Caesar, Ewen Graham
Wolseley Crouch, Catriona
Alison Deans (Alison Deans),
Craig William Dunn, Yuen Mei
Anita Fung (Anita Fung), Steven
John Harker (Director from
1 March 2019), Peter John Oswin
Hawkins (retired as a Director on
12 December 2018), Peter Ralph
Marriott, Peter Stanley Nash and
Margaret Leone Seale (Director
from 1 March 2019).
Particulars of the skills,
experience, expertise and
responsibilities of the Directors
at the date of this report,
including all directorships of
other listed companies held
by a Director at any time in
the three years immediately
before 30 September 2019
and the period for which each
directorship has been held, are
set out in the following pages.

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Name: Ewen Crouch AM,
BEc (Hons.), LLB, FAICD
Age: 63
Term of office: Director since
February 2013.
Date of next scheduled re-election:
December 2019.
Independent: Yes.
Current directorships of listed
entities and dates of office: Corporate
Travel Management Limited (Chairman
since March 2019) and BlueScope
Steel Limited (since March 2013).
Other principal directorships: Sydney
Symphony Orchestra Holdings Pty
Limited and Jawun.
Other interests: Member of the
Commonwealth Remuneration
Tribunal, Law Committee of the
Australian Institute of Company
Directors, Corporations Committee
of the Law Council of Australia and
ASIC’s Director Advisory Panel.
Other Westpac related entities
directorships and dates of office: Nil.
Skills, experience and expertise:
Ewen was a Partner at Allens from
1988 to 2013, where he was one
of Australia’s most accomplished
mergers and acquisitions lawyers.
He served as a member of the firm’s
board for 11 years, including four years
as Chairman of Partners. His other
roles at Allens included Co-Head
Mergers and Acquisitions and Equity
Capital Markets, Executive Partner,
Asian offices and Deputy Managing
Partner. Ewen served as a director of
Mission Australia from 1995 and as
Chairman from 2009, before retiring
in November 2016. From 2010 to 2015,
Ewen was a member of the Takeovers
Panel. In 2013, Ewen was awarded
an Order of Australia in recognition
of his significant service to the law
as a contributor to legal professional
organisations and to the community.
Westpac Board Committee
membership: Chairman of the Board
Risk & Compliance Committee.
Member of each of the Board Audit,
Board Nominations and Board
Remuneration Committees.
Directorships of other listed entities
over the past three years and dates
of office: Nil.
Name: Nerida Caesar,
BCom, MBA, GAICD
Age: 55
Term of office: Director since
September 2017.
Date of next scheduled re-election:
December 2019.
Independent: Yes.
Current directorships of listed
entities and dates of office: Nil.
Other principal directorships:
Workplace Giving Australia Limited
(Chairman since June 2019) and Spark
Investment Holdco Pty Ltd.
Other interests: Member of the
Advisory Board of IXUP Limited.
Advisor to Equifax Australia and
New Zealand.
Other Westpac related entities
directorships and dates of office: Nil.
Skills, experience and expertise:
Nerida has over 30 years of broad-
ranging commercial and business
management experience. She was
Group Managing Director and Chief
Executive Officer, Australia and New
Zealand, of Equifax (formerly Veda
Group Limited) from February 2011
to June 2017. Nerida is also a former
director of Genome.One Pty Ltd and
Stone and Chalk Limited.
Ms Caesar was formerly Group
Managing Director, Telstra Enterprise
and Government, responsible for
Telstra’s corporate, government and
large business customers in Australia
as well as the international sales
division. Nerida also worked as Group
Managing Director, Telstra Wholesale,
and, prior to that, held the position
of Executive Director Enterprise
& Government, where she was
responsible for managing products,
services, and customer relationships
throughout Australia.
Nerida also held several senior
management and sales positions with
IBM within Australia and internationally
over a 20-year period, including as
Vice President of IBM’s Intel Server
Division for the Asia Pacific region.
Westpac Board Committee
membership: Member of each of the
Board Risk & Compliance and Board
Technology Committees.
Directorships of other listed entities
over the past three years and dates
of office: Nil.
