Notice Corporations Act Subsection 259C(2)

Australia and New Zealand Banking Group Limited ABN 11 005 357 522
ANZ Centre Melbourne, Level 9A, 833 Collins Street, Docklands VIC 3008

17 January 2020

Market Announcements Office
ASX Limited
Level 4
20 Bridge Street
SYDNEY NSW 2000





Notice Corporations Act Subsection 259C(2)

Attached is a notice given in accordance with a Corporations Act Subsection 259C(2)
exemption, ASIC Instrument 19-1239 and associated Deed Poll. They have been
approved for distribution by ANZ’s Company Secretary.

Yours faithfully




Simon Pordage
Company Secretary
Australia and New Zealand Banking Group Limited

Notice given in accordance with Corporations Act Subsection 259C(2) Exemption
To Market Announcements Office
ASX Limited
Level 4
20 Bridge Street
SYDNEY NSW 2000

1. Name of Company

Australia and New Zealand Banking Group Limited ABN 11 005 357 522 (“ANZ”) gives
notice of the aggregated percentage of voting shares in ANZ, in respect of which its
associated entities have (1) the power to control voting or disposal and voting shares
underlying derivatives and (2) a net economic exposure, in accordance with the terms
of an exemption granted by the Australian Securities and Investments Commission
pursuant to subsection 259C(2) of the Corporations Act.
Date of present notice: 17 January 2020
The previous notice was given to the ASX on: 3 January 2020
The previous notice was dated: 3 January 2020
2. Issued Share Capital
2,836,177,422 fully paid Ordinary Shares in the capital of ANZ have been issued as at
16 January 2020.
3(a). Previous and
present aggregated %
of Voting Shares
The aggregated number and percentage of shares in each class of voting shares in ANZ
in respect of which its controlled entities have power to control voting or disposal and
voting shares underlying derivatives, when last required, and when now required, to
give a notice to the ASX are:


Class of Shares
Previous Notice Present Notice
Total Number % of Total Shares Total Number % of Total Shares
Ordinary Fully Paid

20,404,269 0.72%

20,169,512 0.71%

3(b). Previous and
present net economic
exposure % of Voting
Shares
The aggregated number and percentage of shares in each class of voting shares in ANZ
in respect of which its controlled entities have a net economic exposure, when last
required, and when now required, to give a notice to the ASX are:


Class of Shares
Previous Notice Present Notice
Total Number % of Total Shares Total Number % of Total Shares
Ordinary Fully Paid

20,404,269 0.72% 20,169,512 0.71%


4. Details of Controlled
Entity Holdings
The following controlled entities are the holders in the Voting Shares referred to in
paragraph 3 above.


Registered Holder Controlled Entity entitled to be
registered
Number of Shares % of Total Shares
ANZEST Pty Ltd as Trustee
for ANZ Employee Share
Acquisition Plan
ANZEST Pty Ltd as Trustee for ANZ
Employee Share Acquisition Plan
21,771 0.00%
Reserve Bank of NZ
ANZ New Zealand Investments
Limited on behalf of various
investment funds and client
portfolios 43,134 0.00%

