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Westpac 2020 Group Annual Report

Annual Report1 November 2020WBCFinancials

ASX Release


2 November 2020


Westpac 2020 Group Annual Report


Westpac Banking Corporation (“Westpac”) today provides the attached Westpac

2020 Group Annual Report.











For further information:


David Lording Andrew Bowden

Group Head of Media Relations Head of Investor Relations

0419 683 411 0438 284 863



This document has been authorised for release by Tim Hartin, General Manager & Company

Secretary.




Level 18, 275 Kent Street

Sydney, NSW, 2000

2020
ANNUAL REPORT

Fix

Simplify

Perform

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Navigating this report
About this report

Westpac’s 2020 Annual Report is our primary statutory and regulatory

reporting disclosure. It comprises information about our activities,

strategy, and financial and non-financial results over the reporting period.

Westpac’s annual reporting suite

Our annual reporting suite brings together the Group’s financial, non-

financial, risk and sustainability performance for the year. It includes our

Annual Report, FY20 Financial Results Announcement, FY20 Investor

Discussion Pack, Pillar 3 Report, Sustainability Performance Report, and

our Corporate Governance Statement. Access the full suite online at

www.westpac.com.au/2020annualreport.

Westpac Banking Corporation

ABN 33 007 457 141

Read more or refer to another

report for more information

Case study

Rebuilding after bushfires

St.George customer, Lyn Grey,

and Ulladulla branch manager,

Lloyd Pigram, at Lyn’s property

on the NSW South Coast.

Full story on page 31.

3943 Westpac AR20 Cov-p33_V40.indd 23943 Westpac AR20 Cov-p33_V40.indd 231/10/20 4:44 pm31/10/20 4:44 pm

1

WESTPAC GROUP 2020 ANNUAL REPORT

It’s been a challenging year and we should have done

better. We’ve taken accountability for our shortcomings

and are working to fix our mistakes, simplify the business

and restore performance. We’ve made progress, but

there’s much to do to restore value, and the trust you’ve

placed in us. Here is our plan.

CONTENTS

1 STRATEGIC REVIEW 01

Strategic Report 01

About Westpac 02

2020 Year in review 04

Chairman’s report 06

Chief Executive Officer’s report 08

Performance review 10

External environment 12

Our strategy 14

Our priorities 18

Building a sustainable future 34

Corporate Governance 52

Directors’ Report 56

Board of Directors 57

Executive team 61

Remuneration Report 70

Information on Westpac 101

Significant developments 102

2 GROUP PERFORMANCE 111

Five year summary 112

Reading this report 115

Review of Group operations 117

Income statement review 120

Balance sheet review 125

Capital resources 129

Divisional performance 131

Consumer 135

Business 136

Westpac Institutional Bank 138

Westpac New Zealand 139

Specialist Businesses 141

Group Businesses 143

Risk and risk management 144

Risk management 144

Risk factors 151

Other Westpac business

information 164

3 FINANCIAL STATEMENTS 167

Financial statements 168

Notes to the financial statements 174

Statutory statements 311

4 SHAREHOLDER INFORMATION 321

Shareholding information 322

Additional information 332

Information for shareholders 336

Glossary of abbreviations

and defined terms 339

Contact us inside back cover

In this Annual Report a reference to ‘Westpac’, ‘Group’, ‘Westpac Group’, ‘we’, ‘us’ and ‘our’ is to Westpac Banking Corporation ABN 33 007 457 141

and its subsidiaries unless it clearly means just Westpac Banking Corporation. All figures in this Annual Report are for the 12 months ended

30 September 2020 unless otherwise indicated. All comparisons are against results for the 12 months ended 30 September 2019 unless otherwise

indicated. All dollar amounts are in Australian dollars unless otherwise indicated. For certain information about the basis of preparing the financial

information in this Annual Report see ‘Reading this report’ in Section 2. In addition, this Annual Report contains statements that constitute

‘forward-looking statements’ within the meaning of Section 21E of the US Securities Exchange Act of 1934. For an explanation of forward-looking

statements and the risks, uncertainties and assumptions to which they are subject, see ‘Reading this report’ in Section 2. Information contained in

or accessible through the websites mentioned in this Annual Report does not form part of this report unless we specifically state that it is incorporated

by reference and forms part of this report. All references in this report to websites are inactive textual references and are for information only.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

3943 Westpac AR20 Cov-p33_V40.indd 13943 Westpac AR20 Cov-p33_V40.indd 131/10/20 4:44 pm31/10/20 4:44 pm

Navigating this report
About this report

Westpac’s 2020 Annual Report is our primary statutory and regulatory

reporting disclosure. It comprises information about our activities,

strategy, and financial and non-financial results over the reporting period.

Westpac’s annual reporting suite

Our annual reporting suite brings together the Group’s financial, non-

financial, risk and sustainability performance for the year. It includes our

Annual Report, FY20 Financial Results Announcement, FY20 Investor

Discussion Pack, Pillar 3 Report, Sustainability Performance Report, and

our Corporate Governance Statement. Access the full suite online at

www.westpac.com.au/2020annualreport.

Westpac Banking Corporation

ABN 33 007 457 141

Read more or refer to another

report for more information

Case study

Rebuilding after bushfires

St.George customer, Lyn Grey,

and Ulladulla branch manager,

Lloyd Pigram, at Lyn’s property

on the NSW South Coast.

Full story on page 31.

3943 Westpac AR20 Cov-p33_V40.indd 23943 Westpac AR20 Cov-p33_V40.indd 231/10/20 4:44 pm31/10/20 4:44 pm

1

WESTPAC GROUP 2020 ANNUAL REPORT

It’s been a challenging year and we should have done

better. We’ve taken accountability for our shortcomings

and are working to fix our mistakes, simplify the business

and restore performance. We’ve made progress, but

there’s much to do to restore value, and the trust you’ve

placed in us. Here is our plan.

CONTENTS

1 STRATEGIC REVIEW 01

Strategic Report 01

About Westpac 02

2020 Year in review 04

Chairman’s report 06

Chief Executive Officer’s report 08

Performance review 10

External environment 12

Our strategy 14

Our priorities 18

Building a sustainable future 34

Corporate Governance 52

Directors’ Report 56

Board of Directors 57

Executive team 61

Remuneration Report 70

Information on Westpac 101

Significant developments 102

2 GROUP PERFORMANCE 111

Five year summary 112

Reading this report 115

Review of Group operations 117

Income statement review 120

Balance sheet review 125

Capital resources 129

Divisional performance 131

Consumer 135

Business 136

Westpac Institutional Bank 138

Westpac New Zealand 139

Specialist Businesses 141

Group Businesses 143

Risk and risk management 144

Risk management 144

Risk factors 151

Other Westpac business

information 164

3 FINANCIAL STATEMENTS 167

Financial statements 168

Notes to the financial statements 174

Statutory statements 311

4 SHAREHOLDER INFORMATION 321

Shareholding information 322

Additional information 332

Information for shareholders 336

Glossary of abbreviations

and defined terms 339

Contact us inside back cover

In this Annual Report a reference to ‘Westpac’, ‘Group’, ‘Westpac Group’, ‘we’, ‘us’ and ‘our’ is to Westpac Banking Corporation ABN 33 007 457 141

and its subsidiaries unless it clearly means just Westpac Banking Corporation. All figures in this Annual Report are for the 12 months ended

30 September 2020 unless otherwise indicated. All comparisons are against results for the 12 months ended 30 September 2019 unless otherwise

indicated. All dollar amounts are in Australian dollars unless otherwise indicated. For certain information about the basis of preparing the financial

information in this Annual Report see ‘Reading this report’ in Section 2. In addition, this Annual Report contains statements that constitute

‘forward-looking statements’ within the meaning of Section 21E of the US Securities Exchange Act of 1934. For an explanation of forward-looking

statements and the risks, uncertainties and assumptions to which they are subject, see ‘Reading this report’ in Section 2. Information contained in

or accessible through the websites mentioned in this Annual Report does not form part of this report unless we specifically state that it is incorporated

by reference and forms part of this report. All references in this report to websites are inactive textual references and are for information only.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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2
WESTPAC GROUP 2020 ANNUAL REPORT

ABOUT WESTPAC

Serves the banking needs of consumers in Australia

including the sales and service of banking products,

from mortgages, credit cards, personal loans and

savings to deposit products. Also works with Business,

Westpac Institutional Bank (WIB), and Specialist

Businesses in the sales, service and referral of certain

financial services and products including general and

life insurance, superannuation, platforms, auto lending

and foreign exchange.

Founded in 1817, Westpac is Australia’s

first bank and oldest company.

FY20 CASH EARNINGSOVERVIEWDIVISION

$2,746m

$2,608m

TOTAL CASH

EARNINGS

1

$2,290m

REPORTED

PROFIT

CONSUMER

Delivers banking, wealth and insurance services

to consumer, business, and institutional customers

across New Zealand.

$612m

NEW ZEALAND

Delivers a broad range of financial services

to commercial, corporate, institutional and

government customers operating in, and with

connections to, Australia and New Zealand.

$332m

WESTPAC

INSTITUTIONAL

BANK

Serves the banking needs of small-to-medium

businesses and commercial and agribusiness

customers across Australia. Also supports the

banking needs of high net worth individuals in

our Private Wealth business.

$734m

BUSINESS

Brings together the Group’s non-core Australian

businesses, including superannuation, wealth

platforms, investments, auto finance, general

insurance, life insurance, lenders mortgage

insurance, along with our operations in Fiji

and Papua New Guinea.

($506m)

SPECIALIST

BUSINESSES

Includes Treasury, Technology and Core Support,

which comprises Group support functions of

Australian banking operations, property services,

strategy, finance, risk, compliance, legal, human

resources, and customer and corporate relations

.

($1,310m)

GROUP

BUSINESSES

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2

WESTPAC GROUP 2020 ANNUAL REPORT

With our portfolio of brands, we provide over 14.1 million

2

customers with a full

range of banking services. We also provide selected insurance, superannuation and

wealth platform services to consumers and businesses. Our market capitalisation is

$61 billion with $912 billion of total assets (at 30 September 2020).

AUSTRALIA

NEW ZEALAND

Customers

12.1m

Customers

1.3m

Household

deposits

3

21%

Consumer

lending

6

19%

Business

credit

4

16%


Mortgage

4


22%


Deposits

6


18%

Wealth

platforms

5

18%

FY20 CASH EARNINGSBRANDSMARKET SHARE

$2,746m

Westpac Pacific

1 Refer to page 10 for a reconciliation of reported profit to

cash earnings.

2 Includes Westpac Pacific customers.

3 APRA Banking Statistics, September 2020.

4 RBA Financial Aggregates, September 2020.

5 Strategic Insights, June 2020. All Master Funds Admin.

6 RBNZ, September 2020.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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2
WESTPAC GROUP 2020 ANNUAL REPORT

ABOUT WESTPAC

Serves the banking needs of consumers in Australia

including the sales and service of banking products,

from mortgages, credit cards, personal loans and

savings to deposit products. Also works with Business,

Westpac Institutional Bank (WIB), and Specialist

Businesses in the sales, service and referral of certain

financial services and products including general and

life insurance, superannuation, platforms, auto lending

and foreign exchange.

Founded in 1817, Westpac is Australia’s

first bank and oldest company.

FY20 CASH EARNINGSOVERVIEWDIVISION

$2,746m

$2,608m

TOTAL CASH

EARNINGS

1

$2,290m

REPORTED

PROFIT

CONSUMER

Delivers banking, wealth and insurance services

to consumer, business, and institutional customers

across New Zealand.

$612m

NEW ZEALAND

Delivers a broad range of financial services

to commercial, corporate, institutional and

government customers operating in, and with

connections to, Australia and New Zealand.

$332m

WESTPAC

INSTITUTIONAL

BANK

Serves the banking needs of small-to-medium

businesses and commercial and agribusiness

customers across Australia. Also supports the

banking needs of high net worth individuals in

our Private Wealth business.

$734m

BUSINESS

Brings together the Group’s non-core Australian

businesses, including superannuation, wealth

platforms, investments, auto finance, general

insurance, life insurance, lenders mortgage

insurance, along with our operations in Fiji

and Papua New Guinea.

($506m)

SPECIALIST

BUSINESSES

Includes Treasury, Technology and Core Support,

which comprises Group support functions of

Australian banking operations, property services,

strategy, finance, risk, compliance, legal, human

resources, and customer and corporate relations

.

($1,310m)

GROUP

BUSINESSES

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3

WESTPAC GROUP 2020 ANNUAL REPORT

With our portfolio of brands, we provide over 14.1 million

2

customers with a full

range of banking services. We also provide selected insurance, superannuation and

wealth platform services to consumers and businesses. Our market capitalisation is

$61 billion with $912 billion of total assets (at 30 September 2020).

AUSTRALIA

NEW ZEALAND

Customers

12.1m

Customers

1.3m

Household

deposits

3

21%

Consumer

lending

6

19%

Business

credit

4

16%


Mortgage

4


22%


Deposits

6


18%

Wealth

platforms

5

18%

FY20 CASH EARNINGSBRANDSMARKET SHARE

$2,746m

Westpac Pacific

1 Refer to page 10 for a reconciliation of reported profit to

cash earnings.

2 Includes Westpac Pacific customers.

3 APRA Banking Statistics, September 2020.

4 RBA Financial Aggregates, September 2020.

5 Strategic Insights, June 2020. All Master Funds Admin.

6 RBNZ, September 2020.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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4
WESTPAC GROUP 2020 ANNUAL REPORT

2020

Year in review

This year has been challenging, overshadowed by the

AUSTRAC proceedings, bushfires and storms, and

COVID-19. Through it all, we have remained focused

on helping customers, employees, and the Australian

and New Zealand economies.

The AUSTRAC issues highlighted shortcomings in our

management of financial crime risk and have been a

catalyst for change across the Group. In the last year,

we have refreshed our Board and Executive Team, are

refocusing on core banking, and are accelerating our

program to address shortcomings in our management

of risk. Change is underway, but there is a lot to do.

The Group’s financial results were disappointing.

Reported profit was $2,290 million, down 66%. Cash

earnings were $2,608 million, down 62%. Much of

the decline resulted from our operating environment,

where we faced lower margins and higher impairment

charges – a direct result of COVID-19. However, the

poor result was also due to higher costs related to the

AUSTRAC proceedings along with asset write-downs

from businesses we plan to exit.