Name: Alison Deans,
BA, MBA, GAICD
Age: 51
Term of office: Director since
April 2014.
Date of next scheduled re-election:
December 2020.
Independent: Yes.
Current directorships of listed
entities and dates of office: Cochlear
Limited (since January 2015) and
Ramsay Health Care Limited (since
November 2018).
Other principal directorships:
SCEGGS Darlinghurst Limited, The
Observership Program Limited and
Deputy Group Pty Ltd.
Other interests: Senior Advisor,
McKinsey & Company and Investment
Committee member of the CSIRO
Innovation Fund (Main Sequence
Ventures).
Other Westpac related entities
directorships and dates of office: Nil.
Skills, experience and expertise:
Alison has more than 20 years’
experience in senior executive roles
focused on building digital businesses
and digital transformation across
e-commerce, media and financial
services. During this time, Alison
served as the CEO of eCorp Limited,
CEO of Hoyts Cinemas and CEO of
eBay, Australia and New Zealand. She
was the CEO of a technology-based
investment company netus Pty Ltd.
Alison was an Independent Director
of Social Ventures Australia from
September 2007 to April 2013 and a
director of kikki.K Holdings Pty Ltd
from October 2014 to June 2018.
Westpac Board Committee
membership: Chairman of the Board
Technology Committee. Member
of each of the Board Nominations,
Board Remuneration and Board Risk &
Compliance Committees.
Directorships of other listed entities
over the past three years and
dates of office: Insurance Australia
Group Limited (February 2013 –
October 2017).

282019 Westpac Group Annual Report
Directors’ report
Directors’ report
Name: Anita Fung,
BSocSc, MAppFin
Age: 58
Term of office: Director since
October 2018.
Date of next scheduled re-election:
December 2021.
Independent: Yes.
Current directorships of listed
entities and dates of office: Hong
Kong Exchanges and Clearing Limited
(since April 2015, Hong Kong listed),
China Construction Bank Corporation
(since October 2016, Hong Kong
Listed) and Hang Lung Properties
Limited (since May 2015, Hong Kong
listed).
Other principal directorships: Board
member of the Airport Authority Hong
Kong.
Other interests: Member of the Hong
Kong Museum Advisory Committee.
Other Westpac related entities
directorships and dates of office:
Member of Westpac’s Asia Advisory
Board since October 2018.
Skills, experience and expertise:
Anita’s career in the banking industry
spans over 30 years, including 19 years
at HSBC.
During her time at HSBC, Anita held a
number of senior management roles
including Group General Manager,
HSBC Group and most recently as
Chief Executive Officer, Hong Kong
from 2011 to 2015.
Prior to joining HSBC, Anita held
various positions at Standard
Chartered Bank in its Treasury and
Capital markets business.
Westpac Board Committee
membership: Member of the Board
Risk & Compliance Committee.
Directorships of other listed entities
over the past three years and dates
of office: Nil.
Name: Craig Dunn,
BCom, FCA
Age: 56
Term of office: Director since
June 2015.
Date of next scheduled re-election:
December 2021.
Independent: Yes.
Current directorships of listed
entities and dates of office: Telstra
Corporation Limited (since April 2016).
Other principal directorships:
Chairman of The Australian Ballet.
Other interests: Chairman of the
International Standards Technical
Committee on Blockchain and
Distributed Ledger Technologies (ISO/
TC 307) and consultant to King &
Wood Mallesons.
Other Westpac related entities
directorships and dates of office: Nil.
Skills, experience and expertise: Craig
has more than 20 years’ experience
in financial services, including as
CEO of AMP Limited from 2008 to
2013. Craig was previously a director
of Financial Literacy Australia
Limited, a Board member of each
of the Australian Japanese Business
Cooperation Committee, Jobs for
New South Wales, and the New
South Wales Government’s Financial
Services Knowledge Hub. He is the
former Chairman of Stone and Chalk
Limited and of the Investment and
Financial Services Association (now
the Financial Services Council). Craig
was also a member of the Financial
Services Advisory Committee, the
Australian Financial Centre Forum,
the Consumer and Financial Literacy
Taskforce and a Panel member of the
Australian Government’s Financial
System Inquiry.