JP Morgan Chase Bank
ANZ New Zealand Investments
Limited on behalf of various
investment funds and client
portfolios 2,376,575 0.08%
JP Morgan Chase Bank /
Reserve Bank of NZ
ANZ New Zealand Investments
Limited on behalf of various
investment funds and client
portfolios 230,223 0.01%
JP Morgan Nominees
Australia Limited
ANZ Custodial Services New Zealand
Limited as trustee for various private
clients 1,096,334 0.04%
JP Morgan Chase Bank
OnePath Funds Management Ltd as
responsible entity for
ANZ Australian Industrial Equities
Fund 872,287 0.03%
JP Morgan Chase Bank
OnePath Funds Management Ltd as
responsible entity for ANZ Select
Leaders Pool 289,978 0.01%
JP Morgan Chase Bank
OnePath Funds Management Ltd as
responsible entity for
OnePath Sustainable Investments -
Wholesale Australian Share Trust 42,969 0.00%
JP Morgan Chase Bank
OnePath Funds Management Ltd as
responsible entity for
Blue Chip Pool 1,140,660 0.04%
JP Morgan Chase Bank
OnePath Funds Management Ltd as
responsible entity for OPTIMIX
Wholesale Australian Shares Trust -
VINVA 411,477 0.02%
JP Morgan Chase Bank
OnePath Funds Management Ltd as
responsible entity for Optimix
Wholesale Australian Share Trust 697,184 0.03%
JP Morgan Chase Bank
OnePath Funds Management Ltd as
responsible entity for Optimix
Wholesale Australian Shares
Transition 195,056 0.01%
JP Morgan Chase Bank
OnePath Funds Management Ltd as
responsible entity for
OnePath Australian Shares Index Pool 11,378,343 0.40%
JP Morgan Chase Bank
OnePath Funds Management Ltd as
responsible entity for OnePath
Australian Shares – Imputation Index
Pool 109,188 0.00%
JP Morgan Chase Bank
OnePath Funds Management Ltd as
responsible entity for OptiMix
Australian Shares Fidelity 312,939 0.01%
OnePath Custodians Pty Ltd
OnePath Custodians Pty Ltd as
responsible entity for Grow Wrap -
Aligned Dealer Group 78,801 0.00%
OnePath Custodians Pty Ltd
OnePath Custodians Pty Ltd as
responsible entity for Dominion 10,686 0.00%
OnePath Custodians Pty Ltd
OnePath Custodians Pty Ltd as
responsible entity for FSP 47,139 0.00%
OnePath Custodians Pty Ltd
OnePath Custodians Pty Ltd as
responsible entity for Mentor 7,532 0.00%

OnePath Custodians Pty Ltd
OnePath Custodians Pty Ltd as
responsible entity for Matrix 5,726 0.00%
OnePath Custodians Pty Ltd
OnePath Custodians Pty Ltd as
responsible entity for Voyage 292,535 0.01%
OnePath Custodians Pty Ltd
OnePath Custodians Pty Ltd as
responsible entity for Wealthtrac 92,260 0.00%
OnePath Custodians Pty Ltd
OnePath Custodians Pty Ltd as
responsible entity for PortfolioOne 416,715 0.02%

Aggregation

20,169,512 0.71%



5. Changes in Voting
Shares
Particulars of change in voting shares in ANZ in respect of which its controlled entities
are or were entitled since ANZ was last required to give a notice to the ASX are:

Date of
Change
Controlled
Entity entitled
whose
shareholding
changed
Nature of Change
Consideration
given in relation to
change ($)
Class of Share
Number of
Shares
3/01/2020
OnePath Funds
Management Ltd
as responsible
entity for
OnePath
Australian
Shares -
Imputation
Index Pool
Off-market transfer Nil
Ordinary fully
paid
-195,056
3/01/2020
OnePath Funds
Management Ltd
as responsible
entity for
OptiMix
Australian
Shares
Transition
Off-market transfer Nil
Ordinary fully
paid
195,056
7/01/2020
OnePath
Custodians Pty
Ltd as
responsible
entity for
Voyage
On-market sale 1,318.93
Ordinary fully
paid
-54
8/01/2020
OnePath
Custodians Pty
Ltd as
responsible
entity for
Wealthtrac
On-market sale 9,898.01
Ordinary fully
paid
-400
8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
9,423.05
Ordinary fully
paid
363
8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
1,531.57
Ordinary fully
paid
59

8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
3,338.67
Ordinary fully
paid
129
8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
10,279.69
Ordinary fully
paid
396
8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
6,853.13
Ordinary fully
paid
264
8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
6,567.58
Ordinary fully
paid
253
8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
2,621.84
Ordinary fully
paid
101
8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
1,349.85
Ordinary fully
paid
52
8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
4,828.34
Ordinary fully
paid
186
8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
2,595.88
Ordinary fully
paid
100
8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market sale 1,268.18
Ordinary fully
paid
-49
8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
2,336.29
Ordinary fully
paid
90
8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
2,518.00
Ordinary fully
paid
97