Nevertheless, our balance sheet remained strong.

Our capital ratios are in the top quartile of banks

globally and funding and liquidity ratios are

comfortably ahead of regulatory minimums.

Amplified by COVID-19, our share price declined over

the year and dividends were significantly lower. Our

three priorities of fix, simplify and perform underpin

our plans to fix the issues, simplify our business and

improve performance. Progress over the year included:

—Five new Group Executives;

—Establishing our new Specialist Businesses division

bringing together non-core activities;

—Launching our new Lines of Business operating

model to clarify responsibility and accountability

for end-to-end performance;

—Implementing structural and operational changes

to the management of risk; and

—Commencing our CORE program bringing

together initiatives to improve non-financial

risk management.

With a committed team and priorities to fix, simplify,

and perform, we are confident that we are on the

path to become a simpler, stronger bank.

HIGHS

LOWS

#3

Consumer NPS ranking

4


Delays responding

to customers given increased

queries during COVID-19

Mortgage 90+ day

delinquencies up

68 basis points to

1.50%

Strong balance sheet

CET1 capital ratio

11.13%

Net Stable

Funding Ratio

122%

Efficiency savings

$400m

+


$1.2

bn

Notable Items after tax,

excluding AUSTRAC

No 2020 interim

dividend

Final dividend per share

31c

Share price

5

43%

Supporting customers during

COVID-19

~175,000

Mortgage deferral packages

~40,000

Deferrals for businesses

1,980

1

Bushfire recovery support

packages

Long-dated complaints


93%

#1

Business Banking NPS ranking

2,3

CustomersFinancial

1 Bushfire recovery packages at 31 March 2020.

2 Net Promoter Score measures the net likelihood of recommendation to others of the customer’s main financial institution for retail or business banking. Net

Promoter ScoreSMis a trademark of Bain & Co Inc., SatmetrixSystems, Inc., and Mr Frederick Reichheld. Using a 11 point numerical scale where 10 is ‘Extremely

likely’ and 0 is ‘Extremely unlikely’, Net Promoter Score is calculated by subtracting the percentage of Detractors (0-6) from the percentage of Promoters (9-10).

3 Source: DBM Consultants Business Atlas, March – August 2020, 6MMA. MFI customers, all businesses.

4 Source: DBM Consultants Consumer Atlas, March – August 2020, 6MMA. MFI Westpac Group customers.

5 Based on 30 September 2020 vs 30 September 2019 closing share prices.

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5

WESTPAC GROUP 2020 ANNUAL REPORT

Launched

New

Westpac

app

Branch and ATM availability

during COVID-19

>90%

Strengthened infrastructure,

major system outages more

than halved

Bringing

1,000

jobs back to Australia

Updated position

statements:

— Climate Change

— Human Rights

$10.1bn

lending to climate

change solutions

$150m

+


in community investment

6


#1

largest financier to greenfield

renewable energy projects in

Australia for the past three

years

7

New Board Legal, Regulatory,

Compliance & Conduct

Committee

New Financial Crime function

with Group Executive

reporting to CEO

400

+


new Risk, Compliance and

Financial Crime employees

Employee commitment

index

8

73%

Supported people

working from home

at the peak of COVID-19

22,000

Women in leadership

9

50%

9.4%

of employees using

Employee Access Program

for confidential counseling

and coaching

Mortgage balances

declining


2%

Complexity of IT

infrastructure – long

timeframe to fix

Inadequate transaction

monitoring to help identify

potential child exploitation

AUSTRAC’s Statement

of Claim and provision

for penalty of

$1.3bn

Additional

$500m

APRA capital overlay

for risk deficiencies

Credit impairment charge

$3.2bn

$2.4bn

Remuneration consequences

following review of AUSTRAC

matters

10

$20m

Board and Executive departures

OperationsSustainabilityEmployeesRisk

6 Excludes commercial sponsorships.

7 IJGlobal, September 2020.

8 Six-month rolling average.

9 Proportion of women (permanent and maximum term) in leadership roles across the Group, including the CEO, Group Executives, General Managers, senior

leaders with significant influence on business outcomes (direct reports to General Managers and their direct reports), large (3+) team people leaders three

levels below General Manager, and Bank and Assistant Bank Managers.

10 Refer to explanation in Remuneration Report in the Directors’ Report.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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4
WESTPAC GROUP 2020 ANNUAL REPORT

2020

Year in review

This year has been challenging, overshadowed by the

AUSTRAC proceedings, bushfires and storms, and

COVID-19. Through it all, we have remained focused

on helping customers, employees, and the Australian

and New Zealand economies.

The AUSTRAC issues highlighted shortcomings in our

management of financial crime risk and have been a

catalyst for change across the Group. In the last year,

we have refreshed our Board and Executive Team, are

refocusing on core banking, and are accelerating our

program to address shortcomings in our management

of risk. Change is underway, but there is a lot to do.

The Group’s financial results were disappointing.

Reported profit was $2,290 million, down 66%. Cash

earnings were $2,608 million, down 62%. Much of

the decline resulted from our operating environment,

where we faced lower margins and higher impairment

charges – a direct result of COVID-19. However, the

poor result was also due to higher costs related to the

AUSTRAC proceedings along with asset write-downs

from businesses we plan to exit.

Nevertheless, our balance sheet remained strong.

Our capital ratios are in the top quartile of banks

globally and funding and liquidity ratios are

comfortably ahead of regulatory minimums.

Amplified by COVID-19, our share price declined over

the year and dividends were significantly lower. Our

three priorities of fix, simplify and perform underpin

our plans to fix the issues, simplify our business and

improve performance. Progress over the year included:

—Five new Group Executives;

—Establishing our new Specialist Businesses division

bringing together non-core activities;

—Launching our new Lines of Business operating

model to clarify responsibility and accountability

for end-to-end performance;

—Implementing structural and operational changes

to the management of risk; and

—Commencing our CORE program bringing

together initiatives to improve non-financial

risk management.

With a committed team and priorities to fix, simplify,

and perform, we are confident that we are on the

path to become a simpler, stronger bank.

HIGHS

LOWS

#3

Consumer NPS ranking

4


Delays responding

to customers given increased

queries during COVID-19

Mortgage 90+ day

delinquencies up

68 basis points to

1.50%

Strong balance sheet

CET1 capital ratio

11.13%

Net Stable

Funding Ratio

122%

Efficiency savings

$400m

+


$1.2

bn

Notable Items after tax,

excluding AUSTRAC

No 2020 interim

dividend

Final dividend per share

31c

Share price

5

43%

Supporting customers during

COVID-19

~175,000

Mortgage deferral packages

~40,000

Deferrals for businesses

1,980

1

Bushfire recovery support

packages

Long-dated complaints


93%

#1

Business Banking NPS ranking

2,3

CustomersFinancial

1 Bushfire recovery packages at 31 March 2020.

2 Net Promoter Score measures the net likelihood of recommendation to others of the customer’s main financial institution for retail or business banking. Net

Promoter ScoreSMis a trademark of Bain & Co Inc., SatmetrixSystems, Inc., and Mr Frederick Reichheld. Using a 11 point numerical scale where 10 is ‘Extremely

likely’ and 0 is ‘Extremely unlikely’, Net Promoter Score is calculated by subtracting the percentage of Detractors (0-6) from the percentage of Promoters (9-10).

3 Source: DBM Consultants Business Atlas, March – August 2020, 6MMA. MFI customers, all businesses.

4 Source: DBM Consultants Consumer Atlas, March – August 2020, 6MMA. MFI Westpac Group customers.

5 Based on 30 September 2020 vs 30 September 2019 closing share prices.

3943 Westpac AR20 Cov-p33_V40.indd 43943 Westpac AR20 Cov-p33_V40.indd 431/10/20 4:44 pm31/10/20 4:44 pm

5

WESTPAC GROUP 2020 ANNUAL REPORT

Launched

New

Westpac

app

Branch and ATM availability

during COVID-19

>90%

Strengthened infrastructure,

major system outages more

than halved

Bringing

1,000

jobs back to Australia

Updated position

statements:

— Climate Change

— Human Rights

$10.1bn

lending to climate

change solutions

$150m

+


in community investment

6


#1

largest financier to greenfield

renewable energy projects in

Australia for the past three

years

7

New Board Legal, Regulatory,

Compliance & Conduct

Committee

New Financial Crime function

with Group Executive

reporting to CEO

400

+


new Risk, Compliance and

Financial Crime employees

Employee commitment

index

8

73%

Supported people

working from home

at the peak of COVID-19

22,000

Women in leadership

9

50%

9.4%

of employees using

Employee Access Program

for confidential counseling

and coaching

Mortgage balances

declining


2%

Complexity of IT

infrastructure – long

timeframe to fix

Inadequate transaction

monitoring to help identify

potential child exploitation

AUSTRAC’s Statement

of Claim and provision

for penalty of

$1.3bn

Additional

$500m

APRA capital overlay

for risk deficiencies

Credit impairment charge

$3.2bn

$2.4bn

Remuneration consequences

following review of AUSTRAC

matters

10

$20m

Board and Executive departures

OperationsSustainabilityEmployeesRisk

6 Excludes commercial sponsorships.

7 IJGlobal, September 2020.

8 Six-month rolling average.

9 Proportion of women (permanent and maximum term) in leadership roles across the Group, including the CEO, Group Executives, General Managers, senior

leaders with significant influence on business outcomes (direct reports to General Managers and their direct reports), large (3+) team people leaders three

levels below General Manager, and Bank and Assistant Bank Managers.

10 Refer to explanation in Remuneration Report in the Directors’ Report.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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6
WESTPAC GROUP 2020 ANNUAL REPORT

CHAIRMAN’S REPORT

Dear fellow shareholders,

I am very pleased to have become the Chairman of

such an important Australian company as Westpac

in what has become a difficult time for us and the

industry more broadly.

The country, the banking sector and Westpac have

been here before, but in different circumstances, and

as before, recovery will re-emerge.

This is my first Annual Report letter to you as Chairman,

and there are three messages I would like to deliver.

The first is to express my disappointment at a number of

issues we are facing, in particular, the AUSTRAC matters,

subdued financial performance, as well as our inability to

pay a first half dividend this year. Despite the subdued

economic environment, these issues are partly of our

own making, and therefore simply not good enough.

For this I apologise sincerely on behalf of the Company.

The decision on the first half dividend was particularly

disappointing for shareholders, especially those relying

on dividends. Many shareholders have written to me

expressing their disappointment and anger at this, as

well as at the loss of the value of their investments.

Shareholders legitimately are aggrieved and deserve

better outcomes.

I am fully aware that in a low growth environment, a solid

dividend yield is important to total shareholder return.

We have been able to declare a final dividend of 31 cents

per share. This dividend represents a payout ratio of

49% of our Full Year 2020 statutory earnings.

It is important we work quickly towards a consistent

dividend each half by improving the performance of

our portfolio of businesses and maintaining our capital

strength. With respect to the latter, our capital position

remains strong and we have options to ensure we

maintain capital strength, without resorting to external

sources.

It is my role as Chairman, that of my Board colleagues,

and our management team to assist the country and our

customers to manage through this difficult period. As

we undertake this task, we must fix our issues and boost

performance and shareholder value. We are committed

to seeing this through, and we have made good progress

already.

We are taking firm and urgent steps to resolve matters.

While we can continue to address some issues quickly,

many will however take time, and I ask for your patience,

which I believe will be rewarded. I look forward to

updating you on this progress.

The second is while there remain matters to fix, we

are primarily focused on the future. I am genuinely

pleased at the way the Board and management have

responded to these past challenges as well as setting

out a new agenda for the Company. While it may not yet

be transparent externally, there has been considerable

progress over the past six months, which will set a new

foundation for the Company.

Westpac’s heritage and foundations are strong, and

there is much we can build upon, particularly our strong

core domestic franchises.

There have been few times in history where we have

needed to move so rapidly. Circumstances are different

now, and our approach must change.

Third, we are well advanced to improve the way we

manage and respond to the challenges before us.

For example, we have moved from committee-based

decision making, to faster decision making with clear

individual accountabilities.

3943 Westpac AR20 Cov-p33_V40.indd 63943 Westpac AR20 Cov-p33_V40.indd 631/10/20 4:44 pm31/10/20 4:44 pm

7

WESTPAC GROUP 2020 ANNUAL REPORT

Immediately on my appointment and that of the CEO, we

announced a strategy reset to get back to core banking.

We transferred several businesses into a new division

and many of these will be exited, adding additional

capital strength. This will also help us to become leaner,

more agile and more accountable while maintaining our

caring and helping orientation. Managing fewer things

should also ensure we do them better and resolve issues

more quickly.

We are also responding to an increasingly digital world

and making it easier for customers to do business

with us online and with mobile technology. A great

example has been the completion of our new generation

Westpac Banking app that will be available to all iPhone

customers in the year ahead.

In designing and delivering our strategy, there is no

substitute for having a best-in-class management team

and Board.

The Board was renewed with the appointments of

Chris Lynch and Michael Hawker during the year. Chris

has a strong management and finance background,

having been the CFO at both Rio Tinto and BHP, as well

as the CEO of Transurban. Mike is a highly experienced

director and given his extensive financial services

experience will complement the Board’s skills. As part

of the Board’s renewal we expect to appoint additional

Directors in the period ahead, adding to the Board’s

skills, experience and diversity.

We’ve already made significant changes to the

management team, including the appointment of

Peter King as CEO. Peter’s experience in banking,

and of Westpac, is extensive, and he has a strong

execution bias, as have the team overall.

Peter has announced and implemented a new business-

line management structure which will give the heads of

these businesses, end-to-end personal accountability

for progress and results, and he has also launched

comprehensive business and cultural transformation

programmes across the Group.

Central to our change has been to improve

accountability, and this year significant consequences

were applied in relation to the AUSTRAC matters.

In addition to the management and Board changes,

remuneration consequences of more than $20 million

1


were applied to decrease remuneration outcomes across

38 executives, managers and other employees.

This included cancelling all short-term variable reward

for the Group Executive Team this year. With the

AUSTRAC proceedings settled and remuneration

consequences applied, we must now look ahead and

implement the necessary change to rebuild Westpac.