Westpac Board Committee
membership: Chairman of the Board
Remuneration Committee. Member of
each of the Board Nominations and
Board Risk & Compliance Committees.
Directorships of other listed entities
over the past three years and dates
of office: Nil.
Name: Steven Harker,
BEc (Hons.), LLB
Age: 64
Term of office: Director since
March 2019.
Date of next scheduled re-election:
December 2019.
Independent: Yes.
Current directorships of listed
entities and dates of office: Nil.
Other principal directorships: The
Banking and Finance Oath Limited,
The Hunger Project Australia, ASX
Refinitiv Charity Foundation, New
South Wales Golf Club Foundation
Limited and Ascham School Ltd.
Other interests: Honorary Treasurer of
Ascham School.
Other Westpac related entities
directorships and dates of office: Nil.
Skills, experience and expertise:
Steve has over 35 years of experience
in investment banking. Steve was
formerly Managing Director and Chief
Executive Officer of Morgan Stanley
Australia from 1998 to 2016 and then
Vice Chairman until February 2019.
Prior to joining Morgan Stanley, he
spent fifteen years with Barclays de
Zoete Wedd (BZW, now Barclays
Investment Bank).
Steve is a former Chairman and
Director of Australian Financial
Markets Association Limited and a
former Director of Investa Property
Group. Steve also previously served
on the board of the Centre for
International Finance and Regulation.
He is also a former Guardian of the
Future Fund of Australia.
Westpac Board Committee
membership: Member of each of
the Board Audit and Board Risk &
Compliance Committees.
Directorships of other listed entities
over the past three years and dates
of office: Nil.

292019 Westpac Group Annual Report
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Name: Peter Nash,
BCom, FCA, F Fin
Age: 57
Term of office: Director since
March 2018.
Date of next scheduled re-election:
December 2021.
Independent: Yes.
Current directorships of listed
entities and dates of office: Johns
Lyng Group Limited (Chairman since
October 2017), Mirvac Group (since
November 2018) and ASX Limited
(since June 2019).
Other principal directorships:
Reconciliation Australia Limited and
Golf Victoria Limited.
Other interests: Board member
of the Koorie Heritage Trust and
Migration Council Australia. Member
of the University of Melbourne Centre
for Contemporary Chinese Studies
Advisory Board.
Other Westpac related entities
directorships and dates of office: Nil.
Skills, experience and expertise: Peter
was formerly a Senior Partner with
KPMG until September 2017, having
been admitted to the partnership
of KPMG Australia in 1993. He most
recently served as the National
Chairman of KPMG Australia from
2011 until August 2017, where he was
responsible for the overall governance
and strategic positioning of KPMG in
Australia. In this role, Peter also served
as a member of KPMG’s Global and
Regional Boards.
Peter has experience providing
advice on a range of topics
including business strategy, risk
management, internal controls,
business processes and regulatory
change. He has also provided both
financial and commercial advice to
many Government businesses at
both a Federal and State level. Peter
is a former member of the Business
Council of Australia and its Economic
and Regulatory Committee.
Westpac Board Committee
membership: Member of each of
the Board Audit and Board Risk &
Compliance Committees.
Directorships of other listed entities
over the past three years and dates
of office: Nil.
Name: Peter Marriott,
BEc (Hons.), FCA
Age: 62
Term of office: Director since
June 2013.
Date of next scheduled re-election:
December 2019.
Independent: Yes.
Current directorships of listed
entities and dates of office: ASX
Limited (since July 2009).
Other principal directorships: ASX
Clearing Corporation Limited, ASX
Settlement Corporation Limited and
Austraclear Limited.
Other interests: Member of Monash
University Council and Chairman of the
Monash University Council’s Resources
and Finance Committee.
Other Westpac related entities
directorships and dates of office: Nil.
Skills, experience and expertise: Peter
has over 30 years’ experience in senior
management roles in the finance
industry, encompassing international
banking, finance and auditing. Peter
joined Australia and New Zealand
Banking Group Limited (ANZ) in 1993
and held the role of Chief Financial
Officer from July 1997 to May 2012.
