Westpac Self-Funding Instalments – Supplementary PDS
ASX Release
23 June 2020
Westpac Self-Funding Instalments (“Westpac SFIs”)
Westpac Banking Corporation (“Westpac”) today provides the attached Westpac SFIs
Supplementary Product Disclosure Statement dated 23 June 2020.
For further information please contact Westpac Structured Investments on 1800 990 107.
This document has been authorised for release by Tim Hartin, General Manager & Company
Secretary.
Level 18, 275 Kent Street
Sydney, NSW, 2000
Westpac
Self-Funding
Instalments.
Supplementary Product
Disclosure Statement.
Date: 23 June 2020
A supplement to the Product Disclosure Statement
dated 1 July 2013.
Issued by Westpac Banking Corporation ABN 33 007 457 141
Australian Financial Services Licence number 233714.
3
1. Introduction.
This Supplementary Product Disclosure Statement dated 23 June 2020 (the SPDS) supplements the Westpac Self-
Funding Instalments (Westpac SFIs) Product Disclosure Statement dated 1 July 2013 (the Original PDS) as previously
supplemented by the SPDS dated 24 June 2019. This SPDS should be read with the Original PDS, which together form the
Product Disclosure Statement (the PDS). The information contained in this SPDS combines, replaces and supersedes all
previous SPDSs. This SPDS is also available on Westpac’s website at westpac.com.au/structuredinvestments
Terms defined in the Original PDS have the same meaning in this SPDS, unless the context requires otherwise.
This SPDS:
(a) provides details of the individual Series of Westpac SFIs;
(b) identifies in bold and marked (*) in the Summary Table below details of the new Series of Westpac SFIs
(New Westpac SFIs);
(c) updates wording in the Original PDS in relation to Underlying Securities and Listed Entities;
(d) provides additional fee disclosure in respect of certain Series of Westpac SFIs over Underlying Securities that are, or
include, units in a managed investment scheme (refer to section 5.11(c) of the Original PDS for further information);
(e) updates wording in the Original PDS in relation to tax considerations;
(f) removes references to the requirement for ASX consent (where previously applicable) in relation to the exercise
of Westpac’s discretion to amend or adjust the Terms of the Westpac SFIs or a Series of Westpac SFIs, to reflect
changes to the ASX Operating Rules;
(g) amends wording in the Original PDS in relation to amendments to the Terms of Issue;
(h) updates wording in the Original PDS to reflect that Net Nominees Limited, the Security Trustee, is no longer an
Authorised Representative of Westpac;
(i)
updates wording in the Original PDS relating to privacy and the collection, use and disclosure of personal information;
and
(j) updates the wording in the original PDS in relation to the Banking Code of Practice.
4
2. Summary Table.
Set out below is the consolidated Summary Table of the Series of Westpac SFIs on offer. This Summary Table combines,
replaces and supersedes all previous summary tables in respect of the Series referred to in the table below. The details for
the New Westpac SFIs are highlighted in bold and marked (*).
Underlying
Securities
ASX Code
Relevant Listed
EntityASX Code
Loan Amount
(Completion
Payment)
Minimum number
of Securities for
Securityholder
Applications
Date of PDS
or SPDS
under which
SFIs were
Issued
Completion
DateIssue Size
AGL
AGL Energy
Limited
AGLSWR$4.948625023/04/201530/06/202010 million
AGL
AGL Energy
Limited
AGLSWB$8.944724024/06/201913/06/202410 million
ALL
Aristocrat Leisure
Limited
ALLSWB$15.171817024/06/201913/06/202410 million
AMP
AMP LimitedAMPSWR$3.433960023/04/201530/06/202010 million
AMP
AMP LimitedAMPSWA$2.47698508/06/201730/06/202210 million
AMP
AMP LimitedAMPSWB$1.0666230024/06/201913/06/202410 million
ANN
Ansell LimitedANNSWR$15.455815023/04/201530/06/202010 million
ANN
Ansell LimitedANNSWT$9.544023027/11/201530/06/202010 million
ANN
Ansell LimitedANNSWB$12.459520024/06/201913/06/202410 million
ANZ
Australia and
New Zealand
Banking Group
Limited
ANZSWR$15.882912023/04/201530/06/202010 million
ANZ
Australia and
New Zealand
Banking Group
Limited
ANZSWT$9.560716027/11/201530/06/202010 million
ANZ
Australia and
New Zealand
Banking Group
Limited
ANZSWW$7. 203620029/04/201630/06/202010 Million
ANZ
Australia and
New Zealand
Banking Group
Limited
ANZSWA$12.26291508/06/201730/06/202210 million
ANZ
Australia and
New Zealand
Banking Group
Limited
ANZSWB$12.889318024/06/201913/06/202410 million
ANZ
Australia and
New Zealand
Banking Group
Limited
ANZSWC*$9.550026023/06/202013/06/202410 million
ASX
ASX LimitedASXSWR$16.397210023/04/201530/06/202010 million
ASX
ASX LimitedASXSWB$37. 29397024/06/201913/06/202410 million
AZJ
Aurizon Holdings
Limited
AZJSWR$1.966985023/04/201530/06/202010 million
BEN
Bendigo and
Adelaide Bank
Limited
BENSWR$4.636335023/04/201530/06/202010 million
BEN
Bendigo and
Adelaide Bank
Limited
BENSWW$2.132558029/04/201630/06/202010 million
5
Underlying
Securities
ASX Code
Relevant Listed
EntityASX Code
Loan Amount
(Completion
Payment)
Minimum number
of Securities for
Securityholder
Applications
Date of PDS
or SPDS
under which
SFIs were
Issued
Completion
DateIssue Size
BEN
Bendigo and
Adelaide Bank
Limited
BENSWB$4.848945024/06/201913/06/202410 million
BHP
BHP Group
Limited
BHPSWR$9.995315023/04/201530/06/202010 million
BHP
BHP Group
Limited
BHPSWW$2.079730029/04/201630/06/202010 Million
BHP
BHP Group
Limited
BHPSWA$6.98362008/06/201730/06/202210 million
BHP
BHP Group
Limited
BHPSWB$18.237313024/06/201913/06/202410 million
BLD
Boral LimitedBLDSWR$2.025466023/04/201530/06/202010 million
BLD
Boral LimitedBLDSWB$2.410594024/06/201913/06/202410 million
BOQ
Bank of
Queensland
Limited
BOQSWR$5.408529023/04/201530/06/202010 million
BOQ
Bank of
Queensland
Limited
BOQSWB$4.266954024/06/201913/06/202410 million
BSL
BlueScope Steel
Limited
BSLSWR$2.098190023/04/201530/06/202010 million
BXB
Brambles LimitedBXBSWR$5.961436023/04/201530/06/202010 million
BXB
Brambles LimitedBXBSWT$4.505846027/11/201530/06/202010 million
BXB
Brambles LimitedBXBSWA$4.72254008/06/201730/06/202210 million
BXB
Brambles LimitedBXBSWB$5.437140024/06/201913/06/202410 million
CBA
Commonwealth
Bank of Australia
CBASWR$41.04735023/04/201530/06/202010 million
CBA
Commonwealth
Bank of Australia
CBASWT$25.44656027/11/201530/06/202010 million
CBA
Commonwealth
Bank of Australia
CBASWA$32.4498508/06/201730/06/202210 million
CBA
Commonwealth
Bank of Australia
CBASWB$34.41776024/06/201913/06/202410 million
CCL
Coca-Cola Amatil
Limited
CCLSWR$4.764438023/04/201530/06/202010 million
CGF
Challenger
Limited
CGFSWB$2.844765024/06/201913/06/202410 million
COH
Cochlear LimitedCOHSWR$ 47. 4 8285023/04/201530/06/202010 million
COL
Coles Group
Limited
COLSWB$6.189740024/06/201913/06/202410 million
COL
Coles Group
Limited
COLSWC*$8.200027023/06/202013/06/202410 million
CPU
Computershare
Limited
CPUSWR$6.788730023/04/201530/06/202010 million
CPU
Computershare
Limited
CPUSWB$7. 917230024/06/201913/06/202410 million
CSL
CSL LimitedCSLSWR$52.89205023/04/201530/06/202010 million
6
Underlying
Securities
ASX Code
Relevant Listed
EntityASX Code
Loan Amount
(Completion
Payment)
Minimum number
of Securities for
Securityholder
Applications
Date of PDS
or SPDS
under which
SFIs were
Issued
Completion
DateIssue Size
CSL
CSL LimitedCSLSWA$67.8429408/06/201730/06/202210 million
CSL
CSL LimitedCSLSWB$98.78102524/06/201913/06/202410 million
CSL
CSL LimitedCSLSWC*$149.00002023/06/202013/06/202410 million
CWN
Crown Resorts
Limited
CWNSWR$4.625528023/04/201530/06/202010 million
CWN
Crown Resorts
Limited
CWNSWT$3.207140027/11/201530/06/202010 million
CWN
Crown Resorts
Limited
CWNSWB$5.530240024/06/201913/06/202410 million
FLT
Flight Centre
Travel Group
Limited
FLTSW W$15.892512029/04/201630/06/202010 million
FLT
Flight Centre
Travel Group
Limited
FLTSWB$18.897812024/06/201913/06/202410 million
FMG
Fortescue Metals
Group Ltd
FMGSWB$3.359564024/06/201913/06/202410 million
FMG
Fortescue Metals
Group Ltd
FMGSWC*$6.820030023/06/202013/06/202410 million
GMG
Goodman GroupGMGSWR$2.804066023/04/201530/06/202010 million
GMG
Goodman GroupGMGSWB$7.07 7837024/06/201913/06/202410 million
GPT
GPT GroupGPTSWR$1.793187023/04/201530/06/202010 million
IAG
Insurance
Australia Group
Limited
IAGSWR$2.195667023/04/201530/06/202010 million
IAG
Insurance
Australia Group
Limited
IAGSWA$2.36567008/06/201730/06/202210 million
IAG
Insurance
Australia Group
Limited
IAGSWB$3.427867024/06/201913/06/202410 million
ILC
iShares S&P/ ASX
20 ETF
ILCSWR$11.852414023/04/201530/06/202010 million
ILC
iShares S&P/ ASX
20 ETF
ILCSWT$8.018220027/11/201530/06/202010 million
ILC
iShares S&P/ ASX
20 ETF
ILCSWX$3.857930031/01/201730/06/202010 million
ILC
iShares S&P/ ASX
20 ETF
ILCSWA$9.60592008/06/201730/06/202210 million
ILC
iShares S&P/ ASX
20 ETF
ILCSWZ$4.26493008/06/201730/06/202210 million
ILC
iShares S&P/ ASX
20 ETF
ILCSWB$11.340320024/06/201913/06/202410 million
IOZ
iShares Core
S&P/ ASX 200
ETF
IOZSWR$10.866716023/04/201530/06/202010 million
IOZ
iShares Core
S&P/ ASX 200
ETF
IOZSWT$8.197721027/11/201530/06/202010 million
7
Underlying
Securities
ASX Code
Relevant Listed
EntityASX Code
Loan Amount
(Completion
Payment)
Minimum number
of Securities for
Securityholder
Applications
Date of PDS
or SPDS
under which
SFIs were
Issued
Completion
DateIssue Size
IOZ
iShares Core
S&P/ ASX 200
ETF
IOZSWX$4.152536031/01/201730/06/202010 million
IOZ
iShares Core
S&P/ ASX 200
ETF
IOZSWA$10.21472008/06/201730/06/202210 million
IOZ
iShares Core
S&P/ ASX 200
ETF
IOZSWZ$4.80593008/06/201730/06/202210 million
IOZ
iShares Core
S&P/ ASX 200
ETF
IOZSWB$11.849420024/06/201913/06/202410 million
IPL
Incitec Pivot
Limited
IPLSWR$2.2816105023/04/201530/06/202010 million
IPL
Incitec Pivot
Limited
IPLSWB$1.6124150024/06/201913/06/202410 million
LLC
Lendlease
Group
LLCSWR$7. 917925023/04/201530/06/202010 million
LLC
Lendlease
Group
LLCSWT$4.783438027/11/201530/06/202010 million
LLC
Lendlease
Group
LLCSWB$6.234336024/06/201913/06/202410 million
MGR
Mirvac GroupMGRSWR$0.7743200023/04/201530/06/202010 million
MPL
Medibank Private
Limited
MPLSWR$0.9205170023/04/201530/06/202010 million
MPL
Medibank Private
Limited
MPLSWB$1.4594150024/06/201913/06/202410 million
MQG
Macquarie Group
Limited
MQGSWR$24.78426023/04/201530/06/202010 million
MQG
Macquarie Group
Limited
MQGSWA$34.25375008/06/201730/06/202210 million
MQG
Macquarie Group
Limited
MQGSWB$58.01645024/06/201913/06/202410 million
NAB
National Australia
Bank Limited
NABSWR$13.753911023/04/201530/06/202010 million
NAB
National Australia
Bank Limited
NABSWT$7. 378715027/11/201530/06/202010 million
NAB
National Australia
Bank Limited
NABSWA$12.32121508/06/201730/06/202210 million
NAB
National Australia
Bank Limited
NABSWB$11.958719024/06/201913/06/202410 million
NAB
National
Australia Bank
Limited
NABSWC*$9.500026023/06/202013/06/202410 million
NCM
Newcrest Mining
Limited
NCMSWR$8.316334023/04/201530/06/202010 million
NCM
Newcrest Mining
Limited
NCMSWA$10.95532008/06/201730/06/202210 million
NCM
Newcrest Mining
Limited
NCMSWB$14.852218024/06/201913/06/202410 million
8
Underlying
Securities
ASX Code
Relevant Listed
EntityASX Code
Loan Amount
(Completion
Payment)
Minimum number
of Securities for
Securityholder
Applications
Date of PDS
or SPDS
under which
SFIs were
Issued
Completion
DateIssue Size
ORG
Origin Energy
Limited
ORGSWR$6.177735023/04/201530/06/202010 million
ORG
Origin Energy
Limited
ORGSWT$2.719586027/11/201530/06/202010 million
ORG
Origin Energy
Limited
ORGSWB$3.231170024/06/201913/06/202410 million
ORG
Origin Energy
Limited
ORGSWC*$2.800072023/06/202013/06/202410 million
ORI
Orica LimitedORISWR$9.838721023/04/201530/06/202010 million
ORI
Orica LimitedORISWB$9.652924024/06/201913/06/202410 million
OSH
Oil Search
Limited
OSHSWR$4.507052023/04/201530/06/202010 million
OSH
Oil Search
Limited
OSHSWB$3.250672024/06/201913/06/202410 million
OSH
Oil Search
Limited
OSHSWC*$1.6500125023/06/202013/06/202410 million
OZL
OZ Minerals
Limited
OZLSWR$1.4441120023/04/201530/06/202010 million
QAN
Qantas Airways
Limited
QANSWR$1.2732140023/04/201530/06/202010 million
QAN
Qantas Airways
Limited
QANSWB$2.416993024/06/201913/06/202410 million
QAN
Qantas Airways
Limited
QANSWC*$2.6000110023/06/202013/06/202410 million
QBE
QBE Insurance
Group Limited
QBESWR$6.436430023/04/201530/06/202010 million
QBE
QBE Insurance
Group Limited
QBESWW$4.435046029/04/201630/06/202010 million
QBE
QBE Insurance
Group Limited
QBESWA$6.12203508/06/201730/06/202210 million
QBE
QBE Insurance
Group Limited
QBESWB$5.082145024/06/201913/06/202410 million
QBE
QBE Insurance
Group Limited
QBESWC*$4.100050023/06/202013/06/202410 million
QOZ
Betashares FTSE
RAFI Australia
200 ETF
QOZSWR$5.080630023/04/201530/06/202010 million
QOZ
Betashares FTSE
RAFI Australia
200 ETF
QOZSWA$5.05943508/06/201730/06/202210 million
QOZ
Betashares FTSE
RAFI Australia
200 ETF
QOZSWB$5.953237024/06/201913/06/202410 million
RHC
Ramsay Health
Care Limited
RHCSWR$38.72976023/04/201530/06/202010 million
RHC
Ramsay Health
Care Limited
RHCSWW$30.20708029/04/201630/06/202010 million
RHC
Ramsay Health
Care Limited
RHCSWB$33.28397024/06/201913/06/202410 million
9
Underlying
Securities
ASX Code
Relevant Listed
EntityASX Code
Loan Amount
(Completion
Payment)
Minimum number
of Securities for
Securityholder
Applications
Date of PDS
or SPDS
under which
SFIs were
Issued
Completion
DateIssue Size
RIO
Rio Tinto LimitedRIOSWR$10.11047023/04/201530/06/202010 million
RIO
Rio Tinto LimitedRIOSWW$4.174512029/04/201630/06/202010 million
RIO
Rio Tinto LimitedRIOSWA$16.3207708/06/201730/06/202210 million
RIO
Rio Tinto LimitedRIOSWB$45.96815024/06/201913/06/202410 million
S32
South32 LimitedS32SWR$0.7145200024/06/201530/06/202010 million
S32
South32 LimitedS32SWW$0.3296420029/04/201630/06/202010 million
S32
South32 LimitedS32SWB$1.5511150024/06/201913/06/202410 million
SCG
Scentre GroupSCGSWA$1.703110008/06/201730/06/202210 million
SCG
Scentre GroupSCGSWB$1.6586130024/06/201913/06/202410 million
SCG
Scentre GroupSCGSWC*$1.1300180023/06/202013/06/202410 million
SGP
StocklandSGPSWR$1.379990023/04/201530/06/202010 million
SHL
Sonic Healthcare
Limited
SHLSWR$9.426821023/04/201530/06/202010 million
SHL
Sonic Healthcare
Limited
SHLSWA$10.31772008/06/201730/06/202210 million
SHL
Sonic Healthcare
Limited
SHLSWB$12.114520024/06/201913/06/202410 million
STO
Santos LimitedSTOSWR$4.038755023/04/201530/06/202010 million
STO
Santos LimitedSTOSWT$2.112889027/11/201530/06/202010 million
STO
Santos LimitedSTOSWB$3.107776024/06/201913/06/202410 million
STO
Santos LimitedSTOSWC*$2.580080023/06/202013/06/202410 million
STW
S PD R S &P/ASX
200 Fund
STWSWR$24.83237523/04/201530/06/202010 million
STW
S PD R S &P/ASX
200 Fund
STWSWT$17.78339027/11/201530/06/202010 million
STW
S PD R S &P/ASX
200 Fund
STWSWX$9.570915031/01/201730/06/202010 million
STW
S PD R S &P/ASX
200 Fund
STWSWA$22.8418808/06/201730/06/202210 million
STW
S PD R S &P/ASX
200 Fund
STWSWZ$10.48871508/06/201730/06/202210 million
STW
S PD R S &P/ASX
200 Fund
STWSWB$26.72838024/06/201913/06/202410 million
SUN
Suncorp Group
Limited
SUNSWR$5.016130023/04/201530/06/202010 million
SUN
Suncorp Group
Limited
SUNSWA$5.54633008/06/201730/06/202210 million
SUN
Suncorp Group
Limited
SUNSWB$5.465040024/06/201913/06/202410 million
SYD
Sydney AirportSYDSWR$1 .749477023/04/201530/06/202010 million
SYD
Sydney AirportSYDSWB$3.299867024/06/201913/06/202410 million
10
Underlying
Securities
ASX Code
Relevant Listed
EntityASX Code
Loan Amount
(Completion
Payment)
Minimum number
of Securities for
Securityholder
Applications
Date of PDS
or SPDS
under which
SFIs were
Issued
Completion
DateIssue Size
SYI
SPDR MSCI
Australia Select
High Dividend
Yield Fund
SYISWR$12.868613023/04/201530/06/202010 million
SYI
SPDR MSCI
Australia Select
High Dividend
Yield Fund
SYISWT$9.045517027/11/201530/06/202010 million
SYI
SPDR MSCI
Australia Select
High Dividend
Yield Fund
SYISWA$11.58631508/06/201730/06/202210 million
SYI
SPDR MSCI
Australia Select
High Dividend
Yield Fund
SYISWB$12.745417024/06/201913/06/202410 million
TAH
Tabcorp Holdings
Limited
TAH SWR$2.016287023/04/201530/06/202010 million
TAH
Tabcorp Holdings
Limited
TAH SWB$2.0063120024/06/201913/06/202410 million
TCL
Transurban GroupTCLSWR$3.279744023/04/201530/06/202010 million
TCL
Transurban GroupTCLSWA$4.65984008/06/201730/06/202210 million
TCL
Transurban GroupTCLSWB$6.348336024/06/201913/06/202410 million
TLS
Telstra
Corporation
Limited
TLSSWR$2.970365023/04/201530/06/202010 million
TLS
Telstra
Corporation
Limited
TLSSWT$2.123589027/11/201530/06/202010 million
TLS
Telstra
Corporation
Limited
TLSSWA$1.829310008/06/201730/06/202210 million
TLS
Telstra
Corporation
Limited
TLSSWB$1.6211140024/06/201913/06/202410 million
VAS
Vanguard
Australian Shares
Index ETF
VASSWR$29.80848031/01/201730/06/202010 million
VAS
Vanguard
Australian Shares
Index ETF
VASSW X$15.129210031/01/201730/06/202010 million
VAS
Vanguard
Australian Shares
Index ETF
VASSWA$31.5138608/06/201730/06/202210 million
VAS
Vanguard
Australian Shares
Index ETF
VASSWZ$14.81331008/06/201730/06/202210 million
VAS
Vanguard
Australian Shares
Index ETF
VASSWB$36.76666024/06/201913/06/202410 million
WES
Wesfarmers
Limited
WESSWR$2.920110023/04/201530/06/202010 million
11
Underlying
Securities
ASX Code
Relevant Listed
EntityASX Code
Loan Amount
(Completion
Payment)
Minimum number
of Securities for
Securityholder
Applications
Date of PDS
or SPDS
under which
SFIs were
Issued
Completion
DateIssue Size
WES
Wesfarmers
Limited
WESSWA$3.87821008/06/201730/06/202210 million
WES
Wesfarmers
Limited
WESSWB$16.736214024/06/201913/06/202410 million
WOR
Worley LimitedWORSWR$5.204245023/04/201530/06/202010 million
WOW
Woolworths
Group Limited
WOWSWR$13.253814023/04/201530/06/202010 million
WOW
Woolworths
Group Limited
WOWSWW$8.729523029/04/201630/06/202010 million
WOW
Woolworths
Group Limited
WOWSWA$11.82601708/06/201730/06/202210 million
WOW
Woolworths
Group Limited
WOWSWB$14.471416024/06/201913/06/202410 million
WOW
Woolworths
Group Limited
WOWSWC*$18.500012023/06/202013/06/202410 million
WPL
Woodside
Petroleum
Limited
WPLSWR$15.995912023/04/201530/06/202010 million
WPL
Woodside
Petroleum
Limited
WPLSWW$8.292218029/04/201630/06/202010 million
WPL
Woodside
Petroleum
Limited
WPLSWA$13.32911408/06/201730/06/202210 million
WPL
Woodside
Petroleum
Limited
WPLSWB$15.815215024/06/201913/06/202410 million
WPL
Woodside
Petroleum
Limited
WPLSWC*$11.200018023/06/202013/06/202410 million
12
3. Annual Interest Dates and Completion Dates.
The Completion Date for Westpac SFIs ending in the letter R, T, W or X are as set out in the table below.
Completion Date30 June 2020
The future Annual Interest Dates and Completion Date for Westpac SFIs ending in the letter A or Z are as set out in the
table below.
Annual Interest Date30 June 2020
Annual Interest Date30 June 2021
Completion Date30 June 2022
The future Annual Interest Dates and Completion Date for Westpac SFIs ending in the letter B or C are as set out in the
table below.
Annual Interest Date30 June 2020
Annual Interest Date30 June 2021
Annual Interest Date30 June 2022
Annual Interest Date30 June 2023
Completion Date13 June 2024
4. How to apply.
You can apply for Westpac SFIs offered under this SPDS by completing the relevant Application Form accompanying
the PDS.
5. Trading on the ASX.
The New Westpac SFIs will commence trading on the ASX on a normal settlement basis on 23 June 2020.
6. Underlying Securities and Listed Entities.
In the Investment Overview Table on page 2 of the Original PDS, the first sentence in the section What are the Underlying
Securities? section is deleted and replaced with:
“The Underlying Securities are shares in ASX-listed companies, units in ASX-listed unit trusts and ASX-quoted exchange
traded funds”.
In Section 9 of the Original PDS, the definition of Listed Entity on page 54 is deleted and replaced with
“Listed Entity means:
(a) an entity (including a trust) listed on the ASX; or
(b) an exchange traded fund quoted on the ASX,
the securities of which are the subject of Westpac SFIs.”
13
7. Additional fee disclosure for Underlying Securities that are,
or include, units in a managed investment scheme.
Section 5.11 (c), on page 26 of the Original PDS is deleted and replaced with:
Westpac SFIs in respect of Underlying Securities that are, or include, units in a managed investment scheme (a Fund)
will constitute a managed investment product. Because certain series of Westpac SFIs could be managed investment
products, this PDS is required to include the following information regarding applicable fees and costs relevant to an
investment in the Funds. ASIC Class Order [CO 14/1252] applies to this PDS.
As at the date of this SPDS, Series of Westpac SFIs are available over units in the following Funds that are considered to
be ‘interposed vehicles’ (as defined in clause 101B of Part 1 of Schedule 10 of the Corporations Regulations 2001):
• BetaShares FTSE RAFI Australia 200 ETF (ASX code: QOZ);
• iShares S&P/ASX 20 ETF (ASX code: ILC);
• iShares Core S&P/ASX 200 ETF (ASX code: IOZ);
• SPDR S&P/ASX 200 Fund (ASX code: STW);
• SPDR MSCI Australia Select High Dividend Yield Fund (ASX code: SYI); and
• Vanguard Australian Shares Index ETF (ASX code: VAS).
Consumer advisory warning.
Did you know?
Small differences in both investment performance and fees and costs can have a substantial impact on your long
term returns.
For example, total annual fees and costs of 2% of your account balance rather than 1% could reduce your final return by
up to 20% over a 30 year period (for example, reduce it from $100,000 to $80,000).
You should consider whether features such as superior investment performance or the provision of better member
services justify higher fees and costs. You may be able to negotiate to pay lower contribution fees and management
costs where applicable. Ask the fund or your financial adviser.
To find out more.
If you would like to find out more, or see the impact of the fees based on your own circumstances, the Australian
Securities and Investments Commission (ASIC) website (moneysmart.gov.au) has a managed funds fee calculator to
help you check out different fee options.
14
7.1 Fees and other costs.
This document shows fees and other costs that you may be charged. These fees and costs may be deducted from your
money, from the returns on your investment or from the assets of the managed investment scheme as a whole.
Information on tax appears in Section 6 of the Original PDS.
You should read all of the information about fees and costs because it is important to understand their impact on
your investment.
Unless otherwise stated, all amounts specified in this section include the net effect of GST if any.
Types of fee or cost
1
AmountHow and when paid
Fees when your money moves in or out of the managed investment product
Establishment fee
The fee to open your investment
Nil Not applicable
Contribution fee
The fee on each amount contributed
to your investment
Nil Not applicable
Withdrawal fee
The fee on each amount you take
out of your investment
Nil Not applicable
Exit fee
The fee to close your investment
Nil Not applicable
Management costs
2
The fees and costs for managing your investment.
Management feesBetaShares FTSE RAFI Australia
200 ETF:
(i) Management fee – 0.30% p.a.
(ii) Expense recoveries – capped at
0.10% p.a.
iShares S&P/ASX 20 ETF:
Management fee – 0.24% p.a.
iShares Core S&P/ASX 200 ETF:
Management fee – 0.09% p.a
SPDR S&P/ASX 200 Fund:
(i) Responsible Entity fee of 0.01% p.a.
(ii) Investment management fee of
0.12% p.a.
SPDR MSCI Australia Select High
Dividend Yield Fund:
(i) Responsible Entity fee of
0.011% p.a.
(ii) Investment management fee of
0.339% p.a.
Vanguard Australian Shares Index
ETF:
Management fee – 0.10% p.a.
Calculated on the net asset value of the Fund on a daily
basis. These amounts are deducted from the assets of
the Fund and generally paid monthly in arrears. The
deduction of the fee is reflected in the daily unit price of
the Fund.
Indirect costs (estimated)See Section 7.2See Section 7.2
Service fees
Switching Fee
The fee for changing investment
options
Nil Not applicable
1. Other fees and costs apply in relation to a Fund or the Westpac SFIs. Please refer to Section 5 of the Original PDS for further information in relation to
the fees and costs applicable to Westpac SFIs.
2. The management costs for a Fund are subject to change from time to time. The management costs applicable to a Fund are shown in the current
Product Disclosure Statement for the Fund. See ‘Additional explanation of fees and costs’ in Section 7.2 of this SPDS for further information. The table
above only provides the management costs for the Funds that are considered to be ‘interposed vehicles’ (as defined in clause 101B of Part 1 of
Schedule 10 of the Corporations Regulations 2001).
15
7.2 Additional explanation of fees and costs.
The information in sections 7.1 and 7.3 is a summary only. Further information on relevant costs may be set out in the
Product Disclosure Statement for the relevant Fund or related financial statements available from the ASX’s website and
generally the relevant Fund website. It is subject to change from time to time. You should refer to these documents for
further information regarding the fees and costs in relation to each Fund.
7.3 Example of annual fees and costs for Westpac SFIs over iShares Core S&P/ASX 200 ETF.
This table gives an example of how the fees and costs for this managed investment product can affect your investment
over a one year period. You should use this table to compare this product with other managed investment products.
Example – iShares Core S&P/ASX200 ETF (ASX code: IOZ)
Balance of $50,000
1
with a contribution of $5,000
1
during year
Contribution feesNilFor every additional $5,000 you put in, you will be charged $0.
Plus
Management Costs
0.09% p.a.And, for every $50,000 you have in the Fund, you will be
charged $45 each year.
Equals
Cost of Fund
If you had an investment of $50,000 at the beginning of the
year and you put in an additional $5,000 during that year you
would be charged fees of:
$45
2
What it costs you will depend on the Fund you choose and
the fees you negotiate.
1. This amount is prescribed by legislation. The example above assumes that the $50,000 is invested for the entire year, the value of the investment is
constant over the year and that the additional $5,000 is invested at the end of the year. Therefore management costs are calculated using the $50,000
balance only.
2. Additional fees may apply in relation to the Fund and the Westpac SFIs. Please note the table above does not take into account any of the fees and
costs relating to the Westpac SFIs, such as the Interest Amount. Please refer to Section 5 of the Original PDS for further information. This example is
provided for illustrative purposes only.
8. Tax considerations.
(a) Instalment Warrants.
The final two paragraphs of Section 2.3 and Section 21 of the King & Wood Mallesons Taxation Opinion dated 1 July 2013
contained in Section 6 of the Original PDS (KWM Tax Opinion) refer to the Government’s intention to amend the income
tax law in relation to qualifying instalment warrant arrangements.
The amendments referred to in the KWM Tax Opinion, which provide for income taxation look through treatment
for instalment warrants and similar arrangements, received royal assent on 16 September 2015 and are contained in
Subdivision 235-I of the Income Tax Assessment Act 1997 (1997 Act) with application from the 2007–2008 income year
and later income years.
These amendments provide income tax look-through treatment for investors in instalment warrants and instalment
receipts, and other similar arrangements, and for certain limited recourse borrowing arrangements entered into by
regulated superannuation funds. In particular, look through treatment is provided:
• to investors, for instalment warrants and instalment receipt arrangements over certain assets (broadly, direct and
indirect interests in listed securities as well as unlisted securities in widely held entities); and
• to regulated superannuation funds, for any limited recourse borrowing arrangement that satisfy the relevant
requirements of the Superannuation Industry (Supervision) Act 1993 (SIS Act).
This look-through treatment ensures that, for most income tax purposes (other than for certain withholding tax purposes),
the investor is taken to directly hold the securities the subject of an instalment trust.
Some of the underlying securities which are units in Exchange Traded Funds (ETFs) are quoted on the ASX under
the AQUA Rules and are not considered to be listed securities for the purposes of Subdivision 235-I of the 1997 Act.
As a result, in circumstances where the Underlying Security is a unit in an ETF, in order for a Westpac SFI to qualify
for look through treatment under the new provisions, the relevant ETFs would need to satisfy the widely held
requirement in section 235-835 of the 1997 Act. Prospective investors should satisfy themselves that the ETFs in
which they have an interest as part of a Westpac SFI are ‘widely held’ for the purposes of these provisions. If an ETF
temporarily fails to meet the widely held requirement as a result of circumstances outside the control of an investor,
the ETF may be treated as satisfying the widely held requirements.
In addition, the first three paragraphs of section 3.10 Tax considerations on page 11 of the Original PDS contain statements
which make reliance on the KWM Tax Opinion and which refer to the proposed amendments. Accordingly they are
updated by the above statements.
16
(b) Capital protected borrowing provisions.
Section 3 of the KWM Tax Opinion refers to the “Incurred Date Benchmark Rate” for the purposes of working out the
Interest (as defined in the KWM Tax Opinion) on the Loan under the capital protected borrowing rules in Division 247 of
the 1997 Act. As indicated in the KWM Tax Opinion, the Incurred Date Benchmark Rate at a particular time is the Reserve
Bank of Australia’s (RBA) Indicator Lending Rate for Standard Variable Housing Loans at that time, plus 100 basis points.
The RBA has now published two Indicator Lending Rates for Standard Variable Housing Loans – one for Owner-occupier
and one for Investor loans. Accordingly, there is some uncertainty in relation to which Indicator Lending Rate should be
used for the purposes of calculating the Incurred Date Benchmark Rate.
To address this uncertainty, on 22 June 2016, the Australian Taxation Office (ATO) released Taxation Determination TD
2016/10 (Determination) which outlines the Commissioner of Taxation’s view that the RBA’s Indicator Lending Rate for
Standard Variable Housing Loans – Investor is the appropriate rate to use for the purposes of calculating the Incurred
Date Benchmark Rate because “the protected things falling within the scope of Division 247 are inherently investment
in nature” (paragraph 13 of the Determination). The RBA’s Indicator Lending Rate is published on the RBA’s website
(rba.gov.au/statistics/tables) and is identified as FILRHLBVSI in Table F5 of the RBA’s Statistical Tables – Interest Rates –
Indicator Lending Rates (i.e. 5.10% per annum as at May 2020 so that the Incurred Date Benchmark Rate would be 6.10%
per annum where the Interest Amount is incurred during that month).
The Determination applies from 11 September 2015. If investors rely on the Determination (by acting in accordance with
the Determination), the Commissioner must apply the law to the investor in the way set out in the Determination unless
the Commissioner is satisfied that the Determination is incorrect and disadvantages the investor, in which case the law
may be applied in a way that is more favourable to the investor.
Accordingly, the KWM Tax Opinion should be read subject to the above statements.
(c) Attribution Managed Investment Trust tax regime.
Section 6 of the KWM Tax Opinion provides general information in relation to the tax treatment of distributions by
trusts that are not public trading trusts or corporate unit trusts for the purposes of the Income Tax Assessment Act 1936.
In 2016, the Australian Government enacted legislation introducing a new tax regime which applies to certain eligible
managed investment trusts (including listed unit trusts), known as “attribution managed investment trusts” (AMITs).
The tax consequences of holding Underlying Securities that are units in a Listed Entity that is an AMIT are somewhat
similar to holding units in a Listed Entity that is not an AMIT, although there are some differences. For example, the
CGT cost base of an investor’s units in an AMIT will be subject to both downward and upward adjustments to reflect
differences between a trust distribution received and the taxable member components (e.g. a downward adjustment
where a trust distribution is greater than the investor’s taxable member components (sometimes referred to as a
“tax deferred distribution”) or an upward adjustment where a trust distribution is less than the investor’s taxable member
components (i.e. there is assessable “non-cash income” of the AMIT)). A net downward adjustment to the CGT cost base
of an investor’s units may result in a capital gain.
There are a number of other changes which may result in the tax treatment of an AMIT being different to that of a unit
trust that is not an AMIT including the following:
• an attribution method that provides a formal mechanism to allocate taxable income to unitholders, which is not
dependent on the amount of income distributed to unitholders and which ensures that the income retains the tax
character it had in the hands of the AMIT;
• an ability for under-estimations and over-estimations of amounts at the trust level to be carried forward and dealt with
in the year in which they are discovered; and
• deemed fixed trust treatment so that a unitholder of an AMIT is treated as having a vested and indefeasible interest in a
share of the income and capital of the AMIT throughout an income year.
Where Underlying Securities are units in a trust, investors may derive foreign sourced income that is subject to tax in a
foreign jurisdiction. Subject to fulfilling the relevant statutory requirements, such investors may be entitled to a “foreign
income tax offset” (FITO) in respect of their share of the foreign tax paid which can be used to reduce their Australian
income tax liability in respect of the foreign sourced income. FITO’s that are not utilised in the income year in which they
arise cannot be carried forward to a future income year.
The amount of FITO for an income tax year is generally capped at the amount of Australian income tax payable by an
investor on its share of a trust’s foreign sourced income. Where a resident of Australia pays foreign income tax on the
whole of a foreign capital gain which is only partly assessable in Australia, only a proportionate share of the foreign
income tax may be claimed as a FITO.
If investors wish to acquire Underlying Securities in a Listed Entity that is an AMIT, they should seek their own advice on
the potential impact of acquiring the relevant Underlying Securities.
Accordingly, the KWM Tax Opinion should be read subject to the above statements.
17
9. Discretion to amend Terms of Issue.
In order to reflect changes to the ASX Operating Rules, throughout the Original PDS, delete all references to the
requirement for ASX consent in relation to the exercise of Westpac’s discretion to:
• bring forward the Completion Date to an Accelerated Completion Date for a Series of Westpac SFIs; or
• adjust the terms of, or reconstruct, the Westpac SFIs in the event of a Corporate Action; or
• modify, vary, alter, delete from or add to the Terms if the amendment is necessary in the opinion of Westpac to comply
with any statutory or other requirements of law or any requirement of the ASX, or to rectify any defect, manifest error
or ambiguity in the Terms where the amendment does not materially prejudice the interests of Holders.
10. Terms of Issue.
As a consequence of changes to the Terms of Issue:
The following is added after the last paragraph under Section 4.2(b) on page 13 of the Original PDS:
“For a Westpac SFI, Westpac will not exercise the discretion to treat money as unclaimed money referred
to in Section 10.22.”
The first paragraph under Section 7.1 (b) on page 45 of the Original PDS is deleted and replaced with the following:
“The liability of the Security Trustee for losses or liabilities arising under or in connection with the Trust Deed is limited to
the extent to which the Security Trustee is actually indemnified against those losses or liabilities out of the property of the
Separate Trusts, provided that the loss was not caused by the Security Trustee’s own dishonesty (or that of its officers or
employees), a breach of trust or its own gross negligence.”
11. Net Nominees Limited.
In Section 7.1 on page 45 of the Original PDS, the first paragraph is deleted and replaced with:
“The Underlying Securities are held by Net Nominees Limited (ABN 94 090 122 375) as Security Trustee on trust for
Holders (subject to any Security Interest of Westpac). The Trust Deed sets out the rights, powers, obligations and liabilities
of the Security Trustee and each Holder in relation to the Underlying Securities.”
In Section 8.17(b) on page 51 of the Original PDS, “Westpac’s Authorised Representative” is deleted.
In Section 12.1 on page 67 of the Original PDS the first sentence is deleted and replaced with:
“Before you invest in Westpac SFIs, it is important that you have read the terms and conditions set out in this PDS,
the relevant SPDS and the Westpac Instalment Warrants Financial Services Guide (available at westpac.com.au/
structuredinvestments).”
12. Updated wording in relation to privacy and the collection,
use and disclosure of personal information.