8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market sale 310.57
Ordinary fully
paid
-12
8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market sale 2,665.76
Ordinary fully
paid
-103
8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market sale 129.41
Ordinary fully
paid
-5
8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market sale 776.43
Ordinary fully
paid
-30
8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market sale 802.32
Ordinary fully
paid
-31
8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
4,205.33
Ordinary fully
paid
162
8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
3,623.36
Ordinary fully
paid
140
8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
5,503.26
Ordinary fully
paid
212
8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market sale 569.39
Ordinary fully
paid
-22
8/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market sale 439.98
Ordinary fully
paid
-17
9/01/2020
OnePath Funds
Management Ltd
as responsible
entity for Blue
Chip Pool
On-market sale 956,974.48
Ordinary fully
paid
-38,481

10/01/2020
ANZEST Pty Ltd
as Trustee for
ANZ Employee
Share
Acquisition Plan
(the “Plan”)
The change in
holding occurred as
a result of shares
under the Plan
being forfeited due
to cessation of an
individual’s
employment or
vesting conditions
not being met and
/ or shares being
allocated under the
Plan
Not applicable
Ordinary fully
paid
1,608
10/01/2020
OnePath Funds
Management Ltd
as responsible
entity for Blue
Chip Pool
On-market sale 4,427,926.17
Ordinary fully
paid
-177,713
10/01/2020
OnePath Funds
Management Ltd
as responsible
entity for
OPTIMIX
Wholesale
Australian
Shares Trust -
VINVA
On-market sale 119,045.66
Ordinary fully
paid
-4,747
13/01/2020
ANZEST Pty Ltd
as Trustee for
ANZ Employee
Share
Acquisition Plan
(the “Plan”)
The change in
holding occurred as
a result of shares
under the Plan
being forfeited due
to cessation of an
individual’s
employment or
vesting conditions
not being met and
/ or shares being
allocated under the
Plan
Not applicable
Ordinary fully
paid
85
13/01/2020
OnePath Funds
Management Ltd
as responsible
entity for
OPTIMIX
Wholesale
Australian
Shares Trust -
VINVA
On-market sale 1,277.30
Ordinary fully
paid
-51
13/01/2020
OnePath
Custodians Pty
Ltd as
responsible
entity for
PortfolioOne
On-market sale 14,789.07
Ordinary fully
paid
-593
13/01/2020
OnePath
Custodians Pty
Ltd as
responsible
entity for
PortfolioOne
On-market sale 11,272.26
Ordinary fully
paid
-452
14/01/2020
OnePath
Custodians Pty
Ltd as
responsible
entity for FSP
On-market sale 15,874.29
Ordinary fully
paid
-632

14/01/2020
OnePath
Custodians Pty
Ltd as
responsible
entity for
PortfolioOne
On-market sale 57,830.03
Ordinary fully
paid
-2,304
14/01/2020
OnePath
Custodians Pty
Ltd as
responsible
entity for
Wealthtrac
On-market sale 4,484.75
Ordinary fully
paid
-180
14/01/2020
ANZEST Pty Ltd
as Trustee for
ANZ Employee
Share
Acquisition Plan
(the “Plan”)
The change in
holding occurred as
a result of shares
under the Plan
being forfeited due
to cessation of an
individual’s
employment or
vesting conditions
not being met and
/ or shares being
allocated under the
Plan
Not applicable
Ordinary fully
paid
20
15/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
631.28
Ordinary fully
paid
24
15/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
2,164.43
Ordinary fully
paid
82
15/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market sale 1,446.68
Ordinary fully
paid
-55
15/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
263.03
Ordinary fully
paid
10
15/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
1,029.42
Ordinary fully
paid
39
15/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
394.55
Ordinary fully
paid
15

15/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
1,398.96
Ordinary fully
paid
53
15/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market sale 1,551.90
Ordinary fully
paid
-59
15/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market sale 499.76
Ordinary fully
paid
-19
15/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
1,183.65
Ordinary fully
paid
45
15/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
4,249.67
Ordinary fully
paid
161
15/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
789.10
Ordinary fully
paid
30
15/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
2,797.91
Ordinary fully
paid
106
15/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
236.73
Ordinary fully
paid
9
15/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
On-market
purchase
923.84
Ordinary fully
paid
35
15/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
Transfer Out 3,029.68
Ordinary fully
paid
-120