Prior to his career at ANZ, Peter was
a banking and finance, audit and
consulting partner at KPMG Peat
Marwick. Peter was formerly a Director
of ANZ National Bank Limited in New
Zealand and various ANZ subsidiaries.
Westpac Board Committee
membership: Chairman of the
Board Audit Committee. Member
of each of the Board Nominations,
Board Technology and Board Risk &
Compliance Committees.
Directorships of other listed entities
over the past three years and dates
of office: Nil.
Name: Margaret (Margie) Seale,
BA, FAICD
Age: 59
Term of office: Director since
March 2019.
Date of next scheduled re-election:
December 2019.
Independent: Yes.
Current directorships of listed
entities and dates of office: Telstra
Corporation Limited (since May 2012)
and Scentre Group Limited (since
February 2016).
Other principal directorships:
Australian Pacific (Holdings) Pty
Limited.
Other interests: Member of the
Australian Public Service Commission
Centre for Learning and Leadership
Advisory Board.
Other Westpac related entities
directorships and dates of office: Nil.
Skills, experience and expertise:
Margie has more than 25 years’
experience in senior executive
roles in Australia and overseas,
including in consumer goods, global
publishing, sales and marketing,
and the successful transition of
traditional business models to
digital environments. Prior to her
non-executive career, Margie was
the Managing Director of Random
House Australia and New Zealand
and President, Asia Development for
Random House Inc.
Margie is a former Director and
then Chair of Penguin Random
House Australia Pty Limited, and a
former Director of Ramsay Health
Care Limited, Bank of Queensland
Limited and the Australian Publishers’
Association. She also previously served
on the boards of Chief Executive
Women (chairing its Scholarship
Committee), the Powerhouse Museum,
and the Sydney Writers Festival.
Westpac Board Committee
membership: Member of each of the
Board Remuneration and Board Risk &
Compliance Committees.
Directorships of other listed entities
over the past three years and dates
of office: Ramsay Health Care Limited
(April 2015 to October 2018) and Bank
of Queensland Limited (January 2014
to June 2018).

302019 Westpac Group Annual Report
Directors’ report
Company Secretary
Our Company Secretaries as at 30 September 2019 were Rebecca Lim and Tim Hartin.
Rebecca Lim (B Econ, LLB (Hons.)) was appointed Group Executive, Compliance, Legal & Secretariat
1
and
Company Secretary in October 2016. Rebecca joined Westpac in 2002 and has held a variety of senior leadership
roles including General Manager, Human Resources for St.George Bank and General Manager, St.George Private
Clients. She was appointed Group General Counsel in November 2011 and Chief Compliance Officer from 2013
to 2017. Rebecca held an in-house role in investment banking at Goldman Sachs in London before returning to
Australia and joining Westpac. Rebecca was previously with US firm Skadden Arps where she worked in the
Corporate Finance area in both New York and London. Prior to that she worked at Blake Dawson Waldron (now
Ashurst) as a solicitor.
Tim Hartin (LLB (Hons.)) was appointed Group Company Secretary in November 2011. Before that appointment,
Tim was Head of Legal - Risk Management & Workouts, Counsel & Secretariat and prior to that, he was Counsel,
Corporate Core. Before joining Westpac in 2006, Tim was a Consultant with Gilbert + Tobin, where he provided
corporate advisory services to ASX listed companies. Tim was previously a lawyer at Henderson Boyd Jackson W.S.
in Scotland and in London in Herbert Smith’s corporate and corporate finance division.
2. Executive Team
As at 30 September 2019 our Executive Team was:
Name Position
Year Joined
Group
Year
Appointed
to Position
Brian HartzerManaging Director & Chief Executive Officer20122015
Craig BrightChief Information Officer20182018
Lyn CobleyChief Executive, Westpac Institutional Bank20152015
Peter KingChief Financial Officer19942014
Rebecca LimGroup Executive, Legal & Secretariat20022016
David LindbergChief Executive, Consumer20122019
Carolyn McCannGroup Executive, Customer & Corporate Relations20132018
David McLeanChief Executive Officer, Westpac New Zealand19992015
Christine ParkerGroup Executive, Human Resources20072011
David StephenChief Risk Officer20182018
Gary ThursbyChief Operating Officer20082019
Alastair WelshActing Chief Executive, Business19922019
There are no family relationships between or among any of our Directors or Executive Team members.