We have also changed the way the Board works, taking

steps to improve processes and oversight, to ensure

we are focusing on all elements of success including

strategy, management, customer service, economic

performance, capital, dividends and importantly given

our current regulatory issues, financial and non-financial

risk management compliance and culture. With respect

to compliance, we have established a new Board

Legal, Regulatory and Compliance Committee to give

greater focus to this area and have also given separate

management focus to these functions.

We have made changes to the conduct of Board and

committee meetings, to improve decision making and

allow us to focus on the most important matters.

All of these changes have been necessary as a

foundation to ensure we get and put things right, get

them done, ensure they have been done and don’t

happen again.

During the year, Brian Hartzer, our former CEO, stepped

down, a number of Directors retired from the Board –

Lindsay Maxsted our former Chairman, Ewen Crouch and

Anita Fung, Non-executive Directors – and Alison Deans

has elected to step down at this year’s Annual General

Meeting. I would like to take this opportunity to thank

them for their service to the Company.

Looking forward, it is unfortunate that COVID-19, and its

impact, will likely be with us for a while yet. It will take

some time before we fully understand the impact on

our customers and the bank. This said, while uncertainty

remains, we are working hard to produce better results

in 2021, but it is unlikely that we will see a return to

a more normal situation until 2022, at the earliest.

Rest assured, the Board and management are fully

committed to restoring Westpac to its rightful position

at the earliest possibility, and I am confident that this will

happen.

Your sincerely,

John McFarlane

Chairman

It is important we work quickly

towards a consistent dividend

each half by improving

performance of our portfolio of

businesses and maintaining our

capital strength.”

1 Refer to explanation in Remuneration Report in the Directors’ Report.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

3943 Westpac AR20 Cov-p33_V40.indd 73943 Westpac AR20 Cov-p33_V40.indd 731/10/20 4:44 pm31/10/20 4:44 pm

6
WESTPAC GROUP 2020 ANNUAL REPORT

CHAIRMAN’S REPORT

Dear fellow shareholders,

I am very pleased to have become the Chairman of

such an important Australian company as Westpac

in what has become a difficult time for us and the

industry more broadly.

The country, the banking sector and Westpac have

been here before, but in different circumstances, and

as before, recovery will re-emerge.

This is my first Annual Report letter to you as Chairman,

and there are three messages I would like to deliver.

The first is to express my disappointment at a number of

issues we are facing, in particular, the AUSTRAC matters,

subdued financial performance, as well as our inability to

pay a first half dividend this year. Despite the subdued

economic environment, these issues are partly of our

own making, and therefore simply not good enough.

For this I apologise sincerely on behalf of the Company.

The decision on the first half dividend was particularly

disappointing for shareholders, especially those relying

on dividends. Many shareholders have written to me

expressing their disappointment and anger at this, as

well as at the loss of the value of their investments.

Shareholders legitimately are aggrieved and deserve

better outcomes.

I am fully aware that in a low growth environment, a solid

dividend yield is important to total shareholder return.

We have been able to declare a final dividend of 31 cents

per share. This dividend represents a payout ratio of

49% of our Full Year 2020 statutory earnings.

It is important we work quickly towards a consistent

dividend each half by improving the performance of

our portfolio of businesses and maintaining our capital

strength. With respect to the latter, our capital position

remains strong and we have options to ensure we

maintain capital strength, without resorting to external

sources.

It is my role as Chairman, that of my Board colleagues,

and our management team to assist the country and our

customers to manage through this difficult period. As

we undertake this task, we must fix our issues and boost

performance and shareholder value. We are committed

to seeing this through, and we have made good progress

already.

We are taking firm and urgent steps to resolve matters.

While we can continue to address some issues quickly,

many will however take time, and I ask for your patience,

which I believe will be rewarded. I look forward to

updating you on this progress.

The second is while there remain matters to fix, we

are primarily focused on the future. I am genuinely

pleased at the way the Board and management have

responded to these past challenges as well as setting

out a new agenda for the Company. While it may not yet

be transparent externally, there has been considerable

progress over the past six months, which will set a new

foundation for the Company.

Westpac’s heritage and foundations are strong, and

there is much we can build upon, particularly our strong

core domestic franchises.

There have been few times in history where we have

needed to move so rapidly. Circumstances are different

now, and our approach must change.

Third, we are well advanced to improve the way we

manage and respond to the challenges before us.

For example, we have moved from committee-based

decision making, to faster decision making with clear

individual accountabilities.

3943 Westpac AR20 Cov-p33_V40.indd 63943 Westpac AR20 Cov-p33_V40.indd 631/10/20 4:44 pm31/10/20 4:44 pm

7

WESTPAC GROUP 2020 ANNUAL REPORT

Immediately on my appointment and that of the CEO, we

announced a strategy reset to get back to core banking.

We transferred several businesses into a new division

and many of these will be exited, adding additional

capital strength. This will also help us to become leaner,

more agile and more accountable while maintaining our

caring and helping orientation. Managing fewer things

should also ensure we do them better and resolve issues

more quickly.

We are also responding to an increasingly digital world

and making it easier for customers to do business

with us online and with mobile technology. A great

example has been the completion of our new generation

Westpac Banking app that will be available to all iPhone

customers in the year ahead.

In designing and delivering our strategy, there is no

substitute for having a best-in-class management team

and Board.

The Board was renewed with the appointments of

Chris Lynch and Michael Hawker during the year. Chris

has a strong management and finance background,

having been the CFO at both Rio Tinto and BHP, as well

as the CEO of Transurban. Mike is a highly experienced

director and given his extensive financial services

experience will complement the Board’s skills. As part

of the Board’s renewal we expect to appoint additional

Directors in the period ahead, adding to the Board’s

skills, experience and diversity.

We’ve already made significant changes to the

management team, including the appointment of

Peter King as CEO. Peter’s experience in banking,

and of Westpac, is extensive, and he has a strong

execution bias, as have the team overall.

Peter has announced and implemented a new business-

line management structure which will give the heads of

these businesses, end-to-end personal accountability

for progress and results, and he has also launched

comprehensive business and cultural transformation

programmes across the Group.

Central to our change has been to improve

accountability, and this year significant consequences

were applied in relation to the AUSTRAC matters.

In addition to the management and Board changes,

remuneration consequences of more than $20 million

1


were applied to decrease remuneration outcomes across

38 executives, managers and other employees.

This included cancelling all short-term variable reward

for the Group Executive Team this year. With the

AUSTRAC proceedings settled and remuneration

consequences applied, we must now look ahead and

implement the necessary change to rebuild Westpac.

We have also changed the way the Board works, taking

steps to improve processes and oversight, to ensure

we are focusing on all elements of success including

strategy, management, customer service, economic

performance, capital, dividends and importantly given

our current regulatory issues, financial and non-financial

risk management compliance and culture. With respect

to compliance, we have established a new Board

Legal, Regulatory and Compliance Committee to give

greater focus to this area and have also given separate

management focus to these functions.

We have made changes to the conduct of Board and

committee meetings, to improve decision making and

allow us to focus on the most important matters.

All of these changes have been necessary as a

foundation to ensure we get and put things right, get

them done, ensure they have been done and don’t

happen again.

During the year, Brian Hartzer, our former CEO, stepped

down, a number of Directors retired from the Board –

Lindsay Maxsted our former Chairman, Ewen Crouch and

Anita Fung, Non-executive Directors – and Alison Deans

has elected to step down at this year’s Annual General

Meeting. I would like to take this opportunity to thank

them for their service to the Company.

Looking forward, it is unfortunate that COVID-19, and its

impact, will likely be with us for a while yet. It will take

some time before we fully understand the impact on

our customers and the bank. This said, while uncertainty

remains, we are working hard to produce better results

in 2021, but it is unlikely that we will see a return to

a more normal situation until 2022, at the earliest.

Rest assured, the Board and management are fully

committed to restoring Westpac to its rightful position

at the earliest possibility, and I am confident that this will

happen.

Your sincerely,

John McFarlane

Chairman

It is important we work quickly

towards a consistent dividend

each half by improving

performance of our portfolio of

businesses and maintaining our

capital strength.”

1 Refer to explanation in Remuneration Report in the Directors’ Report.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

3943 Westpac AR20 Cov-p33_V40.indd 73943 Westpac AR20 Cov-p33_V40.indd 731/10/20 4:44 pm31/10/20 4:44 pm

8
WESTPAC GROUP 2020 ANNUAL REPORT

CEO’S REPORT

Dear shareholders,

This has been a year like no other. COVID-19’s impact

has been profound and has created challenges for

many individuals and companies. The sharp decline

in economic growth, low interest rates and higher

impairment charges have materially impacted the

sector’s and our earnings.

At the same time, our own issues, including responding

to our shortcomings in risk management – particularly

in financial crime – have contributed to lower earnings.

These factors saw dividends and the value of your

investment fall.

You expected more from Westpac and we apologise for

letting you down. I recognise the distress lower dividends

caused to many shareholders, especially retirees. I

assure you that while it will take some time, we are doing

everything we can to fix things and rebuild Westpac.

I do not underestimate the importance of leading

Australia’s oldest company at such a pivotal moment

– it is a great privilege. Having spent the best part of

my career at Westpac, I know this Company has strong

foundations and deeply committed people, and so I am

confident we will fix our issues, simplify our business

and perform for our stakeholders.

Turning things around

On 20 November 2019, AUSTRAC commenced civil

proceedings against Westpac in relation to alleged

contraventions of the Anti-Money Laundering and

Counter-Terrorism Financing Act 2006 (Cth). This had

a major impact this year, highlighting weaknesses in

our management of financial crime. We have taken

responsibility for our failings and in September this year,

we reached an agreement with AUSTRAC to resolve the

proceedings. As part of the settlement, Westpac agreed

to pay a civil penalty of $1.3 billion, which the Court

has approved.

While this is a significant cost for shareholders, the overall

settlement is an important step forward, allowing us to

direct our energy to getting back on track.

We have investigated the underlying issues, and we

know we need to do better. We carried out a number of

internal reviews including an assessment of management

accountability in relation to the issues raised in the

AUSTRAC proceedings and the adequacy of Westpac’s

financial crime program. We also established an

independent Advisory Panel to review Board governance

and Board accountability in relation to the issues raised in

the AUSTRAC proceedings and reassessed our 2018 Culture,

Governance and Accountability self-assessment program.

The recommendations and findings of these reviews were

published on 4 June and 17 July 2020 respectively.

Complexity has been at the heart of our issues – in our

systems, processes, and businesses. Accountability was

often not clear, and the right skills and capabilities were

lacking in some areas. We didn’t have the right culture

and we were too reactive and slow to respond when

issues emerged.

For change to be effective it must start at the top.

There has been significant change at the executive level

with the team renewed. We have sharpened our focus on

Australia and New Zealand and are moving back to core

banking, with our Specialist Businesses division bringing

our non-core businesses together.

We have enhanced our operating structures by

implementing a Lines of Business model which aligns

our businesses to our major customer offers such as

mortgages, everyday banking, or business lending.

Individuals are now responsible for each Line of Business,

including financial performance, risk management and

customer outcomes. This model aims to improve decision

making, creates clear end-to-end accountability for

our activities, streamlines management and speeds

up decision making.

3943 Westpac AR20 Cov-p33_V40.indd 83943 Westpac AR20 Cov-p33_V40.indd 831/10/20 4:44 pm31/10/20 4:44 pm

9

WESTPAC GROUP 2020 ANNUAL REPORT

These changes are complemented by our new purpose

and values and will help guide our cultural change.

We have also made changes in risk management, including

the creation of a new role – Group Executive, Financial

Crime, Compliance and Conduct, and added significant

skills and resources to our risk management areas. Fixing

our management of risk is a key priority.

We have made good progress in improving our financial

crime program and are making Company-wide changes

through our Customer Outcomes and Risk Excellence

program. This program deals with the source of our issues,

seeking to strengthen non-financial risk management and

improve our risk culture.

I am confident that these changes are steering Westpac

in the right direction, towards becoming a simpler and

stronger bank. The turnaround will take some years, but we

are determined to rebuild value and importantly, your trust.

Helping customers when they need it most

Against this backdrop, I am very proud of how our people

stepped up to support customers through COVID-19,

and the bushfires and floods that affected large parts of

Australia this year. We worked hard to support customers

through this time, changing our operations to remain open,

diverting resources to areas of most need and providing a

range of tailored support packages.

With the bushfires, in addition to the many employees

working on the front line, our teams worked tirelessly

to ensure customers could access their funds while also

providing emergency grants to those most affected.

Around 2,000 relief packages were provided.

With COVID-19, our focus was doing everything we could

to keep our people safe while supporting customers. We

kept as many branches as we could open while enabling

around 22,000 employees to work from home. We

provided customers with special interest rates, certain

fee waivers, and temporary loans and supported over

215,000 consumer and business customers with repayment

deferrals.

While there were a few setbacks through the year, such

as increased wait times and delays to loan processing,

we have (and will continue to) supported customers

through this uncertain time.

Performance

Our financial performance this year was disappointing.

The Group’s reported profit was $2,290 million down 66%

(or $2,608 million in cash earnings, down 62%), partly a

result of our operating environment including low interest

rates, materially higher impairment charges and higher

costs from navigating COVID-19. The AUSTRAC settlement,

further remediation costs, asset writedowns and high risk

and compliance costs also contributed. The larger impacts

on results included:

—Impairment charges of $3,178 million, reflecting an

increase in provisions for expected credit losses due

to COVID-19 impacts;

—$1,442 million after tax in provisions for AUSTRAC

proceedings including a civil penalty of $1,300 million;

and

—Additional provisions for customer refunds, repayments,

associated costs and litigation items of $440 million

after tax.

Despite the strength of our franchise, lending stalled over

the year. While demand was lower, we did not keep pace

with the market – particularly in our core mortgage portfolio.

Net interest margins were also down due principally to low

interest rates and a highly competitive market.

However, our balance sheet remains strong. Key liquidity

and funding ratios are above target, and our CET1 capital

ratio was 11.13% – the highest level for at least the last

20 years. This strength made possible the payment of the

final dividend, albeit reduced, and allows us to continue

supporting customers and the economy through this

challenging time.

We remain comfortable with our current capital ratios and

have buffers to absorb a potential further deterioration

in asset quality. Capital will also be generated as we exit

activities in our Specialist Businesses division.