In Section 8.16, on page 51 of the Original PDS, replace the first paragraph and three dot points with the following:
• Our privacy policy, available at westpac.com.au or by calling 132 032, contains information about how we handle your
personal information, including how to access your information, seek corrections and make complaints.
• In Section J on page 71 of the Original PDS, replace the words “Privacy Consent” with the words “Privacy Statement”.
18
13. The Banking Code of Practice.
In Section 7.2(n) Amendment of Terms on page 47 of the Original PDS, the following wording is included after the
last paragraph:
“Except as otherwise provided for in these Terms, if we modify, vary, alter or make a deletion from or addition to the
Terms, we will notify you as soon as reasonably possible (which may be before or after the change is made) or, if we
believe the change is unfavourable to you, we will give you at least 30 days’ notice.”
Section 8.12 The Code of Banking Practice on page 51 of the Original PDS is deleted and replaced with:
“8.12 The Banking Code of Practice
The Australian Banking Association’s banking code of practice as updated, and adopted by us, from time to time
(‘Banking Code’) sets out the standards of practice and service in the Australian banking industry for individuals and small
business customers, and their guarantors who are individuals.
The relevant provisions of the Banking Code apply to the banking services referred to in this PDS. This means that
Westpac will comply with the Banking Code, where it applies to the banking services provided to you.
You can view a copy of the Banking Code on the Westpac website. Alternatively please contact Westpac on 1800 990 107
to request a hard copy.”
In Section 10.19 Amendments on page 61 of the Original PDS, the following wording is included at the end of
the paragraph:
“If Westpac does so, it will notify you as soon as reasonably possible (which may be before or after the change is made)
or, if it believes the change is unfavourable to you, it will give you at least 30 days’ notice.”
Section 10.23 Code of Banking Practice on page 61 of the Original PDS is deleted and replaced with:
“10.23 Banking Code
(a) Subject to paragraph (b), each relevant provision of the Banking Code adopted by Westpac will apply to this
Loan Agreement.
(b) Paragraph (a) will only apply if you are an individual or ‘small business’ as defined in the Banking Code at the time
the Loan is provided.”
Important Notices.
Currency of information.
The information in this SPDS is current at the time of issue but may change from time to time. Where such a change
is not materially adverse, Westpac may update the information by posting a notice on its website at
westpac.com.au/structuredinvestments. If you would like a free paper copy of that updated information, please contact
Westpac on 1800 990 107. Where there is any change to, or any significant event that affects any of the required
information in this SPDS, Westpac will make an ASX announcement and (if necessary) issue another SPDS.
Underlying Securities and Listed Entities.
References in this SPDS to an Underlying Security are included solely for the purpose of identifying the Underlying
Securities, and references in this SPDS to a Listed Entity are included solely for the purpose of identifying the issuer of
those Underlying Securities. These references are not an express or implied endorsement of Westpac SFIs by any Listed
Entity, and no Listed Entity has authorised or been involved in the preparation of this SPDS. Information in this SPDS
relating to Underlying Securities or a Listed Entity has been prepared by Westpac using publicly available information
only and has not been independently verified. To the extent permitted by law, Westpac does not accept any liability or
responsibility for, and makes no representation or warranty (express or implied) as to, the accuracy or completeness of
such information. Investors should make their own enquiries.
This is not investment advice.
You should seek your own financial advice in relation to any decision to invest in Westpac SFIs. The information in this
SPDS is for general information only and does not take into account your investment objectives, personal circumstances,
financial situation or needs. You should read the whole of this SPDS and the PDS and consider all of the risk factors
and other information concerning Westpac SFIs before deciding to invest. If you have any questions, you should obtain
independent legal, financial and taxation advice.
19
Conflicts of interest.
Members of the Westpac Group, and directors and employees of such entities, may buy and sell Westpac SFIs and
other financial products or securities related to Westpac SFIs or the Listed Entities in their absolute discretion, including
undertaking hedging strategies, either as principal or as agent. This trading may impact positively or negatively on the
price at which Westpac SFIs trade on the ASX.
Offering restrictions.
None of Westpac SFIs, the securities transferred under a Westpac SFI, the PDS or this SPDS have been or will be lodged
or registered under the securities laws of any other jurisdiction outside Australia. Further, the distribution of this SPDS
in jurisdictions outside Australia may be restricted by law, and therefore persons into whose possession this SPDS
comes should seek advice on and observe any such restrictions. Failure to comply with relevant legislation may violate
those laws.
This SPDS is not an offer or invitation in relation to Westpac SFIs in any place in which, or to any person to whom, it would
not be lawful to make such an offer or invitation.
Neither Westpac SFIs, any securities transferred under a Westpac SFI nor this SPDS have been or will be lodged or
registered under the United States Securities Act of 1933 (as amended) (Securities Act) and may not be offered or sold
directly or indirectly in the United States or to or for the account or benefit of U.S. Persons (as defined in Regulation S
under the Securities Act), except in transactions exempt from the registration requirements of the Securities Act. Westpac
SFIs will not be admitted for trading by the United States Securities and Exchange Commission, any State Securities
Commission, the Commodity Futures Trading Commission under the United States Commodity Exchange Act or any
other regulatory authority.
Westpac SFIs are not investments in Westpac.
An investment in Westpac SFIs is not an investment in or deposit with Westpac or any member of the Westpac Group.
Neither Westpac nor any associate of Westpac in any way guarantees the capital value or performance of Westpac SFIs.
Admission to Trading Status on the ASX.
An application has been or will be made to the ASX to enable each Series of Westpac SFIs offered under any SPDS to
be admitted to trading status on the ASX. The fact that the ASX may admit or has admitted the Westpac SFIs to trading
status is not to be taken in any way as an indication of the merits of Westpac or of the Westpac SFIs. In admitting the
Westpac SFIs to trading status, the ASX has not authorised nor caused the issue of this SPDS or the PDS and is not in
any way a party to or concerned in authorising or causing the issue of this SPDS and the PDS or the making of offers
or invitations with respect to the Westpac SFIs. The ASX takes no responsibility for the contents of this SPDS and the
PDS. The ASX makes no representation as to whether this SPDS and the PDS or the Westpac SFIs comply with the
Corporations Act or the ASX Operating Rules. To the extent permitted by law, the ASX will be under no liability for any
claim whatsoever, including for any financial or consequential loss or damage suffered by you or any other person, where
that claim arises wholly or substantially out of reliance on any information contained in this SPDS or the PDS or any error
in or omission from this SPDS or the PDS.
Issued by Westpac Banking Corporation ABN 33 007 457 141 AFSL and Australian credit licence 233714. WPBW1312 0620
Westpac Self-Funding
Instalments
Product disclosure statement
Issued by Westpac Banking Corporation
ABN 33 007 457 141 AFSL 233714
Dated 1 July 2013
Westpac Self-Funding Instalments Product Disclosure Statement
Product Disclosure Statement
This document is a Product Disclosure Statement (PDS) dated
1 July 2013 and relates to the issue of Westpac Self-Funding
Instalments (Westpac SFIs). Westpac Banking Corporation
ABN 33 007 457 141 (Westpac) is the issuer of this PDS and
Westpac SFIs. Westpac holds an Australian Financial Services
Licence (AFSL), number 233714.
Supplementary Product Disclosure Statements
This PDS contains general information about Westpac SFIs.
This PDS is not a stand-alone document. The additional
information relating to each Series of Westpac SFIs will be
set out in a Supplementary Product Disclosure Statement
(SPDS). The SPDS for each Series should accompany this PDS
and should be read in conjunction with this PDS. Please contact
Westpac on 1800 990 107 if the relevant SPDS does not
accompany this PDS.
Updating of information in this PDS
The information in this PDS is current as at the date of this PDS
but may change from time to time. Where such a change is
not materially adverse, Westpac may update the information
by posting a notice on its website at www.westpac.com.au/
structuredinvestments. If you would like a free paper copy
of that updated information, please contact Westpac on
1800 990 107. Where there is any material change to, or any
significant event that affects, any of the required information
in this PDS, Westpac will make an ASX announcement and
(if necessary) issue an SPDS.
No representation other than in this PDS
Potential investors should only rely on the information in
this PDS and any SPDS. To the extent permitted by law, any
information or representation not contained in this PDS or any
SPDS may not be relied upon as having been authorised by
Westpac or any member of the Westpac Group.
Underlying Securities and Listed Entities
References in this PDS or any SPDS to an Underlying
Security are included solely for the purpose of identifying
the Underlying Securities, and references in this PDS or any
SPDS to a Listed Entity are included solely for the purpose
of identifying the issuer of those Underlying Securities.
These references are not an express or implied endorsement
of Westpac SFIs by any Listed Entity, and no Listed Entity has
authorised or been involved in the preparation of this PDS
or any SPDS.
Information in this PDS and any SPDS relating to Underlying
Securities or a Listed Entity has been prepared by Westpac
using publicly available information only and has not been
independently verified. To the extent permitted by law,
Westpac does not accept any liability or responsibility for, and
makes no representation or warranty (express or implied) as to,
the accuracy or completeness of such information. Investors
should make their own enquiries.
Westpac SFIs are not investments in Westpac
An investment in Westpac SFIs is not an investment in or
deposit with Westpac or any member of the Westpac Group.
Neither Westpac nor any associate of Westpac in any way
guarantees the capital value or performance of Westpac SFIs.
This is not investment advice
You should seek your own financial advice in relation to any
decision to invest in Westpac SFIs. The information in this PDS
is for general information only and does not take into account
your investment objectives, personal circumstances, financial
situation or needs. You should read the whole of this PDS and
consider all of the risk factors and other information concerning
Westpac SFIs before deciding to invest. If you have any
questions, you should obtain independent legal, financial and
taxation advice.
Offering restrictions
None of Westpac SFIs, the securities transferred under a
Westpac SFI or this PDS have been or will be lodged or
registered under the securities laws of any other jurisdiction
outside Australia. Further, the distribution of this PDS in
jurisdictions outside Australia may be restricted by law, and
therefore persons into whose possession this PDS comes
should seek advice on and observe any such restrictions.
Failure to comply with relevant legislation may violate those
laws.
This PDS is not an offer or invitation in relation to Westpac SFIs
in any place in which, or to any person to whom, it would not
be lawful to make such an offer or invitation.
Neither Westpac SFIs, any securities transferred under a
Westpac SFI nor this PDS have been or will be lodged or
registered under the United States Securities Act of 1933
(as amended) (Securities Act) and may not be offered or
sold directly or indirectly in the United States or to or for the
account or benefit of U.S. Persons (as defined in Regulation S
under the Securities Act), except in transactions exempt from
the registration requirements of the Securities Act. Westpac
SFIs will not be admitted for trading by the United States
Securities and Exchange Commission, any State Securities
Commission, the Commodity Futures Trading Commission
under the United States Commodity Exchange Act or any other
regulatory authority.
No cooling-off rights apply
No cooling-off rights apply to the issue of any Westpac SFIs.
This means that you cannot withdraw your Application once it
has been made (except as permitted by the Corporations Act).
Important Notices
Admission to Trading Status on the ASX
An application has been or will be made to the ASX to enable
each Series of Westpac SFIs offered under any SPDS to be
admitted to trading status on the ASX within seven days after
the date of the relevant SPDS for the Series. The fact that the
ASX may admit the Westpac SFIs to trading status is not to be
taken in any way as an indication of the merits of Westpac or of
the Westpac SFIs.
In admitting the Westpac SFIs to trading status, the ASX has
not authorised nor caused the issue of this PDS or any SPDS
and is not in any way a party to or concerned in authorising
or causing the issue of this PDS and any SPDS or the making
of offers or invitations with respect to the Westpac SFIs. The
ASX takes no responsibility for the contents of this PDS and
any SPDS. The ASX makes no representation as to whether
this PDS and any SPDS or the Westpac SFIs comply with the
Corporations Act or the ASX Operating Rules.
To the extent permitted by law, the ASX will be under no
liability for any claim whatsoever, including for any financial or
consequential loss or damage suffered by you or any other
person, where that claim arises wholly or substantially out of
reliance on any information contained in this PDS or any SPDS
or any error in or omission from this PDS or any SPDS.
Applications
Applications must be made on the Application Form
accompanying this PDS.
Printed copies of the PDS and the attached Application Form
are available free of charge during the Offer Period to persons
in Australia by contacting Westpac on 1800 990 107.
The PDS is also available during the Offer Period by
visiting Westpac’s website at www.westpac.com.au/
structuredinvestments. If the PDS has been accessed
electronically, it must be downloaded in its entirety.
Glossary
Capitalised terms used in this PDS are defined in Section 9.
Westpac Self-Funding Instalments Product Disclosure Statement
1
Investment Overview 2
1. Key Features 5
2. Benefits of Investing 7
3. Risks of Investing 9
4. Summary of the Terms of Issue 12
5. Fees and Costs 17
6. Tax Considerations 31
7. Summary of Significant Legal Provisions of the Terms of Issue 45
8. Additional Information 48
9. Glossary 53
10. Form of Loan Agreement 58
11. Completion Notice 62
12. How to Apply 67
Westpac Self-Funding Instalments Application Form 73
Contents
2 Westpac Self-Funding Instalments Product Disclosure Statement
Issuer
Section 8.1
Westpac Banking Corporation (ABN 33 007 457 141 and AFSL 233714)
GPO Box 3297
Sydney NSW 2001
Phone: 1800 990 107
Email: structured.investments@westpac.com.au
Website: www.westpac.com.au/structuredinvestments
What are Westpac
SFI?
Sections 1 and 4
Westpac SFIs are leveraged ASX-listed financial products that give you an interest in
ASX-listed securities without the requirement to pay the full price for the security up front.
Westpac SFIs are a way of borrowing to invest in ASX-listed securities.
Each Westpac SFI provides you with:
• a limited recourse Loan from Westpac;
• a Beneficial Interest in an Underlying Security which is held on trust for you by the Security
Tr us tee;
• the ability to obtain many of the economic benefits of owning the Underlying Security
while you hold the Westpac SFI, such as Dividends which are applied to reduce the Loan
Amount, and related franking credits (subject to any deduction for Tax and eligibility); and
• the ability to obtain full legal title to the Underlying Security at any time by making the
Completion Payment (repaying the Loan).
What are the
Underlying
Securities?
See the relevant SPDS
for the Series
The Underlying Securities are shares in ASX-listed companies or units in ASX-listed unit trusts.
These companies and unit trusts are subject to the continuous disclosure regime under the
Corporations Act and ASX Listing Rules.
The relevant particular Underlying Securities that apply to your Westpac SFI will be set out in
the relevant SPDS, which must be read together with this PDS.
Features
Sections 1 and 4
The particular features of Westpac SFIs are as follows:
• on each ex-dividend date for the applicable Underlying Security, any Dividend will be used
to reduce the Loan Amount; and
• on each Annual Interest Date, the Interest Amount for the upcoming Interest Period will be
payable and is automatically paid by increasing the Loan Amount.
The term
See the relevant SPDS
for the Series
The term will ordinarily be three or five years from the Issue Date, but may be shorter or longer.
What are the
different ways you
can acquire
Westpac SFIs?
Section 4.1
There are four ways to acquire Westpac SFIs:
1. Cash Application – where you make the First Payment in cash.
– Part of the First Payment is used to pay the Initial Interest Amount. The balance of the
First Payment, together with the Loan, is used to acquire the Underlying Security, which
is held on trust for you by the Security Trustee. You must also pay to Westpac with
your First Payment any Adviser Service Fee you agree to pay to your adviser under the
Adviser Service Fee Facility.
2. Securityholder Application – where you transfer securities that you already hold to the
Security Trustee.
– Part of the Loan is used to pay the Initial Interest Amount and any Adviser Service
Fee. The balance of the Loan (if any) is paid to you as a Securityholder Cash Back to
use for business or investment purposes other than investment in residential property.
The securities transferred to the Security Trustee will then be held on trust for you.
The Securityholder Application is not available to superannuation entities because they
are subject to restrictions on borrowing and on types of investments under the SIS Act.
Investment Over view
3
Investment Overview (continued)
What are the
different ways you
can acquire
Westpac SFIs?
continued
Section 4.1
3. Rollover Application – where you roll your Existing Westpac SFIs into a new Series of
Westpac SFIs over the same Underlying Security (if available).
– Some or all of the Loan for your new Westpac SFI is used to make the Completion
Payment for your Existing Westpac SFI and to pay the Initial Interest Amount and any
Adviser Service Fee for your new Westpac SFI.
– If the Loan for your new Westpac SFI, plus any Prior Series Rebate, is not sufficient
to cover these amounts, you will need to pay the shortfall to Westpac as a
Rollover Payment.
– If the Loan for your new Westpac SFI, plus any Prior Series Rebate, exceeds the amount
required to cover these amounts, you will receive the surplus as a Rollover Cash Back to
use for business or investment purposes other than investment in residential property.
– If the Loan for your new Westpac SFI, plus any Prior Series Rebate, equals these
amounts, you will not need to make a Rollover Payment, nor will you be entitled to
receive a Rollover Cash Back.
– The Underlying Security will continue to be held on trust for you by the Security Trustee.
An Adviser Service Fee may also be payable in connection with a Rollover Application.
Subject to the terms of your Existing Westpac SFIs, if you are a trustee of a superannuation
entity, you may be able to make a Rollover Application into a new Series of Westpac
SFIs under this PDS without contravening the SIS Act and/or the SIS Regulations.
Superannuation entities can only use the Rollover Cash Back (if any) received on rolling over
to acquire a new Series of Westpac SFI over the same Underlying Security.
Applications can be made by completing the relevant Application Form accompanying
this PDS.
Minimum application amounts apply as follows:
• the total First Payment for Cash Applicants must be $2,000 or greater;
• for Securityholder Applicants, the minimum number of securities set out in the relevant
SPDS for the Series; and
• for Rollover Applications, the minimum value of the warrants being rolled over is $2,000,
though Westpac may waive these minimum requirements in exceptional circumstances.
4. Purchase on-market – where you purchase Westpac SFIs on the ASX during their
Term. You may execute trades directly or through a broker on-market or by way of an
off-market transfer.
When you buy or sell Westpac SFIs on the secondary market, the only amount paid or
received by you will be the purchase or sale consideration (adjusted for any brokerage or
commission paid to your broker).
What factors
affect the value of
Westpac SFIs?
Section 3.2
A range of factors affect the value at which Westpac SFIs trade on the ASX.
These include:
• the market price of the Underlying Security and the volatility of that price;
• the Loan Amount (degree of leverage);
• prevailing interest rates;
• the timing and expected amount of Dividends to be paid on the Underlying Security;
• the time remaining until the Completion Date and the next Annual Interest Date; and
• general investment factors, such as investor confidence, the strength of the Australian and
global economies, and government policy and laws which affect the price and trading of
financial products.
During the Term
Sections 4.1(a)(iii)
and 4.3
At any time during the Term, you can:
• sell your Westpac SFIs on the ASX (subject to there being sufficient liquidity);
• make the Completion Payment (repay the Loan) and take full legal title to the Underlying
Security; or
• roll your current Series of Westpac SFIs into a new Series of Westpac SFIs over the same
Underlying Security (if available).
4 Westpac Self-Funding Instalments Product Disclosure Statement
At maturity
Section 4.5
On the Completion Date, you can:
• do nothing, in which case Westpac will sell the Underlying Securities, pay off the Loan and
then pay the net proceeds (if any) to you as an Assessed Value Payment;
• make the Completion Payment and take full legal title to the Underlying Securities; or
• roll your current Series of Westpac SFIs into a new Series of Westpac SFIs over the same
Underlying Security (if available).
Fees and costs
Section 5
When you acquire a Westpac SFI, you pay the Initial Interest Amount. On each Annual Interest
Date, you automatically pay an Interest Amount through an increase in your Loan Amount.
The Interest Amount is a variable amount based on a number of factors, including the Loan
Amount, the Interest Rate, and the number of days until the next Annual Interest Date or the
Completion Date (as appropriate). The Initial Interest Amount is also based on these factors, as
well as other factors such as the volatility and liquidity of the Underlying Security, and the costs
associated with Westpac's hedging arrangements in connection with Westpac SFIs.
If you agree to pay your adviser a fee in connection with applying for Westpac SFIs, you may
request to use the “Adviser Service Fee Facility” as a simple way to make that payment.
Under the Adviser Service Fee Facility, you appoint Westpac as your agent to pay to your
adviser on your behalf your specified Adviser Service Fee amount. Westpac does not keep any
portion of the Adviser Service Fee.
If you do not provide your TFN, ABN or proof of exemption to Westpac or the Registry, you
may be required to pay the TFN Amount in respect of Dividends paid on the Underlying
Securities.
Factors that
influence the
Interest Rate
Sections 5.4 and 5.5
The Interest Rate is affected by Westpac's costs in providing Westpac SFIs. Westpac will
determine the Interest Rate based on its costs of providing the Loan to you. The Interest Rate
will depend on Westpac's ability to obtain funding in the wholesale money market, together
with other factors which include:
• prevailing interest rates set by the Reserve Bank of Australia;
• interest rate levels in the money market;
• Westpac’s costs in market-making for Westpac SFIs;
• Westpac’s risk management and resourcing costs; and
• Westpac’s margin in relation to monies advanced under the Loan.
Tax considerations
Section 6
A general summary of the taxation implications for investing in Westpac SFIs is set out in
Section 6. However, your tax position will depend on your individual circumstances and you
should seek your own independent professional taxation advice.
Series of
Westpac SFIs
See the relevant SPDS
for the Series
Westpac is offering various Series of Westpac SFIs. Details of each Series will be specified
in the relevant SPDS for the Series, including the Underlying Securities, the Loan Amount
(Completion Payment), the Annual Interest Dates and the Completion Dates.
Admission to trading
status on the ASX
See the relevant SPDS
for the Series
Westpac SFIs will be quoted and tradeable on the ASX.
Offer Period opens
See the relevant SPDS
for the Series
On the date specified in the relevant SPDS for each Series.
Issue size per Series
See the relevant SPDS
for the Series
As specified in the relevant SPDS for each Series.
RegistryComputershare Investor Services Pty Limited (ABN 48 078 279 277)
Level 3, 60 Carrington Street
Sydney NSW 2000
Phone: 1300 364 060
Website: www.computershare.com.au
5
This Section provides a brief description of the key features of Westpac SFIs. You should read this PDS and the relevant
SPDS in full, including the Terms of Issue, and seek your own independent legal, taxation and financial advice before
making any decision to invest.
1.1 What are Westpac SFIs?
Westpac SFIs are leveraged ASX-listed financial products that provide you with many of the benefits associated
with the ownership of ASX-listed securities. These benefits include exposure to price movements in the Underlying
Securities, as well as Dividends and related franking credits (depending on your circumstances), without the
requirement of paying the full price for the Underlying Securities upfront.
Each Westpac SFI incorporates an interest-bearing Loan from Westpac and provides you with a Beneficial Interest in
an Underlying Security, held on trust for you by the Security Trustee. You can obtain full ownership of the Underlying
Security at any time by making the Completion Payment (repaying the Loan).
1.2 What impacts the cost of acquiring a Westpac SFI?
There are a number of factors which impact upon the value of Westpac SFIs at the time they are acquired by Applicants
under the terms of this PDS. These factors include:
• the market price of the Underlying Security and the volatility of that price;
• the Loan Amount (degree of leverage);
• prevailing interest rates;
• the timing and expected amount of Dividends to be paid on the Underlying Security; and
• the time remaining until the Completion Date.
The likely effect each factor has on Westpac SFIs for Applicants is set out in the table below:
FactorChange in factor
Likely impact on
the cost or value of
acquiring Westpac
SFIs
Market price of Underlying Security
Volatility of Underlying Security
Degree of leverage
Prevailing interest rates
Expected Dividends
Time until Completion Date
This is not an exhaustive set of factors, and these factors will not affect the cost or value of Westpac SFIs equally.
1
Key Features
6 Westpac Self-Funding Instalments Product Disclosure Statement
1.3 Investment lifecycle
PurchaseDuring the TermAt Completion
Buy from Westpac
• Cash Applicant – make the First
Payment in cash.
• Securityholder Applicant –
transfer securities that you already
hold to the Security Trustee and
receive the Securityholder Cash
Back (if any).
• Rollover Applicant – roll your
Existing Westpac SFIs into a
new Series of Westpac SFIs over
the same Underlying Securities
(if available).
Buy on-market
• Buy Westpac SFIs on the
ASX through a broker.
Keep your Westpac SFIs
• Dividends – Any Dividends paid
on the Underlying Securities
will be used to reduce the Loan
Amount.
• Interest payments – On each
Annual Interest Date, the Interest
Amount for the upcoming Interest
Period will be payable and is
automatically paid by increasing
the Loan Amount.
Change your approach
• Sell your Westpac SFIs on the
ASX.
• Make the Completion Payment
(repay the Loan) and take full legal
title to the Underlying Securities.
• Roll your current Series of
Westpac SFIs into a new Series
of Westpac SFIs over the same
Underlying Securities (if available).
• Do nothing – Westpac will sell
the Underlying Security, pay off
the Loan and then pay the net
proceeds (if any) to you as an
Assessed Value Payment.
• Make the Completion Payment
– repay the Loan and take full legal
title to the Underlying Securities.
• Roll your current Series of
Westpac SFIs into a new Series
of Westpac SFIs over the same
Underlying Securities (if available).
1.4 Terms of Issue
Westpac SFIs are governed by the Trust Deed and the Terms (together, the Terms of Issue) and a range of laws, including
the Corporations Act, the ASX Operating Rules and the general law. The material terms of the Terms of Issue are
described in this PDS, and summarised in Sections 4 and 7. To the extent of any inconsistency with this PDS, the Terms of
Issue prevail. The Terms of Issue are available by contacting Westpac on 1800 990 107.
7
2.1 Leverage your exposure to the share
market
Westpac SFIs are leveraged financial products that give
you exposure to particular Underlying Securities for a
smaller initial investment than the market price of the
Underlying Securities. This leveraged exposure means you
have the potential to benefit from greater capital gains
and/or income relative to the initial amount expended,
although there remains a corresponding downside risk due
to leverage, as explained in Section 3.3.
2.2 Benefit from capital growth
Australian listed securities generally have a proven track
record over the long term of strong capital growth through
rising share and unit prices. However, past performance is
not a reliable indicator of future performance.
2.3 Benefit from Dividends and related
franking credits
As the holder of a Westpac SFI, you have a Beneficial
Interest in the Underlying Security. This enables you to
receive many of the economic benefits of the Underlying
Security through Dividends and related franking credits
(subject to any deduction for Tax and eligibility) at a lower
cost upfront than if you were to purchase the Underlying
Security itself. Any Dividends paid on the Underlying
Security will be used to reduce the Loan Amount.
2.4 Unlock the value of existing security
holdings
Apply for Westpac SFIs as a Securityholder Applicant by
transferring securities you already hold to the Security
Trustee and drawing down a Loan. This is a convenient
way to unlock the value of existing security holdings and
releases cash to use for business or investment purposes
(other than investment in residential property), without
causing a disposal of those securities and potentially
incurring capital gains tax.
Superannuation entities are not permitted to invest in
Westpac SFIs by way of a Securityholder Application.
2.5 Refinance your Existing Westpac SFIs
Apply for Westpac SFIs as a Rollover Applicant by rolling
over your Existing Westpac SFIs as they approach maturity
into a new Series of Westpac SFIs (if available). This is a
convenient way to effectively refinance your investment
in an Underlying Security by applying for new Series of
Westpac SFIs over the same Underlying Security.
2.6 Receive the Underlying Securities at any
time
You can obtain the full legal title to the Underlying
Securities at any time by making the Completion Payment
(repaying the Loan).
2.7 Protection through a limited
recourse Loan
You access leveraged exposure to the Underlying Security
through a limited recourse Loan from Westpac. This means
that you will not be liable to pay any shortfall to Westpac in
the event that the market price of the Underlying Security
is less than the Loan Amount when your Westpac SFI
expires on the Completion Date.
Further, while borrowing costs (such as the Initial Interest
Amount and each subsequent Interest Amount) are
payable with respect to the Loan, depending on your
personal circumstances, you may be able to receive a tax
deduction for some or all of the borrowing costs paid on
the Loan.
2.8 No margin calls
As the holder of Westpac SFIs, you will never be subject
to margin calls with respect to the Loan (where you may
be forced to make an unexpected cash payment at short
notice) during the Term.
2.9 Active management of your investment is
not required
Westpac SFIs can be described as a ‘set and forget’
investment in so far as you are not required to take any
action to make payments during the Term (provided
that you give Westpac or the Registry your TFN or ABN
or proof of an exemption). Investment cash flows are
automatically managed, with Dividends paid on the
Underlying Securities used to reduce the Loan Amount,
and Interest Amounts paid on the Loan automatically
increasing the Loan Amount.
However, you should be aware that the value of Westpac
SFIs may rise or fall during the Term. You have the option
of taking steps to exit your investment in accordance with
the Terms of Issue by seeking to transfer your Westpac
SFIs on the ASX or by making the Completion Payment to
repay the Loan and acquire the Underlying Securities prior
to the Completion Date.
2.10 Easy to trade
Westpac SFIs will be quoted and tradeable on the ASX.
Westpac is obliged under the ASX Operating Rules to
provide a reasonable bid price. The ability to sell your
Westpac SFIs on the ASX may be impacted by illiquidity
in the market and other matters as set out in Section 3.9.
2
Benefits of Investing
8 Westpac Self-Funding Instalments Product Disclosure Statement
2.11 Eligible investment for superannuation
entities
Westpac SFIs may be an eligible investment for
superannuation entities (including self-managed
superannuation funds) if made by way of a Cash
Application or if purchased on the ASX.
Amending legislation has recently been passed that
enables eligible superannuation entities to ‘refinance’
their existing limited recourse borrowings in certain
circumstances. Therefore, a Rollover Application into a new
Series of Westpac SFIs over the same Underlying Securities
may be an eligible investment for superannuation entities
(including self-managed superannuation funds) under the
terms of your Existing Westpac SFIs.
If a superannuation entity rolls out of their Existing
Westpac SFIs into a new Series of Westpac SFIs, the
Rollover Cash Back amount (if any) must be reinvested to
acquire further Westpac SFIs over the same Underlying
Securities. Westpac will automatically apply a Rollover
Cash Back as a Reinvestment Amount to acquire
further Westpac SFIs of the same Series if it receives a
Rollover Application from an entity it considers to be a
superannuation entity.
Superannuation entities are not permitted to invest in
Westpac SFIs by way of Securityholder Application.
Given the serious ramifications that a breach of the SIS Act
and/or SIS Regulations could have for a superannuation
entity (including the loss of the entity’s concessional tax
status), superannuation entities should obtain their own
advice before investing in Westpac SFIs by a Rollover
Application.
2.12 Easy application process
You do not need to provide evidence of your credit history
or financial standing to apply for Westpac SFIs.
9
3.1 General risks
You should carefully consider the risk factors associated
with Westpac SFIs before making any decision to invest.
This Section highlights the key risks of investing in
Westpac SFIs but does not address all of the potential risks
associated with Westpac SFIs. Before making any decision
to invest, you should carefully consider the risks and
discuss with your financial adviser whether Westpac SFIs
are appropriate for you.
Westpac SFIs are not guaranteed and you may lose some
or all of the money that you have invested. You should
only consider investing in Westpac SFIs if you have prior
experience in options, warrants and leveraged transactions
or are otherwise comfortable with the risk profile of such
an investment.
3.2 Factors affecting the value of
Westpac SFIs
As set out in Section 1.2, there are a number of factors that
may affect the cost (or value upon acquisition) of Westpac
SFIs. Similar factors also affect the value of Westpac SFIs
as they trade on the ASX. The value of Westpac SFIs is
expected to be dependent on a range of factors, such as:
(a) the market price of the Underlying Security and the
volatility of that price;
(b) the Loan Amount (degree of leverage);
(c) the Interest Rate applicable to the Loan Amount;
(d) the timing and amount of any Dividends to be paid on
the Underlying Security; and
(e) the time remaining until:
(i) the next Annual Interest Date; and
(ii) the Completion Date.
These factors will affect the value of Westpac SFIs to
different degrees at different stages during the Term, and
may aggregate to significantly diminish the value of your
investment. In certain circumstances, Westpac SFIs may
expire without any value.
General risks applicable to the equity markets on which the
Underlying Securities are traded will also affect the value of
Westpac SFIs. These include the strength of the Australian
and world economies, changes in interest rates, investor
confidence in equity markets, government policy and laws
affecting the price and trading of derivatives.
3.3 Downside risk to leverage
(a) Potential to magnify your losses
The leverage incorporated into your Westpac SFIs means
that the value of your investment may decrease, as well as
increase, at a greater rate compared to a direct holding
in the Underlying Securities. The more highly geared
your Westpac SFIs are, the riskier your investment will be,
relative to investing directly in the Underlying Securities.
This has the potential to amplify your losses if there is an
adverse price movement in the Underlying Securities. For
example, if the price of an Underlying Security falls, an
investment in a Westpac SFI over that Underlying Security
may reduce by a greater proportion than would otherwise
be the case if you had a direct investment of an equivalent
value in the same Underlying Security.
(b) Borrowing costs associated with leverage
The Loan component of your Westpac SFI means you are
liable to pay borrowing costs associated with the Loan –
including the Initial Interest Amount and each subsequent
Interest Amount. The more highly geared your Westpac
SFI is, the higher your borrowing costs will be. Dividends
may offset some or all of the borrowing costs but, where
they do not, you will generally need the price of the
Underlying Security to increase sufficiently to cover any
shortfall. This will be even more pronounced the more
highly geared your Westpac SFIs are.
3.4 Specific risks
(a) Gearing level may change
The gearing level of a Westpac SFI in a Series may change
materially as the price of the Underlying Security and the
Loan Amount change throughout the Term. This has the
potential to make a Westpac SFI more highly leveraged
than when it was first acquired, thereby changing its risk
profile.
(b) Increase in Loan Amount on an Annual Interest
Date
On each Annual Interest Date, you automatically pay the
Interest Amount in advance for the upcoming Interest
Period through an increase in your Loan Amount. This has
the effect of causing your Westpac SFI to become more
highly leveraged (and therefore riskier) following an Annual
Interest Date than it was before that date, assuming that
the price of the Underlying Security has not increased.
Further, the amount you need to pay in order to take full
legal title to the Underlying Security may be more than the
initial Loan Amount. This would be the case if the amount
of any Dividends applied to reduce the Loan Amount have
not been sufficient to offset the Interest Amounts applied
to increase the Loan Amount.
(c) Non-provision of TFN or ABN or proof of an
exemption
You do not have a legal obligation to provide your TFN,
ABN or proof of exemption to Westpac or the Registry.
If you do not provide your TFN, ABN or proof of exemption
to Westpac or the Registry, however, you may be required
to pay the TFN Amount in respect of Dividends paid on
the Underlying Securities if the Dividends are not fully
franked. See Section 5.7(b) for an explanation of the TFN
Amount.
3
Risks of Investing
10 Westpac Self-Funding Instalments Product Disclosure Statement
Investors who are non-residents at the time of Application,
or become non-residents for tax purposes subsequent
to investing in Westpac SFIs, may have the TFN Amount
withheld in respect of Dividends paid on the Underlying
Securities which are not fully franked.
If you do not pay the TFN Amount as required, Westpac
may recover the entire amount owing by enforcing its
Security Interest and terminating some or all of your
Westpac SFIs. Please note that Westpac’s rights in this
situation are not limited to enforcing its Security Interest as
your obligation to pay the TFN Amount is a full recourse
obligation.
3.5 Ability of Westpac to fulfil its obligations
The value of your Westpac SFIs depends on (among other
things) Westpac’s ability to perform its obligations under
the Terms of Issue. These obligations:
• are not deposit liabilities;
• are not guaranteed by any other party; and
• are unsecured contractual obligations, which will rank
equally with Westpac’s other unsecured contractual
obligations and unsecured debt (other than liabilities
preferred by law or statute).
In this regard, the Banking Act 1959 (Cth) provides
that if Westpac becomes unable to meet its obligations,
Westpac’s Australian assets will be used to meet its
Australian deposit liabilities in priority to all its other
liabilities, including Westpac’s obligations under
Westpac SFIs.
Accordingly, you have credit exposure to Westpac and
must make your own assessment of Westpac’s ability to
meet its obligations in relation to Westpac SFIs. Please see
Section 8.1 for further information about Westpac.
3.6 Extraordinary Events and Accelerated
Completion Dates
The occurrence of an Extraordinary Event may result in
the Completion Date for a Series of Westpac SFIs being
brought forward to an Accelerated Completion Date.
This means:
• you may be forced to relinquish your investment in the
relevant Series of Westpac SFIs at a time when you may
not wish to;
• you may need to source the funds to pay the
Completion Payment earlier than expected if you
wish to acquire the full legal title to the Underlying
Securities; and
• you may not be entitled to a complete refund of any
pre-paid interest.
See Section 4.6 for an explanation of Extraordinary Events
and Accelerated Completion Dates.
3.7 Westpac’s discretionary powers
You should note that the Terms of Issue confer a number
of discretionary powers on Westpac that may affect the
value of your Westpac SFIs. These include the power to fix
an Accelerated Completion Date where an Extraordinary
Event occurs and the power to vary or make adjustments
to the Terms of Issue without your consent in particular
cases. See Section 1.4 for details as to how to obtain
a copy of the Terms of Issue.
You do not have the power to direct Westpac about the
exercise of any of its discretions. However, in a number
of instances, Westpac may only exercise its discretions
with the consent of the ASX and in accordance with
applicable laws.
3.8 Conflicts of interest
Members of the Westpac Group, and directors and
employees of such entities, may buy and sell Westpac
SFIs and other financial products or securities related
to Westpac SFIs or the Listed Entities in their absolute
discretion, including undertaking hedging strategies, either
as principal or as agent. This trading may impact positively
or negatively on the price at which Westpac SFIs trade
on the ASX.
3.9 Trading risks
(a) Possible illiquidity of trading market
There is a risk you may not be able to sell your warrants for
the price you would prefer to sell in the market. This could
be because there are insufficient orders to buy Westpac
SFIs, or the price at which other investors are prepared to
buy them is lower than you would wish to sell at. Westpac
will (as and when practicable) arrange for buy (or ‘bid’)
quotations to be provided for Westpac SFIs on the ASX to
assist in maintaining liquidity in compliance with section 2
of the ASX Operating Rules.
(b) Suspension of trading in Westpac SFIs
Trading in Westpac SFIs on the ASX may be halted or
suspended by the ASX in accordance with the ASX
Operating Rules. This may occur, for example, whenever
the ASX deems such action appropriate to protect
investors or if Westpac fails to comply with the ASX
Operating Rules or the Terms of Issue.
(c) Delisting or suspension of the Underlying
Securities
If an Underlying Security is suspended or delisted, any
Westpac SFIs in relation to that Underlying Security are
also suspended or delisted. In these circumstances,
your ability to trade your Westpac SFIs on-market will be
impeded; depending on the circumstances of a delisting,
the value of your Westpac SFIs may be adversely affected.
11
3.10 Tax considerations
On 10 March 2010, the Assistant Treasurer announced
a proposed amendment to the tax legislation to clarify
the capital gains tax treatment of ‘traditional instalment
warrants’, to provide ‘look through’ treatment for the
holders of instalment warrants.
The new legislation has been proposed because the ATO
technical interpretation of the current income tax law does
not support the ‘accepted’ practice of an investor having
absolute entitlement in an underlying asset that is held on
trust solely for the benefit of the investor.
On 4 November 2010, the ATO announced that it will not
conduct compliance action on tax returns to the extent
they are prepared on the basis that the investor owns
the underlying securities up until the enactment of the
proposed changes.