1. From 1 October 2018, Rebecca Lim’s role and title has been Group Executive, Legal & Secretariat.

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Craig Bright
B.Comp.
Age: 54
Chief Information Officer
Craig was appointed Group Chief
Information Officer in December
2018. Craig has more than 30 years’
experience in technology and financial
services. He has held divisional CIO
roles in retail banking, business
banking and investment banking and
led complex global scale technology
operations.
Prior to joining Westpac, Craig was
Chief Technology Officer, Global
Consumer Bank at Citigroup. He led
a division of technology employees
executing a cloud and mobile first
strategy supporting digital channels
and a mix of Citi Smart Banking
formats worldwide. Craig has also held
senior roles at Barclays in London,
National Australia Bank and Ernst &
Young.
Craig has a Bachelor of Computing
from Monash University and a
Computer Field Service Certificate
from Royal Melbourne Institute of
Technology.
Brian Hartzer
BA, CFA.
Age: 52
Managing Director & Chief Executive
Officer
Brian was appointed Managing
Director & Chief Executive Officer in
February 2015. Brian joined Westpac
as Chief Executive, Australian Financial
Services in June 2012, encompassing
Westpac Retail & Business Banking,
St.George Banking Group and BT
Financial Group.
Brian is a Director of the Australian
Banking Association and was formerly
the Chairman until December 2015.
Prior to joining Westpac, Brian spent
three years in the UK as CEO for
Retail, Wealth and Ulster Bank at the
Royal Bank of Scotland Group. Prior to
that, he spent ten years with Australia
and New Zealand Banking Group
Limited (ANZ) in Australia in a variety
of roles, including his final role as CEO,
Australia and Global Segment Lead for
Retail and Wealth. Before joining ANZ,
Brian spent ten years as a financial
services consultant in New York, San
Francisco and Melbourne.
Brian graduated from Princeton
University with a degree in European
History and is a Chartered Financial
Analyst.
Lyn Cobley
BEc, SF FIN, GAICD.
Age: 56
Chief Executive, Westpac Institutional
Bank
Lyn was appointed Chief Executive,
Westpac Institutional Bank in
September 2015. She has responsibility
for Westpac’s global relationships
with corporate, institutional and
government clients as well as all
products across financial and capital
markets, transactional banking,
structured finance and working capital
payments. In addition, Lyn oversees
Westpac’s International and Pacific
Island businesses.
Lyn has over 27 years’ experience
in financial services. Prior to joining
Westpac, Lyn held a variety of senior
positions at the Commonwealth Bank
of Australia, including serving as Group
Treasurer from 2007 to 2013 and most
recently as Executive General Manager,
Retail Products & Third Party Banking.
She also held senior roles at Barclays
Capital in Australia and Citibank in
Australia and Asia Pacific, and was
CEO of Trading Room (a joint venture
between Macquarie Bank and Fairfax).
Lyn is a Board member of the
Australian Financial Markets
Association (AFMA), the Banking
& Finance Oath and the Westpac
Foundation. She is Chairman of
Westpac’s Asia Advisory Board and
is also a member of Chief Executive
Women.
Lyn has a Bachelor of Economics
from Macquarie University, is a Senior
Fellow of the Financial Services
Institute of Australia and is a graduate
of the Australian Institute of Company
Directors.

322019 Westpac Group Annual Report
Directors’ report
Rebecca Lim
B Econ, LLB (Hons).
Age: 47
Group Executive, Legal & Secretariat
Rebecca was appointed as a Westpac
Group Executive in October 2016 and
is responsible for legal and secretariat
functions globally. She was appointed
Group General Counsel in November
2011 and was Chief Compliance Officer
from 2013 to 2017.
Rebecca joined Westpac in 2002
and has held a variety of other senior
leadership roles including General
Manager, Human Resources for
St.George Bank and General Manager,
St.George Private Clients.