Looking ahead

In the near term, growth is already benefitting from the

reopening of the economy. Next year we expect that

to continue, albeit at a slower pace. Risks around the

containment of the virus, the gradual unwinding of support

measures, and prospects for the global economy emphasise

the high uncertainty we will continue to experience.

Growth in financial services will also be challenged,

particularly in a persistent low interest rate environment.

Impairment charges are also likely to remain elevated as

consumer and business defaults rise following stimulus

measures unwind.

With our three priorities of fix, simplify and perform we are

becoming a simpler and stronger bank focused on our core

consumer, business and institutional segments. Through

our program of change we are implementing our new

Lines of Business operating model, strengthening our risk

management capability, finalising customer remediation,

enhancing our risk culture and simplifying where we operate.

Finally, I want to thank our people. I know how deeply

many have been affected by our issues this year. Despite

the challenges our people have worked incredibly hard

and always maintained their passion to help each other

and customers.

Importantly, we move ahead with a strong balance sheet

and the financial resources and commitment to continue

supporting customers and shareholders through this

difficult time.

Yours sincerely,

Peter King

CEO

I do not underestimate the

importance of leading Australia’s

oldest company at such a pivotal

moment – it is a great privilege.”

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

3943 Westpac AR20 Cov-p33_V40.indd 93943 Westpac AR20 Cov-p33_V40.indd 931/10/20 4:44 pm31/10/20 4:44 pm

8
WESTPAC GROUP 2020 ANNUAL REPORT

CEO’S REPORT

Dear shareholders,

This has been a year like no other. COVID-19’s impact

has been profound and has created challenges for

many individuals and companies. The sharp decline

in economic growth, low interest rates and higher

impairment charges have materially impacted the

sector’s and our earnings.

At the same time, our own issues, including responding

to our shortcomings in risk management – particularly

in financial crime – have contributed to lower earnings.

These factors saw dividends and the value of your

investment fall.

You expected more from Westpac and we apologise for

letting you down. I recognise the distress lower dividends

caused to many shareholders, especially retirees. I

assure you that while it will take some time, we are doing

everything we can to fix things and rebuild Westpac.

I do not underestimate the importance of leading

Australia’s oldest company at such a pivotal moment

– it is a great privilege. Having spent the best part of

my career at Westpac, I know this Company has strong

foundations and deeply committed people, and so I am

confident we will fix our issues, simplify our business

and perform for our stakeholders.

Turning things around

On 20 November 2019, AUSTRAC commenced civil

proceedings against Westpac in relation to alleged

contraventions of the Anti-Money Laundering and

Counter-Terrorism Financing Act 2006 (Cth). This had

a major impact this year, highlighting weaknesses in

our management of financial crime. We have taken

responsibility for our failings and in September this year,

we reached an agreement with AUSTRAC to resolve the

proceedings. As part of the settlement, Westpac agreed

to pay a civil penalty of $1.3 billion, which the Court

has approved.

While this is a significant cost for shareholders, the overall

settlement is an important step forward, allowing us to

direct our energy to getting back on track.

We have investigated the underlying issues, and we

know we need to do better. We carried out a number of

internal reviews including an assessment of management

accountability in relation to the issues raised in the

AUSTRAC proceedings and the adequacy of Westpac’s

financial crime program. We also established an

independent Advisory Panel to review Board governance

and Board accountability in relation to the issues raised in

the AUSTRAC proceedings and reassessed our 2018 Culture,

Governance and Accountability self-assessment program.

The recommendations and findings of these reviews were

published on 4 June and 17 July 2020 respectively.

Complexity has been at the heart of our issues – in our

systems, processes, and businesses. Accountability was

often not clear, and the right skills and capabilities were

lacking in some areas. We didn’t have the right culture

and we were too reactive and slow to respond when

issues emerged.

For change to be effective it must start at the top.

There has been significant change at the executive level

with the team renewed. We have sharpened our focus on

Australia and New Zealand and are moving back to core

banking, with our Specialist Businesses division bringing

our non-core businesses together.

We have enhanced our operating structures by

implementing a Lines of Business model which aligns

our businesses to our major customer offers such as

mortgages, everyday banking, or business lending.

Individuals are now responsible for each Line of Business,

including financial performance, risk management and

customer outcomes. This model aims to improve decision

making, creates clear end-to-end accountability for

our activities, streamlines management and speeds

up decision making.

3943 Westpac AR20 Cov-p33_V40.indd 83943 Westpac AR20 Cov-p33_V40.indd 831/10/20 4:44 pm31/10/20 4:44 pm

9

WESTPAC GROUP 2020 ANNUAL REPORT

These changes are complemented by our new purpose

and values and will help guide our cultural change.

We have also made changes in risk management, including

the creation of a new role – Group Executive, Financial

Crime, Compliance and Conduct, and added significant

skills and resources to our risk management areas. Fixing

our management of risk is a key priority.

We have made good progress in improving our financial

crime program and are making Company-wide changes

through our Customer Outcomes and Risk Excellence

program. This program deals with the source of our issues,

seeking to strengthen non-financial risk management and

improve our risk culture.

I am confident that these changes are steering Westpac

in the right direction, towards becoming a simpler and

stronger bank. The turnaround will take some years, but we

are determined to rebuild value and importantly, your trust.

Helping customers when they need it most

Against this backdrop, I am very proud of how our people

stepped up to support customers through COVID-19,

and the bushfires and floods that affected large parts of

Australia this year. We worked hard to support customers

through this time, changing our operations to remain open,

diverting resources to areas of most need and providing a

range of tailored support packages.

With the bushfires, in addition to the many employees

working on the front line, our teams worked tirelessly

to ensure customers could access their funds while also

providing emergency grants to those most affected.

Around 2,000 relief packages were provided.

With COVID-19, our focus was doing everything we could

to keep our people safe while supporting customers. We

kept as many branches as we could open while enabling

around 22,000 employees to work from home. We

provided customers with special interest rates, certain

fee waivers, and temporary loans and supported over

215,000 consumer and business customers with repayment

deferrals.

While there were a few setbacks through the year, such

as increased wait times and delays to loan processing,

we have (and will continue to) supported customers

through this uncertain time.

Performance

Our financial performance this year was disappointing.

The Group’s reported profit was $2,290 million down 66%

(or $2,608 million in cash earnings, down 62%), partly a

result of our operating environment including low interest

rates, materially higher impairment charges and higher

costs from navigating COVID-19. The AUSTRAC settlement,

further remediation costs, asset writedowns and high risk

and compliance costs also contributed. The larger impacts

on results included:

—Impairment charges of $3,178 million, reflecting an

increase in provisions for expected credit losses due

to COVID-19 impacts;

—$1,442 million after tax in provisions for AUSTRAC

proceedings including a civil penalty of $1,300 million;

and

—Additional provisions for customer refunds, repayments,

associated costs and litigation items of $440 million

after tax.

Despite the strength of our franchise, lending stalled over

the year. While demand was lower, we did not keep pace

with the market – particularly in our core mortgage portfolio.

Net interest margins were also down due principally to low

interest rates and a highly competitive market.

However, our balance sheet remains strong. Key liquidity

and funding ratios are above target, and our CET1 capital

ratio was 11.13% – the highest level for at least the last

20 years. This strength made possible the payment of the

final dividend, albeit reduced, and allows us to continue

supporting customers and the economy through this

challenging time.

We remain comfortable with our current capital ratios and

have buffers to absorb a potential further deterioration

in asset quality. Capital will also be generated as we exit

activities in our Specialist Businesses division.

Looking ahead

In the near term, growth is already benefitting from the

reopening of the economy. Next year we expect that

to continue, albeit at a slower pace. Risks around the

containment of the virus, the gradual unwinding of support

measures, and prospects for the global economy emphasise

the high uncertainty we will continue to experience.

Growth in financial services will also be challenged,

particularly in a persistent low interest rate environment.

Impairment charges are also likely to remain elevated as

consumer and business defaults rise following stimulus

measures unwind.

With our three priorities of fix, simplify and perform we are

becoming a simpler and stronger bank focused on our core

consumer, business and institutional segments. Through

our program of change we are implementing our new

Lines of Business operating model, strengthening our risk

management capability, finalising customer remediation,

enhancing our risk culture and simplifying where we operate.

Finally, I want to thank our people. I know how deeply

many have been affected by our issues this year. Despite

the challenges our people have worked incredibly hard

and always maintained their passion to help each other

and customers.

Importantly, we move ahead with a strong balance sheet

and the financial resources and commitment to continue

supporting customers and shareholders through this

difficult time.

Yours sincerely,

Peter King

CEO

I do not underestimate the

importance of leading Australia’s

oldest company at such a pivotal

moment – it is a great privilege.”

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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10
WESTPAC GROUP 2020 ANNUAL REPORT

PERFORMANCE REVIEW

FY20 performance

overview

Westpac Group delivered a net profit attributable

to owners of Westpac Banking Corporation for

Full Year 2020 of $2,290 million, a decrease of

$4,494 million, down 66%.

Much of the decline can be traced back to the impact

of COVID-19 on customers and on our business. This

included a material increase in impairment charges

as we put aside provisions for the estimated impact

of potential future credit losses. Earnings were also

impacted by our own issues, including the costs

associated with the AUSTRAC matters.

In assessing performance, we use ‘cash earnings’

– a measure of profit determined by adjusting

reported earnings by three factors:

1. Material items that do not reflect ongoing

performance;

2. Some items that may not be considered when

determining dividends, including the amortisation

of intangible items, treasury shares or economic

hedging impacts; and

3. Accounting classifications between individual items

that do not impact reported results.

FULL YEAR

SEPT 2020

FULL YEAR

SEPT 2019

% MOV’T

SEPT 20

– SEPT 19

Net interest income16,696

16,907(1)

Non interest income3,4873,742(7)

Net operating income20,183

20,649(2)

Operating expenses(12,739)(10,106)26

Net profit before impairment charges and income tax7,444

10,543(29)

Impairment charges(3,178)(794)large

Profit before income tax4,266

9,749(56)

Income tax expense(1,974)(2,959)(33)

Net profit for the period2,292

6,790(66)

Profit attributable to non-controlling interests (NCI)(2)(6)(67)

Net profit attributable to owners of WBC2,290

6,784(66)

Total cash earnings adjustments (post tax)318

65large

Cash earnings2,608

6,849(62)

Add back notable items2,6191,047150

Cash earnings excluding notable items5,227

7,896(34)

To further explain performance, we have identified a

number of major items that do not reflect underlying

performance. These are ‘notable items’ and in

FY20 were $2,619 million and included:

—Provisions and costs associated with the AUSTRAC

proceedings $1,442 million after tax;

—Provisions for customer refunds, repayments,

associated costs and litigation items $440 million

after tax;

—The write-down of intangible items $614 million; and

—The net impact of major asset sales and revaluations

$123 million.

The charts on the next page are presented on a cash

earnings basis.

2,608

2,290

6,849

6,784

8,065

8,095

WESTPAC MEASURES OF PROFIT ($m)

Reported Net Profit Cash earnings

FY18FY19FY20

1.9

1.2

1.1

ASSET QUALITY (%)

Stressed exposures to total committed exposures

Sept 18Sept 19Sept 20

REPORTED NET PROFIT ATTRIBUTABLE TO OWNERS OF WESTPAC ($m)

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11

WESTPAC GROUP 2020 ANNUAL REPORT

16.50

11.13

15.85

10.67

16.14

10.63

STRONG BALANCE SHEET (%)

Common equity tier 1 capital ratio

Reported Internationally comparable

Sept 18Sept 19Sept 20

Top quartile of

banks globally

1.9

1.2

1.1

ASSET QUALITY (%)

Stressed exposures to total committed exposures

Sept 18Sept 19Sept 20

2.08

2.12

2.22

NET INTEREST MARGINS (%)

Cash earnings basis

Sept 18Sept 19Sept 20

Low interest

rates, st rong

competition

GROSS LENDING ($bn)

Sept 18Sept 19

441449445

148152154

82

7874

161711

17

2123

Sept 20

Australian

housing

Australian

businesses

Australian

personal

New

Zealand

Other

overseas

CASH EARNINGS FY19-FY20 ($m)

FY19Add back

notable

items

FY19

ex-notable

items

FY20

ex-notable

items

Notable

items

Net

interest

income

Non-

interest

income

ExpensesImpairment

charges

Tax

& NCI

1

FY20

7, 896(68)(636)

(591)

(2,384)

1,010

5,227

(2,619)

2,608

6,849

1,047

Down 34%

Down 62%

Lower activity, fee

waivers (supporting

customers) along with

a lower insurance and

wealth contribution

Average assets higher

(mostly liquid assets) net

interest margins down

Higher risk and compliance spending and

costs of responding to COVID-19 impacts

including more customer support resources

Provisions for higher

expected credit losses

related to COVID-19

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

3943 Westpac AR20 Cov-p33_V40.indd 113943 Westpac AR20 Cov-p33_V40.indd 1131/10/20 4:44 pm31/10/20 4:44 pm

10
WESTPAC GROUP 2020 ANNUAL REPORT

PERFORMANCE REVIEW

FY20 performance

overview

Westpac Group delivered a net profit attributable

to owners of Westpac Banking Corporation for

Full Year 2020 of $2,290 million, a decrease of

$4,494 million, down 66%.

Much of the decline can be traced back to the impact

of COVID-19 on customers and on our business. This

included a material increase in impairment charges

as we put aside provisions for the estimated impact

of potential future credit losses. Earnings were also

impacted by our own issues, including the costs

associated with the AUSTRAC matters.

In assessing performance, we use ‘cash earnings’

– a measure of profit determined by adjusting

reported earnings by three factors:

1. Material items that do not reflect ongoing

performance;

2. Some items that may not be considered when

determining dividends, including the amortisation

of intangible items, treasury shares or economic

hedging impacts; and

3. Accounting classifications between individual items

that do not impact reported results.