Australian taxation law is complex and the impact of
that law on you, in relation to your Westpac SFIs, may
vary according to your personal circumstances. Further,
tax law and practice may vary over time, possibly
with retrospective application. The tax considerations
summarised in Section 6 of this PDS provide only a
general guide to the relevant tax implications of investing
in Westpac SFIs. Accordingly, you should seek your
own independent professional tax advice in relation to
your investment in Westpac SFIs, having regard to your
own particular circumstances, to determine whether
Australian tax law may adversely affect your investment.
An adverse development in relation to Tax can result
in an Extraordinary Event (see the risks associated with
this in Section 3.6).
3.11 Investment by superannuation entities
Complying superannuation entities enjoy significant tax
concessions compared with other entities. Undertaking
certain types of investment can cause trustees to breach
the governing legislation, a very serious consequence
of which may be the loss of the superannuation entity’s
concessional tax status.
Some comments on investment by superannuation entities
are set out in Section 8.2 of this PDS, but these are very
general in nature. Trustees of superannuation entities
should seek their own independent professional advice
on the suitability of Westpac SFIs as an investment for a
particular superannuation entity before investing by way
of a Cash Application, on-market purchase or Rollover
Application. Superannuation entities are not permitted to
make Securityholder Applications.
3.12 National Guarantee Fund – not a
guarantor in all cases
Claims against the National Guarantee Fund may only
be made in respect of trading in Westpac SFIs between
brokers on the ASX. You cannot make a claim against the
National Guarantee Fund in relation to either the issue of
Westpac SFIs by Westpac under this PDS, the settlement
obligations of Westpac arising from you repaying the Loan,
or the expiry of a Westpac SFI.
The capacity of Westpac and the Security Trustee to settle
all outstanding Westpac SFIs is not guaranteed by the
ASX, the National Guarantee Fund or the ASX Clear Pty
Ltd or any other body.
12 Westpac Self-Funding Instalments Product Disclosure Statement
The Terms of Issue are available by contacting Westpac
on 1800 990 107. To the extent of any inconsistency with
this PDS, the Terms of Issue prevail. You should read and
understand the Terms of Issue before making any decision
to invest.
4.1 Acquiring your Westpac SFIs
(a) Primary market
You can apply for Westpac SFIs using the Application Form
attached to this PDS. Please see Section 12 for further
details on how to apply.
(i) Cash Applicant
If you are a Cash Applicant, you make the First Payment in
cash to Westpac. Part of the First Payment, together with
the Loan, is used to acquire the Underlying Security, which
is held on trust for you by the Security Trustee.
The First Payment includes the Initial Interest Amount. You
must also pay to Westpac any Adviser Service Fee amount
you agree to pay to your adviser through the Adviser
Service Fee Facility. The precise allocation of your First
Payment – as between the cost of acquiring the Underlying
Securities (less the value of the Loan drawn down) and the
Initial Interest Amount and the Adviser Service Fee (if any)
– is determined once your application monies have cleared
(unless agreed otherwise between you and Westpac). The
minimum First Payment for Cash Applicants is $2,000.
Please see Section 5.1 for examples of the calculation of
the First Payment for Cash Applicants.
(ii) Securityholder Applicant
If you are a Securityholder Applicant, you transfer securities
you already hold to the Security Trustee. We then use your
Loan to pay the Initial Interest Amount and any Adviser
Service Fee amount you agree to pay to your adviser
through the Adviser Service Fee Facility. The rest of your
Loan is available to you as a Securityholder Cash Back.
However, unless you instruct Westpac to:
• pay the Securityholder Cash Back directly to you, and
you provide a National Credit Code declaration;
1
or
• use the Reinvestment Amount to acquire a different
Series of Westpac SFIs,
your Securityholder Cash Back will be automatically
applied as a Reinvestment Amount to acquire further
Westpac SFIs of the same Series.
Please see Section 5.2 for further information and
examples of the calculation of the Securityholder Cash
Back for Securityholder Applicants.
The minimum number of securities required for an
Application for Securityholder Applicants will be set out in
the relevant SPDS for the Series.
Please note that trustees of superannuation funds cannot
apply as Securityholder Applicants.
(iii) Rollover Applicant
As a general guide, if you wish to roll your Existing
Westpac SFIs into a new Series of Westpac SFIs over the
same Underlying Security as a Rollover Applicant, the
rollover may be undertaken as follows:
• you must complete the Application Form as set out
in the back of this PDS for the relevant number of
Westpac SFIs;
• if you need to make a Rollover Payment, you must pay
this amount to Westpac. On the other hand, you can
access any surplus as a Rollover Cash Back. However,
unless you instruct Westpac to:
– pay the Rollover Cash Back directly to you, and you
provide a National Credit Code declaration
1
;or
– use the Rollover Cash Back as a Reinvestment
Amount to acquire a different Series of
Westpac SFIs,
your Rollover Cash Back will be automatically applied
as a Reinvestment Amount to acquire further Westpac
SFIs of the same Series; and
• upon acceptance of the Application, the new Loan
Amount will be advanced to you under the new Series
to be applied towards:
– the payment of the Loan for your Existing Westpac
SFIs, in order to fully discharge your obligations
to Westpac under that Loan; and
– the Initial Interest Amount payable under your new
Series, less any Prior Series Rebate.
You may receive a Rollover Cash Back or be required
to make a Rollover Payment at the time of the rollover.
You may also use the Adviser Service Fee Facility to pay
an Adviser Service Fee in connection with a Rollover
Application. Please see Section 5.3 for further information
and examples of the calculation of the Rollover Payment
and Rollover Cash Back for Rollover Applicants. Please note
that trustees of superannuation entities cannot be paid
(and cannot instruct Westpac to pay to them) the Rollover
Cash Back amount. Westpac will automatically apply a
Rollover Cash Back as a Reinvestment Amount to acquire
further Westpac SFIs of the same Series over the same
Underlying Security if it receives a Rollover Application
from an entity it considers to be a superannuation entity.
At no time during the rollover from your Existing
Westpac SFIs to your new Series is the legal interest in
the Underlying Securities transferred to you from the
Security Trustee. The same Underlying Securities for your
Existing Westpac SFIs will continue to be held on trust
for you by the Security Trustee (under your new Series of
Westpac SFIs).
1 To the effect that the cash is to be used for business or investment purposes, other than investment in residential property.
4
Summary of the Terms of Issue
13
If you hold Existing Westpac SFIs under a different PDS
and wish to ‘roll’ them into a Series of Westpac SFIs under
this PDS, you should have regard to the terms of the
Existing Westpac SFIs to determine the steps that must
be undertaken in order to determine whether this can be
done by way of ‘rollover’ or whether it can only be done by
completing your existing instalment warrant and making a
Securityholder Application.
It may be possible to make an application to roll over other
instalment warrants (over the same Underlying Security)
into a new Series of Westpac SFIs. Please contact Westpac
on 1800 990 107 for more information as necessary.
(iv) Acceptance of your Application
Acceptance of your Application will occur when:
• you (by your authorised attorney) and Westpac enter
into the Loan Agreement; and
• Westpac instructs the Registry to register the issue of
Westpac SFIs to you upon receipt of a confirmation
from the Security Trustee that the Security Trustee is
or has become the registered holder of the Underlying
Securities corresponding to the Westpac SFIs and that
each Underlying Security has become subject to the
Security Interest.
Westpac may accept or reject your Application for any
reason (in whole or in part). If your Application is rejected,
Westpac will return any application monies to you without
interest. Westpac may elect to accept Applications for less
than the specified minimum application amount or value.
(v) Confirmation of your holding
If your Application is accepted, Westpac will send you a
confirmation pack setting out:
• the number and Series of Westpac SFIs issued to you;
• the initial Loan Amount and other details relating to the
Loan, including the Effective Date, the Initial Interest
Amount and the Adviser Service Fee (if any);
• the next Annual Interest Date;
• the Completion Date for each Series;
• the amount of any Securityholder Cash Back (if you are
a Securityholder Applicant) and how this amount was
dealt with in accordance with your instructions;
• the amount of any Rollover Payment or Rollover Cash
Back and how this amount was dealt with in accordance
with your instructions (if you are a Rollover Applicant
other than a trustee of a superannuation fund); and
• any Taxes and stamp duties payable.
(b) Secondary market
You may be able to purchase Westpac SFIs on the ASX
during their term, subject to there being sufficient liquidity.
You may execute trades directly or through a broker on-
market, or by way of an off-market transfer.
When you buy or sell Westpac SFIs on the secondary
market, the only amount paid or received by you will be the
purchase or sale consideration (adjusted for any brokerage
or commission paid to your broker). Several other cash
flows occur as a result of the transfer, but no other cash
amounts are payable or receivable by you because the
sum of the cash flows is zero. Please see Section 5.8 for
details of these cash flows.
4.2 The Loan
Each Westpac SFI provides you with a limited recourse
Loan from Westpac, which is secured by a charge over the
Underlying Security. The self-funding nature of Westpac
SFIs is described below, with further information and
worked examples provided in Section 5.7.
(a) Limited recourse Loan
The Loan in respect of each Westpac SFI is limited
recourse, which means that if you do not repay the Loan
(make the Completion Payment) on expiry of your Westpac
SFI on the Completion Date, the only action Westpac can
take is to enforce its Security Interest, sell the Underlying
Security and use the sale proceeds to repay the Loan. As
a result, even if the sale proceeds are less than the Loan
Amount on the Completion Date, you do not have to pay
the shortfall to Westpac.
(b) Loan Amount
The Loan Amount for each Westpac SFI in a Series is
initially specified on the date of the relevant SPDS for the
Series and may be adjusted afterwards in accordance with
the Terms. You can obtain the current Loan Amount for a
Westpac SFI in a Series at any time by contacting Westpac
on 1800 990 107.
The leverage (gearing level) for each Westpac SFI in a
Series can be determined by dividing the current Loan
Amount by the market price of the Underlying Security.
On acquisition of a Westpac SFI, the Loan Amount is fixed,
but it may vary during the Term as follows:
• on each ex-dividend date for a Dividend to be paid
on the Underlying Security (as a result of the Dividend
being used to reduce the Loan Amount);
• on each Annual Interest Date (as a result of the Interest
Amount for the upcoming Interest Period being used to
increase the Loan Amount); and
• where a Corporate Action occurs – see Section 4.7 for
more information on these.
Please see Sections 5.7 and 10 for further information.
(c) Interest
Interest is charged on the Loan Amount in advance. Please
see Sections 5.4 and 5.5 for further information.
14 Westpac Self-Funding Instalments Product Disclosure Statement
(d) Dividends
Any Dividends paid on the Underlying Security will be used
to reduce your Loan Amount. This will occur automatically
on the ex-dividend date for the relevant Dividend if you
are the Holder and have not disposed of the Westpac SFI
over the Underlying Security on that date. You should also
be entitled to receive the benefit of any franking credits
attached to the Dividend (subject to eligibility). Please
see Section 6 for further information.
(e) Annual Interest Dates
The Annual Interest Dates during the Term are the dates
on which the Interest Amount is pre-paid on the Loan
Amount for the upcoming Interest Period.
On each Annual Interest Date, your Loan Amount is
automatically increased to pre-pay the Interest Amount
until the next Annual Interest Date or the Completion Date,
as appropriate.
Please see Section 5.5 for further information on the
calculation of the Interest Amount.
(f) Non-provision of TFN or ABN or proof of an
exemption to Westpac
You are not legally required to provide your TFN, ABN or
proof of exemption to Westpac or the Registry.
However, if you hold a Westpac SFI and you do not
provide your TFN, ABN or proof of exemption to Westpac
or the Registry, the Security Trustee may be required to
withhold an amount of Tax from any Dividend paid on the
Underlying Security and pay that amount to the ATO. The
remainder of the relevant Dividend will be used to reduce
the Loan Amount of the Westpac SFI. If you are a non-
resident and a Dividend is paid on the Underlying Security
which is not fully franked, it may be necessary to withhold
an amount of Tax from the relevant portion of the Dividend
that is not fully franked and pay that amount to the ATO.
The remainder of the relevant Dividend will be used to
reduce the Loan Amount of the Westpac SFI.
In these circumstances:
• Westpac will pay you an amount equal to the amount of
Tax withheld (TFN Amount) which will also be used to
reduce the Loan Amount of the Westpac SFI; and
• the TFN Amount will constitute a full recourse loan by
Westpac to you.
You will be required to pay Westpac the TFN Amount
within five Business Days of the ex-dividend date for the
relevant Dividend. If you do not pay the TFN Amount
within this time, Westpac may recover this amount by
enforcing its Security Interest and terminating some or all
of your Westpac SFI. Westpac’s rights in respect of this
debt are not limited to enforcing its Security Interest.
Please see Section 5.7(b) for further information and
examples of the calculation of the TFN Amount.
4.3 Disposing of your Westpac SFIs
There are two ways to dispose of your Westpac SFIs during
t he Ter m.
(a) Sale on-market
You can sell your Westpac SFIs on the ASX during market
hours through a broker or by way of an off-market
transfer. The only amount received by you will be the sale
consideration, minus any brokerage or commission paid
to your broker. Several other cash flows occur as a result
of the transfer, but no other cash amounts are payable or
receivable by you because the sum of these cash flows is
zero. Please see Section 5.8 for further information and
details of these cash flows.
(b) Making the Completion Payment
You can make the Completion Payment and take full
legal title to the Underlying Securities by submitting a
Completion Notice at any time during the Term. The
Completion Payment in respect of each Westpac SFI is
the amount payable to Westpac to require it to direct
the Security Trustee to transfer the full legal title to the
Underlying Security to you, and is an amount equal to the
Loan Amount. There is no refund of pre-paid interest if you
repay the Loan early.
You can determine the Completion Payment for
each of your Westpac SFIs by contacting Westpac
on 1800 990 107.
4.4 How do you make the Completion
Payment?
If you wish to make the Completion Payment at any time,
you must give Westpac a valid and effective Completion
Notice. A Completion Notice is valid and effective if:
(a) it has been duly completed;
(b) the Completion Payment in respect of each Westpac
SFI is received by Westpac in cleared funds by 5pm
(Sydney time) on the fifth Business Day after the
Completion Notice is given; and
(c) the person who gives the Completion Notice is
registered as the Holder of the relevant Westpac SFI on
the fifth Business Day after the notice is given.
If your Completion Notice is not valid and effective in
respect of all the Westpac SFIs that are the subject of the
Completion Notice, Westpac may enforce its Security
Interest to recover the Completion Payment in respect
of that number of your Westpac SFIs in respect of which
the Completion Notice was not effective. Assuming
the conditions set out in (a), (b) and (c) above have been
met, the Security Trustee will transfer full legal title to the
Underlying Securities to you within 20 Business Days of
the Completion Notice having been given. The Security
Interest in respect of the Underlying Security will be
discharged and the relevant Westpac SFI will be cancelled.
15
4.5 At maturity
The Completion Date of your Westpac SFIs will be specified in the relevant SPDS for the Series. On the Completion Date,
you can do one of the following in respect of each Westpac SFI you hold:
• do nothing, in which case Westpac will sell the Underlying Security, pay off the Loan, and then pay any net proceeds
to you as an Assessed Value Payment;
• make the Completion Payment (repay the Loan) and take full legal title to the Underlying Security; or
• roll your Existing Westpac SFI into a new Series of Westpac SFI over the same Underlying Security (if available).
Further detail on each of these options is set out below.
Do nothingMake the Completion Payment
Rollover to a new Series of Westpac
SFIs (if available)
If you do not give Westpac a valid
and effective Completion Notice
on or before 5pm (Sydney time) on
the Completion Date, Westpac may
enforce its Security Interest and sell
the Underlying Security.
In these circumstances, if the Market
Value
1
of the Underlying Security
on the Completion Date, less the
Secured Monies, is:
• greater than zero, Westpac will
pay you an Assessed Value
Payment; or
• equal to or less than zero, then
you will not receive an Assessed
Value Payment.
Westpac will pay you the Assessed
Value Payment (if any) within
10 Business Days of the Completion
Date.
Please see Section 5.9 for further
information and examples of
the calculation of the Assessed
Value Payment.
If you wish to make the Completion
Payment and take full legal title to
the Underlying Securities, you must
give Westpac a valid and effective
Completion Notice on or before 5pm
(Sydney time) on the Completion
Date.
A Completion Notice is valid and
effective if:
• it is received by Westpac by 5pm
(Sydney time) on the Completion
Date;
• it has been duly completed;
• the Completion Payment in
respect of each Westpac SFI is
received by Westpac in cleared
funds by 5pm (Sydney time) on the
fifth Business Day after the notice
is given; and
• the person who gives the
Completion Notice is registered
as the Holder of the relevant
Westpac SFIs on the fifth Business
Day after the notice is given.
Assuming these conditions have been
met, the Security Trustee will transfer
full legal title to the Underlying
Security to you within 20 Business
Days of the Completion Date.
If this option is available to you, then
you can make a Rollover Application
– that is, an application for Westpac
SFIs in a new Series of Westpac SFIs
over the same Underlying Securities.
Your Rollover Application, together
with any Rollover Payment, if
applicable, must be received by
Westpac no later than 5pm (Sydney
time) on the Completion Date.
See Section 4.1(iii) for further details.
At least 20 Business Days prior to the Completion Date, Westpac will send you an information pack that specifies the
number of Westpac SFIs you hold in the relevant Series and the Completion Payment for each Westpac SFI that you hold,
and explains your various options on the Completion Date (including whether you are able to roll your Westpac SFIs into
a new series of Westpac SFIs over the same Underlying Security).
4.6 Extraordinary Events and Accelerated Completion Dates
Although each Series of Westpac SFIs expires on the Completion Date specified in the relevant SPDS for the Series,
Westpac may in its absolute discretion (with the consent of the ASX) bring forward the Completion Date to an
Accelerated Completion Date if an Extraordinary Event occurs.
1 Market Value means the market value of an Underlying Security calculated as follows:
(a) where traded on the ASX, the VWAP during the five Trading Days immediately following the relevant date; and
(b) in all other cases, the value determined by Westpac to be the fair market value of that item of property on the relevant date.
16 Westpac Self-Funding Instalments Product Disclosure Statement
(a) What is an Extraordinary Event?
An Extraordinary Event includes, but is not limited to:
• the Underlying Securities being subject to a buy-back
offer, a takeover bid, a scheme of arrangement or a
demerger;
• Westpac or a Listed Entity being delisted;
• the Underlying Securities or Westpac SFIs being
withdrawn from admission to trading status or
suspended; or
• a Trust Tax Change occurring.
Please note that Westpac and the Security Trustee are
under no obligation to accept or reject a buy-back offer
made for the Underlying Securities. Please see clause 12
of the Terms (and the further summary in Section 7 of this
PDS) for more detailed information on what constitutes an
Extraordinary Event.
(b) What happens if an Extraordinary Event occurs?
If an Extraordinary Event occurs in respect of a Series of
Westpac SFIs, Westpac may in its absolute discretion (with
the consent of the ASX) fix an Accelerated Completion
Date, which will become the Completion Date for that
Series of Westpac SFIs. Please see Section 4.5 for further
information on your various options on the Completion
Date (which includes an Accelerated Completion Date).
In these circumstances, Westpac will:
• give you at least 10 Business Days’ written notice of the
Accelerated Completion Date;
• send you an information pack that explains your various
options on the Accelerated Completion Date (see
Section 4.5); and
• make an appropriate ASX announcement.
Westpac will give you a refund in respect of a proportion
of the pre-paid Interest Amount calculated as follows:
(R x D x L) – C
where:
R = AFMA One Year Reference Rate at the previous 30
June;
D = days remaining in the Interest Period divided by 365
1
;
L = the Loan Amount current at the Accelerated
Completion Date; and
C = costs incurred by Westpac in bringing the
Completion Date forward and terminating the Loan.
4.7 Corporate Actions
Corporate Actions in respect of a Listed Entity may occur
and include (but are not limited to) events such as the
Listed Entity reducing its share capital, declaring a rights
issue or reconstructing the Underlying Securities by way of
a consolidation or subdivision.
If a Corporate Action occurs, Westpac will:
• make an appropriate ASX announcement; and
• adjust the terms of the Westpac SFIs to preserve both
the rights of Holders and the value of the Westpac SFIs.
These adjustments will be made in accordance with the
Terms and generally with the consent of the ASX.
Please see the Terms (and the further summary in Section 7
of this PDS) for more information.
4.8 No voting rights
As the Holder of Westpac SFIs, you are not entitled to
receive any annual reports or notices of meetings of the
relevant Listed Entity. You are also not entitled to attend,
speak at or vote at any meeting of members (or a class of
members) of the relevant Listed Entity. You will not become
a shareholder or unitholder in the Listed Entity unless you
make the Completion Payment and discharge the Loan.
Further, the Security Trustee will not exercise any right to
vote in respect of any Underlying Security (whether in its
own right or on your behalf).
4.9 No participation in Dividend
reinvestment plans or other share plans
As the Holder of Westpac SFIs, you cannot participate in
any Dividend reinvestment plans or other share plans of
Listed Entities associated with the Underlying Securities in
which you have a Beneficial Interest.
Further, other Accretions in respect of an Underlying
Security will not be distributed, but will form part of the
Underlying Security, and therefore be subject to the
Security Interest.
1 Or 366 if the relevant period includes 29 February.
17
This Section provides a description of the fees and costs associated with an investment in Westpac SFIs. Before acquiring
Westpac SFIs, you should speak to your financial adviser or broker to make sure you understand the fees and costs
associated with your investment.
The figures and examples used in this Section are for illustrative purposes only and should not be relied upon
to indicate the level of fees and costs that will actually apply to your Westpac SFI. Further, the examples do not
account for any brokerage or commission payable to your broker in connection with your Westpac SFI.
5.1 Cash Application
If you are applying for Westpac SFIs as a Cash Applicant, you make the First Payment in cash to Westpac.
The First Payment is a variable amount that depends on a number of factors including the market price of the Underlying
Security, the Loan Amount and the Initial Interest Amount due on the Effective Date (the date of Acceptance of your
Application). You will also be required to pay with your First Payment any Adviser Service Fee amount you agree to pay to
your adviser under the Adviser Service Fee Facility, as described in section 5.6 below.
The First Payment can be determined using the following formula:
First Payment = P – LA + IIA
where:
P = the market price of the Underlying Security (at the time of Acceptance of the Application)
LA = the Loan Amount
IIA = the Initial Interest Amount
If available, you can obtain indicative amounts of the First Payment for a Westpac SFI in a Series by contacting Westpac
on 1800 990 107.
Example
This example is for illustrative purposes only.
Assume that you wish to make a Cash Application for Westpac SFIs over XYZ shares. The market price of XYZ shares (at
the time of Acceptance of the Cash Application) is $27.50 per share, the Loan Amount is $16.00 and the Initial Interest
Amount is $1.12. Assume also that no Adviser Service Fee is payable. The calculation of the First Payment per Westpac
SFI payable on Application is as follows:
First Payment
= P – LA + IIA
= $27.50 – $16.00 + $1.12
= $12.62
Therefore, you will need to make a First Payment of $12.62 per Westpac SFI in cash to Westpac on Application. In this
example, on a minimum application amount of $2,000, you would receive the number of Westpac SFI determined by
dividing $2,000 by $12.62, rounded down to the nearest whole number of Westpac SFI.
5
Fees and Costs
18 Westpac Self-Funding Instalments Product Disclosure Statement
5.2 Securityholder Application
If you are applying for Westpac SFIs as a Securityholder Applicant, you transfer securities that you already hold to the
Security Trustee and receive a Securityholder Cash Back as a Reinvestment Amount to use for business or investment
purposes (other than investment in residential property).
The Securityholder Cash Back is a variable amount that depends on a number of factors, including the Loan Amount
and the Initial Interest Amount. The Securityholder Cash Back amount will be applied to pay any Adviser Service Fee you
agree to pay to your adviser under the Adviser Service Fee Facility, as described in section 5.6 below.
The Securityholder Cash Back can be determined using the following formula:
Securityholder Cash Back = LA – IIA
where:
LA = the Loan Amount
IIA = the Initial Interest Amount
If available, you can obtain indicative amounts of the Securityholder Cash Back for a Westpac SFI in a Series by contacting
us on 1800 990 107.
Example
This example is for illustrative purposes only.
Assume that you wish to make a Securityholder Application for Westpac SFIs over XYZ shares. For each XYZ share
transferred to the Security Trustee, the Loan Amount is $16.00 and the Initial Interest Amount is $1.12. Assume also that
no Adviser Service Fee is payable. The calculation of the Securityholder Cash Back per Westpac SFI payable by Westpac
to you following Acceptance of your Application is as follows:
Securityholder Cash Back
= LA – IIA
= $16.00 – $1.12
= $14.88
Therefore, you will be entitled to receive a Securityholder Cash Back of $14.88 per Westpac SFI following Acceptance
of your Application. If you agree to pay your adviser an Adviser Service Fee under the Adviser Service Fee Facility, the
Securityholder Cash Back amount will be applied to pay the Adviser Service Fee on your behalf.
5.3 Rollover Application
If you are applying for Westpac SFIs as a Rollover Applicant (if available), you roll your Existing Westpac SFIs into a new
Series of Westpac SFIs over the same Underlying Security that is available and either make a Rollover Payment or receive
a Rollover Cash Back to use for business or investment purposes (other than investment in residential property).
1
Whether you need to make a Rollover Payment, or whether you are entitled to receive a Rollover Cash Back, depends
on a number of factors, including the Loan Amount for your new Westpac SFI, any Prior Series Rebate, the Loan Amount
(Completion Payment) for your Existing Westpac SFI, and the Initial Interest Amount. Any Adviser Service Fee amount
you agree to pay to your adviser under the Adviser Service Fee Facility will be either deducted from the Rollover Cash
Back amount you are entitled to or payable to Westpac along with your Rollover Payment (as applicable), as described in
section 5.6 below.
This can be determined using the following formula:
Rollover Cash Back or Rollover Payment = (NLA + PSR) – (CLA + IIA)
where:
NLA = the Loan Amount for your new Westpac SFI;
PSR = Prior Series Rebate;
CLA = the Loan Amount for your Existing Westpac SFI; and
IIA = the Initial Interest Amount.
1 Superannuation entities can only use the Rollover Cash Back towards acquiring a new Series of Westpac SFI over the same Underlying Security.
19
If the calculation of this amount produces a positive number, then you are entitled to receive the Rollover Cash Back from
Westpac to use for business or investment purposes (other than investment in residential property).
If the calculation of this amount produces a negative number, then you need to make the Rollover Payment to Westpac.
You may direct Westpac to sell down enough Existing Westpac SFIs to satisfy the Rollover Payment.
If the calculation of this amount is zero, then you are not entitled to receive, and you do not need to pay, anything.
If a Rollover Application is available, you can obtain indicative amounts of the Rollover Payment or the Rollover Cash Back
(as appropriate) for a Westpac SFI in a new Series at any time prior to the Completion Date for your Existing Westpac SFI
by contacting Westpac on 1800 990 107.
Example
This example is for illustrative purposes only.
Assume that you already hold Westpac SFIs over XYZ shares, and that you wish to make a Rollover Application for a new
Series of Westpac SFIs over XYZ shares. The Loan Amount for your new Westpac SFI is $22.50, the Prior Series Rebate
is $0.50, the Loan Amount (Completion Payment) for your existing Westpac SFI is $16.00 and the Initial Interest Amount
for the upcoming Interest Period for your new Westpac SFI is $1.12. Assume also that no Adviser Service Fee is payable.
Whether you need to make a Rollover Payment, or whether you are entitled to receive a Rollover Cash Back, can be
determined as follows:
Rollover Cash Back or Rollover Payment
= (NLA + PSR) – (CLA + IIA)
= ($22.50 + $0.50) – ($16.00 + $1.12)
= $5.88
Since the calculation of this amount has produced a positive number, you are entitled to receive a Rollover Cash Back of
$5.88 per Westpac SFI following Acceptance of your Application.
5.4 Initial Interest Amount
The Initial Interest Amount is charged on the Loan Amount (in accordance with the Loan Agreement). It is a variable pre-
paid amount that will differ for each Series of Westpac SFIs and it includes the cost to Westpac of providing Holders with
the protection of a limited recourse Loan.
The Initial Interest Amount is determined by Westpac, in its absolute discretion, based on a number of factors, including:
• the number of days remaining in the Term of the relevant Series of Westpac SFIs;
• the number of days remaining in the relevant Interest Period;
• the prevailing interest rate level set by the Reserve Bank of Australia;
• interest rate levels in the money market;
• volatility and liquidity of the Underlying Security;
• Westpac’s risk management and resourcing costs;
• volatility, liquidity and costs associated with Westpac’s hedging arrangements in connection with Westpac SFIs;
• Westpac’s costs in market-making for Westpac SFIs; and
• Westpac’s margin in relation to monies advanced under the Loan.
20 Westpac Self-Funding Instalments Product Disclosure Statement
Details of how the Initial Interest Amount is payable are set out below.
Who?How is your Initial Interest Amount payable?More information
Cash Applicantsfrom your First Payment Sections 4.1(a)(i) and 5.1
Securityholder Applicantsfrom the proceeds of your Loan Sections 4.1(a)(ii) and 5.2
Rollover Applicants
(if available)
from the proceeds of your new Loan and any
Prior Series Rebate, or if this amount is not
sufficient, by you making an additional Rollover
Payment to Westpac – you may direct Westpac
to sell down enough Existing Westpac SFIs to
satisfy the Rollover Payment
Sections 4.1(a)(iii), 4.5 and
5.3
for a Transferee
in respect of the transfer of a
Westpac SFI on the secondary market
from the Transferee’s LoanSection 5.8
The Initial Interest Amount per Westpac SFI can be determined using the following formula:
Initial Interest Amount
IIA = FP + LA – P
where:
IIA = Initial Interest Amount;
FP =
First Payment for the Westpac SFI (or purchase consideration, if you are an on-market transferee);
LA =
the Loan Amount; and
P =
the market price of the Underlying Security.
You can also obtain the current Initial Interest Amount for each Series of Westpac SFIs by contacting Westpac on
1800 990 107.
Example
This example is for illustrative purposes only.
Assume that you wish to acquire Westpac SFIs over XYZ shares as a Cash Applicant. XYZ shares are trading at $20.00, the
Loan Amount for each Westpac SFI is $10.00 and the First Payment for the Westpac SFI over XYZ is $12.00. No Adviser
Service Fee has been agreed between you and your financial adviser.
The Initial Interest Amount per Westpac SFI over XYZ shares can be determined as follows:
Initial Interest Amount
= FP + LA – P
= $12.00 + $10.00 – $20.00
= $2.00
21
5.5 Interest Amount
The Interest Amount is charged on the Loan Amount (in accordance with the Loan Agreement) and pre-paid on each
Annual Interest Date for the relevant Interest Period.
The Interest Amount is a variable amount that depends on a number of factors, including the Loan Amount, the Interest
Rate (see Section 5.5(a) below), and the number of days in the relevant Interest Period.
(a) Interest Rate
An Interest Amount is charged on each Annual Interest Date as determined by the Interest Rate, which is fixed for
each Interest Period.
The Interest Rate may differ for each Series of Westpac SFIs. The Interest Rate is determined by Westpac, in its absolute
discretion, based on a number of factors, including:
• the prevailing interest rate level set by the Reserve Bank of Australia;
• interest rate levels in the money market;
• Westpac’s costs in market-making for Westpac SFIs;
• Westpac’s risk management and resourcing costs; and
• Westpac’s margin in relation to monies advanced under the Loan.
The Interest Rate shall not be greater than 5% above the AFMA One Year Reference Rate on the Annual Interest Date, or
if this is not a Business Day, the preceding Business Day.
You can obtain the current Interest Rate for each Series of Westpac SFIs by contacting Westpac on 1800 990 107.
(b) Interest Amount payable during the Term
The Interest Amount per Westpac SFI is pre-paid on each Annual Interest Date for the upcoming Interest Period and can
be determined using the following formula:
Interest Amount = LA × IR × (D/365
1
)
where:
LA = the Loan Amount;
IR = the Interest Rate; and
D = the number of days in the Interest Period (for a Westpac SFI).
Example
This example is for illustrative purposes only.
Assume that you hold Westpac SFIs over XYZ shares. On the next Annual Interest Date, the Loan Amount for each
Westpac SFI is $13.00, the Interest Rate applicable (as determined by Westpac) is 8.9% pa and the upcoming Interest
Period is one year. The calculation of the Interest Amount per Westpac SFI payable for the upcoming Interest Period is as
follows:
Interest Amount
= LA × IR × (D/365
1
)
= $13.00 × 8.9% × (365/365)
= $1.157
Therefore, on the Annual Interest Date, you will need to pre-pay an Interest Amount per Westpac SFI of $1.157 for the
upcoming Interest Period, which is paid automatically by increasing your Loan Amount.
1 Or 366 if the relevant period includes 29 February.
22 Westpac Self-Funding Instalments Product Disclosure Statement
5.6 Adviser Service Fee
If you agree to pay your adviser an amount (“Adviser Service Fee”) in connection with applying for Westpac SFIs, you
may request to use the “Adviser Service Fee Facility” as a simple way to make that payment. Under the Adviser Service
Fee Facility, you appoint Westpac as your agent to pay to your adviser on your behalf your specified Adviser Service Fee
amount.
You must set out in your Application Form the amount of the Adviser Service Fee you would like to pay through the
Adviser Service Fee Facility expressed either as a dollar amount or:
• For Cash Applications, as a percentage of the First Payment for your Westpac SFIs; or
• For Securityholder Applications or Rollover Applications, as a percentage of the value of the Underlying Security for
each Westpac SFI you apply for, as at the time the Application for Westpac SFIs is Accepted, minus the Loan Amount
plus the Initial Interest Amount per Westpac SFI at that time.
You must also provide your adviser’s payment details. The Adviser Service Fee Facility is not available if you purchase
Westpac SFIs on the ASX.
For Cash Applications, you will be required to pay to Westpac, with your First Payment, an amount equal to your agreed
Adviser Service Fee, which Westpac will on-pay to your adviser on your behalf.
For Securityholder Applications, your agreed Adviser Service Fee will be deducted from the Securityholder Cash Back
amount payable to you, and Westpac will pay an amount equal to the Adviser Service Fee to your adviser on your behalf.
For Rollover Applications in respect of which:
• you are required to pay Westpac a Rollover Payment, you will be required to:
–pay to Westpac, with your Rollover Payment, an amount equal to your agreed Adviser Service Fee, which Westpac
will on-pay to your adviser on your behalf; or
–direct Westpac to sell down such number of your Existing Westpac SFIs to cover the Adviser Service Fee (in
addition to your Rollover Payment); or
• you are entitled to receive a Rollover Cash Back amount, Westpac will apply your Rollover Cash Back amount towards
payment of your agreed Adviser Service Fee on your behalf.
Pending payment to your adviser of any Adviser Service Fee amount you pay Westpac, the amount will be held in a trust
account. Westpac will keep any interest earned on this account.
Westpac may refuse your request to use the Adviser Service Fee Facility in respect of any Application.
Example
Assume that you wish to make a Cash Application for Westpac SFIs over XYZ shares. The market price of XYZ shares (at
the time of Acceptance of your Application) is $27.50 per share, the Loan Amount is $16.00 and the Initial Interest Amount
is $1.12. Assume also that you agree to pay to your adviser an Adviser Service Fee amount equal to 4% of the First
Payment amount for each Westpac SFI you apply for.
The First Payment per Westpac SFI payable on Application will be $27.50 – $16.00 + $1.12 = $12.62. Therefore the
Adviser Service Fee per Westpac SFI applied for will be 4% x $12.62 = $0.50 per Westpac SFI applied for.
This example is included for illustrative purposes only. It is not intended as an indication of any Adviser Service
Fee amount you may agree with your adviser or any other amount in respect of the Westpac SFI.
23
5.7 Amounts payable during the Term
(a) Self-funding nature of Westpac SFIs
If you hold Westpac SFIs:
• on an ex-dividend date, any Dividends to be paid on the Underlying Security will be used to reduce the Loan
Amount; and
• on each Annual Interest Date, the Interest Amount for the upcoming Interest Period will be payable and is
automatically paid by increasing the Loan Amount.
Example
This example is for illustrative purposes only.
Assume that you apply for Westpac SFIs over XYZ shares on 3 February 2013 with an initial Loan Amount per Westpac
SFI of $21.20. XYZ pays a fully franked cash Dividend of $0.85 per share with an ex-dividend date of 16 February 2013.
The Loan Amount will be automatically reduced by the amount of the Dividend as follows:
Initial Loan Amount (Completion Payment) = $21.20
February 2013 cash Dividend (fully franked) = ($0.85)
Loan Amount (Completion Payment) on 16 February 2013 = $20.35
On the next Annual Interest Date (30 June 2013), the Interest amount per Westpac SFI for the upcoming Interest Period is
calculated to be $1.59. The Loan Amount per Westpac SFI will be automatically increased by the Interest Amount as follows:
Loan Amount (Completion Payment) on 30 June 2013 = $20.35
Interest Amount on 30 June 2013 = $1.59
New Loan Amount (Completion Payment) = $21.94
Therefore, provided that you have given Westpac or the Registry your TFN or ABN or proof of an exemption, you will not
be required to make any additional physical payments during the Term of the Westpac SFIs.
(b) Non-provision of TFN or ABN or proof of an exemption to Westpac
If you hold Westpac SFIs and you do not provide your TFN or ABN or proof of an exemption to Westpac or the Registry,
and a Dividend which is not fully franked is paid on the Underlying Security, you may be required to pay the TFN Amount
to Westpac (see Section 4.2(f)).
Example
This example is for illustrative purposes only.
Assume that you apply for Westpac SFIs over XYZ shares on 3 February 2013, with an initial Loan Amount (Completion
Payment) per Westpac SFI of $21.20. XYZ pays an unfranked cash Dividend of $0.85 per share with an ex-dividend date
of 16 February 2013, and you have not given your TFN to Westpac or the Registry. In these circumstances, an amount of
Tax will be required to be withheld from the unfranked portion of the Dividend and paid to the ATO. The Loan Amount
will be automatically reduced by the remainder of the Dividend, and the TFN Amount (being equal to the amount of Tax
withheld and paid to you by Westpac) as follows:
Initial Loan Amount (Completion Payment) = $21.20
Remainder of February 2013 cash Dividend (unfranked) not withheld = ($0.45)
TFN Amount advanced by Westpac = ($0.40)
Loan Amount (Completion Payment) on 16 February 2013 = $20.35
In these circumstances, the TFN Amount of $0.40 per Westpac SFI will constitute a full recourse loan by Westpac to you
which you will be required to pay to Westpac within five Business Days of the ex-dividend date for the Dividend.
Therefore, if you do not pay the TFN Amount within five Business Days of 16 February 2013 (being the ex-dividend date
for the Dividend), Westpac may recover this amount by enforcing its Security Interest and terminating some or all of your
Westpac SFIs (see Section 4.2(f)). Please note though that Westpac’s rights in this situation are not limited to enforcing its
Security Interest.
24 Westpac Self-Funding Instalments Product Disclosure Statement
Provided that you have given Westpac or the Registry your TFN, ABN or proof of an exemption, investment cash flows
are automatically managed and you will not be required to make any additional physical payments during the Term of
your Westpac SFIs.
5.8 Buying and selling Westpac SFIs on the secondary market
As mentioned in Section 4.1(b), when you buy or sell Westpac SFIs on the secondary market, the only amount paid
or received by you will be the purchase or sale consideration (adjusted for any brokerage or commission paid to your
broker). Several other cash flows occur as a result of the transfer, but no other physical cash amounts are payable or
receivable by you because the sum of these cash flows is zero (as explained below).
(a) Cash flows occurring on the transfer of a Westpac SFI
For each Westpac SFI transferred:
• you (as Transferor) transfer your interest in the Underlying Security to the Transferee (subject to the Security Interest);
• your Loan Amount is reduced by the Interest Refund;
• you may receive Transfer Costs from Westpac or be required to pay Transfer Costs to Westpac (see Section 5.8(b)
below);
• a new Loan will be made by Westpac to the Transferee on the Transfer Date, which will become the Effective Date
under a new Loan Agreement between Westpac and the Transferee pursuant to which the Transferee will pre-pay the
Interest Amount for the upcoming Interest Period; and
• neither you nor the Transferee will be required to make any cash payments, because the remainder of the new Loan
made to the Transferee will be applied to repay your Loan in full.