Rebecca began her career at Blake
Dawson Waldron (now Ashurst) before
joining the US firm Skadden Arps
where she worked in both New York
and London. Rebecca then moved into
an in-house role in investment banking
at Goldman Sachs in London before
returning to Australia and joining
Westpac.
Rebecca is Deputy Chair of the GC100
Executive Committee and a member
of Chief Executive Women.
Peter King
BEc, FCA.
Age: 49
Chief Financial Officer
Peter was appointed Chief Financial
Officer in April 2014. Peter has
responsibility for Westpac’s Finance,
Tax, Treasury and Investor Relations
functions.
Prior to this appointment, Peter was
the Deputy Chief Financial Officer for
three years and has held other senior
finance positions across the Group,
including in Group Finance, Business
and Consumer Banking, Business and
Technology Services, Treasury and
Financial Markets.
Peter commenced his career at
Deloitte Touche Tohmatsu. He has
a Bachelor of Economics from
Sydney University and completed the
Advanced Management Programme at
INSEAD. He is a Fellow of the Institute
of Chartered Accountants.
David Lindberg
HBA (Hons. Economics).
Age: 44
Chief Executive, Consumer
David was appointed Chief Executive,
Consumer in April 2019, responsible
for the end to end relationships with
consumer customers. This includes
all consumer distribution, digital,
marketing, banking and insurance
products and services under the
Westpac, St.George, BankSA, Bank
of Melbourne, BT, and RAMS brands.
Prior to this appointment, David was
Chief Executive, Business Bank from
June 2015, managing relationships
with business customers for the
Westpac, St.George, BankSA and Bank
of Melbourne brands.
Before this David was Chief Product
Officer for the Group’s retail and
business products, as well as
overseeing the Group’s digital
activities. Before joining Westpac in
2012, David was Executive General
Manager, Cards, Payments & Retail
Strategy at the Commonwealth Bank
of Australia. David was also formerly
Managing Director, Strategy, Marketing
& Customer Segmentation at Australia
and New Zealand Banking Group
Limited and Vice President and Head
of Australia for First Manhattan.

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David McLean
LLB (Hons.).
Age: 61
Chief Executive Officer, Westpac New
Zealand
David was appointed Chief Executive
Officer, Westpac New Zealand in
February 2015. Since joining Westpac
in February 1999, David has held a
number of senior roles, including Head
of Debt Capital Markets New Zealand,
General Manager, Private, Wealth and
Insurance New Zealand and Head
of Westpac Institutional Bank New
Zealand, and most recently, Managing
Director of the Westpac New York
branch.
Before joining Westpac, David was
Director, Capital Markets at Deutsche
Morgan Grenfell from 1994. He also
established the New Zealand branch of
Deutsche Bank and was New Zealand
Resident Branch Manager. In 1988,
David joined Southpac/National Bank
as a Capital Markets Executive. Prior
to this, David worked as a lawyer in
private practice and also served as
in-house counsel for NatWest NZ from
1985.
Carolyn McCann
BBus (Com), BA, GradDipAppFin,
GAICD.
Age: 47
Group Executive, Customer &
Corporate Relations
Carolyn was appointed as Westpac’s
Group Executive, Customer &
Corporate Relations in June 2018.
This division brings together
management of the Group’s
customer resolution and reporting,
alongside our corporate affairs,
communications and sustainability
functions, recognising the importance
of setting high service standards and
quickly resolving customer issues in
managing the Group’s relationship
with its customers. Carolyn joined
the Westpac Group in 2013, as
General Manager, Corporate Affairs
& Sustainability, during which time
she played an instrumental role in
leading the Group’s bicentenary
program, including the launch of the
$100 million Westpac Scholars Trust
(formerly known as the Westpac
Bicentennial Foundation).
Prior to joining Westpac, Carolyn
spent 13 years at Insurance Australia
Group in various positions, including
Group General Manager, Corporate
Affairs & Investor Relations. Carolyn
began her career in consulting and
has extensive experience in financial
services.
Christine Parker
BGDipBus (HRM).