FULL YEAR

SEPT 2020

FULL YEAR

SEPT 2019

% MOV’T

SEPT 20

– SEPT 19

Net interest income16,696

16,907(1)

Non interest income3,4873,742(7)

Net operating income20,183

20,649(2)

Operating expenses(12,739)(10,106)26

Net profit before impairment charges and income tax7,444

10,543(29)

Impairment charges(3,178)(794)large

Profit before income tax4,266

9,749(56)

Income tax expense(1,974)(2,959)(33)

Net profit for the period2,292

6,790(66)

Profit attributable to non-controlling interests (NCI)(2)(6)(67)

Net profit attributable to owners of WBC2,290

6,784(66)

Total cash earnings adjustments (post tax)318

65large

Cash earnings2,608

6,849(62)

Add back notable items2,6191,047150

Cash earnings excluding notable items5,227

7,896(34)

To further explain performance, we have identified a

number of major items that do not reflect underlying

performance. These are ‘notable items’ and in

FY20 were $2,619 million and included:

—Provisions and costs associated with the AUSTRAC

proceedings $1,442 million after tax;

—Provisions for customer refunds, repayments,

associated costs and litigation items $440 million

after tax;

—The write-down of intangible items $614 million; and

—The net impact of major asset sales and revaluations

$123 million.

The charts on the next page are presented on a cash

earnings basis.

2,608

2,290

6,849

6,784

8,065

8,095

WESTPAC MEASURES OF PROFIT ($m)

Reported Net Profit Cash earnings

FY18FY19FY20

1.9

1.2

1.1

ASSET QUALITY (%)

Stressed exposures to total committed exposures

Sept 18Sept 19Sept 20

REPORTED NET PROFIT ATTRIBUTABLE TO OWNERS OF WESTPAC ($m)

3943 Westpac AR20 Cov-p33_V40.indd 103943 Westpac AR20 Cov-p33_V40.indd 1031/10/20 4:44 pm31/10/20 4:44 pm

11

WESTPAC GROUP 2020 ANNUAL REPORT

16.50

11.13

15.85

10.67

16.14

10.63

STRONG BALANCE SHEET (%)

Common equity tier 1 capital ratio

Reported Internationally comparable

Sept 18Sept 19Sept 20

Top quartile of

banks globally

1.9

1.2

1.1

ASSET QUALITY (%)

Stressed exposures to total committed exposures

Sept 18Sept 19Sept 20

2.08

2.12

2.22

NET INTEREST MARGINS (%)

Cash earnings basis

Sept 18Sept 19Sept 20

Low interest

rates, st rong

competition

GROSS LENDING ($bn)

Sept 18Sept 19

441449445

148152154

82

7874

161711

17

2123

Sept 20

Australian

housing

Australian

businesses

Australian

personal

New

Zealand

Other

overseas

CASH EARNINGS FY19-FY20 ($m)

FY19Add back

notable

items

FY19

ex-notable

items

FY20

ex-notable

items

Notable

items

Net

interest

income

Non-

interest

income

ExpensesImpairment

charges

Tax

& NCI

1

FY20

7, 896(68)(636)

(591)

(2,384)

1,010

5,227

(2,619)

2,608

6,849

1,047

Down 34%

Down 62%

Lower activity, fee

waivers (supporting

customers) along with

a lower insurance and

wealth contribution

Average assets higher

(mostly liquid assets) net

interest margins down

Higher risk and compliance spending and

costs of responding to COVID-19 impacts

including more customer support resources

Provisions for higher

expected credit losses

related to COVID-19

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

3943 Westpac AR20 Cov-p33_V40.indd 113943 Westpac AR20 Cov-p33_V40.indd 1131/10/20 4:44 pm31/10/20 4:44 pm

12
WESTPAC GROUP 2020 ANNUAL REPORT

EXTERNAL ENVIRONMENT

External environment

2020 has been the most challenging year for the

banking system since the early 1990s recession.

This has been largely due to the direct and indirect

impacts of the COVID-19 pandemic which, at 30

September 2020, contributed to around one million

deaths from over 32 million confirmed cases worldwide

1

.

While Australia and New Zealand acted decisively to

control the health risks of the pandemic, the lockdowns

have had a profound impact on our economies.

Both nations are in recession, Australia for the first time

in almost 30 years. Further spikes in infection rates may

increase restrictions already in place and considerable

uncertainty remains around when State and international

border restrictions will be lifted.

Government bodies and financial institutions have

worked together to help mitigate COVID’s impact and

maintain financial stability. Governments and central

banks have provided unprecedented levels of fiscal

and monetary stimulus, while banks have supported

customers with substantial hardship packages.

Not surprisingly, the environment for most businesses

is challenging; including financial services companies.

Unemployment has increased significantly, and

underemployment is also high, consumer sentiment

has only recently recovered from the record lows

during the height of the pandemic while business

investment is still contracting.

Financial services companies have experienced lower

returns, driven by very low interest rates, less activity,

and higher impairment provisions in anticipation of a

rise in customer defaults.

At the same time, the sector continues to face intense

regulatory and legal scrutiny. Regulators are investigating

several sector and company specific matters, including

those that emerged in the Royal Commission into

Misconduct in the Banking, Superannuation and Financial

Services Industry. These have led to some class actions.

In particular, ASIC has indicated it is pursuing a number

of potential cases which may lead to additional actions.

In response, financial service companies are focusing on

raising governance, culture and accountability standards.

Competition

The Group operates in a highly competitive environment.

We serve the banking and risk management needs of

consumers, small businesses, corporate and institutional

customers and compete with a large number of providers

across every product and service. Competitors in

Australia and New Zealand include banks (both domestic

and global), investment banks, credit unions, building

societies, finance companies, mortgage originators,

card issuers, buy now pay later firms and other money

lenders, fund administration companies, industry funds,

insurance companies, online financial services providers,

and technology companies.

Our competitive position is determined by many

factors including:

—the quality, range, innovation and pricing of

products and services;

—digital and technology solutions;

—customer service and convenience;

—the effectiveness of, and access to, distribution

channels;

—brand reputation and preference;

—the type of customers served; and

—the talent and experience of our employees.

Digital innovation is also redefining the competitive

landscape. This has accelerated through the COVID-19

pandemic, as customers move away from physical

outlets to online services.

In Australia and New Zealand competition for deposits

and lending remains fierce. Apart from the number of

providers and the range of product and service options,

slowing demand and a rise in liquidity from monetary

stimulus has heightened competitive intensity. While

the pandemic has reduced the local focus of some

international institutions, digital finance providers

have added to competitive intensity across a range

of products and services.

Outlook

The outlook for 2021 is uncertain. COVID-19’s path

remains unpredictable and the risk of outbreaks is ever

present. While government assistance has provided

a buffer to the economic impacts, this initial support

is scheduled to unwind and is likely to be replaced by

other more targeted support. The Federal Budget, which

featured personal tax cuts and investment incentives, has

been an important addition but further fiscal stimulus

may be required.

Against this backdrop, we expect GDP in Australia to

increase by around 4% in the year to September 2021,

a rebound from the significant decline of around 5%

expected in the year to September quarter of 2020. The

outlook remains challenging. In the near term, growth is

already benefitting from the reopening of the economy.

Next year we expect that to continue, albeit at a slower

pace. Risks around the ongoing containment of the

virus, the gradual unwinding of the extensive support

measures, and prospects for the global economy

emphasise the unusually high uncertainty we will

continue to experience.

While some government programs will be wound back,

both fiscal and monetary policy are likely to remain

highly stimulatory until unemployment falls below

6% – a key focus of the Australian Government.

Unemployment is expected to increase in the latter

months of 2020 to around 8%. While this is better than

initial expectations, it is expected to remain between

7% to 8% in 2021. If the economy continues to reopen,

1 WHO Coronavirus Disease (COVID-19) Dashboard (996,000 deaths at 28 September 2020).

3943 Westpac AR20 Cov-p33_V40.indd 123943 Westpac AR20 Cov-p33_V40.indd 1231/10/20 4:44 pm31/10/20 4:44 pm

13

WESTPAC GROUP 2020 ANNUAL REPORT

jobs growth will lift but the pace of recovery will likely

be slow due to the restructuring of businesses, sluggish

demand, and the need to rebalance government support.

New Zealand’s response to COVID-19 has proven

effective, with activity bouncing back from the initial

lockdowns and unemployment remaining closer to

4%. Nevertheless, GDP growth in 2021 is expected to

remain below levels recorded in 2019 due to a lack of

international tourism and offshore students along with

limited immigration; all these factors have been good

contributors to GDP in recent years.

Australian house prices have already fallen by around

3% from the peak in April 2020. Low interest rates and

a supportive financial system able to maintain activity

will likely support the housing market. While the impact

of the rundown of banks’ deferred loans is uncertain, it

is likely customers will be provided with significant time

to get back on their feet. Once stressed loans reduce, a

recovery in house prices is anticipated in 2022 and 2023.

Banking and financial services conditions will remain

challenging with slower growth, margin pressure from

low interest rates and the deterioration in asset quality

as companies and individuals continue to experience

reduced income.

Credit growth for the Australian financial system was 2%

for the year to September 2020, down from 2.7% a year

earlier. Total credit growth is expected to slow to around

0.5% to September 2021. Housing credit growth is likely

to be little changed at 3.2%, while business credit growth

is expected to decline with subdued investment. Personal

credit, which has been in decline for some years, is

expected to fall further in 2021 as consumers remain

cautious on debt and use alternative sources of financial

credit.

Near zero interest rates will continue to weigh on banks

and place pressure on net interest margins. The Reserve

Bank of Australia (RBA) has indicated that the cash rate

will not be increased until progress is made towards

full employment and inflation is sustained within the

2% to 3% target band. Very low interest rates are

therefore likely to remain for some time and with them,

margin pressure.

The RBA has offered banks a Term Funding Facility

(TFF) to support lending, particularly to businesses.

The TFF is capped for each bank and allows them to

borrow from the RBA for three years at 0.25%. The

facility is expected to be in place until at least June 2021

and will support the Group’s term wholesale funding

needs for much of the coming year. At 30 September

2020, we have drawn down $18 billion of the TFF.

The Reserve Bank of New Zealand (RBNZ) has been

similarly downbeat, committing to maintain its overnight

cash rate at 0.25% until at least March 2021. The RBNZ

has also flagged that it could take the rate below zero if

further stimulus were required.

Fee income may reduce as fee waivers linked to the

pandemic continue and overall growth remains low.

Wealth and insurance income is also likely to fall, due

to changes in life insurance markets (less cover and

higher reinsurance costs), and strong competition in

wealth platforms.

In the period ahead, the economic impacts of COVID-19

are expected to lead to higher defaults by consumers

and increased business bankruptcies. To date, these

impacts have been cushioned by the supportive

industry measures to defer repayments and from

government stimulus. The banking sector’s approach to

the completion of deferrals and the potential for further

government action may limit any shock to the economy

as other support measures unwind.

In 2020, impairment provisions materially increased

to account for higher expected losses and are likely to

remain elevated into 2021.

Westpac has devoted significant time and effort to

improving the management of risk over the year,

including in non-financial risk and financial crime. This

will continue in the year ahead which will likely see costs

remain high. While Westpac has resolved some legal

cases through the year it is possible that regulators may

take further legal action on matters currently under

investigation or on new matters. This is discussed further

in the risk management and risk factors section.

Consistent with our focus on Australian and New Zealand

banking, we set up our Specialist Businesses division this

year to manage activities not expected to be long-term

strategic options for us. We are looking at alternatives

for these businesses, including sale. The timing of any

sale and settlement will depend on a range of factors but

some transactions may occur in the year ahead.

We remain well capitalised with a CET1 capital ratio of

11.13%. This ratio may ease from a rise in risk weighted

assets as customer stress increases. This will however be

partially offset by efforts to improve capital efficiency

and may include the sale of businesses. Regardless, we

expect to manage our capital position to keep our CET1

capital ratio comfortably above regulatory minimums.

We remain committed to supporting customers and

the economy through these challenging times. Our

immediate priority is to fix our outstanding issues,

including improving risk management, enhancing our

culture, and completing remediation. We have committed

to simplify, focusing on our markets of Australia and

New Zealand, exiting non-core businesses, and reducing

our product set. We also expect to complete the

implementation of our Lines of Business operating model

to clarify responsibilities and accountability. Finally, we

are focused on performance, restoring growth in our

key products including mortgages and business loans,

enhancing returns and resetting our cost base.

Importantly, our strong balance sheet, committed team

and solid customer franchise position us to see these

plans through.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

3943 Westpac AR20 Cov-p33_V40.indd 133943 Westpac AR20 Cov-p33_V40.indd 1331/10/20 4:44 pm31/10/20 4:44 pm

12
WESTPAC GROUP 2020 ANNUAL REPORT

EXTERNAL ENVIRONMENT

External environment

2020 has been the most challenging year for the

banking system since the early 1990s recession.

This has been largely due to the direct and indirect

impacts of the COVID-19 pandemic which, at 30

September 2020, contributed to around one million

deaths from over 32 million confirmed cases worldwide

1

.

While Australia and New Zealand acted decisively to

control the health risks of the pandemic, the lockdowns

have had a profound impact on our economies.

Both nations are in recession, Australia for the first time

in almost 30 years. Further spikes in infection rates may

increase restrictions already in place and considerable

uncertainty remains around when State and international

border restrictions will be lifted.

Government bodies and financial institutions have

worked together to help mitigate COVID’s impact and

maintain financial stability. Governments and central

banks have provided unprecedented levels of fiscal

and monetary stimulus, while banks have supported

customers with substantial hardship packages.

Not surprisingly, the environment for most businesses

is challenging; including financial services companies.

Unemployment has increased significantly, and

underemployment is also high, consumer sentiment

has only recently recovered from the record lows

during the height of the pandemic while business

investment is still contracting.

Financial services companies have experienced lower

returns, driven by very low interest rates, less activity,

and higher impairment provisions in anticipation of a

rise in customer defaults.

At the same time, the sector continues to face intense

regulatory and legal scrutiny. Regulators are investigating

several sector and company specific matters, including

those that emerged in the Royal Commission into

Misconduct in the Banking, Superannuation and Financial

Services Industry. These have led to some class actions.

In particular, ASIC has indicated it is pursuing a number

of potential cases which may lead to additional actions.

In response, financial service companies are focusing on

raising governance, culture and accountability standards.

Competition

The Group operates in a highly competitive environment.

We serve the banking and risk management needs of

consumers, small businesses, corporate and institutional

customers and compete with a large number of providers

across every product and service. Competitors in

Australia and New Zealand include banks (both domestic

and global), investment banks, credit unions, building

societies, finance companies, mortgage originators,

card issuers, buy now pay later firms and other money

lenders, fund administration companies, industry funds,

insurance companies, online financial services providers,

and technology companies.