15/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
Transfer Out 883.65
Ordinary fully
paid
-35
15/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
Transfer Out 176.73
Ordinary fully
paid
-7
15/01/2020
ANZ Custodial
Services New
Zealand Limited
as trustee for
various private
clients
Transfer Out 1,691.58
Ordinary fully
paid
-67
15/01/2020
OnePath Funds
Management Ltd
as responsible
entity for
OnePath
Australian
Shares Index
Pool
On-market sale 297,220.63
Ordinary fully
paid
-11,775
15/01/2020
OnePath
Custodians Pty
Ltd as
responsible
entity for
Voyage
On-market sale 6,701.08
Ordinary fully
paid
-267
15/01/2020
OnePath
Custodians Pty
Ltd as
responsible
entity for
Voyage
On-market sale 16,252.44
Ordinary fully
paid
-646
15/01/2020
OnePath
Custodians Pty
Ltd as
responsible
entity for
Voyage
On-market sale 19,047.22
Ordinary fully
paid
-757

Addresses The addresses of entities named in this form are as follows:

Name Address
ANZ Level 9A, ANZ Centre Melbourne, 833 Collins Street, Docklands Vic 3008
ANZEST Pty Ltd Level 9A, ANZ Centre Melbourne, 833 Collins Street, Docklands Vic 3008
ANZ New Zealand
Investments
Limited
ANZ Centre, 23-29 Albert Street, Auckland, New Zealand
OnePath Funds
Management Ltd
Level 23, 242 Pitt Street, Sydney NSW 2000
OnePath
Custodians Pty Ltd
Level 23, 242 Pitt Street, Sydney NSW 2000
JP Morgan Chase
Bank
85 Castlereagh Street, Sydney NSW 2000
JP Morgan
Nominees Australia
Limited
85 Castlereagh Street, Sydney NSW 2000
Reserve Bank of NZ 2 The Terrace, PO Box 2498 Wellington 6011, New Zealand
ANZ Custodial
Services New
Zealand Limited
ANZ Centre, 23-29 Albert Street, Auckland, New Zealand


print name
Simon Pordage
Capacity
Company Secretary
Sign here

Date
17 January 2020

ANZ Deed Poll






Deed Poll
Australia and New Zealand Banking Group Limited ACN 005 357 522

ANZ Deed Poll

Deed Poll
This Deed Poll is made by:
Australia and New Zealand Banking Group Limited ACN 005 357 522 of ANZ
Centre Melbourne, Level 9, 833 Collins Street, Docklands, Victoria 3008 (ANZ)
in favour of and enforceable by:
The Australian Securities and Investments Commission (ASIC).

RECITALS
a) By ASIC instrument 19-1239 issued pursuant to subsection 259C(2) of the
Corporations Act 2001 (Cth) (Act), ASIC has exempted ANZ from the operation
of section 259C of the Act (Exemption).

b) To obtain the benefit of the Exemption, ANZ is required to make this deed poll
(Deed Poll) in favour of ASIC.

OPERATIVE PROVISIONS
1 DEFINITIONS AND INTERPRETATIONS
1.1 Words and expressions defined in the Exemption and not otherwise defined in this
Deed Poll have the same meaning as in the Exemption.
2 UNDERTAKINGS
2.1 As contemplated in paragraph 7 of the Exemption, ANZ covenants with ASIC as
follows:

5% limit
a) to ensure that the number of votes attached to all voting shares of ANZ in respect
of which ANZ or its controlled entities have the power (including under the terms
of a derivative) to control voting or disposal, does not exceed 5% of the total
number of votes attached to all voting shares of ANZ;

3% limit for statutory funds
b) to ensure that, in relation to a prescribed controlled entity of the kind referred to in
paragraph (ii) of the definition of prescribed controlled entity in the Exemption,
the aggregate amount of assets in the statutory fund’s retained profits and
shareholder capital accounts that is invested in ANZ’s shares is no more than 3%
of the level of assets in those accounts that is required to satisfy any capital
requirements imposed by the Australian Prudential Regulation Authority;

c) to ensure that, in relation to the NZ Life Funds, the aggregate amount of assets in
the NZ Life Funds’ retained profits and shareholder capital accounts that is
invested in ANZ shares is no more than 3% of the level of assets in those
accounts that is required to satisfy any capital requirements imposed by the New
Zealand Society of Actuaries (Inc);