Age: 59
Group Executive, Human Resources
Christine was appointed to Westpac
Group’s Executive Team in October
2011. As Group Executive, Human
Resources, Christine leads the HR
function for the Group, responsible
for strengthening our service oriented
and inclusive culture, attracting and
retaining the best talent, developing
and helping our workforce to grow
skills for the future, rewarding and
recognising our people and ensuring
the health and wellbeing of our
people. Christine also oversees the
Group’s Customer Advocate function,
corporate communications, and
supports the CEO and Board on
culture and conduct. Christine also has
responsibility for Office of the Banking
Executive Accountability Regime.
Since joining Westpac in 2007,
Christine has held a variety of senior
leadership roles including Group
General Manager, Human Resources
and General Manager, Human
Resources for Westpac New Zealand
Limited. Before joining Westpac,
Christine held senior HR roles in a
number of high profile organisations
and across a range of industries,
including Carter Holt Harvey and
Restaurant Brands New Zealand.
Christine was previously a Director
of Women’s Community Shelters
and is a current member of Chief
Executive Women, Governor of
St.George Foundation and member
of the Veterans’ Employment Industry
Advisory Committee.

342019 Westpac Group Annual Report
Directors’ report
Gary Thursby
BEc, DipAcc, FCA.
Age: 56
Chief Operating Officer
Gary was appointed Chief Operating
Officer in April 2019, having previously
been in the role of Group Executive,
Strategy & Enterprise Services since
October 2016. In addition to leading
the Group’s strategy function, his
role is designed to support delivery
of the Group’s Service Revolution
and provide services to support the
Group’s operating businesses.
Gary’s responsibilities also include
banking operations, advice
remediation, procurement, property,
analytics and enterprise investments.
In addition, Gary oversees the Group’s
corporate and business development
portfolios.
Before joining Westpac in 2008,
Gary held a number of senior finance
roles at Commonwealth Bank of
Australia including Deputy CFO and
CFO Retail Bank. Gary has over 20
years’ experience in financial services,
covering finance, M&A and large scale
program delivery. He commenced his
career at Deloitte Touche Tohmatsu.
Gary has a Bachelor of Economics
and a Post Graduate Diploma in
Accounting from Flinders University of
South Australia and is a Fellow of the
Institute of Chartered Accountants.
David Stephen
BBus.
Age: 55
Chief Risk Officer
David was appointed Chief Risk Officer
in October 2018, with responsibility
for risk management and compliance
activities across the Group.
Prior to this, David was the Chief Risk
Officer for Royal Bank of Scotland
(RBS) from 2013, having first joined
RBS in 2010 as the Deputy Chief Risk
Officer. David has also previously held
other senior roles at both retail and
investment banks in the UK, USA,
Hong Kong and Australia, including
serving as Chief Risk Officer at ANZ
and Chief Credit Officer at Credit
Suisse Financial Products.
David has a Bachelor of Business in
Banking and Finance from Monash
University and is a Board member of
both the International Financial Risk
Institute and the Financial Services
Institute of Australia (FINSIA).
Alastair Welsh
MBA, BCA, CA.
Age: 54
Acting Chief Executive, Business
Alastair was appointed Acting Chief
Executive, Business in April 2019.
The Business division leads
relationships with Australia’s small,
commercial, corporate and agri
businesses providing a wide range of
banking services and support across
Westpac, St George, BankSA, Bank of
Melbourne and Capital Finance brands.
The division also supports customers’
wealth and investment needs including
Private Wealth, Superannuation,
Platforms, Investments and Operations
businesses through all of our brands.
Alastair holds more than 30 years’
experience in banking in the UK, New
Zealand and Australia. Since joining
Westpac NZ in 1992, he has held a
variety of roles from relationship
management through to leadership
positions for Small Business Banking,
BT Financial Group and Group
Customer Transformation. Prior to this
appointment, Alastair was General
Manager for the Westpac Commercial
Business Bank.

352019 Westpac Group Annual Report
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3. Report on the business
a) Principal activities
The principal activities of the Group during the
financial year ended 30 September 2019 were the
provision of financial services including lending, deposit
taking, payments services, investment platforms,
superannuation and funds management, insurance
services, leasing finance, general finance, interest rate
risk management and foreign exchange services.