Our competitive position is determined by many

factors including:

—the quality, range, innovation and pricing of

products and services;

—digital and technology solutions;

—customer service and convenience;

—the effectiveness of, and access to, distribution

channels;

—brand reputation and preference;

—the type of customers served; and

—the talent and experience of our employees.

Digital innovation is also redefining the competitive

landscape. This has accelerated through the COVID-19

pandemic, as customers move away from physical

outlets to online services.

In Australia and New Zealand competition for deposits

and lending remains fierce. Apart from the number of

providers and the range of product and service options,

slowing demand and a rise in liquidity from monetary

stimulus has heightened competitive intensity. While

the pandemic has reduced the local focus of some

international institutions, digital finance providers

have added to competitive intensity across a range

of products and services.

Outlook

The outlook for 2021 is uncertain. COVID-19’s path

remains unpredictable and the risk of outbreaks is ever

present. While government assistance has provided

a buffer to the economic impacts, this initial support

is scheduled to unwind and is likely to be replaced by

other more targeted support. The Federal Budget, which

featured personal tax cuts and investment incentives, has

been an important addition but further fiscal stimulus

may be required.

Against this backdrop, we expect GDP in Australia to

increase by around 4% in the year to September 2021,

a rebound from the significant decline of around 5%

expected in the year to September quarter of 2020. The

outlook remains challenging. In the near term, growth is

already benefitting from the reopening of the economy.

Next year we expect that to continue, albeit at a slower

pace. Risks around the ongoing containment of the

virus, the gradual unwinding of the extensive support

measures, and prospects for the global economy

emphasise the unusually high uncertainty we will

continue to experience.

While some government programs will be wound back,

both fiscal and monetary policy are likely to remain

highly stimulatory until unemployment falls below

6% – a key focus of the Australian Government.

Unemployment is expected to increase in the latter

months of 2020 to around 8%. While this is better than

initial expectations, it is expected to remain between

7% to 8% in 2021. If the economy continues to reopen,

1 WHO Coronavirus Disease (COVID-19) Dashboard (996,000 deaths at 28 September 2020).

3943 Westpac AR20 Cov-p33_V40.indd 123943 Westpac AR20 Cov-p33_V40.indd 1231/10/20 4:44 pm31/10/20 4:44 pm

13

WESTPAC GROUP 2020 ANNUAL REPORT

jobs growth will lift but the pace of recovery will likely

be slow due to the restructuring of businesses, sluggish

demand, and the need to rebalance government support.

New Zealand’s response to COVID-19 has proven

effective, with activity bouncing back from the initial

lockdowns and unemployment remaining closer to

4%. Nevertheless, GDP growth in 2021 is expected to

remain below levels recorded in 2019 due to a lack of

international tourism and offshore students along with

limited immigration; all these factors have been good

contributors to GDP in recent years.

Australian house prices have already fallen by around

3% from the peak in April 2020. Low interest rates and

a supportive financial system able to maintain activity

will likely support the housing market. While the impact

of the rundown of banks’ deferred loans is uncertain, it

is likely customers will be provided with significant time

to get back on their feet. Once stressed loans reduce, a

recovery in house prices is anticipated in 2022 and 2023.

Banking and financial services conditions will remain

challenging with slower growth, margin pressure from

low interest rates and the deterioration in asset quality

as companies and individuals continue to experience

reduced income.

Credit growth for the Australian financial system was 2%

for the year to September 2020, down from 2.7% a year

earlier. Total credit growth is expected to slow to around

0.5% to September 2021. Housing credit growth is likely

to be little changed at 3.2%, while business credit growth

is expected to decline with subdued investment. Personal

credit, which has been in decline for some years, is

expected to fall further in 2021 as consumers remain

cautious on debt and use alternative sources of financial

credit.

Near zero interest rates will continue to weigh on banks

and place pressure on net interest margins. The Reserve

Bank of Australia (RBA) has indicated that the cash rate

will not be increased until progress is made towards

full employment and inflation is sustained within the

2% to 3% target band. Very low interest rates are

therefore likely to remain for some time and with them,

margin pressure.

The RBA has offered banks a Term Funding Facility

(TFF) to support lending, particularly to businesses.

The TFF is capped for each bank and allows them to

borrow from the RBA for three years at 0.25%. The

facility is expected to be in place until at least June 2021

and will support the Group’s term wholesale funding

needs for much of the coming year. At 30 September

2020, we have drawn down $18 billion of the TFF.

The Reserve Bank of New Zealand (RBNZ) has been

similarly downbeat, committing to maintain its overnight

cash rate at 0.25% until at least March 2021. The RBNZ

has also flagged that it could take the rate below zero if

further stimulus were required.

Fee income may reduce as fee waivers linked to the

pandemic continue and overall growth remains low.

Wealth and insurance income is also likely to fall, due

to changes in life insurance markets (less cover and

higher reinsurance costs), and strong competition in

wealth platforms.

In the period ahead, the economic impacts of COVID-19

are expected to lead to higher defaults by consumers

and increased business bankruptcies. To date, these

impacts have been cushioned by the supportive

industry measures to defer repayments and from

government stimulus. The banking sector’s approach to

the completion of deferrals and the potential for further

government action may limit any shock to the economy

as other support measures unwind.

In 2020, impairment provisions materially increased

to account for higher expected losses and are likely to

remain elevated into 2021.

Westpac has devoted significant time and effort to

improving the management of risk over the year,

including in non-financial risk and financial crime. This

will continue in the year ahead which will likely see costs

remain high. While Westpac has resolved some legal

cases through the year it is possible that regulators may

take further legal action on matters currently under

investigation or on new matters. This is discussed further

in the risk management and risk factors section.

Consistent with our focus on Australian and New Zealand

banking, we set up our Specialist Businesses division this

year to manage activities not expected to be long-term

strategic options for us. We are looking at alternatives

for these businesses, including sale. The timing of any

sale and settlement will depend on a range of factors but

some transactions may occur in the year ahead.

We remain well capitalised with a CET1 capital ratio of

11.13%. This ratio may ease from a rise in risk weighted

assets as customer stress increases. This will however be

partially offset by efforts to improve capital efficiency

and may include the sale of businesses. Regardless, we

expect to manage our capital position to keep our CET1

capital ratio comfortably above regulatory minimums.

We remain committed to supporting customers and

the economy through these challenging times. Our

immediate priority is to fix our outstanding issues,

including improving risk management, enhancing our

culture, and completing remediation. We have committed

to simplify, focusing on our markets of Australia and

New Zealand, exiting non-core businesses, and reducing

our product set. We also expect to complete the

implementation of our Lines of Business operating model

to clarify responsibilities and accountability. Finally, we

are focused on performance, restoring growth in our

key products including mortgages and business loans,

enhancing returns and resetting our cost base.

Importantly, our strong balance sheet, committed team

and solid customer franchise position us to see these

plans through.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

3943 Westpac AR20 Cov-p33_V40.indd 133943 Westpac AR20 Cov-p33_V40.indd 1331/10/20 4:44 pm31/10/20 4:44 pm

14
WESTPAC GROUP 2020 ANNUAL REPORT

— Risk management

— Culture, including

risk culture

— Customer remediation

— IT complexity

— Reduce customer

pain points

— Exit non-core businesses

and consolidate

international locations

— Rationalise products

— Implement Line of

Business operating model

— Transform using digital

and data

— Customer service –

market leading

— Mortgage growth

— Enhance returns,

optimise capital

— Strong balance sheet

— Re-set cost base

1 All figures for FY20.

2 Proportion of women (permanent and maximum term) in leadership roles

across the Group, including the CEO, Group Executives, General Managers,

senior leaders with significant influence on business outcomes (direct reports

to General Managers and their direct reports), large (3+) team people leaders

three levels below General Manager, and Bank and Assistant Bank Managers.

3 Excludes commercial sponsorships.

4 Westpac Foundation is administered by Westpac Community Limited (ABN 34

086 862 795) as trustee for Westpac Community Trust (ABN 53 265 036 982).

The Westpac Community Trust is a Public Ancillary Fund, endorsed by the ATO as

a Deductible Gift Recipient. None of Westpac Foundation, Westpac Community

Trust Limited nor the Westpac Community Trust are pa

rt of Westpac Group.

Westpac provides administrative support, skilled volunteering, donations and

funding for operational costs of Westpac Foundation.

5 Jobs created through the Westpac Foundation job creation grants to social

enterprises are for the year ended 30 June 2020.

6 The majority (76%) of the tax paid comprises corporate income tax. Other taxes

paid include the Major Bank Levy, non-recoverable GST, payroll tax and fringe

benefits tax.

Addressing our

shortcomings by materially

improving our management

of risk and risk culture,

reducing customer pain

points, completing historical

customer remediation

program, and reducing

the complexity of our

technology.

Returning to our core

businesses of banking in

Australia and New Zealand,

including exiting some

businesses and international

locations. Rationalising

products and simplifying

processes to make it easier

for customers.

Improving performance by

building customer loyalty

and growth through service,

sharpening our focus on

returns, and resetting our

cost base. A strong balance

sheet and engaged

workforce form the

foundations of performance.

WHAT THIS

MEANS

OUR

PRIORITIES

WHAT IT

INVOLVES

CUSTOMERS EMPLOYEESSHAREHOLDERSTHE ECONOMY

COMMUNITIES

THE

ENVIRONMENT

SUPPLIERS

OUR VALUES –

WHAT YOU CAN

EXPECT

HELPFUL

ETHICAL

LEADING CHANGE

PERFORMING

SIMPLE

Passionate about

providing a great

customer experience

Trusted to do the

right thing

Determined to make it

better and be better

Accountable

to get it done

Inspired to keep it

simple and easy

Choosing suppliers responsibly

and paying them on time.

— Procured goods and services

worth

$6.5bn

with

$5.9m


in spend towards Indigenous-

owned businesses

— Delivering on our 2023 Human

Rights Action Plan and working

to eliminate risk of modern

slavery across our business

operations and supply chain

Supporting the transition

to a climate resilient future.


$10.1bn lending to climate

change solutions

— Climate Change Position

Statement and 2023 Action Plan

Support local communities.

— Over

$150m in community

investment

3


— 1m+ participants in

financial education

— Westpac Foundation

4

grants to

social enterprises helped create

719 jobs

5

for vulnerable Australians

Creating an environment

where the best people

want to work.

— Paid over

$5.0bn

to 40,225 employees

— 50% women

in leadership roles

2

— Recognised by the

Bloomberg Gender

Equality Index for the

4th consecutive year

Generating appropriate returns

over the long-term, including for

families who directly own almost

half of our total shares on issue.

— Our strong balance sheet

positions us to manage the

downturn and deliver

long-term shareholder value

— Earnings per share 63.7 cents,

or 72.5 cents (cash earning

basis); dividends 31 cents

per share

Delivering financial services

to consumers, businesses and

institutions in Australia and

New Zealand.

— Trusted with over $555bn

in customer deposits

— Supported over $693bn

in lending

Supporting the financial system

Banks play an important role in supporting

the economy through lending, deposits,

and the efficient flow of funds.

Supporting Australia and New Zealand

— Supported customers through COVID-19:

around 175,000 mortgage deferrals and

around

40,000 businesses with deferrals

— One of the first banks to enable access to

data as part of the 'Open Banking' initiative

— A major contributor of New Payments

Platform transactions

One of Australia's largest tax payers

— Westpac paid over

$4bn

6

globally in various

taxes during 2020, 99.7% of which were paid

in Australia and New Zealand (including the

Major Bank Levy).

— Our effective tax rate for 2020 was

46%

or 56% including the Major Bank Levy.

Perform

Simplify

Fix

Helping

Australians and

New Zealanders

succeed.

Our

purpose

Banking for Australian

and New Zealand

consumers, businesses

and institutional

customers.

Our

focus

OUR STRATEGYDELIVERING FOR OUR STAKEHOLDERS

1

Our strategy supports

our purpose, harnesses

our strengths and refocuses

where change is required.

We have sharpened the

markets and products in

which we operate,

returning to banking,

and our home markets of

Australia and New Zealand

leveraging our portfolio

of brands.

Our focus is on consumers,

businesses and institutional

– segments we know well.

Our three priorities

recognise our need to

address our shortcomings,

reshape the business to

concentrate on our core

businesses and markets

while lifting service and

creating a stronger

performance ethic. This

will help us to become a

simpler, stronger bank.

3943 Westpac AR20 Cov-p33_V40.indd 143943 Westpac AR20 Cov-p33_V40.indd 1431/10/20 4:44 pm31/10/20 4:44 pm

15

WESTPAC GROUP 2020 ANNUAL REPORT

— Risk management

— Culture, including

risk culture

— Customer remediation

— IT complexity

— Reduce customer

pain points

— Exit non-core businesses

and consolidate

international locations

— Rationalise products

— Implement Line of

Business operating model

— Transform using digital

and data

— Customer service –

market leading

— Mortgage growth

— Enhance returns,

optimise capital

— Strong balance sheet

— Re-set cost base

1 All figures for FY20.

2 Proportion of women (permanent and maximum term) in leadership roles

across the Group, including the CEO, Group Executives, General Managers,

senior leaders with significant influence on business outcomes (direct reports

to General Managers and their direct reports), large (3+) team people leaders

three levels below General Manager, and Bank and Assistant Bank Managers.

3 Excludes commercial sponsorships.

4 Westpac Foundation is administered by Westpac Community Limited (ABN 34

086 862 795) as trustee for Westpac Community Trust (ABN 53 265 036 982).

The Westpac Community Trust is a Public Ancillary Fund, endorsed by the ATO as

a Deductible Gift Recipient. None of Westpac Foundation, Westpac Community

Trust Limited nor the Westpac Community Trust are part of Westpac Group.

Westpac provides administrative support, skilled volunteering, donations and

funding for operational costs of Westpac Foundation.

5 Jobs created

through the Westpac Foundation job creation grants to social

enterprises are for the year ended 30 June 2020.

6 The majority (76%) of the tax paid comprises corporate income tax. Other taxes

paid include the Major Bank Levy, non-recoverable GST, payroll tax and fringe

benefits tax.

Addressing our

shortcomings by materially

improving our management

of risk and risk culture,

reducing customer pain

points, completing historical

customer remediation

program, and reducing

the complexity of our

technology.

Returning to our core

businesses of banking in

Australia and New Zealand,

including exiting some

businesses and international

locations. Rationalising

products and simplifying

processes to make it easier

for customers.