(b) Transfer Costs
Transfer Costs arise in secondary market transfers of Westpac SFIs where the Interest Refund paid to the Transferor does
not match the Initial Interest Amount paid by the Transferee.
If you sell Westpac SFIs on the secondary market and your Interest Refund is:
• less than the Transferee’s Initial Interest Amount, Westpac pays you the difference; or
• more than the Transferee’s Initial Interest Amount, you pay Westpac the difference.
No cash payments are made or received for Transfer Costs. Transfer Costs are netted against the other cash flows
occurring as a result of the transfer. Specifically, your Loan Amount is automatically increased or decreased as
appropriate.
Example: No cash payments required on the transfer of a Westpac SFI on the secondary market
This example is for illustrative purposes only.
Assume that you (as Transferor) wish to sell your Westpac SFIs on the ASX to an investor (as Transferee). The Loan Amount
for each Westpac SFI is currently $18.50, and on the last Annual Interest Date, the Interest Rate was 9.25% pa. On the
Transfer Date, the Term to the next Annual Interest Date is 100 days and the interest rate applicable to the Initial Interest
Amount has increased to 11.25% pa.
The Interest Refund payable to you (as Transferor) can be calculated as follows:
Interest Refund
= $18.50 × 9.25% × (100/365)
= $0.47
The Initial Interest Amount payable by the Transferee can be calculated as follows:
Initial Interest Amount
= $18.50 × 11.25% × (100/365)
= $0.57
Therefore, Westpac will pay you Transfer Costs of $0.10 (being the difference between your Interest Refund and the
Transferee’s Initial Interest Amount).
25
Here, your Loan Amount ($18.50) is automatically reduced by your Interest Refund ($0.47) and the Transfer Costs ($0.10),
meaning the balance of your Loan Amount is $17.93. As you have sold your Westpac SFI on the secondary market you
have no further obligations with respect to this Loan Amount.
5.9 Amounts payable at maturity
If you do nothing on the Completion Date, Westpac will sell the Underlying Security, pay off the Loan and deduct any
amounts payable to the Security Trustee and costs and Taxes associated with the sale of the Underlying Security and
enforcement of the Security Interest (the Secured Monies), and then pay any net proceeds to you as an Assessed Value
Payment (see Section 4.5).
Example
This example is for illustrative purposes only.
Assume that you hold Westpac SFIs over XYZ shares that are approaching maturity, with a current Loan Amount of $12.00
per Westpac SFI. If you do not give Westpac a valid and effective Completion Notice on or before 5pm (Sydney time) on
the Completion Date, Westpac may enforce its Security Interest and sell the Underlying Security.
In these circumstances, if the Market Value of the Underlying Security is $27.00 and the Secured Monies are $12.14, which
includes the Loan Amount ($12.00) and the costs incurred in connection with the sale equal to 0.5% of the sale proceeds
($0.14), the Assessed Value Payment payable to you can be calculated as follows:
Assessed Value Payment = MV – SM
= $27.00 – ($12.00 + $0.14)
= $14.86
where:
MV = the Market Value of the Underlying Security
1
; and
SM = the Secured Monies.
Therefore, you will be entitled to receive an Assessed Value Payment of $14.86 per Westpac SFI.
If the Secured Monies in this example were equal to or greater than the Market Value of the Underlying Security, you
would not receive an Assessed Value Payment from Westpac, and you would not be required to make any further
payments to Westpac to repay the outstanding Loan Amount.
The amount of the Completion Payment will be set out in the information pack you receive prior to maturity. The amount
of any Assessed Value Payment will be subject to the prevailing Market Value of the Underlying Security at the point of
Completion, so cannot be included in the information pack.
5.10 Adviser remuneration
To the extent permitted by law, Westpac may make certain payments (or provide certain benefits) to approved financial
advisers, brokers and other participating organisations of the ASX in connection with the issue of Westpac SFIs. You
should ask your financial adviser or broker for more information about any such arrangements.
5.11 Other fees, costs and expenses
(a) Tax liabilities
As noted in Section 5.7(b) above, you may be required to pay the TFN Amount to Westpac if the Security Trustee
is required to withhold and pay to the ATO an amount of Tax from the unfranked portion of a Dividend paid on the
Underlying Security in respect of a Westpac SFI, and you are a non-resident or you do not provide your TFN or ABN or
proof of an exemption to Westpac or the Registry.
1 Market Value means the market value of an Underlying Security calculated as follows:
(a) where traded on the ASX, the VWAP during the five Trading Days immediately following the relevant date; and
(b) in all other cases, the value determined by Westpac to be the fair market value of that item of property on the relevant date.
26 Westpac Self-Funding Instalments Product Disclosure Statement
Further, where the Security Trustee receives a demand or assessment for any Tax in respect of your Westpac SFIs or the
Underlying Securities, the Security Trustee may pay that amount and you must pay an amount equal to such Tax to the
Security Trustee on demand.
If GST becomes payable by Westpac or the Security Trustee in connection with any supply made to you under or in
connection with this PDS, then Westpac or the Security Trustee may require you to pay an additional amount on account
of GST.
(b) Other costs
If you do nothing on the Completion Date, or an Accelerated Completion Date on which Westpac has elected to
terminate your Westpac SFIs, or if Westpac enforces its Security Interest over your Westpac SFIs (for example, if you fail
to pay the TFN Amount to Westpac), all fees, costs and expenses incurred in connection with the sale of the Underlying
Securities (such as any brokerage or Tax) must be paid by you.
(c) Additional fee disclosure for Westpac SFIs over units in a managed investment scheme
Westpac SFIs in respect of Underlying Securities that are, or include, units in a managed investment scheme (a “Fund”)
will constitute a managed investment product. Because certain series of Westpac SFIs could be managed investment
products, this PDS is required to include the following information regarding the fees, charges and deductions relevant to
an investment in the Funds.
As at the date of this PDS, Series of Westpac SFIs are available over units in the following Funds:
• iShares S&P/ASX 20 Index Fund;
• iShares MSCI Australia 200 Index Fund;
• SPDR S&P/ASX 200 Fund;
• SPDR MSCI Australia Select High Dividend Yield Fund;
• units in Westfield Trust and Westfield America Trust, which are stapled together along with shares in Westfield
Management Ltd, and together comprise the Westfield Group;
• units in Westfield Retail Trust 1 and Westfield Retail Trust 2, which are stapled together and comprise the Westfield
Retail Trust; and
• units in the General Property Trust which are stapled together with shares in GPT Management Holdings Limited and
together comprise the GPT Group.
The following information relates only to the fees, costs and deductions applicable to the units in each Fund. It does not
take into consideration the fees and charges applicable to the Westpac SFIs (see above for further information on fees
and costs applicable to Westpac SFIs). The fees, costs and deductions charged to a Fund will reduce the value of the
units in that Fund and will also reduce the value of your investment in Westpac SFIs over those units.
Consumer advisory warning
The consumer advisory information below is required by law. The fees and other costs associated with investing in units
in the relevant Fund are described in this section.
27
DID YOU KNOW?
Small differences in both investment performance and fees and charges can have a substantial impact on your
long term returns.
For example, total annual fees and charges of 2% of your fund balance rather than 1% could reduce your final
return by up to 20% over a 30 year period (for example, reduce it from $100,000 to $80,000).
You should consider whether features such as superior investment performance or the provision of better
member services justify higher fees and charges.
You may be able to negotiate to pay lower contribution fees and management costs where applicable. Ask the
fund or your financial adviser.
TO FIND OUT MORE
If you would like to find out more, or see the impact of the fees based on your own circumstances, the Australian
Securities and Investments Commission (ASIC) website (www.moneysmart.gov.au) has a managed investment
fee calculator to help you check out different fee options.
Fees and other costs
This document shows fees and other costs that you may be charged. These fees and charges may be deducted from
your money, from the returns on your investment or from the relevant Fund’s assets as a whole.
Information on tax appears in Section 6 of this PDS.
You should read all of the information about fees and charges because it is important to understand their impact on your
investment.
Unless otherwise stated, all amounts specified in this section include the net effect of GST (i.e. inclusive of any GST less
any reduced input tax credits to which the relevant Fund is entitled).
Type of fee or costAmountHow and when paid
Fees when your money moves in or out of the relevant Fund
Establishment fee
The fee to open your investment.
NilNot applicable
Contribution fee
The fee on each amount contributed
to your investment.
Nil
1
Not applicable
Withdrawal fee
The fee on each amount you take out
of your investment.
Nil
2
Not applicable
Termination fee
The fee to close your investment.
NilNot applicable
1 A transaction fee of $2,050 applies to create units in iShares MSCI Australia 20 Index Fund. The transaction fee to create units in iShares S&P/ASX 20 Index
Fund is $250. The transaction fee to create units in SPDR S&P/ASX 200 Fund is $5,000. The transaction fee to create units in SPDR MSCI Australia Select High
Dividend Yield Fund is $1,000. This amount will not apply to an investment in Westpac SFIs.
The following fees are payable in connection with investing in a series of Westpac SFIs: (i) interest (the Initial Interest Amount and each subsequent Interest
Amount); (ii) any Adviser Service Fee amount you may agree with your adviser in respect of the Westpac SFIs; (iii) brokerage, taxes and other costs may be
payable in certain circumstances, as described above.
2 A transaction fee of $2,050 applies to redeem units in iShares MSCI Australia 200 Index Fund. The transaction fee to redeem units in iShares S&P/ASX 20
Index Fund is $250. The transaction fee to redeem units in SPDR S&P/ASX 200 Fund is $5,000. The transaction fee to redeem units in SPDR MSCI Australia
Select High Dividend Yield Fund is $1,000. This amount will not apply to an investment in Westpac SFIs.
28 Westpac Self-Funding Instalments Product Disclosure Statement
Management costs – The fees and costs for managing your investment
iShares S&P/ASX 20 Index FundManagement fee of 0.24% p.a. of the
net asset value of the Fund.
The management fee is calculated on
the net asset value of the Fund on a
daily basis and is payable monthly or
as otherwise incurred by the Fund.
The deduction of the management
fee is reflected in the unit price of the
Fund.
iShares MSCI Australia 200 Index
Fund
Management fee of 0.19% p.a. of the
net asset value of the Fund.
The management fee is calculated on
the net asset value of the Fund on a
daily basis and is payable monthly or
as otherwise incurred by the Fund.
The deduction of the management
fee is reflected in the unit price of the
Fund.
SPDR S&P/ASX 200 FundAggregate of 0.286% p.a. of the net
asset value of the Fund comprising:
• investment management fee of
0.275% p.a. of the net asset value
of the Fund; and
• responsible entity fee of 0.011%
p.a. of the net asset value of the
Fund.
The investment management fee is
calculated and accrued daily and paid
out of the Fund monthly in arrears
to the investment manager of the
Fund. The amount of this fee can be
negotiated.
The responsible entity fee accrues
daily and is paid out of the Fund
monthly in arrears to the responsible
entity of the Fund. The fee is
calculated as at the last day of each
month. The amount of this fee can be
negotiated.
SPDR MSCI Australia Select High
Dividend Yield Fund
Aggregate of 0.35% p.a. of the net
asset value of the Fund comprising:
• investment management fee of
0.339% p.a. of the net asset value
of the Fund; and
• responsible entity fee of 0.011%
p.a. of the net asset value of the
Fund.
The investment management fee is
calculated and accrued daily and paid
out of the Fund monthly in arrears
to the investment manager of the
Fund. The amount of this fee can be
negotiated.
The responsible entity fee accrues
daily and is paid out of the Fund
monthly in arrears to the responsible
entity of the Fund. The fee is
calculated as at the last day of each
month. The amount of this fee can be
negotiated.
Westfield Retail TrustAggregate of 0.330% of the
combined net asset value of the
Westfield Retail Trust
Reimbursed from the assets as costs
are incurred.
Westfield GroupAggregate of 0.092% of the
combined net asset value of the
Westfield Group
Reimbursed from the assets as costs
are incurred.
GPT GroupAggregate of 0.390% of the
combined net asset value of the
GPT Group
Reimbursed from the assets as costs
are incurred.
Service fees
Investment switching fee
The fee for changing investment
options.
NilNot applicable.
29
Additional explanation of fees and costs
The management costs for each Fund incorporate the management fee, responsible entity fee (if any) and expense
recovery costs (other than abnormal or extraordinary costs and transaction costs). In addition to the management costs,
the responsible entity of each Fund is entitled to be reimbursed from the Fund for any abnormal or extraordinary costs
and expenses not generally incurred during the day to day operations of the Fund (for example, the cost of running a
unitholder meeting).
The maximum fee that may be charged under the constitution of each Fund is as follows:
• iShares S&P/ASX 20 Index Fund – 5% p.a. of the net asset value of the Fund.
• iShares MSCI Australia 200 Index Fund – 5% p.a. of the net asset value of the Fund.
• SPDR S&P/ASX 200 Fund – 0.50% p.a. of the net asset value of the Fund (excluding GST).
• SPDR MSCI Australia Select High Dividend Yield Fund – 1.00% p.a. of the net asset value of the Fund (excluding GST).
• Westfield Group – no maxiumum fee. The fee will be the responsible entity’s reasonable estimate of costs in
providing its services. The responsible entity of each Fund within the Westfield Group is owned by the company that
forms part of the Westfield Group.
In relation to both the SPDR S&P/ASX 200 Fund and SPDR MSCI Australia Select High Dividend Yield Fund, the
investment manager and the responsible entity may agree with investors who are wholesale clients (as defined in the
Corporations Act 2001 (Cth)) to rebate some of the fees or costs on a case by case basis.
Each Fund may also incur transaction costs when transacting to meet investment objectives, for example ordinary
brokerage and transaction fees. The amount of such costs are dependent on a number of different variables, including
the level of trading undertaken by the Fund.
The fees and charges of each Fund can change.
Under special circumstances, the responsible entity of the iShares S&P/ASX 20 Index Fund and the iShares MSCI Australia
200 Index Fund may elect to vary the frequency of its fee collection.
The percentages payable under the Westfield Group and Westfield Retail Trust Funds are estimates, based on the total
assets controlled by the Funds. These figures may change.
Fees and charges are paid from the assets of the Westfield Retail Trust to related parties in the Westfield Group for
property management and development services. These fees and charges are not considered ‘management costs’ of
the Trust, as they would be incurred even if investors purchased the property directly, and not through the Westfield
Retail Trust.
30 Westpac Self-Funding Instalments Product Disclosure Statement
Example of annual fees and costs for investment in units in a Fund – SPDR MSCI Australia Select High Dividend
Yield Fund
This table gives an example of how the fees and costs for a Fund can affect your investment over a one year period.
You should use this table to compare this product with other managed investment products.
EXAMPLE – SPDR MSCI Australia
Select High Dividend Yield Fund
Contribution fees
NilBalance of $50,000 with a
contribution of $5,000 during year
For every additional $5,000 you put in
you will not be charged a contribution
fee.
PLUS
Management Costs
0.35% p.a.For every $50,000 you have in the
fund, you will be charged $175 each
year.
EQUALS
Cost of Fund
If you put in $5,000 during a year and
your balance was $50,000, then for
that year you will be charged fees of:
$175*
What it costs you will depend on
the investment option you choose
and the fees you negotiate with
your fund or financial adviser.
* Additional fees may apply. For illustrative purposes, the above example assumes that the Management Costs were calculated on a balance of $50,000.
It does not take into account Management Costs that would be charged on the additional $5,000 contributed during the year.
The example above does not include any extraordinary expenses that may be recovered by the responsible entity of the
SPDR MSCI Australia Select High Dividend Yield Fund during the year.
The example refers only to the annual fees and costs that relate to the investment in the units in the relevant Fund, it does
not include the fees and charges relating to your Westpac SFIs. Such fees and charges are summarised in section 5 of this
PDS above and include but are not limited to: (i) Interest Amounts payable; (ii) any Adviser Service Fee amount you may
agree with your adviser in respect of the Westpac SFIs; (iii) brokerage, taxes and other costs may be payable in certain
circumstances.
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11475739_8 / -- / <NEW> 000
1 July 2013
The Directors
Westpac Banking Corporation
Level 20 Westpac Place
275 Kent Street
Sydney NSW 2000
Dear Directors
Westpac Self-Funding Instalments
Tax Opinion
The following is our opinion (“Opinion”) on the Australian taxation consequences for certain investors who
borrow funds under a loan (“Loan”) from Westpac Banking Corporation (“Westpac”) to invest in Westpac
Self-Funding Instalments (“Westpac SFI”) as described in this Product Disclosure Statement (“PDS”).
The investor can acquire a Westpac SFI in four ways, via:
• a cash application (“Cash Applicants”);
• a securityholder application (“Securityholder Applicants”);
• a rollover application (“Rollover Applicants”); or
• an acquisition on the secondary market.
Unless otherwise indicated, references to section numbers and other statutory provisions are to provisions in
the Income Tax Assessment Act 1997 (“1997 Act”) or the Income Tax Assessment Act 1936 (“1936 Act”
and together with the 1997 Act, the “Tax Acts”).
Capitalised terms used but not otherwise defined in this Opinion have the same meaning as in the PDS.
1 Scope
This Opinion is based on the Australian taxation laws in effect at the date of this Opinion, the interpretation of
such laws by the courts and relevant administrative practices. These are subject to change, possibly with
retrospective effect, and should be treated with appropriate caution.
This Opinion is not, and is not intended to be exhaustive and does not deal with the position of all taxpayers
who acquire Westpac SFIs. In particular, the Opinion only deals with the taxation consequences:
6
Tax Considerations
6
Ta x Considerations
32 Westpac Self-Funding Instalments Product Disclosure Statement
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• for a person who:
• is an Australian resident taxpayer (including individuals, companies, trusts and complying
superannuation funds) and does not hold the Westpac SFI through a permanent
establishment outside Australia;
• holds the Westpac SFI on capital account and not on revenue account. For example, this
Opinion does not consider an investor who holds the Westpac SFI in the course of a
business that involves trading in financial instruments or securities;
• acquires the Westpac SFI for the purposes of deriving assessable income. In this regard, it
is expected that assessable dividends and/or trust distributions will be received by investors
in relation to the Westpac SFI; and
• will not be denied a deduction under Division 820 of the 1997 Act (the thin capitalisation
provisions) for any interest incurred in relation to the Loan; and
• where the Underlying Securities are shares in a company, the shares are listed on the ASX;
• where the Underlying Securities are units in a trust, the trust will have 300 or more beneficiaries and
is a widely held unit trust for the purposes of the provisions of the tax law dealing with deductions for
prepaid interest;
• where the Underlying Securities are stapled securities, the securities are either:
• shares listed on the ASX; and/or
• units in a trust which has 300 or more beneficiaries and is a widely held unit trust for the
purposes of the provisions of the tax law dealing with deductions for prepaid interest;
This Opinion does not constitute legal or taxation advice to any investor and is of a general nature only. Any
investor who is considering acquiring a Westpac SFI should therefore obtain independent legal and taxation
advice relevant to their particular circumstances from time to time.
2 Summary of conclusions
Subject to the general principles regarding the deductibility of interest and the rules regarding capital
protected borrowings (both of which are discussed below), as well as the more detailed comments in respect
of the Westpac SFI product (also outlined below), the general tax consequences of acquiring and holding the
Westpac SFI may be summarised broadly as follows:
2.1 Deductibility of interest
• To the extent that an investor uses the Loan to acquire the Westpac SFI for the purpose of
producing assessable income (or otherwise uses the Loan for that purpose), the interest on the
Loan, reduced by the amount reasonably attributable to the cost of capital protection in respect of
the Loan, should be deductible for investors. Interest for these purposes includes all interest
amounts whether payable annually in advance, or monthly in arrears, on the Loan (“Interest”).
• The amount reasonably attributable to the cost of capital protection will effectively reduce the
amount of Interest which would otherwise be deductible for investors.
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• For an investor that is a Cash Applicant or Transferee, the remaining Interest which is prepaid by the
investor who is an individual in respect of a period no greater than 12 months should be deductible
when paid, as long as the individual either does not incur the interest in carrying on a business or is
a small business entity taxpayer for the relevant year of income who does not elect for the deduction
to be apportioned. Any remaining Interest which is prepaid by any other investor should be
deductible for that Investor, but the deduction should be apportioned over the relevant interest
period on a pro-rata basis.
• For an investor that is a Securityholder Applicant or a Rollover Applicant, t he deductibility of any
remaining Interest which is prepaid depends on the particular circumstances.
2.2 Distributions
• Broadly, any distributions on the Underlying Securities should be included in the investor’s
assessable income as if those Underlying Securities were held directly by the investor.
• Investors should generally be entitled to any associated tax benefits such as franking credits
(subject to satisfaction of the usual “qualified person” rules).
2.3 Capital Gains Tax (“CGT”)
• A Cash Applicant and a Transferee should acquire the Underlying Securities for CGT purposes at
the time of issue or purchase of the Westpac SFI, respectively.
• A Securityholder Applicant and Rollover Applicant neither acquires nor disposes of their Underlying
Securities fo r CGT purposes the time of issue of the Westpac SFI (as the investor will previously
have acquired the Underlying Securities to which the Loan relates, and will be treated as continuing
to hold those Underlying Securities).
• The repayment of the Loan and the receipt of the Underlying Securities from the Security Trustee
should have no CGT consequences for the investor in relation to those Underlying Securities, as the
investor will be treated as already owning the Underlying Securities.
• The disposal of the Westpac SFI prior to the payment by the investor of the Completion Payment
should result in a disposal of the Underlying Securities by the investor for CGT purposes.
• If the investor repays the Loan and disposes of the Underlying Securities to fund the repayment, a
disposal of the Underlying Securities will occur for the investor. This may result in a capital gain or a
capital loss to the investor with respect to the disposal of those Underlying Securities.
• If the investor fails to pay the Completion Payment when required, the investor should also be
treated as having disposed of the Underlying Securities for CGT purposes. Where the sale price of
the Underlying Securities is less than the Loan Amount, the Investor should be treated as having
disposed of the Underlying Securities by exercising a notional put option.
• Any notional put option should be regarded as having expired in circumstances where it remains
unexercised after the Completion Date, or on an earlier disposal of the Westpac SFI, as the case
may be, and also if the investor fails to pay the Completion Payment when required but the Loan
Amount is repaid in full to Westpac. The expiry should give rise to a capital loss to the investor for
CGT purposes, equal to the amount (if any) of the cost attributable to the put option. The CGT
implications are discussed in more detailed at Part 6 below.
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The tax treatment outlined above assumes that the ATO will accept tax returns lodged by investors on the
basis that the investor is to be treated as holding the Underlying Securities directly for CGT purposes, even
though those Underlying Securities are held by the Security Trustee on trust for that investor. This is
consistent with the ATO’s announcement on 4 November 2010 which stated that the ATO would not be
undertaking any compliance action with respect to investments in instalment warrants in the period prior to
the Government amending the tax law to confirm this longstanding practice of the investor being treated as
holding the Underlying Securities directly.
As noted above, t he Government has announced that it will amend the income tax law to confirm the
practice of treating the investor in an instalment warrant over a listed security as the owner of that security
for income tax purposes. However, draft legislation in relation to these amendments has not yet been
released. Prospective investors should monitor developments
3 Is there a deemed cost of capital protection under the capital protected borrowing rules?
The capital protected borrowings rules operate to determine what portion (if any) of an investor’s total
expenses in relation to a Westpac SFI must be treated for tax purposes as the cost of capital protection in
respect of the Loan. Because the Loan is a limited recourse facility, it is a “capital protected borrowing” for
the purposes of these rules.
Accordingly, the investor will be required to determine each income year whether the investor has a capital
protected borrowing cost for that year under the method statement in section 247-20(3) of the 1997 Act that
gives rise to a notional put option under section 247-20(6) of the 1997 Act. Thus, even though a Westpac
SFI does not confer an explicit put option on an investor, in certain circumstances the rules can deem the
investor to have incurred an amount for a notional put option granted by Westpac.
The rules are very specific and also involve a different methodology for fixed rate, compared to variable rate,
loans. In determining which methodology to apply, an investor should assume that a Westpac SFI involves a
fixed rate for the period of up to one year to which each prepayment of interest relates (and not a variable
rate for either the whole or any part of the term of the Westpac SFI). On that basis, the application of the
rules to a Westpac SFI is summarised below.
How to determine if there is a deemed cost of a notional put option under the capital protected rules
Broadly, under the capital protected borrowing rules, if an Applicant or Transferee:
(a) has incurred costs in an income year in respect of the Westpac SFI (“Total Costs”
(described in detail further below)); and
(b) which exceed the total amount of interest that would have been incurred for the income year
on a borrowing equal to the Loan Amount as at the Issue Date (or, in the case of a
Transferee, the Transfer Date) or the relevant Annual Interest Date, as the case may be, at
the Reserve Bank of Australia’s Indicator Lending Rate for Standard Variable Housing
Loans (currently, for May 2013, amounting to 6.20%), plus 100 basis points on the date on
which the relevant pre-paid Interest was incurred (ie the Issue Date/Transfer Date/Annual
Interest Date) (“Incurred Date Benchmark Rate”),
the excess amount (the “capital protected borrowing cost”) would be deemed to be an amount paid to
acquire a notional put option (“Notional Put Option”), under the so-called "ongoing methodology" in the
capital protected borrowing rules.
For this purpose, the investor’s Total Costs for an income year include all amounts (whether revenue or
capital in nature) incurred by the investor in respect of the Westpac SFI for that income year. However, the
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Westpac Banking Corporation 1 July 2013
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investor’s Total Costs do not include amounts that are not, in substance, for capital protection or interest.
The Total Costs of:
• a Cash Applicant, a Shareholder Applicant or a Rollover Applicant should include any Interest
Amount incurred in the income year, but not any Adviser Service Fee or Taxes; and
• a Transferee should include any Interest Amount incurred in the income year, but not any Transfer
Costs or Taxes.
4 Is the interest amount deductible?
Subject to the comments in paragraphs (a) to (c) below, any prepaid Interest Amount on so much of the
funds borrowed on the Issue Date (in the case of an Applicant) or on the Transfer Date (in the case of a
Transferee) under the Loan should be allowed as a deduction if:
• a Cash Applicant or Transferee acquires their Westpac SFIs for the purpose of producing
assessable income; or
• a Securityholder Applicant applies the “excess Loan Amount” (referred to below) to produce
assessable income; or
• a Rollover Applicant:
• applies the funds borrowed under the Loan to repay the amount outstanding under the Loan
for the Existing Westpac SFI (which was either acquired for the purpose of producing
assessable income or, if the Rollover Application was originally a Securityholder Applicant in
respect of the Existing Westpac SFI, their “excess Loan Amount” (referred to below) in
respect of the Existing Westpac SFI was applied to produce assessable income); and
• to the extent that the Rollover Applicant has an “excess Loan Amount”, applies that “excess
Loan Amount” to produce assessable income.
In each case, the assessable income which is reasonably expected to be produced by the investor from the
investment should be greater than the expected interest expenses.
For a Securityholder Applicant, the “excess Loan Amount” is the proceeds of the Loan remaining after
payment of their Initial Interest Amount, Adviser Service Fee (if any) and Taxes. For a Rollover Applicant,
the “excess Loan Amount” is the proceeds of the Loan remaining after payment of the Initial Interest Amount,
Adviser Service Fee (if any) and the Loan Amount for the Existing Westpac SFI.
The above should not be affected by the fact that the Interest is paid automatically by increasing the Loan
Amount.
(a) Capital protected borrowing rules
If in any income year the investor has a capital protected borrowing cost (under the ongoing methodology
referred to in paragraph 3 above), a portion of the Interest Amount equal to the capital protected borrowing
cost would not be deductible in that income year. Instead, it should be treated as the cost of a Notional Put
Option.
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(b) Borrowing not incurred to produce assessable income
The amount of an interest deduction might be further reduced, or denied, if the investor’s purpose in
incurring the Interest Amount was other than to produce assessable income (for example, under section
51AAA of the 1936 Act, if, or to the extent that, the purpose was to produce capital gains).
(c) Prepayment rules
If a deductible prepaid Interest Amount relates to a borrowing period that ends after the income year in which
the interest prepayment is made, the interest prepayment will generally be fully deductible in the year of
payment if (i) the amount of the payment is less than $1000; or (ii) the investor either is an individual who
does not incur the prepaid interest in carrying on a business or is a small business entity taxpayer for the
relevant year of income (who does not elect for the deduction to be apportioned) and in either case the
period to which the interest prepayment relates is 12 months or less (and ends before the end of the
following income year). In other cases, generally an investor must spread the deduction on a straight line
basis over the entire period to which the interest prepayment relates.
However, a Securityholder Applicant or Rollover Applicant will not be entitled to the full deduction in the year
of payment, but instead must spread the deduction on a straight line basis over the entire period to which the
prepayment relates, if the Securityholder Applicant or Rollover Applicant applies the “excess Loan Amount”
in relation to a “tax shelter arrangement”. (Generally, negatively geared investments in real property,
interests in real property, units in certain widely held unit trusts or listed shares would not be “tax shelter
arrangements”.)
5 Is the Adviser Service Fee deductible?
On the basis that the Adviser Service Fee is payable by the investor in connection with entering into their
Westpac SFI, that Adviser Service Fee would not generally be immediately deductible but should be eligible
for inclusion in the investor’s cost base and reduced cost base in the Underlying Securities (irrespective of
whether the Adviser Service Fee is paid by Westpac under the Adviser Service Fee Facility as agent for the
Investor, or out of the investor’s Loan).
However, where the Adviser Service Fee is payable by the investor in connection with managing their
existing investments, that Adviser Service Fee may be immediately deductible. Affected investors (such as
Rollover Applicants) should seek their own specific advice in this regard.
Where the Adviser Service Fee is paid by Westpac under the Adviser Service Fee Facility out of the
investor’s Loan, this, of itself, should not adversely affect the deductibility of the Interest for investors under
the Loan.
As noted above, to the extent that an investor uses the Loan to acquire property (such as the Underlying
Securities) for the purpose of producing assessable income (or otherwise uses the Loan for that purpose),
the Interest on the Loan, reduced by the amount reasonably attributable to the cost of capital protection in
respect of the Loan, should be deductible for investors.
6 How are distributions to be treated for tax purposes?
Broadly, all of the distributions in respect of the Underlying Securities while the Underlying Securities are the
subject of the Separate Trust should be considered to have been received by the investor as they are made,
as if the investor directly held the Underlying Securities, and notwithstanding that they may be applied to
reduce the Loan Amount. Specific issues are outlined below. The exact consequences depend on whether
the Underlying Securities comprise shares in a company or units in a trust.
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Dividends
Where the Underlying Securities are shares, dividends will be in the form of a dividend or other distributions
in respect of the shares.
Where a dividend or other distribution is franked and the investor is a ‘qualified person’ (see below), the
investor should include in their assessable income the amount of the dividend and the franking credit
attaching to the dividend. This should not change even where the investor agrees to the Security Trustee
and Westpac applying the dividend to reduce the Loan Amount under clause 4.2(d) of the Terms of Issue
and clause 10.7 of the Terms of the Loan. In this regard, the investor should be taken to have legally applied
the dividends at their direction to reduce the Loan Amount and, therefore, the dividends should continue to
be taken to have been received (constructively) by the investor.
An investor should generally be allowed a tax offset equal to the franking credit. This offset should reduce
the tax liability of the investor to the extent that the investor has such a liability. Investors who are resident
individuals or complying superannuation entities and who receive franking tax offsets in excess of their tax
liability should be entitled to a refund of those excess tax offsets. Investors who are companies will not be
entitled to a refund of any excess franking tax offsets, but may be entitled, in effect, to convert any excess
tax offsets into tax losses.
To be a ‘qualified person’ in relation to a franked distribution, an investor must satisfy both the ‘holding period
rule’ (which requires that shares are held at risk for a specified period) and the ‘related payments rule’ (which
requires that, where any shareholder is obliged to pass the benefit of dividends on to others, the shareholder
must hold the shares at risk for a specified period – it is a more onerous test).
Where an investor derives dividend income through a trust, the trustee of that trust must also be a ‘qualified
person’ in relation to those dividends.
These rules do not apply to an investor who is an individual in a particular income year where that
individual’s entitlement to tax offsets amounts to $5,000 or less in that income year.
Where the rules apply to an investor, one of the conditions that the investor must satisfy in order to claim a
tax offset in respect of franking credits attached to a dividend derived from shares is that, broadly, the
investor must have held an interest in the underlying shares for at least 45 days (for ordinary shares) during
a defined period without having entered into arrangements which ‘materially diminish the risks of loss or
opportunities for gain’ (which is calculated by reference to a financial concept known as ‘delta’) from the
shares. An investor who holds or disposes of financial positions, such as options or forward sale contracts,
in relation to shares, should take particular note of these rules.
Specific anti-avoidance provisions are contained at section 177EA of Part IVA of the 1936 Act, which are
designed to stop the trading and streaming of franking credits. As with Part IVA generally, the application of
this section depends on the circumstances of the particular investor and, consequently, investors should
obtain their own tax advice regarding the potential application of this section. However, as a general
comment, we do not consider that a Westpac SFI has any terms or conditions that make it particularly
sensitive to the application of section 177EA.
The franking rules are complex and the application of the rules to each investor will depend upon the
particular circumstances of that investor. Accordingly, each investor should seek independent professional
advice as to whether they will be treated as a ‘qualified person’ in relation to dividends received in respect of
an investment in a Westpac SFI.
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Distributions from public trading trusts or corporate unit trusts
Where the Underlying Securities are units in a trust that is a public trading trust or a corporate unit trust for
the purposes of the 1936 Act, distributions should be treated for tax purposes as if they were dividends or
other distributions in respect of shares (that is, as described under the heading “Dividends” immediately
above).
Distributions from trusts that are not public trading trusts or corporate unit trusts
Where the Underlying Securities are units in a trust that is not a public trading trust or a corporate unit trust
for the purposes of the 1936 Act, the tax implications of holding such Underlying Securities will depend on
the nature of the particular trust. It is therefore not possible to determine conclusively the tax implications of
acquiring or holding such Underlying Securities. However, the following general comments should be noted.
An investor which is presently entitled to any income of the trust should include in their assessable income
the taxable income attributed to the investor as unitholder. The tax treatment of the distribution of income or
capital will typically depend on the character of the amount in the trustee’s hands before it was distributed to
the investor. This should not change even where the investor agrees to the Security Trustee and Westpac
applying the distribution to reduce the Loan Amount under clause 4.2(d) of the Terms of Issue and clause
10.7 of the Terms of the Loan. In this regard, the investor will legally apply the distribution at their direction
to reduce the Loan Amount and, therefore, the distribution should continue to be taken to have been
received (constructively) by the investor.
If the distribution represents an amount that was dividend income in the trustee’s hands, the tax
consequences for the investor of receiving the distribution should be the same as if the distribution were a
dividend (see under the heading “Dividends” above). However, the application of the franking/imputation
anti-avoidance provisions is even more complicated than where the Underlying Securities are shares.
If the distribution represents an amount that was a capital gain in the trustee’s hands, broadly, the
distribution should be treated as a capital gain for the investor. The capital gain may be offset against
revenue or capital losses of the investor. Where the CGT discount has been applied by the trustee to the
capital gain before distribution, the investor will be required to gross up the discounted capital gain for the
purposes of offsetting any capital losses, before applying the CGT discount.
If the distribution represents an amount that was not included in the taxable income of the trust (for example,
an amount that was capital in the trustee’s hands or that represents tax deductions available to the trust and
which is typically referred to as a “tax deferred distribution”), the distribution will reduce the cost base of the
investor’s units in the trust (ie the cost base of the Underlying Security). However, once the cost base has
been reduced to zero, any excess distribution is assessable in full as a capital gain.
7 What is the investor’s cost base in the Underlying Securities for CGT purposes?
The following comments assume that the prepaid Interest Amount is deductible in full to the Applicant. If this
is not the case, an investor should seek their own specific advice on the taxation consequences for
themselves.
(a) Cash Applicant
The cost base for CGT purposes of a Cash Applicant in an Underlying Security is the amount paid by the
Security Trustee to acquire the Underlying Security. This is calculated as the sum of the First Payment and
the Loan Amount as at the Issue Date, less the sum of the Initial Interest Amount, plus the Adviser Service
Fee (where the Adviser Service Fee is not paid out of the investor’s Loan).
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(b) Securityholder Applicant or Rollover Applicant
The cost base in the Underlying Securities:
• for a Securityholder Applicant is, broadly, whatever the Securityholder Applicant originally paid or
gave to acquire the Underlying Securities; and
• for a Rollover Applicant is determined as set out in the PDS for the Existing Westpac SFI. A
Rollover Applicant should not include any Rollover Payment to Westpac in their cost base to the
extent that, for example, the effect of the Rollover Payment is merely to meet the Loan Amount for
the Existing Westpac SFI and the Initial Interest Amount.
(c) Transferee
The cost base of a Transferee in the Underlying Securities is the sum of the amount that the Transferee pays
to the Transferor and the Loan Amount advanced by Westpac to the Transferee at the time of Transfer, less
the Initial Interest Amount incurred by the Transferee at that time.
8 What happens when a Securityholder Applicant or Rollover Applicant transfers their
Underlying Securities to the Security Trustee?
The transfer of the Underlying Securities to the Security Trustee by a Securityholder Applicant or Rollover
Applicant should not involve a CGT Event for CGT purposes.
9 What happens when a Rollover Applicant transfers an Existing Westpac SFI to the Security
Trustee?
The transfer of an Existing Westpac SFI to the Security Trustee should not involve a CGT Event for CGT
purposes.
The Rollover Applicant’s explicit or notional put option (if any) in respect of their Existing Westpac SFI will
cease when the Applicant “rolls over” to the Westpac SFI. The Rollover Applicant may thereby incur a
capital loss equal to the cost base of any Existing Westpac SFI explicit or notional put option.
10 What happens if the investor pays the Completion Payment on or before the Completion Date
and subsequently receives the Underlying Securities?
The Completion Payment is an amount equal to the outstanding Loan Amount.
If the investor pays the Completion Payment, the Underlying Securities should be delivered to the investor.
No CGT Event will occur for CGT purposes when the legal title to the Underlying Securities is transferred by
the Security Trustee to the investor.
Under the capital protected borrowing rules, any Notional Put Option should be taken to have expired at the
end of the term of a Loan if the investor has repaid the full Loan Amount to Westpac (including if the investor
pays the Completion Payment). In these circumstances, the investor should incur a capital loss equal to the
cost base (if any) of the Notional Put Option. The cost base of the Notional Put Option is as described in
paragraph 3 above.
11 What happens if the investor transfers their Westpac SFI before the Completion Date?
On Transfer, the Transferor:
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• disposes of their interest in the Underlying Securities to the relevant Transferee (subject to the
Security Interest);
• obtains from Westpac an Interest Refund, which is applied to reduce the Loan Amount;
• may be required to pay to Westpac, or be entitled to receive from Westpac, Transfer Costs (any
Transfer Costs payable by Westpac to the Transferor are applied to reduce the Loan Amount); and
• repays the outstanding Loan Amount to Westpac in full, as a result of the application of a new Loan
made by Westpac to the Transferee.
On Transfer, a separate CGT event happens for the Transferor in respect of the Underlying Securities and
any Notional Put Option.
(a) Underlying Securities
The capital proceeds will include the sale price of the Westpac SFI received from the Transferee plus the
outstanding Loan Amount, reduced by any Interest Refund. Any Transfer Costs received by the Transferor
from Westpac is likely to be assessable to the investor.