From 30 June 2019 and 30 September 2019 respectively,
Westpac ceased to provide personal financial advice
through its salaried BT Financial Group planners or its
authorised representatives. Other than this change, there
have been no significant changes in the nature of the
principal activities of the Group during 2019.
b) Operating and financial review
The net profit attributable to owners of Westpac
Banking Corporation for 2019 was $6,784 million, a
decrease of $1,311 million or 16% compared to 2018. Key
features of this result were:
• Net interest income increased $402 million or 2%
compared to 2018 driven by an increase of $686
million due to the reclassification of line fees from
net fee income to interest income, partly offset by
$239 million increase in provisions for estimated
customer refunds, payments, associated costs, and
litigation. Excluding the impact of these items, net
interest income was flat compared to 2018. Average
interest earning assets grew 3% primarily from
Australian and New Zealand housing, broadly offset
by a lower margin. Reported net interest margin
decreased 1 basis point to 2.12%.
• Net fee income decreased $769 million or
32% compared to 2018 primarily due to the
reclassification of line fees to net interest income
($667 million in 2018) and $126 million increase
in provisions for estimated customer refunds,
payments, associated costs and litigation.
• Net wealth management and insurance income
decreased $1,032 million or 50% compared to 2018
primarily due to additional provisions for estimated
customer refunds, payments, associated costs, and
litigation of $531 million, higher general insurance
claims from severe weather events $69 million,
cessation of grandfathered advice commissions $42
million, lower wealth management income due to
changes in platform pricing structure, and exit of the
Hastings business in 2018.
• Trading income decreased $16 million or 2%
compared to 2018. The decline mainly relates to
a change in methodology in derivative valuation
adjustments partially offset by higher non-customer
income.
• Other income is up $57 million or 79% compared
to 2018, primarily due to the non-repeat of a 2018
impairment charge on an equity holding of $104
million.
• Operating expenses increased $540 million or
6% compared to 2018. The increase was mainly
due to a $349 million increase in provisions for
estimated customer refunds, payments, associated
costs, and litigation, higher technology expenses
of $174 million, a rise in regulatory, compliance and
investment related spend of $170 million, partially
offset by the exit of the Hastings business in 2018 of
$158 million and a net productivity benefit.
• Impairment charges were $84 million or 12% higher
compared to 2018. Asset quality remained sound,
with stressed exposures as a percentage of total
committed exposures at 1.20%, up 12 basis points
over the year.
A review of the operations of the Group and its
divisions and their results for the financial year ended
30 September 2019 is set out in Section 2 of the Annual
Report under the sections ‘Review of Group operations’
(see pages 79 to 92), ‘Divisional performance’ (see
pages 93 to 101) and ‘Risk and risk management’ (see
pages 102 to 120), which form part of this report.
Further information about our financial position and
financial results is included in the financial statements in
Section 3 of this Annual Report (see pages 135 to 288),
which form part of this report.
c) Dividends
Since 30 September 2019, Westpac has announced
a final ordinary dividend of 80 cents per Westpac
ordinary share, totalling approximately $2,791 million
for the year ended 30 September 2019 (2018 final
ordinary dividend of 94 cents per Westpac ordinary
share, totalling $3,227 million). The dividend will be fully
franked and will be paid on 20 December 2019.
An interim ordinary dividend for the current financial
year of 94 cents per Westpac ordinary share for the half
year ended 31 March 2019, totalling $3,239 million, was
paid as a fully franked dividend on 24 June 2019 (2018
interim ordinary dividend of 94 cents per Westpac
ordinary share, totalling $3,213 million). The payment
comprised direct cash disbursements of $2,080 million
with $1,159 million being reinvested by participants
through the DRP.
Further, in respect of the year ended 30 September
2018, a fully franked final dividend of 94 cents per
ordinary share totalling $3,227 million was paid on 20
December 2018. The payment comprised direct cash
disbursements of $2,897 million with $330 million, being
reinvested by participants through the DRP.
New shares were issued under the DRP for each of
the 2018 final ordinary dividend and the 2019 interim
ordinary dividend.