Improving performance by

building customer loyalty

and growth through service,

sharpening our focus on

returns, and resetting our

cost base. A strong balance

sheet and engaged

workforce form the

foundations of performance.

WHAT THIS

MEANS

OUR

PRIORITIES

WHAT IT

INVOLVES

CUSTOMERS EMPLOYEESSHAREHOLDERSTHE ECONOMY

COMMUNITIES

THE

ENVIRONMENT

SUPPLIERS

OUR VALUES –

WHAT YOU CAN

EXPECT

HELPFUL

ETHICAL

LEADING CHANGE

PERFORMING

SIMPLE

Passionate about

providing a great

customer experience

Trusted to do the

right thing

Determined to make it

better and be better

Accountable

to get it done

Inspired to keep it

simple and easy

Choosing suppliers responsibly

and paying them on time.

— Procured goods and services

worth

$6.5bn

with

$5.9m


in spend towards Indigenous-

owned businesses

— Delivering on our 2023 Human

Rights Action Plan and working

to eliminate risk of modern

slavery across our business

operations and supply chain

Supporting the transition

to a climate resilient future.


$10.1bn lending to climate

change solutions

— Climate Change Position

Statement and 2023 Action Plan

Support local communities.

— Over

$150m in community

investment

3


— 1m+ participants in

financial education

— Westpac Foundation

4

grants to

social enterprises helped create

719 jobs

5

for vulnerable Australians

Creating an environment

where the best people

want to work.

— Paid over

$5.0bn

to 40,225 employees

— 50% women

in leadership roles

2

— Recognised by the

Bloomberg Gender

Equality Index for the

4th consecutive year

Generating appropriate returns

over the long-term, including for

families who directly own almost

half of our total shares on issue.

— Our strong balance sheet

positions us to manage the

downturn and deliver

long-term shareholder value

— Earnings per share 63.7 cents,

or 72.5 cents (cash earning

basis); dividends 31 cents

per share

Delivering financial services

to consumers, businesses and

institutions in Australia and

New Zealand.

— Trusted with over $555bn

in customer deposits

— Supported over $693bn

in lending

Supporting the financial system

Banks play an important role in supporting

the economy through lending, deposits,

and the efficient flow of funds.

Supporting Australia and New Zealand

— Supported customers through COVID-19:

around 175,000 mortgage deferrals and

around

40,000 businesses with deferrals

— One of the first banks to enable access to

data as part of the 'Open Banking' initiative

— A major contributor of New Payments

Platform transactions

One of Australia's largest tax payers

— Westpac paid over

$4bn

6

globally in various

taxes during 2020, 99.7% of which were paid

in Australia and New Zealand (including the

Major Bank Levy).

— Our effective tax rate for 2020 was

46%

or 56% including the Major Bank Levy.

Perform

Simplify

Fix

Helping

Australians and

New Zealanders

succeed.

Our

purpose

Banking for Australian

and New Zealand

consumers, businesses

and institutional

customers.

Our

focus

OUR STRATEGYDELIVERING FOR OUR STAKEHOLDERS

1

Our strategy supports

our purpose, harnesses

our strengths and refocuses

where change is required.

We have sharpened the

markets and products in

which we operate,

returning to banking,

and our home markets of

Australia and New Zealand

leveraging our portfolio

of brands.

Our focus is on consumers,

businesses and institutional

– segments we know well.

Our three priorities

recognise our need to

address our shortcomings,

reshape the business to

concentrate on our core

businesses and markets

while lifting service and

creating a stronger

performance ethic. This

will help us to become a

simpler, stronger bank.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

3943 Westpac AR20 Cov-p33_V40.indd 153943 Westpac AR20 Cov-p33_V40.indd 1531/10/20 4:44 pm31/10/20 4:44 pm

14
WESTPAC GROUP 2020 ANNUAL REPORT

— Risk management

— Culture, including

risk culture

— Customer remediation

— IT complexity

— Reduce customer

pain points

— Exit non-core businesses

and consolidate

international locations

— Rationalise products

— Implement Line of

Business operating model

— Transform using digital

and data

— Customer service –

market leading

— Mortgage growth

— Enhance returns,

optimise capital

— Strong balance sheet

— Re-set cost base

1 All figures for FY20.

2 Proportion of women (permanent and maximum term) in leadership roles

across the Group, including the CEO, Group Executives, General Managers,

senior leaders with significant influence on business outcomes (direct reports

to General Managers and their direct reports), large (3+) team people leaders

three levels below General Manager, and Bank and Assistant Bank Managers.

3 Excludes commercial sponsorships.

4 Westpac Foundation is administered by Westpac Community Limited (ABN 34

086 862 795) as trustee for Westpac Community Trust (ABN 53 265 036 982).

The Westpac Community Trust is a Public Ancillary Fund, endorsed by the ATO as

a Deductible Gift Recipient. None of Westpac Foundation, Westpac Community

Trust Limited nor the Westpac Community Trust are pa

rt of Westpac Group.

Westpac provides administrative support, skilled volunteering, donations and

funding for operational costs of Westpac Foundation.

5 Jobs created through the Westpac Foundation job creation grants to social

enterprises are for the year ended 30 June 2020.

6 The majority (76%) of the tax paid comprises corporate income tax. Other taxes

paid include the Major Bank Levy, non-recoverable GST, payroll tax and fringe

benefits tax.

Addressing our

shortcomings by materially

improving our management

of risk and risk culture,

reducing customer pain

points, completing historical

customer remediation

program, and reducing

the complexity of our

technology.

Returning to our core

businesses of banking in

Australia and New Zealand,

including exiting some

businesses and international

locations. Rationalising

products and simplifying

processes to make it easier

for customers.

Improving performance by

building customer loyalty

and growth through service,

sharpening our focus on

returns, and resetting our

cost base. A strong balance

sheet and engaged

workforce form the

foundations of performance.

WHAT THIS

MEANS

OUR

PRIORITIES

WHAT IT

INVOLVES

CUSTOMERS EMPLOYEESSHAREHOLDERSTHE ECONOMY

COMMUNITIES

THE

ENVIRONMENT

SUPPLIERS

OUR VALUES –

WHAT YOU CAN

EXPECT

HELPFUL

ETHICAL

LEADING CHANGE

PERFORMING

SIMPLE

Passionate about

providing a great

customer experience

Trusted to do the

right thing

Determined to make it

better and be better

Accountable

to get it done

Inspired to keep it

simple and easy

Choosing suppliers responsibly

and paying them on time.

— Procured goods and services

worth

$6.5bn

with

$5.9m


in spend towards Indigenous-

owned businesses

— Delivering on our 2023 Human

Rights Action Plan and working

to eliminate risk of modern

slavery across our business

operations and supply chain

Supporting the transition

to a climate resilient future.


$10.1bn lending to climate

change solutions

— Climate Change Position

Statement and 2023 Action Plan

Support local communities.

— Over

$150m in community

investment

3


— 1m+ participants in

financial education

— Westpac Foundation

4

grants to

social enterprises helped create

719 jobs

5

for vulnerable Australians

Creating an environment

where the best people

want to work.

— Paid over

$5.0bn

to 40,225 employees

— 50% women

in leadership roles

2

— Recognised by the

Bloomberg Gender

Equality Index for the

4th consecutive year

Generating appropriate returns

over the long-term, including for

families who directly own almost

half of our total shares on issue.

— Our strong balance sheet

positions us to manage the

downturn and deliver

long-term shareholder value

— Earnings per share 63.7 cents,

or 72.5 cents (cash earning

basis); dividends 31 cents

per share

Delivering financial services

to consumers, businesses and

institutions in Australia and

New Zealand.

— Trusted with over $555bn

in customer deposits

— Supported over $693bn

in lending

Supporting the financial system

Banks play an important role in supporting

the economy through lending, deposits,

and the efficient flow of funds.

Supporting Australia and New Zealand

— Supported customers through COVID-19:

around 175,000 mortgage deferrals and

around

40,000 businesses with deferrals

— One of the first banks to enable access to

data as part of the 'Open Banking' initiative

— A major contributor of New Payments

Platform transactions

One of Australia's largest tax payers

— Westpac paid over

$4bn

6

globally in various

taxes during 2020, 99.7% of which were paid

in Australia and New Zealand (including the

Major Bank Levy).

— Our effective tax rate for 2020 was

46%

or 56% including the Major Bank Levy.

Perform

Simplify

Fix

Helping

Australians and

New Zealanders

succeed.

Our

purpose

Banking for Australian

and New Zealand

consumers, businesses

and institutional

customers.

Our

focus

OUR STRATEGYDELIVERING FOR OUR STAKEHOLDERS

1

Our strategy supports

our purpose, harnesses

our strengths and refocuses

where change is required.

We have sharpened the

markets and products in

which we operate,

returning to banking,

and our home markets of

Australia and New Zealand

leveraging our portfolio

of brands.

Our focus is on consumers,

businesses and institutional

– segments we know well.

Our three priorities

recognise our need to

address our shortcomings,

reshape the business to

concentrate on our core

businesses and markets

while lifting service and

creating a stronger

performance ethic. This

will help us to become a

simpler, stronger bank.

3943 Westpac AR20 Cov-p33_V40.indd 143943 Westpac AR20 Cov-p33_V40.indd 1431/10/20 4:44 pm31/10/20 4:44 pm

15

WESTPAC GROUP 2020 ANNUAL REPORT

— Risk management

— Culture, including

risk culture

— Customer remediation

— IT complexity

— Reduce customer

pain points

— Exit non-core businesses

and consolidate

international locations

— Rationalise products

— Implement Line of

Business operating model

— Transform using digital

and data

— Customer service –

market leading

— Mortgage growth

— Enhance returns,

optimise capital

— Strong balance sheet

— Re-set cost base

1 All figures for FY20.

2 Proportion of women (permanent and maximum term) in leadership roles

across the Group, including the CEO, Group Executives, General Managers,

senior leaders with significant influence on business outcomes (direct reports

to General Managers and their direct reports), large (3+) team people leaders

three levels below General Manager, and Bank and Assistant Bank Managers.

3 Excludes commercial sponsorships.

4 Westpac Foundation is administered by Westpac Community Limited (ABN 34

086 862 795) as trustee for Westpac Community Trust (ABN 53 265 036 982).

The Westpac Community Trust is a Public Ancillary Fund, endorsed by the ATO as

a Deductible Gift Recipient. None of Westpac Foundation, Westpac Community

Trust Limited nor the Westpac Community Trust are part of Westpac Group.

Westpac provides administrative support, skilled volunteering, donations and

funding for operational costs of Westpac Foundation.

5 Jobs created

through the Westpac Foundation job creation grants to social

enterprises are for the year ended 30 June 2020.

6 The majority (76%) of the tax paid comprises corporate income tax. Other taxes

paid include the Major Bank Levy, non-recoverable GST, payroll tax and fringe

benefits tax.

Addressing our

shortcomings by materially

improving our management

of risk and risk culture,

reducing customer pain

points, completing historical

customer remediation

program, and reducing

the complexity of our

technology.

Returning to our core

businesses of banking in

Australia and New Zealand,

including exiting some

businesses and international

locations. Rationalising

products and simplifying

processes to make it easier

for customers.

Improving performance by

building customer loyalty

and growth through service,

sharpening our focus on

returns, and resetting our

cost base. A strong balance

sheet and engaged

workforce form the

foundations of performance.

WHAT THIS

MEANS

OUR

PRIORITIES

WHAT IT

INVOLVES

CUSTOMERS EMPLOYEESSHAREHOLDERSTHE ECONOMY

COMMUNITIES

THE

ENVIRONMENT

SUPPLIERS

OUR VALUES –

WHAT YOU CAN

EXPECT

HELPFUL

ETHICAL

LEADING CHANGE

PERFORMING

SIMPLE

Passionate about

providing a great

customer experience

Trusted to do the

right thing

Determined to make it

better and be better

Accountable

to get it done

Inspired to keep it

simple and easy

Choosing suppliers responsibly

and paying them on time.

— Procured goods and services

worth

$6.5bn

with

$5.9m


in spend towards Indigenous-

owned businesses

— Delivering on our 2023 Human

Rights Action Plan and working

to eliminate risk of modern

slavery across our business

operations and supply chain

Supporting the transition

to a climate resilient future.


$10.1bn lending to climate

change solutions

— Climate Change Position

Statement and 2023 Action Plan

Support local communities.

— Over

$150m in community

investment

3


— 1m+ participants in

financial education

— Westpac Foundation

4

grants to

social enterprises helped create

719 jobs

5

for vulnerable Australians

Creating an environment

where the best people

want to work.

— Paid over

$5.0bn

to 40,225 employees

— 50% women

in leadership roles

2

— Recognised by the

Bloomberg Gender

Equality Index for the

4th consecutive year

Generating appropriate returns

over the long-term, including for

families who directly own almost

half of our total shares on issue.

— Our strong balance sheet

positions us to manage the

downturn and deliver

long-term shareholder value

— Earnings per share 63.7 cents,

or 72.5 cents (cash earning

basis); dividends 31 cents

per share

Delivering financial services

to consumers, businesses and

institutions in Australia and

New Zealand.

— Trusted with over $555bn

in customer deposits

— Supported over $693bn

in lending

Supporting the financial system

Banks play an important role in supporting

the economy through lending, deposits,

and the efficient flow of funds.

Supporting Australia and New Zealand

— Supported customers through COVID-19:

around 175,000 mortgage deferrals and

around

40,000 businesses with deferrals

— One of the first banks to enable access to

data as part of the 'Open Banking' initiative

— A major contributor of New Payments

Platform transactions

One of Australia's largest tax payers

— Westpac paid over

$4bn

6

globally in various

taxes during 2020, 99.7% of which were paid

in Australia and New Zealand (including the

Major Bank Levy).

— Our effective tax rate for 2020 was

46%

or 56% including the Major Bank Levy.

Perform

Simplify

Fix

Helping

Australians and

New Zealanders

succeed.

Our

purpose

Banking for Australian

and New Zealand

consumers, businesses

and institutional

customers.

Our

focus

OUR STRATEGYDELIVERING FOR OUR STAKEHOLDERS

1

Our strategy supports

our purpose, harnesses

our strengths and refocuses

where change is required.

We have sharpened the

markets and products in

which we operate,

returning to banking,

and our home markets of

Australia and New Zealand

leveraging our portfolio

of brands.