The cost base of the Underlying Securities for the Transferor will be as described in paragraph 7 above, plus
any Transfer Costs the Transferor is required to pay to Westpac.
In the case of a Securityholder Applicant or a Rollover Applicant, they would need to determine and consider
when they acquired their relevant Underlying Securities or their beneficial ownership of the relevant
Underlying Securities, respectively, in order to determine whether the disposal satisfies the 12 months
requirement outlined in paragraph 15 below in order for any disposal of their Westpac SFIs to be eligible for
the CGT discount capital gains concession.
(b) Notional Put Option
The Notional Put Option should be taken to have expired and the Transferor should make a capital loss
equal to the deemed cost base of the Notional Put Option (described in paragraph 3 above).
(c) Interest Refund
Any Interest Refund paid by Westpac to the Transferor will be assessable income to the Transferor in the
year of receipt, to the extent that the Transferor has been entitled to a deduction for payment of the relevant
Interest Amount.
12 What happens if the investor rolls over the Westpac SFI into a new Westpac SFI (if
available)?
The transfer of a Westpac SFI by the investor to the Security Trustee in respect of the new Westpac series (if
available) should not involve a CGT Event for CGT purposes in relation to the transfer of the Underlying
Securities.
The investor’s Notional Put Option (if any) in respect of their Westpac SFI would cease when the investor
“rolled over” to the new Westpac SFI. The investor may thereby incur a capital loss equal to the cost base of
any Westpac SFI Notional Put Option (see paragraphs 3 and 4(a) above).
41
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13 What happens if the investor does nothing on the Completion Date (including an Accelerated
Completion Date)?
On the Completion Date (including an Accelerated Completion Date), the investor can pay the Completion
Payment (see paragraph 10 above), roll their Westpac SFIs into a new Series of Westpac instalments (if
available) (see paragraph 12 above), or do nothing and receive the Assessed Value Payment (if any).
If the investor does nothing:
• For CGT purposes, (but subject to the next dot point) the investor will be taken to have disposed of
the Underlying Securities to Westpac; and for this purpose, the capital proceeds will be the sale
price of the Underlying Securities payable by Westpac and the cost base will be as described in
paragraph 7 above. In addition, under the capital protected borrowing rules, any Notional Put Option
should be taken to have expired if the Loan Amount is repaid in full to Westpac. In these
circumstances, the investor should incur a capital loss equal to the cost base (if any) of the Notional
Put Option. The cost base of the Notional Put Option is as described in paragraph 3 above.
• In the case where the sale price of the Underlying Securities is less than the Secured Monies (the
difference being the “shortfall”), the investor will not be required to pay the shortfall. But, if, under
the capital protected borrowing rules, the investor is deemed to have acquired a Notional Put Option,
then the capital protection under the Westpac SFI will be taken to have been invoked. Accordingly,
the Underlying Securities that is sold to Westpac should be taken to have been disposed of by the
investor as the result of the exercise of any Notional Put Option (if applicable). In these
circumstances, the investor should be taken to have made a capital loss in respect of the disposal of
the Underlying Securities equal to the aggregate of investor’s cost base in the Underlying Securities
plus the cost of any Notional Put Option, less the sale price of the Underlying Securities. However,
the ATO will, based on current practice, reduce the cost base in the Underlying Securities by the
shortfall amount.
14 What happens if there is an Accelerated Completion Date?
If Westpac elects (with the consent of the ASX) an Accelerated Completion Date, then, in addition to the
normal consequences described in paragraph 10, 12 or 13, as the case may be, any refund of pre-paid
interest paid by Westpac to the investor will be assessable income to the investor in the year of receipt, to
the extent that the investor has been entitled to a deduction for payment of the relevant Interest Amount.
15 CGT
The capital gains tax provisions in the 1997 Act apply if a “CGT event” stipulated in the 1997 Act occurs.
A capital gain will arise for a taxpayer if the “capital proceeds” received in respect of the occurrence of a
relevant CGT event are greater than the “cost base” of the asset which is the subject of the CGT event. A
capital loss will arise if the “reduced cost base” (which, in most cases, is equal to (and in this Opinion, unless
otherwise expressly indicated, is assumed to equal) the “cost base”) exceeds the “capital proceeds”.
If a capital gain arises and the asset has been held for at least 12 months (excluding the acquisition and
disposal dates) prior to the date of the CGT event, the taxpayer may be able to claim the discount capital
gains concession, which reduces the nominal capital gain by 50% for individuals and trusts and by 33⅓% for
complying superannuation entities.
This Opinion assumes that (as in the case of other instalment warrants) the ATO accepts that, even though
the Underlying Securities are held by the Security Trustee on trust for the investor, the investor is to be
42 Westpac Self-Funding Instalments Product Disclosure Statement
42 Westpac Self-Funding Instalments Product Disclosure Statement
Westpac Banking Corporation 1 July 2013
11475739_8 Page 12
treated as holding the Underlying Securities for capital gain tax purposes (discussed further at paragraph 21
below).
The date of acquisition of the beneficial interest in the Underlying Securities in the case of a Cash Applicant
is the date of acceptance of their application by Westpac, and in the case of a Transferee is the date of the
contract for the transfer of the Westpac SFIs.
As was noted above, in the case of a Securityholder Applicant or a Rollover Applicant, they would need to
determine and consider when they acquired their relevant Underlying Securities or their beneficial ownership
of the relevant Underlying Securities, respectively, in order to determine whether the disposal of their
Westpac SFIs or the relevant Underlying Securities satisfies the 12 months requirement outlined above in
order for any disposal of their Westpac SFIs to be eligible for the CGT discount capital gains concession.
Capital losses cannot be used to reduce the tax payable on ordinary income, but they can be offset against
any capital gains arising in the current or future income years.
16 Will the commercial debt forgiveness rules affect the tax attributes of the investor if the
limited recourse feature of the Loan comes into effect?
If the limited recourse feature of the Loan comes into effect, there should be a commercial debt forgiveness
under Division 245 of the 1997 Act. However, despite this, none of the tax attributes of investors of such
Loans should be adjusted under the commercial debt forgiveness rules as a result of that commercial debt
forgiveness. This is because there should be no “net forgiven amount” in respect of such a commercial debt
forgiveness to be applied against the tax attributes of such an investor, due to the operation of the special
rule that applies to non-recourse debts in section 245-60 of the 1997 Act.
17 Regime for Taxation of Financial Arrangements (“TOFA”)
The TOFA regime is contained in Division 230 of the 1997 Act. The TOFA regime defines a “financial
arrangement” and sets out the methods under which gains and losses from financial arrangements will be
brought to account for tax purposes.
One of the main features of the TOFA regime is to tax gains from financial arrangements on a revenue basis
and in some cases on an accruals basis over the term of the arrangement.
However, the TOFA regime should not apply to the Westpac SFI or the related investment in Underlying
Securities by:
•individual investors;
•a superannuation entity, management investment scheme or an entity substantially similar to a
managed investment scheme under foreign law with assets of less than $100 million;
•certain financial entities with a turnover of less than $20 million; or
•other entities with a turnover of less than $100 million, financial assets of less than $100 million and
assets of less than $300 million,
unless they elect for the TOFA regime to apply.
A potential investor should seek their own taxation advice in relation to the application of the TOFA regime to
their investment.
43
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18 GST
Generally, GST applies to the supply of goods, services or other things. A range of supplies are input tax
“financial supplies” and are not subject to GST.
No direct GST implications should arise to an investor where the supplies they acquire or make as a result of
their investment in a Westpac SFI do not relate to the carrying on of an enterprise (that is, an activity which
constitutes a business or trade).
An investor should seek and rely on their own GST advice where the supplies they acquire or make in
connection with their investment in a Westpac SFI relate to the carrying on of an enterprise by them.
19 Stamp Duty
Assuming that the Westpac SFIs and the relevant Underlying Securities will be quoted on the ASX at the
time of the relevant transaction, there should be no stamp duty payable in respect of:
•the issue or creation of Westpac SFIs;
•the on-market transfer of a Westpac SFI as a consequence of the on-market purchase or sale of a
Westpac SFI;
•any transfer of an Underlying Security to the Security Trustee on acceptance of an Application by
Westpac;
•the transfer of Underlying Securities to an investor on or following payment of the Completion
Payment;
•the Loan; or
•the Security Interest.
The comments above assume that:
•no investor (together with any related or associated persons for the purposes of stamp duty law) will
hold 90% or more of the interests in the entities to which the Underlying Securities relate (including
through the Westpac SFIs);
•the Security Trustee does not and will not hold the Underlying Securities on the day of the grant of
the Security Interest; and
•the Security Interest will be granted prior to the issue of any Accretions to the investor with respect
to the relevant Underlying Security.
20 Tax File Number (“TFN”) or Australian Business Number (“ABN”)
As outlined in the Investment Overview, and paragraphs 2.9, 3.4, 4.2, 5.7 and 5.11 of this PDS, if the
investor does not provide the Security Trustee with their TFN or ABN (as applicable) or proof of an
exemption, the Security Trustee may be required to withhold an amount from any dividends or distributions
paid on the Underlying Securities.
44 Westpac Self-Funding Instalments Product Disclosure Statement
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11475739_8 Page 14
21 Tax reform
The Government has announced that it will amend the income tax law to confirm the practice of treating the
investor in an instalment warrant over a single exchange traded security in a company, trust or stapled entity
as the owner of the listed security for income tax purposes. This will also be extended to instalment warrants
and receipts over direct and indirect interests in listed securities, as well as unlisted securities in widely held
entities and bundles of these assets. This is consistent with the tax treatment outlined above.
The tax treatment outlined above therefore assumes that the ATO will accept tax returns lodged by investors
on the basis that each investor is to be treated as holding the Securities in the Underlying Securities directly
for CGT purposes, even though those securities are held by the Security Trustee on trust for that investor.
This is consistent with the ATO’s announcement on 4 November 2010 which stated that the ATO would not
be undertaking any compliance action with respect to investments in instalment warrants in the period prior
to the Government amending the tax law to confirm this longstanding practice of the investor being treated
as holding the Securities in the Underlying Securities directly.
However, draft legislation in relation to these amendments has not yet been released. Potential investors
should monitor developments.
Potential investors should also note that significant reforms of the Australian trust income tax provisions have
been proposed and other developments have occurred (such as the Federal Court decision in Colonial First
State Investments Limited v Commissioner of Taxation [2011] FCA 16 dealing with the application of those
provisions, and the release by the Government in July 2012 and October 2012 of discussion papers in
connection with that decision) which may impact on their investment. Potential investors should similarly
monitor developments in this area.
The ATO are also currently examining wholesale and retail financial products in order to identify products
and product features that are of concern to the ATO. Features being examined include arrangements
whereby investors grant a call option, or rights that function in exactly the same way as a sold call option,
including the treatment of any option premiums (which would generally give rise to assessable income for
the recipient). Whilst the outcome of this review is unknown, we do not consider that a Westpac SFI has any
specific features that make it particularly sensitive to the review undertaken to date.
It cannot be determined how future changes to the law or associated administrative practices could impact
on an investor covered by this taxation summary. A potential investor should seek independent professional
advice as required.
Yours faithfully
Richard Snowden
Partner
45
This section contains a summary of some of the legal
terms of the Terms of Issue that have not been discussed
elsewhere in this PDS. To the extent of any inconsistency,
the Terms of Issue prevail over this summary. The Terms
of Issue are available by contacting Westpac on
1800 990 107.
7.1 Significant legal provisions of the
Trust Deed
The Underlying Securities are held by Net Nominees
Limited ABN 94 090 122 375, Westpac’s Authorised
Representative (as Security Trustee) on trust for Holders
(subject to any Security Interest of Westpac). The Trust
Deed sets out the rights, powers, obligations and liabilities
of the Security Trustee and each Holder in relation to the
Underlying Securities.
(a) Nature of the trust and creation of Security
Interest
The Security Trustee undertakes to hold each Underlying
Security on a Separate Trust as trustee for the Holder on
the terms and conditions of the Terms of Issue.
Each Holder has a vested and indefeasible interest in, and
is presently entitled to any income derived by the Security
Trustee in respect of, that Holder’s Separate Trust.
Each Holder acknowledges that the Security Trustee, as
trustee for each Holder, may separately mortgage or offer
to mortgage to Westpac each Underlying Security to
secure the repayment of the Loan Amount.
(b) Limited liability and limited obligation of
Security Trustee
The liability of the Security Trustee for losses or liabilities
arising under or in connection with the Trust Deed is
limited to the extent to which the Security Trustee is
actually indemnified against those losses or liabilities out of
the property of the Separate Trusts, provided that the loss
was not caused by the Security Trustee’s own dishonesty
(or that of its officers or employees), a wilful breach of trust
or its own gross negligence.
Except where required by the express terms of the Trust
Deed, the Security Trustee is not obliged to act in any
particular manner, to consult with Holders, keep itself
informed as to the state of affairs of Westpac or any Listed
Entity, monitor Westpac’s compliance with the Trust Deed
or any other agreement, provide Holders with financial
information about Westpac or any Listed Entity, use its own
funds for the payment of costs or expenses, or prepare
accounts or returns in respect of the Separate Trusts.
(c) Replacement of Security Trustee
The Security Trustee may resign or be removed by
Westpac provided there is another trustee appointed in
its place. On appointment, the successor Security Trustee
has all the rights, powers and obligations of the retiring
Security Trustee.
(d) Amendment of Separate Trusts
The Security Trustee may by supplemental deed make
any modification, variation, alteration or deletion from the
terms of the Separate Trusts:
(i) which in the opinion of Westpac does not affect,
in any material way, the rights, conditions and
obligations of Westpac and the Holders relating
to Westpac SFIs and does not affect the Holder’s
beneficial interest in the Underlying Security or their
present entitlement to the income;
(ii) is authorised by a resolution of Holders (in
accordance with the provisions for obtaining such
resolutions set out under the Terms); or
(iii) does not apply to any current Westpac SFIs.
(e) Underlying Securities Lending
The Security Trustee is permitted to lend Underlying
Securities to members of the Westpac Group on the
condition that the number of Underlying Securities
retained by the Security Trustee is, at all times, equal to
or greater than the number of Westpac SFIs registered
in the name of Holders who are not members of the
Westpac Group.
7.2 Significant legal provisions of the Terms
(a) Effect of Terms
The rights, powers, obligations and liabilities of Westpac
and each Holder in respect of Westpac SFIs are set out in
the Terms. By subscribing for or acquiring Westpac SFIs, a
Holder agrees to be bound by the Terms. The Terms bind
Westpac and each Holder in respect of their obligations
to each other. Any promise taken to be given by a Holder
under the Terms is also taken to be given by the Holder
to and for the benefit of the Security Trustee. A Holder
cannot enforce the Terms against other Holders, and a
Holder is not responsible for the obligations of Westpac or
any other Holder.
(b) No guarantee of Security Trustee’s performance
Westpac does not guarantee the Security Trustee’s
performance of its duties under the Trust Deed and
nothing in the Terms is to be taken as a representation by
Westpac that the Security Trustee will perform or comply
with its obligations under the Terms.
7
Summary of Significant Legal
Provisions of the Terms of Issue
46 Westpac Self-Funding Instalments Product Disclosure Statement
(c) Delisting, withdrawal of trading status or
suspension
Westpac SFIs may be halted or suspended from trading
on the ASX if the ASX deems such action appropriate
in the interests of maintaining a fair and orderly market
in a Series of Westpac SFIs or in the relevant Underlying
Securities. Similarly, the ASX may halt or suspend Westpac
SFIs where it considers such action to be in the best
interests of the public or where it deems it necessary
to protect Holders. Factors that may affect the ASX’s
decision include circumstances where the ASX has been
advised that a Listed Entity is about to make an important
announcement affecting its securities, the presence of any
unusual conditions or circumstances or Westpac’s inability,
unwillingness or failure to comply with the ASX Operating
Rules. Further, the ASX may, in its absolute discretion,
decide to halt or suspend Westpac SFIs where it thinks fit.
If Westpac SFIs or the Underlying Securities are delisted,
withdrawn from admission to trading status or suspended,
Westpac may accelerate the Completion Date (with the
consent of the ASX).
(d) Trust Tax Change
If a Trust Tax Change:
(i) occurs; or
(ii) in the reasonable opinion of Westpac is expected to
occur,
Westpac may (with the consent of the ASX) decide to take
such Reasonable Action as may be appropriate in the
circumstances with the intent of enabling the Westpac SFIs
to remain on issue until the Completion Date.
(e) Takeovers of Listed Entities
If an announcement of an intention to make a takeover
bid is made or offers are made under a takeover bid in
respect of the Underlying Securities, Westpac may at its
discretion (with the consent of the ASX) accelerate the
Completion Date.
However, you may not be able to participate in the
takeover bid, as you can only take delivery of the
Underlying Securities after making the Completion
Payment. Once the Completion Payment is made, delivery
of Underlying Securities can take up to 20 Business Days.
Further, the terms of the particular bid and the provisions
of the Corporations Act may mean that the Underlying
Securities acquired by the Holder are not subject to the
takeover. Westpac and the Security Trustee undertake only
to deliver the Underlying Securities in accordance with the
Terms and the Trust Deed. In particular, neither Westpac
nor the Security Trustee will accept any takeover bid on
behalf of any existing Holder.
If compulsory acquisition of the Underlying Securities takes
place after the conclusion of a successful takeover bid, the
proceeds will be distributed in accordance with the Order
of Payment and the Westpac SFIs will be cancelled.
Similar procedures may be followed if there is a scheme
of arrangement or a buy-back affecting the Underlying
Security, as determined by Westpac at its discretion (and
with the consent of the ASX).
(f) Takeovers of Westpac SFIs
If there is an offer to acquire all Westpac SFIs in a Series,
neither Westpac nor the Security Trustee is obliged to
respond to the offer but may direct the Security Trustee
to take such Reasonable Action as it may be advised and
shall not be liable to any Holder or other person for taking
Reasonable Action.
(g) Demergers of Listed Entities
If an announcement is made by a Listed Entity of an
intention to undertake a demerger, the Completion Date in
relation to the particular Series of Westpac SFIs may, with
the ASX’s consent, be brought forward by Westpac.
If a Listed Entity undertakes a demerger, Westpac may
direct the Security Trustee to take Reasonable Action:
(i) in order to dispose of the Underlying Securities or the
demerged securities acquired by the Security Trustee
and distribute the net proceeds in accordance with
the Order of Payment or to the Holders; or
(ii) in order to enable Westpac to reconstruct the
Westpac SFIs and the Loan and issue a new series of
Westpac SFIs over the demerged securities.
(h) Bonus issues and rights issues of the securities
If a Listed Entity makes a bonus issue to holders of
Underlying Securities, the securities issued will be
Accretions subject to the Security Interest.
Where a Listed Entity gives holders of Underlying
Securities the right to acquire securities under a rights
issue (whether the rights issue is renounceable or non-
renounceable), neither Westpac nor the Security Trustee
will have an obligation to accept or deal with such rights
and the Completion Payment will not change. However,
Westpac may take (and may direct the Security Trustee
to take the steps necessary to give effect to) Reasonable
Action to confer a benefit on Holders arising from the
rights issue.
(i) Reduction of capital
If a Listed Entity reduces its capital by distributing cash,
securities or other assets (other than demerged securities),
without cancelling any Underlying Securities, Westpac or
the Security Trustee must either:
47
(i) receive and pay the cash and, if directed by Westpac,
sell the securities and other assets and pay the
proceeds in accordance with the Order of Payment;
or
(ii) if the cash, securities or other assets are compulsorily
applied to acquire new securities pursuant to
a scheme of arrangement, receive and pay any
remaining cash and, if directed by Westpac, sell
the remaining securities and apply the proceeds in
accordance with the Order of Payment.
Where a Listed Entity reduces its capital by cancelling
any Underlying Securities, Westpac will receive any cash
distribution and the proceeds of sale of any distribution
of Underlying Securities or other assets and pay them in
accordance with the Order of Payment. Where all of the
Underlying Securities are cancelled by the relevant Listed
Entity, the Westpac SFIs will be cancelled.
(j) Subdivision or consolidation of Underlying
Securities
Westpac can, in certain circumstances, subdivide or
consolidate the Underlying Securities if a Listed Entity
divides, consolidates or similarly reconstructs its securities.
The Underlying Securities remain subject to the Security
Interest and the Completion Payment does not change.
For example, Westpac can substitute the new securities
with the Underlying Securities. However, Westpac can only
exercise these powers if the rights of Holders will not be
prejudiced and the new Underlying Securities correspond
to the relevant Westpac SFIs.
(k) Corporate Actions and reconstruction
Where there is a Corporate Action by a listed Entity, and
new securities are issued by the entity or acquired by the
Security Trustee, in determining the composition of the
Underlying Parcel, the number must be a whole number.
Westpac may direct the Security Trustee to sell such new
securities and include the proceeds in the Underlying
Parcel or distribute the proceeds to Holders. Any cash
amount included in the Underlying Parcel must be applied
by the Security Trustee as directed by Westpac.
Westpac may (with the consent of the ASX) reconstruct
Westpac SFIs in the event of a consolidation or subdivision
of Underlying Securities or if, as a result of a Corporate
Action, the number of Underlying Securities increases or
decreases. Reconstruction may also take place generally
with the consent of Holders.
(l) Reasonable Action
Reasonable Action means action taken by Westpac, or by
the Security Trustee, which is taken after consultation with
Westpac, and which is lawful, practicable, does not create
a risk of liability for Westpac or the Security Trustee that is
unacceptable to either, and is otherwise reasonable.
Where, in relation to a Prescribed Event, the Terms fail
to achieve the intended result, result in or fail to avoid
material prejudice to the exercise value of Westpac SFIs,
result in the exercise value being unable to be determined,
or otherwise prejudice the interest of Holders, Westpac
may direct the Security Trustee (with the consent of
the ASX) to take Reasonable Action. The Reasonable
Action is to attempt to place the Holders in an economic
position in relation to their Westpac SFIs that is similar, as
reasonably practicable, to the economic position prior to
the Prescribed Event.
(m) The payment of Taxes, GST and stamp duty
The Terms include provisions regarding payment of Tax
and stamp duty.
(n) Amendment of Terms
Westpac, with the written consent of the Security Trustee,
may by supplemental deed make any modification,
variation, alteration, deletion from or addition to the Terms
from time to time:
(i) with the approval of a resolution of the Holders;
(ii) with the consent of the ASX:
(A) if the amendment is necessary in the opinion of
Westpac to comply with any statutory or other
requirements of law or any requirement of the
ASX; or
(B) to rectify any defect, manifest error or ambiguity
in the Terms where the amendment does not
materially prejudice the interests of Holders;
(iii) to permit transfers by a method other than as set out
in the Terms;
(iv) in the case of an adjustment or nomination of an
Extraordinary Event as set out in the Terms; or
(v) where, in the reasonable opinion of Westpac, the
amendment does not materially prejudice the
interests of Holders.
(o) Resolution of Holders
Voting rights in respect of Westpac SFIs are on a one-for-
one basis.
Votes cast by Westpac or its associates must be
disregarded.
A resolution of Holders may only be passed where
Westpac notifies every Holder of the meeting within
15 Business Days prior to the meeting and supplies each
Holder with blank proxy forms.
48 Westpac Self-Funding Instalments Product Disclosure Statement
8.1 Description of Westpac
(a) General
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 retail, business
and institutional banking and wealth management services.
As at 30 September 2012, our market capitalisation was
$76.5 billion and we had total assets of $675 billion.
Further information about Westpac is available on our
website at www.westpac.com.au
(b) Disclosure obligations
Westpac is a disclosing entity under the Corporations
Act and has continuous disclosure obligations under that
Act and the ASX Listing Rules. This means that, subject to
certain exceptions, Westpac must disclose to the ASX any
information concerning it that a reasonable person would
expect to have a material effect on the price or value of
Westpac’s securities. Copies of the information disclosed
to the ASX can be viewed on the ASX website at
www.asx.com.au.
(c) Documents available
Westpac will provide a free copy of its most recent annual
report and half-yearly report to any person who requests
such a copy during the Offer Period by reference to this
PDS. If you wish to obtain such a copy, you may contact:
Westpac Group Investor Relations
Level 20
275 Kent Street
Sydney NSW 2000
Phone: (02) 8253 3143
(d) Updated information
You can obtain up-to-date information about Westpac, as
well as view, download or print Westpac’s annual reports
and financial results, by visiting Westpac’s Investor Centre
website at www.westpac.com.au.
8.2 General superannuation considerations
Superannuation entities, such as self managed
superannuation funds, approved deposit funds or pooled
superannuation trusts, are subject to restrictions on
borrowings and the types of investment undertaken
pursuant to the SIS Act and the SIS Regulations.
Given the serious ramifications that a breach of the SIS Act
and the SIS Regulations could have for a superannuation
entity (including the loss of the entity’s concessional
tax status), it is strongly recommended that before
undertaking any investment in Westpac SFIs, or dealing
with your investment in Existing Westpac SFIs or other
instalment warrants, superannuation entities obtain their
own independent professional advice as to whether
Westpac SFIs are an appropriate investment.
The application of the SIS Act and the SIS Regulations
will be dependent upon the circumstances of each
superannuation entity. As a general overview, subject
to the satisfaction of certain conditions, the SIS Act now
permits superannuation entities to borrow money to invest
in certain instalment warrants as well as ‘refinance’ an
existing borrowing, provided that the investment satisfies
each of the following conditions:
• the borrowed money is or has been applied to acquire
an ‘acquirable asset’ that the superannuation entity
would not otherwise be prohibited from acquiring (i.e.
investment restrictions, including those pertaining to in-
house assets and the acquisition of certain assets from
a related party of the superannuation entity, continue
to apply);
• the asset acquired is held on trust so that the
superannuation entity receives a beneficial interest in
the asset;
• the superannuation entity has the right to acquire legal
ownership of the asset; and
• the lender’s right of recourse under the arrangement in
the event of default must be limited to rights referable
to the asset acquired under the arrangement (i.e.
the lender must not have a right of recourse to the
superannuation entity’s existing assets).
Superannuation entities investing in instalment warrants
are still required to comply with other rules pertaining
to investments, including the prohibition preventing the
trustee of a superannuation entity giving a charge over,
or in relation to, an existing asset of the superannuation
entity. Further, the trustee of a superannuation entity is still
required to demonstrate the appropriateness of including
instalment warrants in the entity’s overall investment
strategy.
Superannuation entities may purchase Westpac SFIs by
way of a Cash Application, via an on-market purchase or by
way of a Rollover Application from their Existing Westpac
SFIs into a new Series of Westpac SFIs issued under this
PDS or SPDS over the same Underlying Securities.
1
Example
This example is for illustrative purposes only.
Assume you are a superannuation entity and you wish to
make a Rollover Application from your Existing Westpac
SFIs (issued under this PDS) into another Series of Westpac
SFIs over the same Underlying Securities. The existing
Terms of Issue state that, upon making an application
to ‘roll’ your investment into another Series of Westpac
SFIs, you are able to discharge your obligations under
your existing Loan without legal title to the Underlying
Securities being transferred to you. In these circumstances,
8
Additional Information
1 Provided that the Rollover Cash Back (if any) is used to acquire further Series of Westpac SFIs over the same Underlying Securities. Westpac will automatically
apply a Rollover Cash Back as a Reinvestment Amount to acquire further Westpac SFIs of the same Series if it receives a Rollover Application from an entity it
considers to be a superannuation entity.
49
a rollover into a new Series of Westpac SFIs should not
contravene the SIS provisions.
By way of contrast, if you are a superannuation entity that
has an investment in an instalment warrant issued under
a different PDS, your ability to rollover into Westpac
SFI (issued under this PDS) will be dependent upon the
terms of issue of your original investment.
As the Securityholder Application process effectively
requires that the Security Trustee create a charge
over an existing asset of the superannuation entity (in
contravention of the SIS Regulations), Westpac will not
accept Securityholder Applications which it considers have
been made by superannuation entities.
Only superannuation entities who are able to provide a
TFN or ABN should consider investing in Westpac SFIs. If
the Security Trustee is required to withhold an amount of
Tax from the payment of a Dividend, an additional loan
(immediately payable on a full recourse basis referable to
the TFN Amount) will be used by Westpac to reduce the
Loan Amount of the Westpac SFI. This is likely to result in
a superannuation entity being deemed to be borrowing in
contravention of the SIS Act.
8.3 Market activities of Westpac
Members of the Westpac Group and/or brokers appointed
by Westpac may apply for Westpac SFIs to facilitate
market-making activities that may be undertaken in
relation to Westpac SFIs. These entities will (as and when
practicable) arrange for buy and sell quotations to be
provided for Westpac SFIs on the ASX to help maintain
liquidity.
Members of the Westpac Group reserve the right to buy
back Westpac SFIs that have been issued or to facilitate
those Westpac SFIs being either cancelled or resold by
Westpac. Westpac SFIs may also be issued after the
commencement of trading on the ASX if the issue is not
fully subscribed. Westpac reserves the right to issue more
Westpac SFIs in each Series without your consent, subject
to the consent of the ASX.
8.4 Clearing House Electronic Subregister
System (CHESS)
Westpac SFIs will be CHESS Approved Securities in
accordance with the ASX Operating Rules and the ASX
Settlement Operating Rules. In addition to the CHESS
Subregister, Westpac will maintain an electronic Issuer
Sponsored Subregister. These two subregisters together
will constitute Westpac’s principal register of holdings.
Under CHESS, on issue of Westpac SFIs, Holders will
be provided with a Holding Statement (similar to a
bank statement) instead of a certificate, which sets out
the number of Westpac SFIs issued (or subsequently
transferred) to each Holder. The Holding Statement will
also advise the Holder of the HIN (for a CHESS Subregister
holding) or the SRN (for an Issuer Sponsored Subregister
holding). CHESS will provide Holders with a Holding
Statement after the end of any month during which there
has been a change in the balance of their holding.
An Applicant will need to be either a participant in CHESS
or be sponsored by a participant in CHESS in order to hold
Westpac SFIs on the CHESS Subregister. Westpac SFIs not
held on the CHESS Subregister will be entered on to the
Issuer Sponsored Subregister.
8.5 Distribution of this PDS
Westpac will provide a copy of this PDS (which may be
updated by a relevant SPDS) on request to any person
resident in Australia during the Offer Period.
Alternatively, the PDS and any SPDS can be viewed,
downloaded or printed by visiting Westpac’s website
at www.westpac.com.au/structuredinvestments during the
Offer Period, or otherwise by calling us on 1800 990 107.
8.6 Electronic version of this PDS
If this PDS has been accessed electronically, it must be
downloaded in its entirety from Westpac’s website.
Applications will only be considered where the Application
Form has accompanied the electronic version of the PDS
and, by making an Application, you declare that you were
given access to the electronic version of the PDS together
with the Application Form. The offer of Westpac SFIs
constituted by this PDS is only available by this method to
persons accessing, downloading or printing the electronic
version of the PDS in Australia.
8.7 Substantial holders, takeovers and
associations
The acquisition of Westpac SFIs may have implications
for you (particularly substantial holders) under Chapters
6, 6A, 6B and 6C of the Corporations Act. The precise
implications depend on your particular circumstances.
The following summary of the law as at the date of this PDS
is provided to assist you in identifying some of the practical
obligations that may arise from holding Westpac SFIs. Your
obligations will, however, be affected by your individual
circumstances and you should obtain your own advice.
As soon as you acquire a Westpac SFI, you will have a
‘relevant interest’ in each Underlying Security in which you
have a Beneficial Interest. Disclosure obligations (including
obligations on substantial holders) and limitations on
acquisitions, under Chapters 6, 6A, 6B and 6C of the
Corporations Act, may (depending on your voting power in
the Listed Entity) affect you in respect of acquiring, holding
and disposing of Westpac SFIs.
ASIC has issued Class Order 02/926, which applies in
respect of Westpac SFIs issued under this PDS, so as
50 Westpac Self-Funding Instalments Product Disclosure Statement
to modify the Corporations Act to disregard Westpac’s
associations and relevant interests under section 608
for the purposes of Chapters 6, 6A, 6B and 6C arising
solely from the issue of Westpac SFIs unless and until
the Completion Payment is made. You should be aware
that you yourself are not granted relief under Class Order
02/926 other than in respect of any association with
Westpac that arises merely because of Westpac SFIs.
ASIC has also issued Class Order 02/927, which applies
in respect of Westpac SFIs issued under this PDS, so as
to modify the Corporations Act to disregard any relevant
interest in the Underlying Securities which the Security
Trustee holds under the Trust Deed and in accordance with
t he Ter ms.
8.8 Foreign Holders
If you are a foreign person, you should be aware of the
restrictions placed on foreign acquisitions and ownership
of shares and units in Australian companies and trusts
under the Foreign Acquisitions and Takeovers Act 1975
(Cth). The acquisition of Westpac SFIs may affect your
legal position under this Act. Foreign ownership of shares
and units in Australian companies and trusts may also
be restricted under other Commonwealth legislation, or
under Commonwealth Government policy, for example in
relation to Australian banks and other financial institutions,
insurance companies and companies in the media and
telecommunications sector. If you are a foreign person, you
should seek your own independent legal advice as to the
nature and applicability of these restrictions in the context
of Westpac SFIs.
8.9 Shareholding limits or restrictions
Some Listed Entities may be subject to legislation which
prescribes maximum shareholding limits for shareholders
or other restrictions which may prohibit or limit the
interests in that Listed Entity that you may acquire. You
should inform yourself of the restrictions that may apply in
the context of your investment in Westpac SFIs.
8.10 Information about the Listed Entities
and the Underlying Securities
Information in this PDS and any SPDS relating to the Listed
Entities and the Underlying Securities has been prepared
by Westpac using publicly available information only. Each
of the Listed Entities is subject to continuous and periodic
disclosure requirements under the ASX Listing Rules and
the Corporations Act.
Under the continuous disclosure regime, subject to certain
exceptions, once a Listed Entity becomes aware of any
information concerning it that a reasonable person would
expect to have a material effect on the price or value of
the Listed Entity’s securities, then the Listed Entity must
immediately disclose to the ASX that information.
Listed Entities are also subject to periodic disclosure
requirements relating to the lodgment of half-year reports,
preliminary final reports and annual reports.
Continuous disclosure announcements and periodic
reports are lodged with ASIC and the ASX and are
available from the ASX’s website at www.asx.com.au,
information service providers and generally the relevant
Listed Entity’s website. The relevant Listed Entities and
their Underlying Securities will be set out in the relevant
SPDS for the Series of Westpac SFIs being offered. To
obtain more information about these Listed Entities and
the Underlying Securities, as well as Westpac SFIs over
such Underlying Securities, please consult with your
licensed financial adviser.
As noted in Section 3.2, the market price of the Underlying
Securities and the volatility of that price are variable factors
which impact upon the value of Westpac SFIs.
8.11 Anti-money laundering regulations
Westpac is bound by laws about the prevention of money
laundering and the financing of terrorism, including the
Anti-Money Laundering and Counter-Terrorism Financing
Act 2006 (AML/CTF Laws). By completing the Application
Form, you agree that:
• you do not apply to invest in Westpac SFIs under an
assumed name;
• any money used by you to invest in Westpac SFIs is not
derived from or related to any criminal activities;
• any proceeds of your investment will not be used in
relation to any criminal activities;
• if we ask, you will provide us with additional
information we reasonably require for the purposes
of AML/CTF Laws (including information about a
holder of an interest in Westpac SFI or the source of
funds used to invest);
• we may obtain information about you or any beneficial
owner of an interest in Westpac SFIs from third parties
if we believe this is necessary to comply with AML/CTF
Laws;
• and in order to comply with AML/CTF Laws, we may be
required to take action, including:
– delaying or refusing the processing of any
application, withdrawal or maturity; or
– disclosing information that we hold about you or
any beneficial owner of an interest in Westpac SFI to
our related bodies corporate or service providers,
or relevant regulators of AML/CTF Laws (whether in
or outside of Australia).
51
8.12 The Code of Banking Practice
The Code of Banking Practice (Code) is a self-regulatory
code adopted by Westpac and other banks. Its purpose
is to set standards of good banking practice for banks to
follow when dealing with individual and small business
customers and their guarantors. If you are an individual
or small business customer, each relevant provision of the
Code applies to Westpac SFIs described in this PDS. The
general descriptive information referred to in the Code is
set out in this PDS. This includes information about:
(a) account opening procedures;
(b) our obligations regarding the confidentiality of your
information;
(c) complaint handling procedures;
(d) the advisability of you informing us promptly when you
are in financial difficulty; and
(e) the advisability of you reading the terms and conditions
applying to Westpac products such as Westpac SFIs.
If you would like to discuss whether or not the Code will
apply to you, please contact us on 1800 990 107.
8.13 Dispute resolution procedure
Sometimes you may want to talk about problems you are
having with us. Fixing these problems is very important to
us. We have put in place ways of dealing with your issues
quickly and fairly.
Please talk to us first
You can contact us from anywhere in Australia, by:
Telephone: 1800 990 107
Email: structured.investments@westpac.com.au
Fax: (02) 9274 5083
Mail: GPO Box 3297, Sydney NSW 2001
If we cannot resolve your complaint at your first point
of contact with us, we will escalate it to our dedicated
Customer Relations team.
What to do if we have not addressed your concerns to
your satisfaction
If we still have not been able to deal with your issues to
your satisfaction, there are a number of other bodies you
can go to. You can contact the Financial Ombudsman
Service:
Telephone: 1300 780 808
Fax: (03) 9613 6399
Internet: www.fos.org.au
Email: info@fos.org.au
ASIC also has a free call Infoline on 1300 300 630, which
you may use to make a complaint and obtain further
information about your rights.
8.14 No cooling-off period
There is no cooling-off period when you acquire
Westpac SFIs.
8.15 Ethical considerations
Westpac does not take into account labour standards
or environmental, social or ethical considerations when
selecting, retaining or realising investments in connection
with Westpac SFIs.
If you are interested in Westpac’s policies on
labour standards or environmental, social or ethical
considerations, you can visit Westpac’s website at
www.westpac.com.au.
If you are interested in the labour standards or
environmental, social or ethical considerations of the Listed
Entities that issue the Underlying Securities, you can visit
their websites.
8.16 Privacy and confidentiality compliance
Westpac’s Privacy Policy details Westpac’s commitment to
the protection of personal information. You may obtain a
copy of Westpac’s Privacy Policy by:
• calling Telephone Banking 132 032;
• asking at any of Westpac’s branches; or
• visiting Westpac’s website at www.westpac.com.au.
More specific information about how Westpac handles the
personal information of Holders is in the Application Form,
which forms part of this PDS.
8.17 Consents and disclaimers
(a) King & Wood Mallesons
King & Wood Mallesons (KWM) has prepared Section 6
(Tax Considerations) and has given and not withdrawn its
consent to the inclusion of Section 6 (Tax Considerations)
in this PDS in the form and context in which it is included.
KWM has not authorised or caused the issue of this PDS,
does not make (or purport to make) any statement in this
PDS (or any statement on which a statement in this PDS is
based) other than section 6, and takes no responsibility for
any part of this PDS other than Section 6.
(b) Security Trustee
Net Nominees Limited ABN 94 090 122 375, Westpac’s
Authorised Representative (Security Trustee) has given
and not withdrawn its consent to the statements naming
it as Security Trustee in this PDS in the form and context in
which those statements are included, and has not had any
involvement in the preparation of any part of this PDS other
than being named as Security Trustee.
52 Westpac Self-Funding Instalments Product Disclosure Statement
The Security Trustee has not authorised or caused the
issue of this PDS, does not make (or purport to make)
any statement in this PDS (or any statement on which a
statement in this PDS is based) and expressly disclaims and
takes no responsibility for any part of this PDS.
(c) Registry
Computershare Investor Services Pty Limited (Registry)
has given and not withdrawn its consent to the statements
naming it as Registry in this PDS in the form and context in
which those statements are included, and has not had any
involvement in the preparation of any part of this PDS other
than being named as Registry.