ANZ Deed Poll

Voting restrictions
d) to ensure that a prescribed controlled entity does not exercise votes attached to
shares issued or transferred in the circumstances specified in paragraph 6 of the
Exemption other than where, in circumstances where the shares were issued or
transferred to a prescribed controlled entity of the kind referred to in paragraph (i)
of the definition of prescribed controlled entity in the Exemption, the votes are
exercised by the entity in accordance with the directions of a client;
Disclosure of interests
e) to disclose to ASX:

i. within 14 days after the last disclosure made under
sub-subparagraph 2.1(e)(i) of the Deed Poll made by ANZ on 9
August 2012 in favour of ASIC pursuant to the revoked ASIC
Instrument 12-1078 and thereafter no later than 14 days from the
date the last disclosure was made under this clause 2.1(e) or such
other period as ASIC may agree in writing:

(A) the number of voting shares of ANZ in respect of which it or its
controlled entities have the power to control voting or disposal
expressed as a percentage of the total number of shares of
ANZ; and

(B) the number of voting shares of ANZ in respect of which it or its
controlled entities have a net economic exposure, expressed
as a percentage of the total number of shares of ANZ;

ii. no later than before the end of two business days after the day on
which ANZ became aware of the movement, any movement of at
least 1% in either of the percentages referred to in clause 2.1(e)(i);
and, in making these disclosures, to include the details set out in
subsection 671B(3) of the Act as if section 671B applied;

iii. a copy of the Exemption by way of an announcement at the same
time ANZ gives the first periodic disclosure under clause 2.1(e)(i);
Record keeping requirements
f) to:
i. keep records of acquisitions and disposals of shares of ANZ and
derivatives, by ANZ and its controlled entities, for a period of at
least 12 months after the date of the acquisition or disposal,
including:

A. date and time;
B. volume;
C. price; and
D. the broker responsible for executing the trade; and
ii. within five business days after a receipt of a written request, make
those records available for inspection by ASIC, ASX, NZX (for so
long as ANZ shares are quoted on NZX) or any other market
licensee where ANZ shares are quoted, or constitute the

ANZ Deed Poll

underlying security for a financial product quoted, on the market
conducted by the licensee; and

g) to give a written notice to ASIC within five business days after becoming aware
that it has failed to comply with the terms of this deed, other than in an immaterial
respect, and setting out the details of the non-compliance.

2.2 Clause 2.1(d) relates only to those ANZ shares and units in ANZ shares in
circumstances where, but for the Exemption, their issue or transfer to a controlled
entity would contravene s259C of the Act.
3 Benefit of the Deed Poll
3.1 The Deed Poll is only for the benefit of, and may only be enforced by, ASIC.

3.2 ANZ acknowledges that this deed poll duly executed by it (original deed poll), which
is then subsequently scanned as a PDF copy (scanned PDF copy) and attached to
an email to be sent to ASIC will not be invalid as a record of this transaction between
the parties because that email to ASIC is an electronic communication and that
scanned PDF copy may be produced in evidence in place of the original deed poll.
ANZ agrees that sections 7, 10 and 11 of the Electronic Transactions Act 2000 (Vic)
apply to this deed poll.
4 Amendment of the Deed Poll
4.1 ANZ may modify, vary or amend this Deed Poll only with the express prior written
approval of ASIC. To modify, amend, or vary this Deed Poll, ANZ must execute a
supplemental deed poll in favour of ASIC.
5 Termination of the Deed Poll
5.1 This Deed Poll automatically terminates upon the expiry or revocation of the
Exemption, unless otherwise agreed by ASIC and ANZ.

ANZ Deed Poll

5.2 This Deed Poll is irrevocable without the prior consent of ASIC.
6 Governing Law
6.1 This Deed Poll is governed by the law in force in Victoria.

EXECUTED as a deed poll on ______________________ January 2020


SIGNED, SEALED and DELIVERED
for AUSTRALIA AND NEW ZEALAND
BANKING GROUP LIMITED under
Power of Attorney dated 18 November
2002 (and the attorney declares that he
or she has not received notice of the
revocation of such Power of Attorney)
in the presence of:

Signature of attorney

Signature of witness Name

Name

Address of witness