The Registry has not authorised or caused the issue of this
PDS, does not make (or purport to make) any statement
in this PDS (or any statement on which a statement in
this PDS is based), and expressly disclaims and takes no
responsibility for any part of this PDS.
53
In this PDS, the following definitions apply unless the
context requires otherwise.
ABN means Australian Business Number.
Accelerated Completion Date means the date to which
the Completion Date has been brought forward as a result
of an Extraordinary Event.
Acceptance means acceptance of an Application by
Westpac, occurring upon:
(a) the Applicant (by an attorney on its behalf) and
Westpac entering into the Loan Agreement; and
(b) Westpac instructing the Registry to register the
issue of Westpac SFIs to the Applicant upon receipt of a
confirmation from the Security Trustee that the Security
Trustee is or has become the registered holder of the
Underlying Securities corresponding to the Westpac SFI
and that each Underlying Security has become subject to
the Security Interest.
Accretion means all rights, accretions and entitlements
attaching to the Underlying Securities after the date of
issue of the corresponding Westpac SFI, including (without
limitation) all voting rights and all distributions (other than
cash Dividends and cash returns of capital), shares, units,
notes, options or other securities exercisable, determined,
declared, paid or issued in respect of the Underlying
Securities.
Adviser Service Fee means the fee (if any) you agree
to pay your adviser in connection with applying for
Westpac SFIs.
Adviser Service Fee Facility means a facility under which
you appoint Westpac as your agent to pay to your adviser
on your behalf your specified Adviser Service Fee amount.
AFMA One Year Reference Rate means the comparable
indicative one year mid discount rate published daily and
appearing on the Reuters Monitor System page ‘AFMA
One Year Reference Rate’ on or about 10.30am (or such
successor rate as reasonably determined by Westpac from
time to time).
AFSL means Australian Financial Services Licence.
Annual Interest Date means, for a particular Series of
Westpac SFIs, each date specified as such in the relevant
SPDS for the Series.
Applicant means a person who makes an Application and
includes a joint applicant.
Application means an application to Westpac for a Loan
and Westpac SFI on the terms and conditions set out in
the Application Form.
Application Form means a form attached to this PDS or
such other form as Westpac agrees to accept.
Application Number means a number provided to the
Applicant (or their agent) by Westpac in respect of the
Applicant’s Application.
ASIC means the Australian Securities and Investments
Commission.
Assessed Value Payment means, in respect of a Westpac
SFI, 100% of the value of the difference between the
Market Value of the Underlying Security and the Secured
Monies, where that difference is greater than zero.
ASX means ASX Limited (ABN 98 008 624 691) or the
securities market conducted by ASX Limited, as the
context requires.
ASX Listing Rules means the listing rules of the ASX.
ASX Operating Rules means the market rules of the ASX
regulating (among other things) trading in warrants on
the ASX.
ASX Settlement means ASX Settlement Pty Limited
(ABN 49 008 504 532).
ASX Settlement Operating Rules means the operating
rules of the clearing and settlement facility operated by
ASX Settlement.
ATO means the Australian Taxation Office.
Beneficial Interest means the beneficial interest of
a Holder in a particular Underlying Security under a
Separate Trust.
Business Day has the meaning given in the ASX
Operating Rules.
Cash Application means an Application pursuant to
which the Applicant pays the First Payment in cash to
Westpac, and Cash Applicant has a corresponding
meaning.
CHESS means the Clearing House Electronic Subregister
System.
CHESS Approved Securities has the meaning given in the
ASX Settlement Operating Rules.
CHESS Subregister means the register maintained in
CHESS for recording the ownership of Westpac SFI.
Completion or Completion Date means, in respect of
a Series of Westpac SFIs, the date specified as the final
completion date for the relevant Series in the relevant
SPDS for the Series.
Completion Notice means a notice for making the
Completion Payment substantially in the form of, or to the
effect of, the form in Section 11 of this PDS.
Completion Payment means, in respect of a Westpac SFI,
the amount payable to Westpac to require it to direct the
Security Trustee to transfer the unencumbered legal title
9
Glossary
54 Westpac Self-Funding Instalments Product Disclosure Statement
to the Underlying Security to the Holder, being an amount
equal to the Loan Amount.
Corporate Action has the meaning given in the ASX
Settlement Operating Rules.
Corporations Act means the Corporations Act 2001 (Cth).
Deferred Settlement has the meaning given in the ASX
Listing Rules.
Deferred Settlement Period means the period during
which Deferred Settlement operates in relation to trading
in the Westpac SFI or the Underlying Securities.
Disposal Proceeds means the proceeds of sale or disposal
of Underlying Securities or of a surplus or other amount,
received by Westpac or the Security Trustee following the
exercise of powers or duties under the Trust Deed or the
Ter ms.
Dividend means, in respect of a Westpac SFI over shares
in a Listed Entity, a dividend in respect of the shares and,
in respect of a Westpac SFI over units in a Listed Entity, a
distribution of income or capital in respect of the units.
Effective Date means:
(a) for an Applicant, the date of Acceptance of the
Application; and
(b) for a Transferee, the Transfer Date.
Existing Westpac SFI means an existing Westpac SFI that
is the subject of a Rollover Application.
Extraordinary Event means an event which occurs with
respect to the Underlying Securities or Westpac SFIs as
described in clause 12 of the Terms (and as summarised in
Sections 4.6(a) of this PDS).
First Payment means, in respect of a Westpac SFI, the
amount specified by Westpac on a particular day as the
amount payable by a Cash Applicant for the Westpac SFI.
Holder means the person recorded in the Register as the
holder of a Westpac SFI from time to time.
Holder Identification Number or HIN has the meaning
given in the ASX Settlement Operating Rules.
Holding Statement means a statement issued to Holders
confirming their holding of Westpac SFIs.
Initial Interest Amount means an amount of interest
payable in respect of the Loan advanced by Westpac at
the time a Westpac SFI is first acquired, as determined in
accordance with the Loan Agreement.
Interest Amount means an amount of interest payable
in respect of the Loan for the relevant Interest Period as
determined in accordance with the Loan Agreement.
Interest Period means the period commencing on the day
after the Annual Interest Date for continuing Holders and
ending on the next Annual Interest Date or the Completion
Date, as appropriate (inclusive).
Interest Rate means the interest rate applying on each
Annual Interest Date, as determined by Westpac.
Interest Refund means, in relation to the transfer of a
Westpac SFI on the secondary market, the amount of
interest pre-paid by a Transferor in respect of the Interest
Refund Period.
Interest Refund Period means, in respect of the transfer
of a Westpac SFI on the secondary market, the period
commencing on the day after the Transfer Date and
ending on the earlier of:
(a) the next Annual Interest Date; or
(b) the Completion Date.
Issue Date means the date that the relevant Series is
issued, as set out in the relevant SPDS.
Issuer means Westpac.
Issuer Sponsored Subregister means the register
maintained by Westpac for recording the ownership of
Westpac SFIs.
Listed Entity means an entity (including a trust) listed on
the ASX, the securities of which are the subject of Westpac
SFIs.
Loan means each loan made by Westpac to a successful
Applicant or Transferee (as appropriate) under the Loan
Agreement.
Loan Agreement means the Loan Agreement between
Westpac and each successful Applicant or Transferee
(as appropriate), a sample form of which is set out in
Section 10 of this PDS.
Loan Amount means, in respect of each Westpac SFI in a
Series, the amount of the Loan as initially specified in the
relevant SPDS for the Series and as adjusted in accordance
with the Terms from time to time.
Market Value means the market value of an Underlying
Security calculated as follows:
(a) where traded on the ASX, the VWAP during the five
Trading Days immediately following the relevant date; and
(b) in all other cases, the value determined by Westpac
to be the fair market value of that item of property on the
relevant date.
National Credit Code means Schedule 1 to the National
Consumer Credit Protection Act 2009 (Cth).
Offer Period means, in respect of a Series of Westpac
SFIs, the period which commences on the date specified
in the relevant SPDS for the Series as the start of the offer
period and ends (unless brought forward by Westpac) at
5pm (Sydney time) on the day prior to the Completion
Date for the relevant Series. Westpac may close the Offer
Period early or suspend it from time to time.
55
Order of Payment means payment in the following order:
(a) First, to the Security Trustee – all costs, charges,
liabilities and expenses of the Security Trustee which
have been incurred in, or are incidental to, the exercise
or performance or attempted exercise or performance
of a power or duty under the Trust Deed or the Terms in
respect of the relevant Underlying Security, including Taxes
and any other amount payable to the Security Trustee from
the relevant Separate Trust in accordance with the Trust
Deed or the Terms;
(b) Secondly, to Westpac – the Secured Monies; and
(c) Thirdly, to the Holder – any balance (without interest
and in full discharge of all liability of the Security Trustee
and Westpac to the Holder),
except where Westpac exercised its power of sale where
a Holder has not provided a Completion Notice, in which
case the Holder will receive the Assessed Value Payment
and the remainder will be distributed in accordance
with paragraphs (a) and (b) and, in respect of any further
remainder, to Westpac.
PDS means this Product Disclosure Statement dated 1 July
2013.
Prescribed Event means any of the following:
(a) a takeover bid for securities comprised in the
Underlying Parcel;
(b) a takeover bid for Westpac SFIs;
(c) a scheme of arrangement in relation to securities
comprised in the Underlying Parcel;
(d) a Demerger in relation to securities comprised in the
Underlying Parcel;
(e) a buy-back offer made in relation to securities
comprised in the Underlying Parcel;
(f) a bonus issue to holders of securities comprised in the
Underlying Parcel;
(g) a rights issue made to holders of securities comprised
in the Underlying Parcel;
(h) a subdivision or consolidation of the Underlying Parcel;
(i) a reconstruction of the Westpac SFIs;
(j) a reduction of capital by a Listed Entity; or
(k) any announcement in respect of, or combination of, the
above events.
Prior Series Rebate means the amount, if any, calculated
by Westpac relating to an Existing Westpac SFI.
Reasonable Action means action taken by Westpac, or
by the Security Trustee, which is taken after consultation
with Westpac, and which is lawful, practicable, does not
create a risk of liability for Westpac or the Security Trustee
unacceptable to either, and is otherwise reasonable.
Register means the register of Holders of a Series of
Westpac SFIs and includes the relevant CHESS Subregister
and Issuer Sponsored Subregister established under the
ASX Settlement Operating Rules.
Registry means Computershare Investor Services Pty
Limited (ABN 48 078 279 277) or any other competent
registrar appointed by Westpac with the written consent of
the Security Trustee.
Reinvestment Amount means:
(a) a Securityholder Cash Back in respect of a
Securityholder Applicant; or
(b) a Rollover Cash Back in respect of a Rollover Applicant,
that the Applicant or Holder (as appropriate) has directed
Westpac to apply to acquire further Westpac SFIs, or such
other amount as is specified to be a Reinvestment Amount
on the direction, or with the agreement, of an Applicant or
Holder (as appropriate).
Rollover Application means an Application pursuant
to which the Applicant rolls Existing Westpac SFIs into
a new Series of Westpac SFIs (if available), and Rollover
Applicant has a corresponding meaning.
Rollover Cash Back means, in respect of a Rollover
Application for Westpac SFIs, the amount (if any) by
which the Loan Amount for each Westpac SFI plus any
Prior Series Rebate exceeds the sum of the Completion
Payment for the Existing Westpac SFI, and the Initial
Interest Amount due for the Westpac SFI. The Rollover
Cash Back will be applied to pay any Adviser Service Fee
you agree to pay to your adviser under the Adviser Service
Fee Facility.
Rollover Payment means, in respect of a Rollover
Application for a Westpac SFI, the amount (if any) by
which the Loan Amount for the Westpac SFI plus any Prior
Series Rebate is exceeded by the sum of the Completion
Payment for the Existing Westpac SFI and the Initial
Interest Amount due for the Westpac SFI.
Secured Monies means, in respect of a Westpac SFI:
(a) all monies which a Holder is, or at any time may
become, actually or contingently liable to pay to Westpac
under or in connection with the Loan made in respect of
that Westpac SFI;
(b) any TFN Amount which a Holder is liable to pay to
Westpac in respect of that Westpac SFI; and
(c) all fees, costs, charges, liabilities, Tax and expenses
incurred by and payable to Westpac under the Terms
directly in relation to the relevant Underlying Security and
the sale of that Underlying Security.
Security Interest means the equitable mortgage granted
to Westpac by the Security Trustee on behalf of the Holder
in respect of an Underlying Security to secure repayment
of the Secured Monies.
56 Westpac Self-Funding Instalments Product Disclosure Statement
Security Trustee means the trustee of the Separate Trusts
established under the Trust Deed.
Securityholder Application means an Application
pursuant to which the Applicant transfers securities that
the Applicant already holds to the Security Trustee, and
Securityholder Applicant has a corresponding meaning.
Securityholder Cash Back means, in respect of a
Securityholder Application for a Westpac SFI, the amount
equal to the Loan Amount of the Westpac SFI minus the
Initial Interest Amount. The Securityholder Cash Back will
be applied to pay any Adviser Service Fee you agree to
pay your adviser under the Adviser Service Fee Facility.
Securityholder Reference Number or SRN has the
meaning given in the ASX Settlement Operating Rules.
Separate Trust means each trust established under the
Trust Deed.
Series means those Westpac SFIs issued under this PDS
and any SPDS which have the same rights and the same
unique identifier on the ASX.
SIS Act means the Superannuation Industry
(Supervision) Act 1993 (Cth).
SIS Regulations means the Superannuation Industry
(Supervision) Regulations 1994 (Cth).
SPDS means each Supplementary Product Disclosure
Statement to this PDS.
Tax includes any tax, including goods and services tax,
levy, impost, deduction, charge, rate, duty, compulsory
loan or withholding which is levied or imposed by a
government or government agency, and any related
interest, penalty, charge, fee or other amount, excluding
stamp duty payable on the Trust Deed, on the transfer
of securities to the Security Trustee or upon the transfer
of securities from the Security Trustee to the Holder or
Westpac under the Terms or the Trust Deed.
Tax Ac t means the Income Tax Assessment Act 1997
(Cth), the Taxation Administration Act 1953 (Cth), and the
operative provisions of the Income Tax Assessment Act
1936 (Cth), each as amended from time to time, and any
successor legislation.
Term means, in relation to a Westpac SFI, the period
between the Effective Date and disposal or cancellation
of the Westpac SFI, including any disposal or cancellation
following:
(a) an Accelerated Completion Date;
(b) a Transfer Date;
(c) the Completion Date; or
(d) if available, the rollover of the Westpac SFI into a new
Series of Westpac SFIs.
Terms means the Deed Poll – Warrant Terms executed by
Westpac on or about 1 February 2011.
Terms of Issue means the Terms and the Trust Deed.
TFN means Tax File Number.
TFN Amount has the meaning given in Section 4.2(f) of this
PDS.
Trading Day has the meaning given in the ASX Operating
Rules.
Transfer Costs means, in respect of the transfer of a
Westpac SFI on the secondary market, the amount equal
to the difference between the Interest Refund paid to
the Transferor and the Initial Interest Amount pre-paid by
the Transferee, as further described in Section 5.8(b) of
this PDS.
Transfer Date means the date on which the transfer of a
Westpac SFI on the secondary market is recorded in the
Register.
Transferee means a person to whom a Westpac SFI is
transferred on the secondary market.
Transferor means a person who transfers a Westpac SFI
on the ASX.
Trust Deed means the Deed Poll – Declaration of Trust
executed by the Security Trustee dated on or about 1
February 2011, as amended from time to time.
Trust Tax Change means any of the following:
(a) a change to the Tax Act whereby trustees are taxed
in a manner similar to companies or trust distributions are
taxed in a manner similar to corporate distributions;
(b) a change to the Tax Act, or a change in the
administrative practice of the ATO, which, in the opinion of
Westpac, will have a material impact on the tax treatment
of Westpac SFIs;
(c) the failure by the Australian Government to enact,
within a reasonable period of time, legislation giving effect
to an announcement and/or media release by a Federal
Government Minister concerning a proposed change to
the Tax Act; or
(d) any other change which has a material financial
impact on the issue, holding, cancellation or expiry of
Westpac SFIs.
Underlying Parcel means initially one security acquired
by the Security Trustee in respect of a Westpac SFI, and all
Accretions in respect of that security, as adjusted, if at all,
in accordance with the Terms of Issue.
Underlying Security means one security acquired by
the Security Trustee in respect of a Westpac SFI, and all
Accretions in respect of that security, as adjusted, if at all,
in accordance with the Terms of Issue.
1 Or 366 if the relevant period includes 29 February.
57
VWAP means the volume weighted average price (in
Australian dollars, rounded to four decimal places) of the
relevant financial product traded in the ordinary course
of business on the ASX on the relevant date, excluding
crossings executed outside the open session state, special
crossings, overseas trades and trades pursuant to the
exercise of options over the relevant financial product.
Westpac means Westpac Banking Corporation
(ABN 33 007 457 141; AFSL 233714) of Level 20, 275 Kent
Street, Sydney NSW 2000 and, where relevant, includes
any member of the Westpac Group.
Westpac Group means Westpac and its related bodies
corporate and entities controlled or managed by Westpac
and their related bodies corporate.
Westpac SFI means a warrant issued pursuant to the
Terms of Issue and offered under this PDS and any SPDS, in
relation to which:
(a) all Dividends paid on the Underlying Security are used
to reduce the Loan Amount; and
(b) on each Annual Interest Date, the Interest Amount for
the upcoming Interest Period is pre-paid automatically by
increasing the Loan Amount.
58 Westpac Self-Funding Instalments Product Disclosure Statement
The Loan Agreement set out below applies separately to
each Series of Westpac SFIs applied for under this PDS.
Loan Agreement
By applying for a Westpac SFI, you irrevocably appoint
the Security Trustee as your nominee to be the registered
holder of the Underlying Securities to which your
Application relates. Westpac SFIs are issued on the
terms and conditions set out in the Terms of Issue and
summarised in respect of material features in Section 4
(Summary of the Terms of Issue) and Section 7 (Summary
of Significant Legal Provisions of the Terms of Issue) of
the PDS dated 1 July 2013 (the PDS) issued by Westpac
in respect of the offer of Westpac SFIs. Capitalised terms
in this Loan Agreement have the same meaning as those
in the PDS and the Terms. The singular includes the plural
and vice versa.
Terms of Loan
10.1 Loan A mount for Applicants
Subject to this Loan Agreement, Westpac will make a Loan
available to you in respect of each Westpac SFI.
The Loan will be made available on the date on which
this Loan Agreement is entered into (and signed
retrospectively if required) by both Westpac and your
attorney on your behalf.
The total amount of all the Loans will be the number of
Westpac SFIs of a Series for which you have validly applied
(including as a result of the application of any Reinvestment
Amount for Westpac SFIs in that Series) multiplied by the
Loan Amount for each Westpac SFI in that Series.
10.2 Loan Amount for Transferees
A Loan is also made available to each Transferee of
a Westpac SFI on the terms of this Loan Agreement.
Transferees must draw down under each Loan an amount
equal to the Loan Amount for each Westpac SFI acquired.
The drawdown will occur on the Effective Date without any
further action required by the Transferee.
10.3 Drawdown Procedure of Interest
Amount
On each Annual Interest Date, Westpac will determine the
Interest Amount in respect of each Westpac SFI for the
upcoming Interest Period.
You irrevocably authorise the Security Trustee as your
nominee to give notice that you wish to draw down under
the Loan on the Annual Interest Date the Interest Amount,
and irrevocably authorise and direct the Security Trustee
to pay to Westpac, as a prepayment of interest for the next
Interest Period, the Interest Amount. The Loan Amount will
then be increased by such Interest Amount.
10.4 Completion Payment
You may repay the Loan and acquire legal title to the
Underlying Security by making the Completion Payment
at any time before 5pm (Sydney time) on the Completion
Date.
If you do not give Westpac a valid and effective
Completion Notice at or before 5pm (Sydney time) on
the Completion Date, Westpac may enforce its Security
Interest as described below.
The Completion Date may change in the manner referred
to in the PDS. Subject to a Completion Notice being valid
and effective, each Loan is repaid and any Security Interest
discharged at 5pm (Sydney time) on the fifth Business Day
after the Completion Notice is given.
10.5 Rollover
If you wish to rollover your investment from your Existing
Westpac SFIs into a new Series of Westpac SFIs offered by
Westpac (if available), you will repay the Loan Amount with
respect to your Existing Westpac SFIs and discharge your
obligations to Westpac with respect to that Loan.
The Underlying Securities will continue to be held on trust
by the Security Trustee before, during and after the rollover
until such time that the new loan drawn down under the
new Series to repay the Loan has been fully discharged.
10.6 Interest
Interest is determined and paid in advance from the
Effective Date to the next Annual Interest Date or the
Completion Date, as applicable.
The Initial Interest Amount is payable on the Loan Amount
for the period commencing on the day after the Effective
Date for Applicants and Transferees and ending on the
next Annual Interest Date (inclusive) or the Completion
Date (inclusive) as the case may be. For Applicants and
Transferees, the Initial Interest Amount will form part of the
First Payment.
The Interest Rate that is applicable for determining the
Interest Amount will be determined by Westpac on each
Annual Interest Date. The rate of interest charged is
determined by Westpac with reference to its cost funding.
The maximum Interest Rate shall not be greater than 5%
above the AFMA One Year Reference Rate. The Interest
Amount is paid automatically by increasing the Loan
Amount. Within 20 Business Days of each Annual Interest
Date, you will receive from Westpac information including
the applicable Interest Rate for the upcoming Interest
Period and the new Loan Amount.
The Interest Amount does not form part of the Loan
Amount. In certain circumstances (as specified under
Section 10.8 below), you irrevocably direct part of the
proceeds of the Loan Amount to be paid to Westpac in
payment of the Initial Interest Amount.
10
Form of Loan Agreement
59
Part of either the Initial Interest Amount or the Interest
Amount will be refunded if the Completion Date is brought
forward due to the occurrence of an Extraordinary Event.
The amount of the refund will be calculated as follows:
(R x D x L) – C
where:
R = AFMA One Year Reference Rate at the previous 30
June;
D = Business Days remaining in the Interest Period
divided by 365
1
;
L = the Loan Amount current at the Accelerated
Completion Date; and
C = costs incurred by Westpac in bringing the
Completion Date forward and terminating the Loan.
Neither the Interest Amount nor the Initial Interest Amount
will be refunded if you choose to make the Completion
Payment on a date before the Completion Date.
10.7 ‘Ex’ date
Where a Dividend in respect of an Underlying Security
has an ‘ex’ date during the term of your Loan, the Security
Trustee and Westpac will apply the amount of the Dividend
to reduce your Loan Amount on the ‘ex’ date.
10.8 Directions
If you are a Cash Applicant, you irrevocably authorise and
direct Westpac to apply the Loan Amount (and any Prior
Series Rebate, as applicable) for each Westpac SFI applied
for to acquire the Underlying Security.
If you are a Securityholder Applicant, you irrevocably
authorise and direct Westpac to apply the Loan Amount
first to payment of the Initial Interest Amount and any
Adviser Service Fee and you authorise and direct Westpac
to apply the Securityholder Cash Back, if any, automatically
as a Reinvestment Amount unless you instruct Westpac
otherwise.
If you are a Rollover Applicant, you irrevocably authorise
and direct Westpac to apply the Loan Amount as follows:
(a) first, to the payment of the Initial Interest Amount; and
(b) second, to the payment of the Loan Amount in relation
to your Existing Westpac SFI that you hold and which
are to be rolled over,
and you authorise and direct Westpac to apply the Rollover
Cash Back, if any, first to pay any Adviser Service Fee with
the balance applied as a Reinvestment Amount unless you
instruct Westpac otherwise (except for a superannuation
entity, in which case the Reinvestment Amount will be used
to acquire additional series of Westpac SFIs over the same
Underlying Security).
Where an amount (for example, a Securityholder Cash
Back or a Rollover Cash Back) is to be applied as a
Reinvestment Amount:
(a) you will be advanced monies under this Loan
Agreement (if for the same Series) or under a new
Loan Agreement (if for another Series) in respect of the
whole number of additional Westpac SFIs for which an
application may be made. Such number will be determined
by dividing the Reinvestment Amount by the First
Payment for the relevant Series, rounding down to the
nearest whole number. Westpac will determine the First
Payment as the amount applicable to Cash Applicants
on the day the Application is received (unless you have
received a confirmed First Payment amount through your
financial adviser) in the case of Securityholder or Rollover
Applications;
(b) you irrevocably authorise and direct Westpac to apply
the Loan Amount for each additional Westpac SFI to
acquire the Underlying Security; and
(c) you direct that any cash remaining from the
Reinvestment Amount greater than $20 be paid to you and
otherwise that it be retained by Westpac.
If you are a Transferor or Transferee, you give the directions
on a transfer as discussed in Section 10.10 below.
10.9 Limited recourse
Your liability to Westpac for repayment of each Loan is
limited to the total amount received by Westpac in relation
to the Underlying Security relating to each Westpac SFI
to be issued to you (whether by exercising any power of
sale or otherwise). Westpac will not take any action against
you in relation to the Loan to recover any amount beyond
enforcing any Security Interest (as referred to below).
However, your liability to pay the TFN Amount as
required is full recourse. Westpac may recover the entire
amount owing by enforcing its Security Interest and
terminating some or all of your Westpac SFIs. Please note
that Westpac’s rights in this situation are not limited to
enforcing its Security Interest.
10.10 Transfer of Westpac SFI
The following will apply in respect of the transfer of a
Westpac SFI on the secondary market:
(a) A portion of the interest pre-paid by the Transferor will
be refunded (the Interest Refund). The Interest Refund will
be calculated on a pro-rata basis based on the number of
days remaining in the relevant Interest Period applying to
the Transferor’s Loan at the time when the interest was pre-
paid by the Transferor.
(b) The Transferee will pre-pay the Initial Interest Amount
for the upcoming Interest Period in accordance with
Section 10.6 above.
1 Or 366 if the relevant period includes 29 February.
60 Westpac Self-Funding Instalments Product Disclosure Statement
(c) Transfer Costs will also be payable:
(i) by Westpac to the Transferor if the Interest
Refund payable to the Transferor is less than
the Initial Interest Amount payable by the
Transferee; or
(ii) by the Transferor to Westpac if the Interest
Refund payable to the Transferor is greater
than the Initial Interest Amount payable by the
Transferee,
with such costs equal to the difference. If the Interest
Refund payable to the Transferor is equal to the Initial
Interest Amount payable by the Transferee, then no
Transfer Costs will be payable.
(d) The Transferor and Westpac irrevocably direct that:
(i) the amount of any Transfer Costs payable be added
to (if payable by the Transferor) or applied against (if
payable by Westpac) the Transferor’s Loan; and
(ii) the Interest Refund payable to the Transferor be
applied against the Transferor’s Loan to reduce the
Transferor’s Loan.
(e) The Transferee irrevocably authorises and directs
Westpac on the Effective Date, in respect of each
Westpac SFI transferred, as follows:
(i) a portion of the new Loan made to the Transferee
be paid to Westpac to pre-pay the Initial Interest
Amount; and
(ii) the remainder of the new Loan made to the
Transferee be used to repay in full the net amount
due by the Transferor to Westpac on the transfer of
the Westpac SFI.
Security Interest
10.11 Acknowledgement of Security Interest
You acknowledge that in consideration of Westpac making
the Loan available, the Security Trustee, on your behalf,
may mortgage or offer to mortgage to Westpac on the
terms set out in the Terms of Issue all the Security Trustee’s
rights in and to the Underlying Security to secure the due
and punctual payment of the Loan.
10.12 Sale of Underlying Security
If:
(a) a Holder does not make the Completion Payment in
accordance with the Terms in relation to a Westpac
SFI; or
(b) the Holder is or becomes bankrupt or in liquidation,
Westpac will be entitled to sell an Underlying Security
and apply the proceeds in accordance with the Order of
Payment. To the extent permitted by law, the Security
Trustee has dispensed with any right to notice or lapse of
time required by any law for the enforcement of a Security
Interest or the exercise of any power by Westpac under this
Loan Agreement or the Terms of Issue.
10.13 Demerger
If Westpac decides that, on a demerger, it will issue a
new Series of Westpac SFIs in respect of the demerged
securities, the Loan Proceeds and the Completion Payment
on each existing Westpac SFI are allocated between the
existing Westpac SFI and the new Westpac SFI, so that
the proportion that the Loan Proceeds and Completion
Payment on the existing Westpac SFI bears to the Loan
Proceeds and Completion Payment on the new Westpac
SFI is equal to the proportion that the market value of
the Underlying Parcel of the relevant Westpac SFI bears
to the market value of the Underlying Parcel of the new
Westpac SFI.
No such action taken by Westpac can result in an increase
in the amount of the Loan Proceeds.
Miscellaneous
10.14 Joint Applications or Transfers
Where the Application or Transfer is for two (2) or more
persons, references to ‘you’ in this Loan Agreement mean
each Applicant or Transferee jointly and severally.
10.15 Further assurances
You agree to take all steps, execute all documents and do
everything reasonably required by Westpac to give effect
to the transactions contemplated by this Loan Agreement.
10.16 Notices
Any notice given under this Loan Agreement must be in
writing addressed to the intended recipient at the address
shown above, the address last notified by the intended
recipient to the sender, or such other address (including a
facsimile number or electronic mail address) as may have
been notified by the intended recipient to the sender. A
notice will be taken to be given or made when delivered,
sent or left at the above address.
10.17 Stamp duty
Westpac agrees to pay all stamp duty payable on this Loan
Agreement. You agree to promptly provide to Westpac
any information Westpac reasonably requests to assist in
the calculation and payment of any such stamp duty.
10.18 Assignment
Westpac may novate, assign or sub-participate this Loan
Agreement and any or all of its rights under this Loan
Agreement at any time. You must not novate, assign or
sub-participate this Loan Agreement and any or all of
your rights under this Loan Agreement (other than in
accordance with the Trust Deed) at any time.
61
10.19 Amendments
Westpac may amend any provision of this Loan Agreement
without your consent to deal with any minor or technical
defect or any manifest error, or to comply with any
statutory or other requirement of law or any requirement of
the ASX, provided that such amendment is not prejudicial
to your rights or interests.
10.20 No waiver
No failure to exercise a power, and no delay in exercising a
power, operates as a waiver.
10.21 Severability
Any provision of this Loan Agreement which is prohibited
or unenforceable in any jurisdiction is ineffective in
that jurisdiction to the extent of the prohibition or
unenforceability.
10.22 Unclaimed monies
Any payments made to Holders but remaining unclaimed
for more than 12 months after the date of payment may, at
the discretion of Westpac, but subject to applicable laws,
be paid to Westpac, for the sole benefit of Westpac.
10.23 Code of Banking Practice
(a) Subject to paragraph (b), each relevant provision of
the Code adopted by Westpac will apply to this Loan
Agreement.
(b) Paragraph (a) will only apply if you are an individual
or ‘small business’ as defined in the Code at the time the
Loan is provided.
10.24 Governing law
This Loan Agreement is governed by the law of New South
Wales. The parties submit to the exclusive jurisdiction of
the Courts of New South Wales.
Signed for and on behalf of Westpac by its attorneys.
I accept the above offer.
Signature of Attorney for and on behalf of the Applicant(s).
62
To: Westpac Structured Investments
Reply Paid 3297
Sydney NSW 2001
Dear Sir/Madam
This is to notify you that, I/we,* being the Holder or being entitled to be registered as the Holder of the number of Westpac
SFIs in the Series specified below and issued in accordance with the Terms of Issue summarised in Sections 4 (Summary
of the Terms of Issue) and 7 (Summary of Significant Legal Provisions of the Terms of Issue) of the PDS issued by Westpac
Banking Corporation dated 1 July 2013, hereby give a Completion Notice in respect of those Westpac SFIs. I/We agree
that where this Completion Payment Notice is ineffective in respect of some or all of these Westpac SFIs, I/we must pay
the Completion Payment or, where Westpac exercises its power of sale, I/we must pay Westpac any shortfall between the
Completion Payment and the actual proceeds of sale received by Westpac as mortgagee.
Please note:
The Underlying Securities delivered to your account will be registered as an Issuer Sponsored holding. Alternatively, Holders wanting to transfer the
Underlying Securities to their Broker Sponsored account should complete the enclosed CHESS Sponsorship Holding Transfer form and attach a recent
CHESS holding statement.
Name of Holder
HIN/SRN Participant Identification Number (PID) of the Sponsor
SFI ASX CodeNumber of SFIs held
Number of SFIs for the
Completion Payment
(A)
Completion Payment
per SFI (B)
Total Completion
Payment Due
(= A x B)
please round
down to the
nearest cent
Total
Method of Payment – (please tick (ü) one)
Direct Debit – complete the Direct Debit Request (found at the end of this pack)
Cheque – please make cheque payable to ‘Westpac Banking Corporation – Warrants’. This Notice is accompanied by a
cheque in favour of ‘Westpac Banking Corporation – Warrants’ for the Total Completion Payment Due amount.
Signature of Holder 1/Director 1/Individual Trustee 1 Signature of Holder 2/Director 2/Individual Trustee 2
Print Name Print Name
Date Date
////
Completion Notices executed by companies must be signed by two directors or a director and company secretary of the
company, or for a proprietary company that has a sole director who is also that sole company secretary, by that director.
11
Completion Notice
63
CHESS Sponsorship Holding Transfer Form
This form should only be completed by those Holders wishing to transfer their Underlying Securities to an existing Broker Sponsored
Account. A copy of your latest CHESS (Broker Sponsored) Holding statement will also need to be included.
To: Westpac Structured Investments, Reply Paid 3297, Sydney, NSW, 2001
A Holder Details
You must use the same details that appear on your current CHESS Statement.
Name of Holder
Daytime Contact Number
Address
Suburb/City State Postcode
B Transfer of Holdings*
I authorise the transfer of CHESS Sponsored Holdings (but not the HIN) listed below from Net Nominees Limited to the following
Broker Sponsored Account.
Name of Sponsoring Broker PID
Holder Identification Number (HIN) Account Designation
X< A/C >
CHESS Registered Name
Holdings to be transferred
Security
ASX codeQuantity
Security
ASX codeQuantity
* You may need to re-advise the share registry of your TFN and bank account details for dividend payments.
C Authorisation/Signatures of Registered Shareholders
I/We authorise my Sponsoring Broker, as detailed above, to accept delivery of the above securities, via transfer, from Net Nominees
Limited into the above nominated Broker Sponsored account.
I/We acknowledge that the Privacy Statement in the Application Form applies to the personal information collected on this form.
Signature of Holder 1/Director 1/Individual Trustee 1 Signature of Holder 2/Director 2/Individual Trustee 2
Print Name Print Name
Date Date
////
CHESS Sponsorship Holding Transfer Forms executed by companies must be signed by two directors or a director and company
secretary of the company, or for a proprietary company that has a sole director who is also that sole company secretary, by
that director.
64
Direct Debit Request
Please complete this Direct Debit Request for Westpac to debit your account. We will arrange for the debit once we receive your
signed form.
Applicant 1 – Name (including Trustees): Company Name; or Title, Surname and Given Name(s)
Title
Mr
Mrs
Ms
Miss
Dr Other (specify)
Surname or Company Name
Full Given Name(s)
Applicant 2 – Name (including Trustees): Company Name; or Title, Surname and Given Name(s)
Title
Mr
Mrs
Ms
Miss
Dr Other (specify)
Surname or Company Name
Full Given Name(s)
Name of Trust, Superannuation Fund, Business or Other (if applicable)
ABN
Address
Suburb/City State Postcode
I/We request and authorise Westpac Banking Corporation ‘Westpac’ (User ID number 227778), to arrange for any amounts which
become payable by me/us to Westpac in respect of Westpac SFIs held by me/us, to be credited through the Bulk Electronic
Clearing System from my/our account held with the financial institution detailed below.
All amounts to be paid by me/us will be done so by direct debit from my/our bank account detailed below.
I/We understand and acknowledge that:
• My/our financial institution has absolute discretion to decide the order in which it will pay monies under this request, or any other
request, authority or mandate;
• My/our financial institution has absolute discretion to refuse to honour this request at anytime;
• Westpac may vary the amount of frequency of future debits to meet amounts payable by me/us (as defined in the Direct Debit
Service Agreement as set out overleaf (as varied by Westpac));
• This request operates on the terms of the Direct Debit Service Agreement as set out overleaf (as varied by Westpac) which I/We
have read and, by signing this Direct Debit Request, agreed to; and
• The Privacy Statement in the Application Form for my/our Westpac SFIs applies to the personal information collected on this
form.
Note: Bank account name(s) must match the name(s) given as Applicant(s) on your Application Form.
Name of Financial Institution
Account Name
BSB Account Number
–
Total Debit Amount
$
This Direct Debit Request is made on the terms of the Direct Debit Service Agreement as set out overleaf.
65
Direct Debit Request Service Agreement
This Direct Debit Request Service Agreement sets out the terms on which you have authorised Westpac to arrange for amounts
owing to Westpac, to be paid by deduction from your account at your financial institution.
1. You will need to complete the Direct Debit Request on the previous page to make a Completion Payment by direct debit
(the
Service).
2. By your Direct Debit Request, you authorise us to arrange for amounts that become payable to Westpac under the Service to be
made by deduction from your account at the financial institution written on that Direct Debit Request.
3. Your Direct Debit Request allows us to arrange for payment to us for the amounts and at the times required by the terms and
conditions (
Conditions) of the Service, including all amounts in relation to your instructions to us.
4. You can cancel your Direct Debit Request arrangement with Westpac; however this termination must be in writing. You should
write to Westpac Structured Investments, Reply Paid 3297, Sydney NSW 2001 or by facsimile to 02 9274 5083. We will require six
(6) Business Days to process your cancellation request. You cannot, however, vary or suspend it, or stop or suspend an individual
debit from taking place under it.
5. If you cancel your Direct Debit Request at any time, you need to be aware of any outstanding obligations to make payments.
You need to ensure that suitable arrangements are made if the Direct Debit Request is cancelled: by yourself; by your nominated
financial institution, or for any other reason.
6. Debits will be processed in accordance with the Conditions of the Service. If a due date for a debit falls on a weekend or public
holiday, the debit will be processed on the preceding settlement day. Please contact us if you are uncertain when a debit will be
processed to your account.
7. You must ensure that you have sufficient clear funds available in the nominated account by the due date to permit the payments
under the Direct Debit Request as required by the Conditions of the Service.
8. If a drawing is unsuccessful, we reserve the right to attempt to re-draw at such times as we determine; and you will be charged
the scheduled fail fee applying under the Conditions for each day an order remains unsettled. Your financial institution may also
charge you.
9. Please contact Westpac by calling 1800 990 107 if you have any questions about your Direct Debit Request, such as concerns
about a debit that we make under it, or want to make any alteration to your arrangements. We will reply to you within seven (7)
days. You can contact Westpac in the first instance, or alternatively you can contact the financial institution with which you have
your account.
10. We can vary this Direct Debit Request Service Agreement at any time after giving you fourteen (14) days’ notice of the changes.
11. We will keep information about your financial institution account confidential, except to the extent necessary to resolve any claim
you might make relating to a debit that you claim has been made incorrectly.
12. You should:
(a) note that direct debit through the Bulk Electronic Clearing System is not available on all accounts. Please ensure your
financial institution allows direct debits on your nominated account;
(b) confirm account details by checking a recent statement from your financial institution; and
(c) note that this form must be signed in the same way as the account signing instructions held by your financial institution.
You are responsible for checking and ensuring the above.
66
By completing this Direct Debit Request you are authorising Westpac to direct debit your account.
Signature of Holder 1/Director 1/Individual Trustee 1 Signature of Holder 2/Director 2/Individual Trustee 2
Print Name Print Name
Date Date
////
Direct Debit Requests executed by companies must be signed by two directors or a director and company secretary of the
company, or for a proprietary company that has a sole director who is also that sole company secretary, by that director.
67
12.1 Before you apply
Before you invest in Westpac SFIs, it is important that you have read the terms and conditions set out in this PDS and the
relevant SPDS. You should also read the ASX booklet “Understanding Trading and Investment Warrants” which is available
from the ASX website (www.asx.com.au).
We recommend that you consult with your financial adviser for advice on the suitability of investing in Westpac SFIs based on
your personal circumstances.
If you have any questions, please contact your financial adviser or call us directly on 1800 990 107. Alternatively, you can
contact us by email at structured.investments@westpac.com.au.
12.2 Effect of signing and lodging an Application Form
By signing and lodging an Application Form:
a) you subscribe for Westpac SFIs;
b) you apply for a Loan from Westpac;
c) you appoint the Security Trustee, or its nominee:
i. where you are a Cash Applicant or Securityholder Applicant, to hold on trust the Underlying Securities which are
acquired for you or transferred by you (subject to any Security Interest); or
ii. where you are a Rollover Applicant, to continue to hold your securities on trust (subject to any Security Interest);
d) you appoint Westpac as your agent to make any Adviser Service Fee payment on your behalf under the Adviser Service
Fee Facility.
e) you acknowledge that the Security Trustee will have granted a Security Interest to Westpac over each Underlying Security
transferred to it, or which it continues to hold, by reason of the Application, and may deal with the Underlying Securities in
accordance with the Terms of Issue; and
f) you appoint directors and certain employees of Westpac as set out in the Application Form as your attorneys to sign the
Loan Agreement, deal with your securities on your behalf and give those persons power to appoint a sub-attorney.
No cooling off period applies in relation to Westpac SFIs. This means that, in most circumstances, you cannot withdraw your
Application once it has been made.
12.3 Who may apply for Westpac SFIs
You may only apply for Westpac SFIs if you are:
• an individual of 18 years or older;
• a company;
• a trustee or nominee of another entity such as a family trust, superannuation fund, managed investment scheme or operator of
a master trust or wrap service; or
• a partnership.
A trust conducts all of its legal activities through its trustee and it is the trustee who must apply on behalf of the trust.
Westpac may accept or refuse your Application (in whole or in part) for any reason.
12.4 Cash Applications for new investments in Westpac SFIs
Call us on 1800 990 107 to obtain indicative First Payment amounts for the different Series of Westpac SFIs.
If you have a licensed financial adviser and wish to ‘lock in’ the First Payment for a Series, ask your adviser to call us on 1800
990 107. We will then ‘lock in’ the current First Payment (per Westpac SFI) (assuming your adviser is approved to use this
service). Your adviser will be provided with a unique Application Number which must be stated on your Application Form.
Once ‘locked in’ by your financial adviser, you are legally obliged to send us your completed Application Form together with
the application monies based on the agreed First Payments (as well as any Adviser Service Fee you agree to pay to your
adviser under the Adviser Service Fee Facility) within 10 Business Days.
If you do not have a licensed financial adviser, or if you prefer to apply for a given dollar amount, simply complete the
Application Form and send it to us together with your application monies. Assuming your Application is accepted, the
number of Westpac SFIs you receive will be determined by Westpac by dividing the application monies per Series by the
relevant First Payment on the Business Day when cleared funds are received.
Fractions of Westpac SFI will not be allocated. Any surplus application monies derived from fractional interests will be
retained by Westpac and may be donated to one of the Australian-based charities supported by Westpac.
12
How to Apply
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12.5 Securityholder Application to convert existing Securities into Westpac SFIs
Call us on 1800 990 107 to obtain indicative Securityholder Cash Back amounts for the different Series of Westpac SFIs.
If you have a licensed financial adviser and wish to ‘lock in’ Securityholder Cash Back amounts, ask your adviser to call us
on 1800 990 107. We will then ‘lock in’ the relevant amounts (assuming your adviser is approved to use this service).
Your adviser will be provided with a unique Application Number which must be stated on the Application Form together with
the ‘locked in’ amounts.
Once ‘locked in’, you are legally obliged to send us your completed Application Form.
If you do not have a licensed financial adviser, or do not wish to ‘lock in’ Securityholder Cash Back amounts, complete the
Application Form and send it to us. The Securityholder Cash Back amount per Westpac SFI will be determined on the
Business Day when the securities are transferred to the Security Trustee and Westpac has been notified of the transfer.
12.6 Rollover Applications to roll existing holdings of Westpac SFIs into new Series
of Westpac SFIs over the same Underlying Security
As a Rollover Applicant, you may receive a Rollover Cash Back from Westpac or be required to make a Rollover Payment to
Westpac. Call us on 1800 990 107 to obtain indicative amounts in relation to Rollover Applications for the different Series of
Westpac SFIs.
If you have a licensed financial adviser and wish to ‘lock in’ amounts in relation to a Rollover Application, ask your adviser to
call us on 1800 990 107. We will then ‘lock in’ the relevant amounts (assuming your adviser is approved to use this service).
Your adviser will be provided with a unique Application Number which must be stated on the Application Form together with
the ‘locked in’ amounts.
Once ‘locked in’, you are legally obliged to send us your completed Application Form and to make any required payments.
If you do not have a licensed financial adviser, or do not wish to ‘lock in’ amounts, simply complete the Application Form and
send it to us. We will determine the payment due to you or from you when we receive your completed Application Form.
Should a Rollover Payment be required by you for a Rollover Application, you must provide us with your method of payment
details. You must ensure Westpac has received your payment, in cleared funds, within five Business Days of your Rollover
Application. If cleared funds are not received by that time, you direct us to sell down a portion of your Existing Westpac SFIs
to meet this payment, resulting in a reduction in the number of Westpac SFIs held. Alternatively, if you do not provide us
with a method of payment, or do not make an election on the Application Form, you direct Westpac to sell a portion of your
Existing Westpac SFIs to make the Rollover Payment.
12.7 Reinvestment of Cash Back Amounts
If you are using the Securityholder or Rollover Application you may receive a Securityholder Cash Back or Rollover Cash Back
(as applicable). You may choose to use such cash back as a Reinvestment Amount to acquire additional Westpac SFIs. If you
choose to not receive such cash back in cash, you must complete the Westpac SFI ASX Code and Rollover/Securityholder
Cash Back reinvestment percentage columns in the Cash Application section. An amount equal to the total cash back
amount multiplied by the indicated cash back reinvestment percentage will then be reinvested into the respective Series.
12.8 Who should sign the Application Form
Applications on behalf of superannuation funds, trusts, partnerships, minors and deceased estates are to be signed by the
individual trustees, parents, guardians, executors or principals. Company applications must be signed by two directors, or a
director and a company secretary of the company. Proprietary companies with a sole director who is also the sole company
secretary, must sign as the director. If the Application Form is signed by an attorney under a power of attorney, a copy of the
power of attorney needs to be provided to Westpac.
12.9 Acceptance of Applications
Acceptance of an Application occurs when you (by your attorney) and Westpac execute the Loan Agreement to enable
Westpac to lend you the Loan Amount. The Security Trustee will also confirm to Westpac that it has become (or, for Rollover
Applicants, remains) the registered holder of the Underlying Securities and Westpac will then instruct the Registry to register
the issue of Westpac SFIs in your name. Westpac will have a Security Interest (a mortgage) over the Underlying Security
acquired in the name of, transferred to, or held by the Security Trustee to secure the Loan Amount and other Secured
Monies from time to time. Each Underlying Security, subject to the Security Interest, will be held by the Security Trustee on a
Separate Trust for you as the Holder of the relevant Westpac SFI.
12.10 How to complete the Application Form
Correct forms of registrable name
Investor typeExample of correct formExample of incorrect form
Trusts – individual trusteeJohn Peter Smith <Smith Super Fund A/C>J P Smith Superannuation Fund
Trusts – individual trusteesJohn Peter Smith & Julia Patricia Smith <Smith
Super Fund A/C>
John Peter Smith and Julia Patricia Smith
Superannuation Fund
Trusts – company trusteeJohn Smith Pty Ltd <Smith Super Fund A/C>John Smith Pty Ltd Superannuation Fund
CompanyJohn Smith Pty LtdJohn Smith P/L
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Application Number
If you are a financial adviser and have contacted Westpac to ‘lock in’ amounts in relation to an Application, write the Application
Number in the space provided.
A Adviser details
• To be completed by your financial adviser (if applicable). If an Adviser Service Fee has been agreed between you and your
financial adviser, this must be indicated here.
B Type of Application
• Indicate which type of Application you are using. Please note that Westpac will not accept Securityholder Applications from
trustees of superannuation funds.
C Applicant details
• Indicate whether you are applying as an individual applicant, joint applicants, sole trader, company or trust.
• If you are an individual applicant complete C1-1 – Applicant 1.
• If you are joint applicants complete C1-1– Applicant 1 and C1-2– Applicant 2.
• If you are a sole trader applicant complete C1-1– Sole Trader and C2 Additional information for Sole Trader.
• If you are applying for a company complete C1-1 Director 1, C1-2 Director 2 (if applicable) and C2 Company.
• If you are applying as an individual trustee for a trust complete C1-1 Individual Trustee 1, C1-2 Individual Trustee 2 (if applicable)
and C3 Trust Applicant.
• If you are applying as a corporate trustee for a trust complete C1-1 Director 1, C1-2 Director 2 (if applicable), C2 Corporate
Trustee and C3 Trust Applicant.
D Investment details
You can use the Application Form to make a Cash Application, Securityholder Application or Rollover Application.
1. Cash Application
For direct Applicants or if you did not ask your financial adviser to ‘lock in’ the First Payment:
• Westpac SFI ASX code – state the Westpac SFI ASX codes you are applying for.
• Investment Amount ($) – if you are applying for a dollar value of Westpac SFIs state the dollar amount you wish to invest
per Series.
• Total Investment Amount ($) – add the investment amounts per Series and state the total. The total investment amount
corresponds to the payment you have to make using one of the methods in Section H Method of payment.
For Applicants with a financial adviser who ‘locked in’ the First Payment with us:
• Westpac SFI ASX code – state the Westpac SFI ASX codes you are applying for.
• First Payment ($) – ask your financial adviser to state the First Payment per Series as ‘locked in’ with us.
• Number of Westpac SFI – ask your financial adviser to state the number of Westpac SFIs per Series as ‘locked in’ with us.
• Investment Amount ($) – multiply the First Payment and Number of Westpac SFI per Series.
• Total Investment Amount ($) – add the investment amounts per Series and state the total. The total investment amount
corresponds to the payment you have to make using one of the methods in Section H Method of payment.
2. Securityholder Application
For direct Applicants or if you did not ask your financial adviser to ‘lock in’ the Securityholder Cash Back:
• Security ASX code – state the ASX code of the securities you wish to convert into Westpac SFIs.
• Number of securities – state the number of securities you wish to convert into Westpac SFIs.
• HIN/SRN – if the securities you are converting into Westpac SFIs are CHESS sponsored, state your HIN. If the securities you are
converting into Westpac SFIs are issuer sponsored, state your SRN.
• PID – if the securities you are converting into Westpac SFIs are CHESS sponsored, state your broker’s PID (Participant Identifier).
• Use the tick boxes to indicate how you would like to use the total Securityholder Cash Back:
–if you choose to use the Securityholder Cash Back as a Reinvestment Amount to apply for additional Westpac
SFIs, you will need to complete the Westpac SFI ASX code and Securityholder Cash Back reinvestment
percentage columns in the Cash Application section. You will then invest an amount equal to the total
Securityholder Cash Back multiplied by the stated Securityholder Cash Back reinvestment percentage into
additional Westpac SFIs in the requested Series; or
–if you choose to receive the Securityholder Cash Back in cash, you must sign Section F.
For Applicants with a financial adviser who ‘locked in’ the Securityholder Cash Back with us:
• Security ASX code – state the ASX code of the securities you wish to convert into Westpac SFIs.
• Number of securities – state the number of securities you wish to convert into Westpac SFIs.
• SFI ASX code – state the ASX code of the Westpac SFIs you are applying for.
• HIN/SRN – if the securities you are converting into Westpac SFIs are CHESS sponsored, state your HIN. If the securities you are
converting into Westpac SFIs are issuer sponsored, state your SRN.
• PID – if the securities you are converting into Westpac SFIs are CHESS sponsored, state your broker’s PID (Participant Identifier).
• Securityholder Cash Back – ask your financial adviser to state the Securityholder Cash Back Amount per Series as ‘locked in’
with us.
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• Total Securityholder Cash Back – multiply the Securityholder Cash Back per Series with the number of securities and add up
the amounts.
• Use the tick boxes to indicate how you would like to use the total Securityholder Cash Back:
–if you choose to use the Securityholder Cash Back as a Reinvestment Amount to apply for additional Westpac
SFIs, you will need to complete the Westpac SFI ASX code and Securityholder Cash Back reinvestment
percentage columns in the Cash Application section. You will then invest an amount equal to the Total
Securityholder Cash Back multiplied by the stated Rollover Cash Back reinvestment percentage into additional
Westpac SFIs in the requested Series; or
–if you choose to receive any Rollover Cash Back in cash, you must sign Section F To receive a Securityholder
Cash Back or Rollover Cash Back.
3. Rollover Application
For direct Applicants or if you did not ask your financial adviser to ‘lock in’ the Rollover Cash Back or Rollover Payment:
• Existing Westpac SFI Holding – Westpac SFI ASX code – state the ASX code of the Westpac SFI Series you wish to roll.
• Existing Westpac SFI Holding – Number of Westpac SFIs being rolled – state the number of Westpac SFIs you wish to roll.
• Existing Westpac SFI Holding – HIN/SRN – if the Westpac SFIs you are rolling are CHESS sponsored, state your HIN. If the
Westpac SFIs you are rolling are issuer sponsored, state your SRN.
• New Westpac SFI Holding – Westpac SFI ASX code – state the ASX code of the Westpac SFI Series you wish to roll into.
• Use the tick boxes to indicate how you would like to use the Rollover Cash Back or make the Rollover Payment:
–if you choose to use any Rollover Cash Back as a Reinvestment Amount to apply for additional Westpac SFIs,
you will need to complete the Westpac SFI ASX code and Rollover Cash Back reinvestment percentage columns
in the Cash Application section. You will then invest an amount equal to the total Rollover Cash Back multiplied
by the stated Rollover Cash Back reinvestment percentage into additional Westpac SFIs in the requested Series.
Please note that superannuation entities can only use the Rollover Cash Back (if any) received on rolling over to
acquire a new Series of Westpac SFIs over the same Underlying Security; or
–if you choose to receive the Rollover Cash Back in cash, you must sign Section F To receive a Securityholder
Cash Back or Rollover Cash Back.
For Applicants with a financial adviser who ‘locked in’ the Rollover Cash Back or Rollover Payment with us:
• Existing Westpac SFI Holding – Westpac SFI ASX code – state the ASX code of the Westpac SFI Series you wish to roll.
• Existing Westpac SFI Holding – Number of Westpac SFIs being rolled – state the number of Westpac SFIs you wish to roll.
• Existing Westpac SFI Holding – HIN/SRN – if the Westpac SFIs you are rolling are CHESS sponsored, state your HIN. If the
Westpac SFIs you are rolling are issuer sponsored, state your SRN.
• New Westpac SFI Holding – Westpac SFI ASX code – state the ASX code of the Westpac SFI Series you wish to roll into.
• Rollover Cash Back (+) or Rollover Payment (–) per Westpac SFI – ask your financial adviser to state the Rollover Cash Back (+)
or Rollover Payment (–) per Series as ‘locked in’ with us.
• Total rollover amount – multiply the Rollover Cash Back (+) or Rollover Payment (–) per Series with the number of Westpac SFIs
being rolled and add up the amounts.
• Rollover Cash Back (+) or Rollover Payment (–) – add up the total rollover amounts.
• Use the tick boxes to indicate how you would like to use the total Rollover Cash Back (+) or Rollover Payment (–):
–if you choose to use any Rollover Cash Back as a Reinvestment Amount to apply for additional Westpac SFIs,
you will need to complete the Westpac SFI ASX code and Rollover Cash Back reinvestment percentage columns
in the Cash Application section. You will then invest an amount equal to the total Rollover Cash Back multiplied
by the stated Cash Back reinvestment percentage into additional Westpac SFIs in the requested Series. Please
note that superannuation entities can only use the Rollover Cash Back (if any) received on rolling over to acquire
a new Series of Westpac SFIs over the same Underlying Security; or
–if you choose to receive the Rollover Cash Back in cash, you must sign Section F To receive a Securityholder
Cash Back or Rollover Cash Back.
E CHESS details for delivery of Westpac SFIs
If you would like your holdings to be CHESS sponsored and your Westpac SFIs delivered to your Sponsoring Broker or held within
your Wrap account, you are required to provide your details. Alternatively, your holdings will be issuer sponsored and you will be
allocated an SRN which will appear on your Holding Statement. Please note: If you are using a Wrap provider, the CHESS registered
name and account designation in this section must exactly match your CHESS registration details as held by your Wrap provider and
the Applicant Details in Section B of this Application Form.
F To receive a Securityholder Cash Back or Rollover Cash Back
If you choose to receive any Securityholder or Rollover Cash Back in cash, you must sign this section.
G Bank account details for direct credit payments
By completing this section you authorise us to credit any payments due to your nominated bank account.
H Method of payment
Please indicate your method of payment if a payment is due by you to Westpac. If you are paying by Bpay
®
or direct credit you will
need to call us on 1800 990 107 to obtain a reference number.
Signatures are required for payment by Direct Debit to agree to the Direct Debit Request Service Agreement in Section I.
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I Direct Debit Request Service Agreement
The Direct Debit Service Agreement must be read by each Applicant, director and/or trustee if the direct debit payment method
is used.
J Privacy Consent
The Privacy Consent must be read by each Applicant, director and/or trustee.
K Power of attorney
The power of attorney must be read by each Applicant, director and/or trustee.
L Declaration signatures
The Application Form must be read by each Applicant, director and/or trustee.
Westpac Certified Copy Certificate – Individuals
This must be completed by all Applicants, directors, individual trustees and sole traders named in the Application Form who are not
existing Westpac customers.
Westpac Certified Copy Certificate – Organisations
This must be completed by all organisations named in the Application Form who are not existing Westpac customers.
Checklists
It is important to ensure that your Application Form is completed correctly. Any errors or missing information will result in delays
in the processing time. We also request that you use block letters to reduce the chances of errors being made when processing
your Application.
In order to finalise your transaction, Westpac must have the original signed Application Form and any associated
supporting documentation.
Below is a checklist to ensure that your Application is successfully completed. If you have any questions, please call
Westpac on 1800 990 107 for assistance.
All Applicants
Application Number (if applicable)
A – Adviser details including the Adviser Service Fee Form (if applicable)
B – Type of Application
C – Applicant details
Individual Applicants
C1-1 – Applicant 1
D – Investment details
E – CHESS details for delivery of Westpac SFIs (if applicable)
F – To receive a Securityholder Cash Back or Rollover Cash Back (if applicable)
G – Bank account details for direct credit details (if applicable)
H – Method of payment
L – Declaration signatures
Certified Copy Certificate for Individuals (if you are not an existing Westpac customer)
Joint Applicants
C1-1 – Applicant 1
C1-2 – Applicant 2
D – Investment details
E – CHESS details for delivery of Westpac SFIs (if applicable)
F – To receive a Securityholder Cash Back or Rollover Cash Back (if applicable)
G – Bank account details for direct credit details (if applicable)
H – Method of payment
L – Declaration signatures
Certified Copy Certificate for Individuals (for each Applicant that is not an existing Westpac customer)
Sole Trader Applicants
C1-1 – Sole Trader Applicant
C2 – Additional information for Sole Trader
D – Investment details
E – CHESS details for delivery of Westpac SFIs (if applicable)
F – To receive a Securityholder Cash Back or Rollover Cash Back (if applicable)
G – Bank account details for direct credit details (if applicable)
H – Method of payment
L – Declaration signatures
Certified Copy Certificate for Individuals (if you are not an existing Westpac customer)
Certified Copy Certificate for Organisations (if you are not an existing Westpac customer)
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Company Applicants
C1-1 – Director 1
C1-2 – Director 2
C2 – Company
D – Investment details
E – CHESS details for delivery of Westpac SFIs (if applicable)
F – To receive a Securityholder Cash Back or Rollover Cash Back (if applicable)
G – Bank account details for direct credit details (if applicable)
H – Method of payment
L – Declaration signatures
Certified Copy Certificate for Individuals (for each Director that is not an existing Westpac customer)
Certified Copy Certificate for Organisations (if the Company is not an existing Westpac customer)
Trust Applicants with individuals as trustees
C1-1 – Individual Trustee 1
C1-2 – Individual Trustee 2
C3 – Trust Applicant
D – Investment details
E – CHESS details for delivery of Westpac SFIs (if applicable)
F – To receive a Securityholder Cash Back or Rollover Cash Back (if applicable)
G – Bank account details for direct credit details (if applicable)
H – Method of payment
L – Declaration signatures
Certified Copy Certificate for Individuals (for each individual trustee/beneficial owner that is not an existing Westpac customer)
Certified Copy Certificate for Organisations (if the trust is not an existing Westpac customer)
Trust Applicants with corporate trustee
C1-1 – Individual Director 1
C1-2 – Individual Director 2
C2 – Corporate Trustee
C3 – Trust Applicant
D – Investment details
E – CHESS details for delivery of Westpac SFIs (if applicable)
F – To receive a Securityholder Cash Back or Rollover Cash Back (if applicable)
G – Bank account details for direct credit details (if applicable)
H – Method of payment
L – Declaration signatures
Certified Copy Certificate for Individuals (for each director of the trustee/beneficial owner that is not an existing
Westpac customer)
Certified Copy Certificate for Organisations (if the trust is not an existing Westpac customer)
Certified Copy Certificate for Organisations (if the corporate trustee is not an existing Westpac customer)
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Application Number
(Adviser and office use only)
Before completing this Application Form
Please carefully read the Product Disclosure Statement for Westpac SFIs (PDS) dated 1 July 2013 issued by
Westpac Banking Corporation (ABN 33 007 457 141) (AFSL 233714) and the relevant Supplementary Product
Disclosure Statement (
SPDS) and the Westpac Instalment Warrants Financial Services Guide (FSG). By
completing this Application Form you declare that you have read the PDS and relevant SPDS.
Please also review the list of required supporting documents you may need to provide when you submit your
Application. In order for an Application to be accepted, you need to ensure that you submit this information
with your Application.
It is important to ensure that your Application Form is completed correctly. Any errors or missing information will
result in delays in the processing time. We also request that you use block letters to reduce the chances of errors
being made when processing your Application.
We have set out a checklist in Section 12 (How to Apply), to help you complete your Application. Please call us
on 1800 990 107 if you have any questions. We will be happy to help.
Please send the completed Application Form and any supporting documentation to:
Westpac Structured Investments
Reply Paid 3297
Sydney NSW 2001
Your Application Form should:
have been provided to you with the PDS for Westpac SFIs, and not separately;
be completed and stamped in Section A by your stock broker or investment adviser (if applicable); and
be returned with the necessary supporting documents, as listed in the checklist.
Words used in this Application Form that are defined in the PDS have the meaning given in the PDS, unless the context otherwise
requires. If you require a copy of the PDS, please call us on 1800 990 107 or visit www.westpac.com.au/structuredinvestments.
A Adviser details (if applicable)
Adviser Name Planner Code (if applicable)
Dealer Group
AFSL Number (mandatory)
Company Name
Street
Suburb State Postcode
Country
Work Phone Mobile Phone Fax
()()
Email Address
Westpac Self-Funding Instalments
Application Form
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Adviser Undertaking
I confirm that:
1. I hold or I am an authorised representative of an entity that holds a current Australian Financial Services Licence and no
application has been made or is pending to vary, amend or remove this licence;
2. I have or I am an authorised representative of an entity that has entered into a distribution agreement with Westpac Banking
Corporation (ABN 33 007 457 141, AFSL 233714);
3. I hold or I am an authorised representative of an entity that holds all appropriate licences and authorities and I am accredited to
sell the financial product described in Westpac SFI PDS;
4. I have not held myself out to any investor(s) disclosed in this Application Form, unless I am entitled to do so by law, as being a
representative of Westpac Banking Corporation or any member of Westpac Group;
5. I have not misled, or misrepresented the arrangements to the investor(s) disclosed in this Application Form and I have acted
honestly, responsibly and lawfully in providing financial products and services described in and associated with the investments
referred to in this Application Form; and
6. I have, on behalf of Westpac Banking Corporation (ABN 33 007 457 141, AFSL 233714), provided the investor(s) with the PDS
and any SPDS in relation to Westpac SFIs.
7. I agreed the Adviser Service Fee specified on page 3 of this Application Form with the Applicant and advised the Applicant
that the Applicant is authorising me to receive the Adviser Service Fee, before the Applicant signed this Application Form. I will
advise Westpac in writing immediately if I am no longer entitled to receive any Adviser Service Fee for any reason.
8. The payment of any Adviser Service Fee to me will not at any time breach any law.
9. I consent to the payment of the Adviser Service Fee in accordance with the Adviser Service Fee Form below. I acknowledge
that Westpac is only obliged to pay to me an Adviser Service Fee (i) if it accepts the Applicant’s application to use the Adviser
Service Fee Facility; and (ii) to the extent the Adviser Service Fee is funded from a Securityholder Cash Back amount, a Rollover
Cash Back amount, the proceeds of Existing Westpac SFIs or from a payment received from the Applicant.
Adviser Signature Adviser Stamp
Print Name Date
//
Adviser Service Fee Form
Terms defined in the Glossary in section 9 of the PDS have the same meanings in this Adviser Service Fee Form.
By completing and signing this Adviser Service Fee Form:
1. I/we confirm that I/we wish to use the Adviser Service Fee Facility to pay to my/our adviser specified on page 2 of this
Application Form (Adviser) an Adviser Service Fee in the amount of:
$(complete amount in dollars)
or.%of the First Payment for each Series of Westpac SFIs I/we apply for (Cash Applications only)
or.
%
% of the value of the Underlying Security for each Westpac SFI I/we apply for as at the time the Application
is Accepted minus the Loan Amount plus the Initial Interest Amount per Westpac SFI at that time
(Securityholder Applications and Rollover Applications)
(complete one only)
2. For a Cash Application, I/we undertake to pay the Adviser Service Fee amount to Westpac with the First Payment.
3. For a Securityholder Application, I/we direct Westpac to pay the Adviser Service Fee to the Adviser out of my/our
Securityholder Cash Back.
4. For a Rollover Application:
(a) in respect of which I am/we are entitled to receive a Rollover Cash Back that is sufficient to cover the Adviser Service Fee,
I/we direct Westpac to pay the Adviser Service Fee to the Adviser out of my/our Rollover Cash Back;
(b) in respect of which I am/we are entitled to receive a Rollover Cash Back, but the Rollover Cash Back is not sufficient to
cover the Adviser Service Fee, I/we direct Westpac to apply the Rollover Cash Back towards part payment of the Adviser
Service Fee and I/we:
undertake to pay the shortfall to Westpac on demand; or
direct Westpac to sell down Existing Westpac SFIs to satisfy the shortfall.
(Check one box only. If you do not check a box, you will be deemed to direct Westpac to sell down Existing Westpac SFIs
to satisfy the shortfall)
(c) in respect of which I am/we are required to make a Rollover Payment, I/we:
undertake to pay the Adviser Service Fee to Westpac with the Rollover Payment; or
direct Westpac to sell down Existing Westpac SFIs to satisfy the Adviser Service Fee.
(Check one box only. If you do not check a box, you will be deemed to direct Westpac to sell down Existing Westpac SFIs
to satisfy the Adviser Service Fee payment)
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5. I/we direct Westpac, as my/our agent, to pay to the Adviser the Adviser Service Fee amount.
6. I/we confirm that I/we agreed the Adviser Service Fee with the Adviser before signing this Application Form.
7. I/we confirm that:
(a) the Adviser Service Fee relates to the issue or sale of a financial product by the Adviser to me/us, or financial product
advice given by the Adviser to me/us; and
(b) the payment of the Adviser Service Fee to the Adviser will not at any time breach any law.
8. I/we acknowledge and agree that Westpac will only make an Adviser Service Fee payment if Westpac accepts my/our
application to use the Adviser Service Fee Facility and to the extent that:
(a) in relation to a Cash Application, I/we have paid the Adviser Service Fee to Westpac along with my/our First Payment;
(b) in relation to a Securityholder Application, the Securityholder Cash Back is greater than or equal to the Adviser
Service Fee amount;
(c) in relation to a Rollover Application in respect of which I am/we are required to make a Rollover Payment, I/we have
paid the Adviser Service Fee to Westpac along with my/our Rollover Payment, or I/we have directed Westpac to sell
down Existing Westpac SFIs to satisfy the Rollover Payment and the Adviser Service Fee and the sale proceeds are
sufficient to cover both of those amounts; and
(d) in relation to a Rollover Application in respect of which I am/we are entitled to receive a Rollover Cash Back, the Rollover
Cash Back is sufficient to cover the Adviser Service Fee or I/we have directed Westpac to sell down Existing Westpac SFIs
to cover the shortfall and the proceeds received are sufficient.
Signature of Holder 1/Director 1/Individual Trustee 1 Signature of Holder 2/Director 2/Individual Trustee 2
Print Name Print Name
Date Date
////
B Type of Application
Please tick (✓) which type of application you are using (please tick (✓) only one box):
Cash
Securityholder*
Rollover
* Please note that Westpac will not accept these Applications from trustees of superannuation funds.
C Applicant details
Entity Type
Individual(s) Sole Trader Company Trust – Individual as Trustee Trust – Company as Trustee
C1–1 Applicant 1/Director 1/Individual Trustee 1/Sole Trader Applicant
Title
Mr
Mrs
Ms
Miss
Dr Other (specify)
Surname
Full Given Name(s)
Other names known by (if any)
Date of Birth Occupation
//
Employment Status
Full Time
Part Time
Temporary
Self Employed
Other (specify)
Tax File Number or Exemption Number and reason for exemption
If you do not provide a TFN, Westpac may have to sell down your Westpac SFIs to pay withholding tax on dividends and
distributions paid by the Listed Entity. As such, it is highly recommended that your TFN is correctly quoted.
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Email Address
Residential Address (PO Box is not acceptable) – Please note all communications will be mailed to the person and address listed
as Applicant 1. If you are a nominee or custodian, the registered address required is that of the nominee or custodian.
Street
Suburb State Postcode
Country
Mailing Address (if different to Residential Address)
Street
Suburb State Postcode
Country
Home Phone Work Phone Mobile Phone
()()
Primary source of funds to be used for the investment
Salary/wages
Compensation Payment
Commission
Government benefits
Bonus
Sale of assets
Business income/earnings
Liquidation of assets
Business profits
Redundancy
Investment income / earnings
Inheritance
Rental income
Gift/donation
Superannuation/pension
Windfall
Loan
Tax refund
Insurance Payment
Additional source (provide source)
What is your primary source of wealth?
Employment income/earnings
Government benefits
Business income/earnings
Sale of assets
Business profits
Liquidation of assets
Investment income/earnings
Redundancy
Rental income
Inheritance
Own real estate / property
Gift/donation
Superannuation/pension
Windfall
Insurance Payment
Additional source (provide source)
Compensation Payment
Customer Identification
Are you an existing Westpac customer?
Yes
No
If Yes: Please select and complete one of the following forms of identification. The name of the account or identification must be
in the same name as you have provided above.
77
Westpac Account Details
BSB Account Number
–
Westpac Customer Number
If No, to meet our obligations under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth), we must
identify customers before we provide a service. Unless you have an account with Westpac, you will need to send to us original
certified copies of identification documents. Please complete the Certified Copy Certificate for Individuals, which is attached at
the end of this Application Form, and attach the original certified documents to that certificate.
C1–2 Applicant 2/Director 2/Individual Trustee 2
Title
Mr
Mrs
Ms
Miss
Dr Other (specify)
Surname
Full Given Name(s)
Other names known by (if any)
Date of Birth Occupation
//
Employment Status
Full Time
Part Time
Temporary
Self Employed
Other (specify)
Tax File Number or Exemption Number and reason for exemption
If you do not provide a TFN, Westpac may have to sell down your Westpac SFIs to pay withholding tax on dividends and
distributions paid by the Listed Entity. As such, it is highly recommended that your TFN is correctly quoted.
Email Address
Residential Address (PO Box is not acceptable) – Please note all communications will be mailed to the person and address listed
as the first Applicant.
Street
Suburb State Postcode
Country
Primary source of funds to be used for the investment
Salary/wages
Compensation Payment
Commission
Government benefits
Bonus
Sale of assets
Business income/earnings
Liquidation of assets
Business profits
Redundancy
Investment income / earnings
Inheritance
Rental income
Gift/donation
Superannuation/pension
Windfall
Loan
Tax refund
Insurance Payment
Additional source (provide source)
78
What is your primary source of wealth?
Employment income/earnings
Government benefits
Business income/earnings
Sale of assets
Business profits
Liquidation of assets
Investment income/earnings
Redundancy
Rental income
Inheritance
Own real estate / property
Gift/donation
Superannuation/pension
Windfall
Insurance Payment
Additional source (provide source)
Compensation Payment
Customer Identification
Are you an existing Westpac customer?
Yes
No
If Yes: Please select and complete one of the following forms of identification. The name of the account or identification must be
in the same name as you have provided above.
Westpac Account Details
BSB Account Number
–
Westpac Customer Number
If No, to meet our obligations under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth), we must
identify customers before we provide a service. Unless you have an account with Westpac, you will need to send to us original
certified copies of identification documents. Please complete the Certified Copy Certificate for Individuals, which is attached at
the end of this Application Form, and attach the original certified documents to that certificate.
C2 Company/Corporate Trustee /Additional information for Sole Trader
If you are a Company/Corporate Trustee Applicant, you must also complete Section C1–1 with Director 1 details (if more than one
director also complete Section C1–2).
Company/Sole Trader
Business Name (if any)
Industry Description Industry Code (if known)
Company’s Place of Registration Company’s Date of Registration
//
ACN ABN or Reason for Exemption
TFN
If you do not provide a TFN or ABN, Westpac may have to sell down your Westpac SFIs to pay withholding tax on dividends and
distributions paid by the Listed Entity. As such, it is highly recommended that your TFN or ABN is correctly quoted.
Principal Place of Business (PO Box is not acceptable)
Please tick (
✓) if this is also the Mailing Address
Street
Suburb State Postcode
Country
79
Registered Office Address (PO Box is not acceptable)
Please tick (
✓) if this is also the Mailing Address
Street
Suburb State Postcode
Country
Mailing Address (if different to Registered Office Address or Principle Place of Business)
Street
Suburb State Postcode
Country
Mailing Name (e.g. The Secretary)
Work Phone Mobile Phone
()
Email Address
Source of Funds/Source of Wealth (Organisations)
Primary source of funds to be used for the investment
Salary/wages
Compensation Payment
Commission
Government benefits
Bonus
Sale of assets
Business income/earnings
Liquidation of assets
Business profits
Redundancy
Investment income / earnings
Inheritance
Rental income
Gift/donation
Superannuation/pension
Windfall
Loan
Tax refund
Insurance Payment
Additional source (provide source)
What is the Company’s primary source of wealth?
Employment income/earnings
Government benefits
Business income/earnings
Sale of assets
Business profits
Liquidation of assets
Investment income/earnings
Redundancy
Rental income
Inheritance
Own real estate / property
Gift/donation
Superannuation/pension
Windfall
Insurance Payment
Additional source (provide source)
Compensation Payment
Customer Identification
Is the business an existing Westpac customer?
Yes
No
If Yes: Please select and complete one of the following forms of identification. The name of the account or identification must be
in the same name as you have provided above.
80
Westpac Account Details
BSB Account Number
–
Westpac Customer Number
If No, to meet our obligations under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth), we must
identify customers before we provide a service. Unless you have an account with Westpac, you will need to send to us original
certified copies of identification documents. Please complete the Certified Copy Certificate for Organisations, which is attached
at the end of this Application Form, and attach the original certified documents to that certificate.
Company Ownership
Is the company licensed and subject to the regulatory oversight by a regulator such as APRA, APCA, ASIC, ASX,
Private Health Insurance Administration Council, RBA or Sydney Futures Exchange?
Yes
No
If Yes,
Regulator’s name Regulator’s licence number
If Yes to the above, then skip the remainder of this section, otherwise please complete below,
Is the company type ‘Domestic Proprietary’
Yes
No
Are any of the company’s shareholders individuals?
Yes
No
Do they hold more than 25% of the issued capital of the company?
Yes
No
If Yes to all, please provide name, residential address and date of birth for all individuals who are beneficial owners through
one or more shareholdings of more than 25% of the company’s issued capital in the Shareholder/Other Beneficial Owner or
Controlling Party section below. If the company has three or more shareholders, please provide their details on a separate sheet.
If No, then provide name, residential address and date of birth for all individuals who directly or indirectly control
*
the company in
the Shareholder/Other Beneficial Owner or Controlling Party section below.
If no such person can be identified then provide name, residential address and date of birth for the most senior managing
official/s of the company (such as the managing director or directors who are authorised to sign on the company’s behalf).
If the company has three or more shareholders/other beneficial owners or controlling parties, please provide their details on a
separate sheet.
* includes exercising control through the capacity to determine decisions about financial or operating policies; or by means of trusts, agreements, arrangements,
understanding & practices; voting rights of 25% or more; or power of veto.
Shareholder/Other Beneficial Owner or Controlling Party
Shareholder 1/Other Beneficial Owner or Controlling Party 1
Title
Mr
Mrs
Ms
Miss
Dr Other (specify)
Surname
Full Given Name(s)
Other names known by (if any)
Date of Birth
//
Residential Address (PO Box is not acceptable)
Street
Suburb State Postcode
Country
Customer Identification
Are you an existing Westpac client?
Yes
No
If Yes: Please select and complete one of the following forms of identification. The name of the account or identification must be
in the same name as you have provided above.
81
Westpac Account Details
BSB Account Number
–
Westpac Customer Number
If No, to meet our obligations under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth), we must
identify customers before we provide a service. Unless you have an account with Westpac, you will need to provide us original
certified copies of identification documents. Please complete the Certified Copy Certificate for Individuals, which is attached at
the end of this Application Form, and attach the original certified documents to that certificate.
Shareholder 2/Other Beneficial Owner or Controlling Party 2
Title
Mr
Mrs
Ms
Miss
Dr Other (specify)
Surname
Full Given Name(s)
Other names known by (if any)
Date of Birth
//
Residential Address (PO Box is not acceptable)
Street
Suburb State Postcode
Country
Customer Identification
Are you an existing Westpac client?
Yes
No
If Yes: Please select and complete one of the following forms of identification. The name of the account or identification must be
in the same name as you have provided above.
Westpac Account Details
BSB Account Number
–
Westpac Customer Number
If No, to meet our obligations under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth), we must
identify customers before we provide a service. Unless you have an account with Westpac, you will need to provide us original
certified copies of identification documents. Please complete the Certified Copy Certificate for Individuals, which is attached at
the end of this Application Form, and attach the original certified documents to that certificate.
C3 Trust Applicant
• Individual(s) as trustee(s): you must also complete Section C1 with details of trustee(s).
• Company as a trustee: you must also complete Section C1 with details of the directors and Section C2 with details of the company.
Full Name of Trust/Superannuation Fund
Business / Trading As Name (if any)
Industry Description Industry Code (if known)
82
Full address of the trust’s principal place of business (not a PO Box)
Street
Suburb State Postcode
Country Country of establishment
ABN/ARSN/registration number or reason for exemption TFN
If you do not provide a TFN or ABN, Westpac may have to sell down your Westpac SFIs to pay withholding tax on dividends and
distributions paid by the Listed Entity. As such, it is highly recommended that your TFN or ABN is correctly quoted.
Source of Funds/Source of Wealth (Organisations)
Primary source of funds to be used for the investment
Salary/wages
Compensation Payment
Commission
Government benefits
Bonus
Sale of assets
Business income/earnings
Liquidation of assets
Business profits
Redundancy
Investment income / earnings
Inheritance
Rental income
Gift/donation
Superannuation/pension
Windfall
Loan
Tax refund
Insurance Payment
Additional source (provide source)
What is the Trust’s primary source of wealth?
Employment income/earnings
Government benefits
Business income/earnings
Sale of assets
Business profits
Liquidation of assets
Investment income/earnings
Redundancy
Rental income
Inheritance
Own real estate / property
Gift/donation
Superannuation/pension
Windfall
Insurance Payment
Additional source (provide source)
Compensation Payment
Customer Identification
Is the trust an existing Westpac customer?
Yes
No
If Yes: Please select and complete one of the following forms of identification. The name of the account or identification must be
in the same name as you have provided above.
Westpac Account Details
BSB Account Number
–
Westpac Customer Number
If No, to meet our obligations under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth), we must
identify customers before we provide a service. Unless you have an account with Westpac, you will need to send to us original
certified copies of identification documents. Please complete the Certified Copy Certificate for Organisations, which is attached
at the end of this Application Form, and attach the original certified documents to that certificate.
83
What type of trust is it?
SMSF
Discretionary
Minor
Family
Other
If ‘Other’, please indicate what type of trust it is
Settlor of the Trust
Please provide the full name of the Settlor of the Trust (not applicable for Testamentary Trusts)
A Settlor of the Trust may be an individual or organisation e.g. law firm or accountancy firm that created the Trust by settling a sum of
money or item of property on a Trust for the benefit of the Beneficiaries.
Beneficiary Details
Please provide the full name of each beneficiary or type of membership class (e.g. unit holder, family member).
Beneficiary 1
Beneficiary 2
Beneficiary 3
Beneficiary 4
Beneficiary 5
OR
Membership Classes
Beneficial Ownership
Are there any individuals who have not already been captured as Trustees who are acting in the capacity of a beneficial owner?
Yes
No
If Yes, please complete Beneficial Owner details below. (If the Trust has three or more Beneficial Owners, please provide their
details on a separate sheet.)
A Beneficial owner is any individual who has ownership (directly or indirectly) or has control (directly or indirectly) of the Trust.
Control includes the capacity to influence the way in which the trust conducts its affairs, including by having the ability to determine
decisions about the trust’s financial and operating policies. This includes but is not limited to Beneficiaries (who hold 25% or more
beneficial interest in the trust property) and an appointer who has the power to appoint or remove trustees of the trust.
Beneficial Owner 1
Title
Mr
Mrs
Ms
Miss
Dr Other (specify)
Surname
Full Given Name(s)
Other names known by (if any)
Date of Birth
//
Residential Address (PO Box is not acceptable)
Street
Suburb/City State Postcode
Country
84
Is the Beneficial Owner an existing Westpac customer?
Yes
No
If Yes: Please select and complete one of the following forms of identification. The name of the account or identification must be
in the same name as you have provided above.
Westpac Account Details
BSB Account Number
–
Westpac Customer Number
If No, to meet our obligations under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth), we must
identify customers before we provide a service. Unless you have an account with Westpac, you will need to send to us original
certified copies of identification documents. Please complete the Certified Copy Certificate for Individuals, which is attached at
the end of this Application Form, and attach the original certified documents to that certificate.
Beneficial Owner 2
Title
Mr
Mrs
Ms
Miss
Dr Other (specify)
Surname
Full Given Name(s)
Other names known by (if any)
Date of Birth
//
Residential Address (PO Box is not acceptable)
Street
Suburb/City State Postcode
Country
Is the Beneficial Owner an existing Westpac customer?
Yes
No
If Yes: Please select and complete one of the following forms of identification. The name of the account or identification must be
in the same name as you have provided above.
Westpac Account Details
BSB Account Number
–
Westpac Customer Number
If No, to meet our obligations under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth), we must
identify customers before we provide a service. Unless you have an account with Westpac, you will need to send to us original
certified copies of identification documents. Please complete the Certified Copy Certificate for Individuals, which is attached at
the end of this Application Form, and attach the original certified documents to that certificate.
85
D Investment details
1. Cash Application
Westpac SFI ASX
codeInvestment amount
Rollover /
Securityholder
Cash Back
reinvestment
percentage
Adviser use only
First Payment
Number of
Westpac SFI
%
%
%
%
%
%
%
%
%
%
Total investment
amount
2. Securityholder Application
Security
ASX code
Number
of
securities
Westpac SFI
ASX code
Adviser use
only
HIN/SRNPID
Securityholder
Cash Back
Total Securityholder Cash Back (Adviser use only)
86
You will be issued with one Westpac SFI for every security transferred. To avoid delays in processing your Application, please attach
a copy of your CHESS or Issuer Sponsored holding statement for your existing security holding(s) relating to this Application.
Please indicate how you would like to use the total Securityholder Cash Back:
Use the Securityholder Cash Back to pay the Adviser Service Fee (if any) specified on page 3 and use the balance as a
Reinvestment Amount to purchase additional Westpac SFIs. You will need to complete the Cash Application section in this
Section D Investment details with the relevant details and the reinvestment percentage.
Use the Securityholder Cash Back to pay the Adviser Service Fee (if any) specified on page 3 and receive the balance in cash.
If you do not sign Section F To Receive a Securityholder Cash Back or Rollover Cash Back, such cash back will automatically
be applied to purchase additional Westpac SFIs in the same Series.
3. Rollover Application
Existing Westpac SFI Holding
New Westpac
SFI HoldingAdviser use only
Westpac SFI ASX
code
Number
of
Westpac
SFIs
being
rolledHIN/SRN
Westpac SFI ASX
code
Rollover
Cash
Back
(+) or
Rollover
Payment
(–) per
Westpac
SFI
Total
rollover
amount
Total Rollover Cash Back (+) or Rollover Payment (–)
Please indicate how you would like to use the total Rollover Cash Back (+) or pay the Rollover Payment (–):
Use any total Rollover Cash Back (+) due to you first to pay the Adviser Service Fee (if any) specified on page 3 and then use the
balance as a Reinvestment Amount to purchase additional Westpac SFIs or sell down enough Existing Westpac SFIs to meet
any total Rollover Payment (–). For the reinvestment of a Rollover Cash Back (+) you will need to complete the Cash Application
section in this Section D Investment details with the relevant details and the reinvestment percentage (%).
Use any Rollover Cash Back (+) to pay the Adviser Service Fee (if any) specified on page 3 and receive the balance in cash or
meet any total Rollover Payment (–) by making a payment. If you do not sign Section F To Receive a Securityholder Cash
Back or Rollover Cash Back, any such cash back (after payment of any Adviser Service Fee) will automatically be applied as a
Reinvestment Amount to purchase additional Westpac SFIs in the same Series. If you are required to make a Rollover Payment
and we have not received cleared funds along with any Adviser Service Fee specified on page 3 by the required time, you direct
us to sell down a portion of your Existing Westpac SFIs to meet this payment.
87
E CHESS details for delivery of Westpac SFIs
If you would like your holdings to be CHESS sponsored and your Westpac SFIs delivered to your sponsoring broker or held within
your Wrap account, you are required to provide your CHESS details. Please include a copy of your latest CHESS holding statement.
Alternatively, your holdings will be issuer sponsored and you will be allocated an SRN which will appear on your Holding Statement.
Sponsoring Broker or Wrap Provider
CHESS Registered Name
Account Designation
< A/C>
PID HIN
X
F To receive a Securityholder Cash Back or Rollover Cash Back
Any Securityholder Cash Back or Rollover Cash Back can only be paid to the Holder if such cash back is to be used for business or
investment purposes other than investment in residential property.
You are therefore required to confirm that this is indeed your intention.
I/We declare that the credit to be provided to me/us by Westpac Banking Corporation is to be applied wholly or predominantly for:
• business purposes; or
• investment purposes other than investment in residential property.
IMPORTANT
You should only sign this declaration if this loan is wholly or predominantly for:
• business purposes; or
• investment purposes other than investment in residential property.
By signing this declaration you may lose your protection under the National Credit Code.
Signature of Applicant 1/Director 1/Individual Trustee 1 Signature of Applicant 2/Director 2/Individual Trustee 2
Print Name Print Name
Date Date
////
G Bank account details for direct credit payments
To have payments, including any Securityholder Cash Back or Rollover Cash Back, directly credited to your account, please
complete this section. If no details are provided, a cheque will be mailed to the notified address.
Name of Financial Institution
Account Name
BSB Account Number
–
88
H Method of payment
There are four methods of payment that are available to you. Please complete the relevant section.
Cheque – Tick (✓) if paying by cheque
Please make cheque payable to: ‘Westpac Banking Corporation – Warrants’.
Bank use only
Bpay – Tick (✓) if paying by Bpay
You will need to call Westpac on 1800 990 107 to obtain a
Bpay
®
Reference Number
Biller code: 47464
Bpay
®
Reference Number:
Direct Credit – Tick (✓) if paying by cheque
Please arrange the transfer of funds to the following account. You will need to call Westpac on 1800 990 107 to obtain a
Direct Credit Reference Number.
Account Name: ‘Westpac Banking Corporation – Warrants’
BSB: 032 – 916 Account Number: 100331 Direct Credit Reference Number:
Direct Debit Request – Tick (✓) if paying by Direct Debit and sign below
Same as provided in Section G Bank account details for direct credit payments
Other:
Name of Financial Institution
Account Name
BSB Account Number
–
I/We request and authorise Westpac Banking Corporation (Westpac) (User ID number 227778), to arrange for any amounts which
become payable by me/us in respect of Westpac SFIs, including the Application Amount and any Rollover Payment, to be debited
through the Bulk Electronic Clearing System from my account held with the financial institution detailed above. I/We understand
and acknowledge that:
• my/our financial institution has absolute discretion to decide the order in which it will pay monies under this request, or any other
request, authority or mandate;
• my/our financial institution has absolute discretion to refuse to honour this request at any time;
• Westpac may vary the amount or frequency of future debits to meet amounts payable under the Service (as defined in the
Direct Debit Service Agreement as set out below (as varied by Westpac)); and
• this request operates on the terms of the Direct Debit Service Agreement as set out below (as varied by Westpac) which I/we
have read and, by signing this Direct Debit Request, agreed to.
This Direct Debit Request is made on the terms of the Direct Debit Request Service Agreement as set out in Section I. By
completing this Direct Debit Request you are authorising Westpac to direct debit your account.
Signature of Applicant 1/Director 1/Individual Trustee 1 Signature of Applicant 2/Director 2/Individual Trustee 2
Print Name Print Name
Date Date
////
89
I Direct Debit Request Service Agreement
This Direct Debit Request Service agreement sets out the terms on which you have authorised Westpac to arrange for amounts
owing to Westpac, to be paid by deduction from your account at your financial institution.
1. You will need to complete the Direct Debit Request in Section H to apply to invest in Westpac SFIs provided by us (the Service).
2. By your Direct Debit Request, you authorise us to arrange for amounts that become payable to Westpac under the Service, to
be made by deduction from your account at the financial institution named in the Direct Debit Request.
3. Your Direct Debit Request allows us to arrange for payment to us for the amounts, and at the times, required by the terms and
conditions (Conditions) of the Service.
4. You can cancel your Direct Debit Request arrangement with Westpac, however this termination must be in writing. We will
require six (6) Business Days to process your cancellation request. You can also cancel your Direct Debit Request by contacting
the financial institution with which you have your account. You cannot, however, vary or suspend it, or stop or suspend an
individual debit from taking place under it.
5. If you cancel your Direct Debit Request at any time, you need to be aware of any outstanding obligations to make payments
under your Westpac SFIs. You need to ensure that suitable arrangements are made if the Direct Debit Request is cancelled: by
yourself; by your nominated financial institution; or for any other reason.
6. Debits will be processed in accordance with the Conditions of the Service. If a due date for a debit falls on a weekend or
public holiday, the debit will be processed on the preceding settlement day. Please contact your financial institution if you are
uncertain when a debit will be processed to your account.
7. You must ensure that you have sufficient clear funds available in the nominated account by the due date to permit the payments
under the Direct Debit Request as required by the Conditions of the Service.
8. If a drawing is unsuccessful, we reserve the right to attempt to redraw at such times as we determine. Your financial institution
may charge you a fee where a drawing is unsuccessful. If the nominated account is with Westpac a fee for the unsuccessful
drawing may be debited to that account in accordance with the terms and conditions for that account.
9. Please contact Westpac by phone on 1800 990 107 if you have any questions about your Direct Debit Request, such as
concerns about a debit that we make under it, or want to make any alteration to your arrangements. You should contact
Westpac in the first instance, but you can, if you choose, also contact the financial institution with which you have your account.
If you call us to dispute a debit we will respond to you within 7 days of your call to us. If you call us to change the account from
which your debits are made we will send you a form to sign and return. If you call to cancel your Direct Debit Request we can
also send you a form, but the cancellation will be implemented more quickly if you write to us straight away.
10. We can vary this Service Agreement at any time after giving you fourteen (14) days’ notice of the changes.
11. We will keep information about your financial institution account confidential, except to the extent necessary to resolve any
claim you might make relating to a debit which you claim has been made incorrectly.
12. You should:
(a) note that direct debiting through the Bulk Electronic Clearing System is not available on all accounts – please ensure your
financial institution allows direct debits on your nominated account;
(b) confirm the account details by checking a recent statement from your financial institution; and
(c) note that this form must be signed in the same way as the account signing instruction held by your financial institution. You
are responsible for checking and ensuring these things.
J Privacy Statement – for all Applicants
1. Personal information
We collect personal information from you to process your application, provide you with your product or service, and manage
your product or service. We may also use your information to comply with legislative or regulatory requirements in any
jurisdiction, prevent fraud, crime or other activity that may cause harm in relation to our products or services and help us run our
business. We may also use your information to tell you about products or services we think may interest you.
If you do not provide all the information we request, we may need to reject your application or we may no longer be able to
provide a product or service to you.
We may disclose your personal information to other members of the Westpac Group, anyone we engage to do something on
our behalf, and other organisations that assist us with our business.
We may disclose your personal information to an entity which is located outside Australia. Details of the countries where the
overseas recipients are likely to be located are in our privacy policy.
As a provider of financial services, we have obligations to disclose some personal information to government agencies and
regulators in Australia, and in some cases offshore. We are not able to ensure that foreign government agencies or regulators
will comply with Australian privacy laws, although they may have their own privacy laws. By using our products or services, you
consent to these disclosures.
We are required or authorised to collect personal information from you by certain laws. Details of these laws are in our privacy
policy.
Our privacy policy is available at westpac.com.au or by calling 132 032. It covers:
• how you can access the personal information we hold about you and ask for it to be corrected;
• how you may complain about a breach of the Australian Privacy Principles or a registered privacy code and how we will deal
with your complaint;
• how we collect, hold, use and disclose your personal information in more detail.
We will update our privacy policy from time to time.
90
2. Other acknowledgements and consents
• We may confirm the details of the information provided in this application.
• Where you have provided information about another individual, you must make them aware of that fact and the contents of
the Privacy Statement.
• This application form is not an offer or acceptance of credit.
3. Information about products and services
We will use or disclose your personal information to contact you or send you information about other products and services
offered by the Westpac Group or its preferred suppliers. Please call us on 132 032 or visit any of our branches if you do not wish
to receive marketing communications from us.
4. Definitions
In this Privacy Statement, “we”, “our”, “us”, means Westpac Banking Corporation ABN 33 007 457 141. “Westpac Group”
means Westpac Banking Corporation ABN 33 007 457 141 and its related bodies corporate.
K Our reporting obligations
We are required to identify tax residents of a country(ies) other than Australia in order to meet account information reporting
requirements under local and international laws.
If at any time after account opening, information in our possession suggests that you, the entity and/or any individual who holds
ownership and/or control in the entity of 25% or more (Controlling Person/Beneficial Owner) may be a tax resident of a country(ies)
other than Australia, you may be contacted to provide further information on your foreign tax status and/or the foreign tax status of
the entity and/or any Controlling Person/Beneficial Owner. Failure to respond may lead to certain reporting requirements applying
to the account.
By completing this application you certify that if at any time there is a change to the foreign tax status details for you, the entity
and/or any controlling persons/beneficial owner, you will inform the bank. You also certify that if at any time there is a change
of a controlling person/s/beneficial owner/s in your entity, you will inform the bank.
A controlling person/beneficial owner refers to the individual(s) that directly or indirectly owns a legal interest in the entity of 25%
or more and/or exercises actual effective control over the entity, whether from an economic or other perspective such as through
voting rights. In addition, in the case of a trust, a controlling person/beneficial owner includes the settlor(s), trustee(s), appointer(s),
protector(s), beneficiary(ies) or classes of beneficiaries and in the case of an entity other than a trust, the term includes persons in
equivalent or similar positions.
By completing this application, you also certify that the settlor(s) (applicable to Standard Trusts only) are not foreign tax residents.
If the settlor(s) are a foreign tax resident, you must telephone 1300 725 863 at the time of completing this application. When you
contact us, you will be asked to provide additional information for the settlor(s).
L Power of attorney
1. For valuable consideration, I/we irrevocably appoint any employee of Westpac Banking Corporation whose title includes the
words ‘head of’, ‘associate’, ‘manager’, ‘director’ or ‘counsel’ (or their delegates) severally as my/our attorney.
2. An attorney may, in my/our name:
– complete any blanks in the Loan Agreement;
– execute the Loan Agreement substantially in the form set out in the PDS manually or by authorising the electronic image
of the signature of the attorney (or sub-attorney) to be applied to the Loan Application in electronic form;
– do anything which I/we am/are obliged, or may elect, to do under or relation to the Loan Agreement or any other
agreement or arrangement between me/us and Westpac relating to the Loan or any subsequent Loan including in respect
of any Reinvestment Amount;
– do anything incidental or necessary in relation to the above (including, but not limited to, completing any blanks in the
attached Application Form(s) and appointing any person as sub-attorney to do any of the above); and
– do anything in relation to the Underlying Securities which I/we may lawfully do (including selling the Underlying Securities)
if an event occurs which would make a Security Interest enforceable.
3. This power of attorney does not limit any power of attorney otherwise contained in the PDS.
M Declaration signatures – must be completed by Applicants (in this Section M ‘I’/‘me’/‘my’ or
‘we’/‘us’/‘our’)
By lodging the Application Form I/we whose full name(s) and address(es) appear above hereby acknowledge and confirm my/our
Application to invest in Westpac SFIs on this Application Form to be provided in accordance with the terms and conditions set out
in the Product Disclosure Statement dated 1 July 2013 (PDS) and the relevant Supplementary Product Disclosure Statement (SPDS)
issued by Westpac Banking Corporation (Westpac), I/we acknowledge that in making my/our Application:
1. I/We have read the PDS and relevant SPDS to which this Application Form relates, the terms and conditions of the Direct Debit
Request Service Agreement contained at Section I of this Application Form and the Privacy Statement contained in Section J of
this Application Form.
2. I/We irrevocably appoint Net Nominees Limited ABN 94 090 122 375 (Security Trustee) as my/our nominee on the Terms of
Issue in respect of any Underlying Securities to which my/our Application relates (Securities) for valuable consideration and to
facilitate the granting of the Loan and any Security Interest.
3. I/We authorise and direct the Security Trustee or its nominee to become the registered holder of the Securities and to do
anything incidental or necessary to become the registered holder.
4. I/We acknowledge that the details of my/our investment in Westpac SFIs will be advised in the confirmation pack.
5. I/We declare that before completing this Application Form, I/we have received and was/were given access to the PDS
and relevant SPDS together with this Application Form.
91
6. I/We have read the PDS and relevant SPDS (which I/we received together with this Application Form), and have agreed to
accept each Westpac SFI on the conditions set out in the PDS and relevant SPDS. I/We represent and warrant that, in making
this Application, I/we have not relied in any way whatsoever on any statements made by, or purported to be made by, Westpac
or its related entities or any of their respective servants, agents, employees or professional advisers in relation to my/our
investment in Westpac SFIs, other than the information contained in the PDS and relevant SPDS.
7. I/We understand and acknowledge that nothing in the PDS and relevant SPDS can be considered or characterised as
investment advice or a personal recommendation to invest in Westpac SFIs.
8. I/We acknowledge that Westpac has recommended that I/we seek and obtain, and I/we have had the opportunity to, seek and
obtain, independent legal and taxation advice about Westpac SFIs, the risks involved and the tax consequences of investing in
W estpac SFIs. I/we have either obtained that advice from independent advisers or declined the opportunity to obtain that
advice.
9. I/We have not sought legal or taxation advice from Westpac in relation to Westpac SFIs. Westpac has also recommended that
I/we obtain financial advice about investing in Westpac SFIs and the risks involved. I/we have either obtained, or declined the
opportunity to obtain, that advice.
10. I/We consent to Westpac entering into Westpac SFIs with me/us on Westpac’s own behalf.
11. I/We acknowledge that Westpac has not made any promise or inducement about, or been party to any conduct material to,
me/us entering into Westpac SFIs (other than as set out in this Application Form, PDS and relevant SPDS). Westpac does not
want me/us to rely on any such promise or inducement. To the fullest extent permitted by law, Westpac excludes liability for any
such promise or inducement.
12. I/We understand that Westpac may pay to an adviser/broker (including Westpac Securities Limited) fees in connection with the
offer and approval of Westpac SFIs, and that the adviser may pay all or a portion of these fees to other persons. I/We assent to
the payment of these fees. I/We acknowledge that Westpac will provide details if I/we request.
13. I/We understand and acknowledge that Westpac has an absolute right to reject my/our Application and that, even if
the conditions set out in the PDS and relevant SPDS are satisfied, Westpac may (in its absolute discretion) refuse to issue
Westpac SFIs.
14. I/We confirm that the information contained in the Application Form is in all respects complete and correct and is not, by
omission or otherwise, misleading.
15. I/We agree to Westpac collecting, using and disclosing my/our personal information as set out in Section J of this
Application Form.
16. Westpac may provide information on the status of my/our investment to my/our nominated financial adviser or usual
stockbroker or any Westpac Group company.
17. If at any time I/we supply Westpac with personal information about another individual, I/we will ensure that I am/we are
authorised to do so and agree to inform that individual of the matters set out in Section J of this Application Form as they
relate to that individual.
18. I/We may (but do not have to) give instructions or notices (Communications) to Westpac by email. I/We agree to:
– ensure that only persons authorised by me/us will give any Communications by email; and
– comply with any security or verification procedures required by Westpac.
19. Westpac is entitled to assume that any Communication by email which purports to have been sent by me/us or on my/our
behalf has been authorised, and Westpac is not required to investigate or confirm that authority. This applies whether or
not there are circumstances which might suggest that the Communication was not authorised, unless Westpac has actual
knowledge that the Communication was unauthorised. Westpac has no liability to me/us for relying on any Communication
by email, whether or not the Communication has been authorised. Without limiting the foregoing, Westpac may refuse to act
on any Communication by email until its validity has been confirmed, and will have no liability to me/us or any other person for
any consequences as a result of its refusal to act. I/We indemnify Westpac against any cost, expense, liability or claim incurred
by any of them as a consequence of accepting a Communication by email, unless the cost, expense, liability or claim is a direct
result of Westpac’s gross negligence or wilful default.
20. I/We understand the risks in connection with the investment outlined in the PDS and, except as expressly agreed with Westpac
in writing to the contrary, have not relied on any representation (whether oral or written) from Westpac as investment, financial,
legal or taxation advice as to their suitability to my/our circumstances.
21. I/We acknowledge that:
– an investment in Westpac SFIs is not a deposit with Westpac, or any of its related bodies corporate;
– Westpac SFIs are a liability of Westpac but not any related body corporate of Westpac and are subject to investment risk,
including possible delays in repayment and loss of income or principal invested; and
– neither Westpac nor any of its related bodies corporate guarantee the performance of Westpac SFIs, any particular rate of
return or the repayment of capital invested.
22. I/We represent and warrant that I am/we are financially solvent.
23. (For individuals only) I/We am/are at least 18 years old.
24. I/We declare that all details given, including any amendments to previous instructions in the Direct Debit Request Form are
true and correct and I/we authorise Westpac to act on these instructions.
25. I/We represent and warrant that I am/we are not bankrupt or insolvent (as the case may be) and am/are able to pay my/our
debts as and when they become due and that no step has been taken to make me/us bankrupt or commence winding up
proceedings, appoint a controller or administration, seize or take possession of any of my/our assets or make an arrangement,
compromise or composition with any of
my/our creditors.
26. I/We understand that if I/we:
– fail to provide any information requested in this Application Form; or
– do not agree to any of the possible exchanges or disclosures detailed above,
my/our Application may not be accepted by Westpac.
27. I/We acknowledge that in making my/our Application, my/our Application is made and addressed to both Westpac and the
Security Trustee.
92
28. In relation to Applicants seeking to invest as trustees (including investors holding investments for the benefit of another), only
the trustee has rights and obligations under the investment.
29. I/We understand that I/we can access most personal information that members of Westpac Group hold about me/us
(sometimes there will be a reason why that is not possible, in which case, I/we will be told why).
30. I/We understand and agree that neither the Security Trustee nor Westpac nor any member of Westpac Group is guaranteeing
any return of capital in respect of Westpac SFIs, and accordingly that there is a risk that I/we may sustain a complete loss of
my/our investment in Westpac SFIs.
31. I/We agree to be given any terms and conditions, any disclosure documents (including Financial Services Guides and Product
Disclosure Statements), and any updates and supplements to the disclosure documents from Westpac or its related entities by:
(i) having them made available via
www.westpac.com.au/structuredinvestments or such internet website notified to me/us; or
(ii) any other electronic means (including by email).
I/We represent and warrant that I/we have received in printable form and read the Westpac SFIs Product Disclosure Statement
issued by Westpac, any Supplementary Product Disclosure Statement issued by Westpac and the Westpac Instalment
Warrants Financial Services Guide.
Signature of Applicant 1/Director 1/Individual Trustee 1 Signature of Applicant 2/Director 2/Individual Trustee 2
Print Name Print Name
Date Date
////
Please send completed Application Forms and all
supporting documentation to:
Westpac Structured Investments
Reply Paid 3297
Sydney NSW 2001
Application Forms may be scanned and emailed to structured.investments@westpac.com.au and Westpac may act on your
instructions received by email if you are an existing Westpac customer. However, we require that you send in your original
Application Form and any supporting documentation for our records.
93
(To be used for individuals only)
Upon instruction from Westpac, this form may be used where the customer is not able to present the original documents to
Westpac in person. This form may be used by Australian customers. The original of this form must be provided to Westpac.
Part A Customer details
Full Name Date of Birth
//
Other names known by (if any)
Residential address (Please note PO Box is not acceptable)
Street
Suburb State Postcode
Country
Are you a tax resident of any other country outside of Australia?
Yes
No
If yes, please indicate the country(ies) in which you are a resident for tax purposes and each country’s associated Tax
Identification Number (TIN).
If a ‘TIN’ is not available, please specify one of the following reasons against the appropriate country:
Reason 1: Foreign TIN not issued by this country
Reason 2: Individual is underage (applies to individuals only)
Reason 3: Foreign TIN pending issue by the country’s tax authority
Country of Tax Residency
Foreign TIN – Tax Identification Number or (TIN)* or TIN not applicable reason (see reasons above)
OR
Reason 1
Reason 2 Reason 3
Country of Tax Residency
Foreign TIN – Tax Identification Number or (TIN)* or TIN not applicable reason (see reasons above)
OR
Reason 1
Reason 2 Reason 3
Country of Tax Residency
Attach certified copies here
Westpac Certified Copy Certificate
Customer Identification Documents
94
Foreign TIN – Tax Identification Number or (TIN)* or TIN not applicable reason (see reasons above)
OR
Reason 1
Reason 2 Reason 3
* A Foreign TIN is an identifying number or equivalent issued by your country of tax residency that is used for tax purposes.
Note:
• If you have more than 3 countries which you are a tax resident, please photocopy this section to provide more details.
Signature of Customer (to be signed in the presence of the certifier)
Part B Certifier details
Please complete Part B to enable Westpac to contact you if necessary to confirm any information provided on this form.
Full Name of Certifier Occupation
Name of Certifier’s Employer Business Phone Number
()
Certifier’s Employment Address
Suburb State Postcode
Country
Category of Certifier (refer to Category of Certifiers)
Details of original Identification Documents sighted and photocopies attached (e.g. Foreign passport, National Identity Card)
1.
2.
Where the name on the identification documents differs from the name used by the customer, provide an explanation given by
the customer or sight and record documentation which identifies the customer in their former name e.g. marriage certificate or
deed poll.
Declaration of Certifier
• I have examined the originals of all the customer’s identification documents listed above.
• The copy of the customer’s identification documents attached are true and correct copies of the original documents that I have
examined and certified.
• The customer signed this form in my presence.
Privacy Statement: The personal information we collect from you on this form will be used to assist in the identification of the
customer named in Part A. We may disclose your personal information to other members of the Westpac Group, anyone we
engage to do something on our behalf, and other organisations that assist us with our business. Our privacy policy, available
at westpac.com.au or by calling 132 032, contains information about how we handle your personal information.
Signature of Certifier Date
//
95
Bank use only
Bank Officer’s Name
Salary Number
Branch/Department BSB Customer IDV Number
–
Signature Date
//
Instructions and Checklist for Certifier – Please (✓)
All parts of the Certified Copy Certificate have been completed.
You are a person within a specified class of accepted certifiers defined below in “Category of Certifiers.”
All identification documents are current and the first page of the copies has been certified with “This is a true copy of the
original document” followed by the certifier’s signature, full name, position and date. All subsequent pages have been
initialled.
Either ONE Primary Photographic identification document or ONE Primary Non-photographic identification document
AND ONE Secondary identification document are to be certified.
The combination of identification documents certified contains the customer’s full name and date of birth.
The customer has signed the Certified Copy Certificate in your presence.
The certified copies of the identification documents are attached to the Certified Copy Certificate.
Note:
• It is an offence under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 to knowingly provide false or
misleading information or knowingly produce a false or misleading document. Penalty: Imprisonment for 10 years.
• If any document is written in a language other than English, it must be accompanied by an English translation prepared by an
accredited translator.
Category of Certifiers (The following people can certify the customer’s identification documents)
Note:
• Overseas customers can use certifiers in categories 1 to 17 where the certifier is an officer who holds these positions within
Australia; or
• Where the certifier does not meet the above criteria, ONLY certifiers in category 11, 12 or 13 may be used.
1. A person who is enrolled on the roll of the Supreme Court
of a State or Territory, or the High Court of Australia, as a
legal practitioner (however described)
2. A judge of a court
3. A magistrate
4. A chief executive officer of a Commonwealth court
5. A registrar or deputy registrar of a court
6. A Justice of the Peace
7. A notary public (for the purposes of the Statutory
Declaration Regulations 1993)
8. A Police Officer
9. An agent of the Australian Postal Corporation who is in
charge of an office supplying postal services to the public
10. A permanent employee of the Australian Postal
Corporation with 2 or more years of continuous service
who is employed in an office supplying postal services to
the public.
11. An Australian consular officer or an Australian
diplomatic officer (within the meaning of the Consular
Fees Act 1955)
12. A bank or building society officer with 2 or more
years continuous years of service (includes acceptable
international bank)
13. A finance company officer with 2 or more continuous
years of service (includes acceptable international bank)
14. An officer with, or authorised representative of, a
holder of an Australian financial services licence, having
2 or more continuous years of service with one or more
licensees
15. A member of the Institute of Chartered Accountants
in Australia, CPA Australia or the National Institute
of Accountants with 2 or more years of continuous
membership
16. A Commissioner for Declarations
17. A Commissioner for Affidavits
96
Identification Documents
PRIMARY PHOTOGRAPHIC IDENTIFICATION
DOCUMENTS
SECONDARY IDENTIFICATION DOCUMENTS
• Australian passport (can either be current or expired
within the last 2 years but must not be cancelled,
defaced or mutilated)
^
• Australian licence/permit (can either be a driver’s
licence, learner’s permit)
^
• Proof of age card issued by a State or Territory
(or equivalent)
^
• Foreign passport issued by a foreign government, the
United Nations or an agency of the United Nations
(must not be cancelled, defaced or mutilated)
^
• Foreign travel document issued by a foreign
government, the United Nations or an agency of the
United Nations
^
• Foreign driver’s licence which contains a
photograph
^^
• National identity card issued by a foreign
government, the United Nations or an agency of the
United Nations
^
PRIMARY NON-PHOTOGRAPHIC IDENTIFICATION
DOCUMENTS
• Full Australian birth certificate (or extract) issued
by State/Territory Registry of Births, Deaths and
Marriages
• Australian citizenship certificate
• Centrelink pension card (Australian)
• Full Foreign birth certificate issued by a foreign
government, the United Nations or an agency of the
United Nations
• A financial benefits notice issued by the
Commonwealth or a State/Territory within the last
12 months and includes the customer’s name and
residential address (e.g. a notice from Centrelink)
• Australian Taxation Office (ATO) notice issued within
the last 12 months and includes the customer’s name
and residential address
• Utilities notice issued by a local government or utilities
provider within the last 3 months and includes the
customer’s name and residential address
• Department of Veterans’ Affairs pension concession
card (Australian)
• A current tenancy/lease agreement (must not be
cancelled or expired)
• Medicare card
• Australian Marriage certificate issued by State/Territory
Registry of Births, Deaths and Marriages
• Identification card issued to a student at an Australian
higher education institution (TAFE or University)
^^
• Notice issued by the principal of a school (must be less
than 3 months old, include the name of the customer,
residential address, period of school attendance and
issued on a school letterhead)
• A current card issued under a Commonwealth, State,
or Territory law for the purpose of identification, for
a government service, or as a licence
• Foreign driver’s licence which does not contain
a photograph
^must contain photograph and signature
^^must contain photograph and/or signature
97
(To be used for Companies, Sole Traders, Trusts, Partnerships, Associations, Registered Co-operatives and
Government Bodies)
Upon instruction from Westpac, this form may be used where the customer is not able to present the original customer
identification documents to Westpac in person. This form may be used by Australian customers. The original of this form
must be provided to Westpac.
Part A Customer details
Type of Customer – Please tick (✓)
Company
Sole Trader
Tr us t
Partnership
Association
Registered Cooperative
Government Body
Full Name (Registered name if applicable)
Address (Registered address if applicable)
Suburb State Postcode
Country
ACN/ABN/ARBN
Is the organisation a tax resident of any other country outside of Australia?
Yes
No
If yes, please indicate the country(ies) in which the organisation is a resident for tax purposes and each country’s associated
Tax Identification Number (TIN).
If a ‘TIN’ is not available, please specify one of the following reasons against the appropriate country:
Reason 1: Foreign TIN not issued by this country
Reason 2: Foreign TIN pending issue by the country’s tax authority
Country of Tax Residency
Tax Identification Number or (TIN)* or TIN not applicable reason (see reasons above)
OR
Reason 1
Reason 2
Country of Tax Residency
Foreign TIN – Tax Identification Number or (TIN)* or TIN not applicable reason (see reasons above)
OR
Reason 1
Reason 2
Country of Tax Residency
Foreign TIN – Tax Identification Number or (TIN)* or TIN not applicable reason (see reasons above)
OR
Reason 1
Reason 2
* A Foreign TIN is an identifying number or equivalent issued by your country of tax residency that is used for tax purposes.
Note:
• If the organisation has more than 3 countries which it is a tax resident, please photocopy this section to provide more details.
Westpac Certified Copy Certificate – Organisations
Customer Identification Documents
Attach certified copies here
98
Part B Certifier details
Please complete Part B to enable Westpac to contact you if necessary to confirm any information provided on this form.
Full Name of Certifier Occupation
Place of Employment Business Phone Number
()
Employment Address
Suburb State Postcode
Country
Category of Certifier (see list in Part E – insert relevant number)
Declaration of Certifier
• I have examined the originals of all the documents which are set out in Part C of this form.
• The copy documents attached are true and correct copies of the original documents examined by me.
Privacy Statement: The personal information we collect from you on this form will be used to assist in the identification of the
customer named in Part A. We may disclose your personal information to other members of the Westpac Group, anyone we engage
to do something on our behalf, and other organisations that assist us with our business. Our privacy policy, available at westpac.
com.au or by calling 132 032, contains information about how we handle your personal information.
Signature of Certifier Date
//
Part C Details of document(s) certified
• Please tick (✓) which documents(s) are certified. Where more than one document is listed, only one document is required to be
certified unless otherwise instructed by Westpac.
• Certify the document(s) with “This is a true copy of the original document” followed by the Certifier’s signature and the date.
Initial any subsequent pages.
• If any document if written in a language other than English, it must be accompanied by an English translation prepared by an
accredited translator.
Customer TypeDocumentCertified
CompanyASIC certificate of registration
Certificate of registration issued by the relevant foreign registration body
Sole TraderCertificate of registration of business name
TrustTrust Deed (or extract) where the names of the trust, trustees, beneficiaries, settlor(s) and
execution page are evident
Settlement Deed or other document that contains a declaration of trust where the names of
the trust and/or settlor(s) are evident
PartnershipPartnership agreement (or extract) where the full name of the partnership is evident
Certificate of registration of business name
AssociationConstitution or rules of the association (or extract) where the full name and incorporation
number (if applicable) of the association are evident
ASIC certificate of registration or equivalent document form the relevant government body
Registered
Cooperative
ASIC certificate of registration or equivalent document form the relevant government body
Register maintained by the cooperative (or extract) where the full name and registration
number of the cooperative are evident
Government BodyDocuments issued by the relevant government office/department or commission
99
Other documents
– please specify
Note: Westpac reserves
the right to reject any
document listed here.
Part D Checklist for certifier (must be completed IN FULL by the certifier)
Please tick (✓)
All parts of this form have been completed.
You are a person within a specified class of accepted certifiers defined below in “Category of Certifiers”.
All documents are certified as a true copy of the original document.
The certified copies are attached to this form.
Note:
It is an offence under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 to knowingly provide false or
misleading information or knowingly produce a false or misleading document. Penalty: Imprisonment for 10 years.
Part E Category of certifiers
(Note:
• Overseas customers can use certifiers in categories 1 to 17 where the certifier is an officer who holds these positions
within Australia; or
• Where the certifier does not meet the above criteria, ONLY certifiers in category 11, 12 or 13 may be used.)
1. A person who is enrolled on the roll of the Supreme court of
a State or Territory, or the High Court of Australia, as a legal
practitioner (however described)
2. A judge of a court
3. A magistrate
4. A chief executive officer of a Commonwealth court
5. A registrar or deputy registrar of a court
6. A Justice of the Peace
7. A notary public (for the purposes of the Statutory
Declaration Regulations 1993)
8. A police officer
9. An agent of the Australian Postal Corporation who is in
charge of an office supplying postal services to the public
10. A permanent employee of the Australian Postal Corporation
with 2 or more years of continuous service who is employed
in an office supplying postal services to the public
11. An Australian consular officer or an Australian diplomatic
officer (within the meaning of the Consular Fees Act 1955)
12. A bank or building society officer with 2 or more
continuous years of service
13. A finance company officer with 2 or more continuous
years of service
14. An officer with, or authorised representative of, a holder
of an Australian financial services licence, having 2 or
more continuous years of service with one or more
licensees
15. A member of the Institute of Chartered Accountants
in Australia, CPA Australia or the National Institute
of Accountants with 2 or more years of continuous
membership
16. A Commissioner for Declarations
17. A Commissioner for Affidavits
Bank use only
Bank Officer’s Name
Salary Number
Branch/Department BSB Customer IDV Number
–
Signature Date
//
WPBW1336 (04/17) 361532
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.