Our focus is on consumers,

businesses and institutional

– segments we know well.

Our three priorities

recognise our need to

address our shortcomings,

reshape the business to

concentrate on our core

businesses and markets

while lifting service and

creating a stronger

performance ethic. This

will help us to become a

simpler, stronger bank.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

3943 Westpac AR20 Cov-p33_V40.indd 153943 Westpac AR20 Cov-p33_V40.indd 1531/10/20 4:44 pm31/10/20 4:44 pm

— Risk management
— Culture, including

risk culture

— Customer remediation

— IT complexity

— Reduce customer

pain points

— Exit non-core businesses

and consolidate

international locations

— Rationalise products

— Implement Line of

Business operating model

— Transform using digital

and data

— Customer service –

market leading

— Mortgage growth

— Enhance returns,

optimise capital

— Strong balance sheet

— Re-set cost base

1 All figures for FY20.

2 Proportion of women (permanent and maximum term) in leadership roles

across the Group, including the CEO, Group Executives, General Managers,

senior leaders with significant influence on business outcomes (direct reports

to General Managers and their direct reports), large (3+) team people leaders

three levels below General Manager, and Bank and Assistant Bank Managers.

3 Excludes commercial sponsorships.

4 Westpac Foundation is administered by Westpac Community Limited (ABN 34

086 862 795) as trustee for Westpac Community Trust (ABN 53 265 036 982).

The Westpac Community Trust is a Public Ancillary Fund, endorsed by the ATO as

a Deductible Gift Recipient. None of Westpac Foundation, Westpac Community

Trust Limited nor the Westpac Community Trust are pa

rt of Westpac Group.

Westpac provides administrative support, skilled volunteering, donations and

funding for operational costs of Westpac Foundation.

5 Jobs created through the Westpac Foundation job creation grants to social

enterprises are for the year ended 30 June 2020.

6 The majority (76%) of the tax paid comprises corporate income tax. Other taxes

paid include the Major Bank Levy, non-recoverable GST, payroll tax and fringe

benefits tax.

Addressing our

shortcomings by materially

improving our management

of risk and risk culture,

reducing customer pain

points, completing historical

customer remediation

program, and reducing

the complexity of our

technology.

Returning to our core

businesses of banking in

Australia and New Zealand,

including exiting some

businesses and international

locations. Rationalising

products and simplifying

processes to make it easier

for customers.

Improving performance by

building customer loyalty

and growth through service,

sharpening our focus on

returns, and resetting our

cost base. A strong balance

sheet and engaged

workforce form the

foundations of performance.

WHAT THIS

MEANS

OUR

PRIORITIES

WHAT IT

INVOLVES

CUSTOMERS EMPLOYEESSHAREHOLDERSTHE ECONOMY

COMMUNITIES

THE

ENVIRONMENT

SUPPLIERS

OUR VALUES –

WHAT YOU CAN

EXPECT

HELPFUL

ETHICAL

LEADING CHANGE

PERFORMING

SIMPLE

Passionate about

providing a great

customer experience

Trusted to do the

right thing

Determined to make it

better and be better

Accountable

to get it done

Inspired to keep it

simple and easy

Choosing suppliers responsibly

and paying them on time.

— Procured goods and services

worth

$6.5bn with $5.9m

in spend towards Indigenous-

owned businesses

— Delivering on our 2023 Human

Rights Action Plan and working

to eliminate risk of modern

slavery across our business

operations and supply chain

Supporting the transition

to a climate resilient future.


$10.1bn lending to climate

change solutions

— Climate Change Position

Statement and 2023 Action Plan

Support local communities.

— Over

$150m in community

investment

3


— 1m+ participants in

financial education

— Westpac Foundation

4

grants to

social enterprises helped create

719 jobs

5

for vulnerable Australians

Creating an environment

where the best people

want to work.

— Paid over

$5.0bn


to 40,225 employees

— 50% women

in leadership roles

2

— Recognised by the

Bloomberg Gender

Equality Index for the

4th consecutive year

Generating appropriate returns

over the long-term, including for

families who directly own almost

half of our total shares on issue.

— Our strong balance sheet

positions us to manage the

downturn and deliver

long-term shareholder value

— Earnings per share 63.7 cents,

or 72.5 cents (cash earning

basis); dividends 31 cents

per share

Delivering financial services

to consumers, businesses and

institutions in Australia and

New Zealand.

— Trusted with over $555bn

in customer deposits

— Supported over $693bn

in lending

Supporting the financial system

Banks play an important role in supporting

the economy through lending, deposits,

and the efficient flow of funds.

Supporting Australia and New Zealand

— Supported customers through COVID-19:

around 175,000 mortgage deferrals and

around

40,000

businesses with deferrals

— One of the first banks to enable access to

data as part of the 'Open Banking' initiative

— A major contributor of New Payments

Platform transactions

One of Australia's largest tax payers

— Westpac paid over

$4bn

6

globally in various

taxes during 2020, 99.7% of which were paid

in Australia and New Zealand (including the

Major Bank Levy).

— Our effective tax rate for 2020 was

46%

or 56% including the Major Bank Levy.

Perform

Simplify

Fix

Helping

Australians and

New Zealanders

succeed.

Our

purpose

Banking for Australian

and New Zealand

consumers, businesses

and institutional

customers.

Our

focus

OUR STRATEGYDELIVERING FOR OUR STAKEHOLDERS

1

Our strategy supports

our purpose, harnesses

our strengths and refocuses

where change is required.

We have sharpened the

markets and products in

which we operate,

returning to banking,

and our home markets of

Australia and New Zealand

leveraging our portfolio

of brands.

Our focus is on consumers,

businesses and institutional

– segments we know well.

Our three priorities

recognise our need to

address our shortcomings,

reshape the business to

concentrate on our core

businesses and markets

while lifting service and

creating a stronger

performance ethic. This

will help us to become a

simpler, stronger bank.

16

WESTPAC GROUP 2020 ANNUAL REPORT

3943 Westpac AR20 Cov-p33_V40.indd 163943 Westpac AR20 Cov-p33_V40.indd 1631/10/20 4:45 pm31/10/20 4:45 pm

— Risk management

— Culture, including

risk culture

— Customer remediation

— IT complexity

— Reduce customer

pain points

— Exit non-core businesses

and consolidate

international locations

— Rationalise products

— Implement Line of

Business operating model

— Transform using digital

and data

— Customer service –

market leading

— Mortgage growth

— Enhance returns,

optimise capital

— Strong balance sheet

— Re-set cost base

1 All figures for FY20.

2 Proportion of women (permanent and maximum term) in leadership roles

across the Group, including the CEO, Group Executives, General Managers,

senior leaders with significant influence on business outcomes (direct reports

to General Managers and their direct reports), large (3+) team people leaders

three levels below General Manager, and Bank and Assistant Bank Managers.

3 Excludes commercial sponsorships.

4 Westpac Foundation is administered by Westpac Community Limited (ABN 34

086 862 795) as trustee for Westpac Community Trust (ABN 53 265 036 982).

The Westpac Community Trust is a Public Ancillary Fund, endorsed by the ATO as

a Deductible Gift Recipient. None of Westpac Foundation, Westpac Community

Trust Limited nor the Westpac Community Trust are pa

rt of Westpac Group.

Westpac provides administrative support, skilled volunteering, donations and

funding for operational costs of Westpac Foundation.

5 Jobs created through the Westpac Foundation job creation grants to social

enterprises are for the year ended 30 June 2020.

6 The majority (76%) of the tax paid comprises corporate income tax. Other taxes

paid include the Major Bank Levy, non-recoverable GST, payroll tax and fringe

benefits tax.

Addressing our

shortcomings by materially

improving our management

of risk and risk culture,

reducing customer pain

points, completing historical

customer remediation

program, and reducing

the complexity of our

technology.

Returning to our core

businesses of banking in

Australia and New Zealand,

including exiting some

businesses and international

locations. Rationalising

products and simplifying

processes to make it easier

for customers.

Improving performance by

building customer loyalty

and growth through service,

sharpening our focus on

returns, and resetting our

cost base. A strong balance

sheet and engaged

workforce form the

foundations of performance.

WHAT THIS

MEANS

OUR

PRIORITIES

WHAT IT

INVOLVES

CUSTOMERS EMPLOYEESSHAREHOLDERSTHE ECONOMY

COMMUNITIES

THE

ENVIRONMENT

SUPPLIERS

OUR VALUES –

WHAT YOU CAN

EXPECT

HELPFUL

ETHICAL

LEADING CHANGE

PERFORMING

SIMPLE

Passionate about

providing a great

customer experience

Trusted to do the

right thing

Determined to make it

better and be better

Accountable

to get it done

Inspired to keep it

simple and easy

Choosing suppliers responsibly

and paying them on time.

— Procured goods and services

worth

$6.5bn with $5.9m

in spend towards Indigenous-

owned businesses

— Delivering on our 2023 Human

Rights Action Plan and working

to eliminate risk of modern

slavery across our business

operations and supply chain

Supporting the transition

to a climate resilient future.


$10.1bn lending to climate

change solutions

— Climate Change Position

Statement and 2023 Action Plan

Support local communities.

— Over

$150m in community

investment

3


— 1m+ participants in

financial education

— Westpac Foundation

4

grants to

social enterprises helped create

719 jobs

5

for vulnerable Australians

Creating an environment

where the best people

want to work.

— Paid over

$5.0bn


to 40,225 employees

— 50% women

in leadership roles

2

— Recognised by the

Bloomberg Gender

Equality Index for the

4th consecutive year

Generating appropriate returns

over the long-term, including for

families who directly own almost

half of our total shares on issue.

— Our strong balance sheet

positions us to manage the

downturn and deliver

long-term shareholder value

— Earnings per share 63.7 cents,

or 72.5 cents (cash earning

basis); dividends 31 cents

per share

Delivering financial services

to consumers, businesses and

institutions in Australia and

New Zealand.

— Trusted with over $555bn

in customer deposits

— Supported over $693bn

in lending

Supporting the financial system

Banks play an important role in supporting

the economy through lending, deposits,

and the efficient flow of funds.

Supporting Australia and New Zealand

— Supported customers through COVID-19:

around 175,000 mortgage deferrals and

around

40,000

businesses with deferrals

— One of the first banks to enable access to

data as part of the 'Open Banking' initiative

— A major contributor of New Payments

Platform transactions

One of Australia's largest tax payers

— Westpac paid over

$4bn

6

globally in various

taxes during 2020, 99.7% of which were paid

in Australia and New Zealand (including the

Major Bank Levy).

— Our effective tax rate for 2020 was

46%

or 56% including the Major Bank Levy.

Perform

Simplify

Fix

Helping

Australians and

New Zealanders

succeed.

Our

purpose

Banking for Australian

and New Zealand

consumers, businesses

and institutional

customers.

Our

focus

OUR STRATEGYDELIVERING FOR OUR STAKEHOLDERS

1

Our strategy supports

our purpose, harnesses

our strengths and refocuses

where change is required.

We have sharpened the

markets and products in

which we operate,

returning to banking,

and our home markets of

Australia and New Zealand

leveraging our portfolio

of brands.

Our focus is on consumers,

businesses and institutional

– segments we know well.

Our three priorities

recognise our need to

address our shortcomings,

reshape the business to

concentrate on our core

businesses and markets

while lifting service and

creating a stronger

performance ethic. This

will help us to become a

simpler, stronger bank.

17

WESTPAC GROUP 2020 ANNUAL REPORT

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

3943 Westpac AR20 Cov-p33_V40.indd 173943 Westpac AR20 Cov-p33_V40.indd 1731/10/20 4:45 pm31/10/20 4:45 pm

— Risk management
— Culture, including

risk culture

— Customer remediation

— IT complexity

— Reduce customer

pain points

— Exit non-core businesses

and consolidate

international locations

— Rationalise products

— Implement Line of

Business operating model

— Transform using digital

and data

— Customer service –

market leading

— Mortgage growth

— Enhance returns,

optimise capital

— Strong balance sheet

— Re-set cost base

1 All figures for FY20.

2 Proportion of women (permanent and maximum term) in leadership roles

across the Group, including the CEO, Group Executives, General Managers,

senior leaders with significant influence on business outcomes (direct reports

to General Managers and their direct reports), large (3+) team people leaders

three levels below General Manager, and Bank and Assistant Bank Managers.

3 Excludes commercial sponsorships.

4 Westpac Foundation is administered by Westpac Community Limited (ABN 34

086 862 795) as trustee for Westpac Community Trust (ABN 53 265 036 982).

The Westpac Community Trust is a Public Ancillary Fund, endorsed by the ATO as

a Deductible Gift Recipient. None of Westpac Foundation, Westpac Community

Trust Limited nor the Westpac Community Trust are pa

rt of Westpac Group.

Westpac provides administrative support, skilled volunteering, donations and

funding for operational costs of Westpac Foundation.

5 Jobs created through the Westpac Foundation job creation grants to social

enterprises are for the year ended 30 June 2020.

6 The majority (76%) of the tax paid comprises corporate income tax. Other taxes

paid include the Major Bank Levy, non-recoverable GST, payroll tax and fringe

benefits tax.

Addressing our

shortcomings by materially

improving our management

of risk and risk culture,

reducing customer pain

points, completing historical

customer remediation

program, and reducing

the complexity of our

technology.

Returning to our core

businesses of banking in

Australia and New Zealand,

including exiting some

businesses and international

locations. Rationalising

products and simplifying

processes to make it easier

for customers.

Improving performance by

building customer loyalty

and growth through service,

sharpening our focus on

returns, and resetting our

cost base. A strong balance

sheet and engaged

workforce form the

foundations of performance.

WHAT THIS

MEANS

OUR

PRIORITIES

WHAT IT

INVOLVES

CUSTOMERS EMPLOYEESSHAREHOLDERSTHE ECONOMY

COMMUNITIES

THE

ENVIRONMENT

SUPPLIERS

OUR VALUES –

WHAT YOU CAN

EXPECT

HELPFUL

ETHICAL

LEADING CHANGE

PERFORMING

SIMPLE

Passionate about

providing a great

customer experience

Trusted to do the

right thing

Determined to make it

better and be better

Accountable

to get it done

Inspired to keep it

simple and easy

Choosing suppliers responsibly

and paying them on time.

— Procured goods and services

worth

$6.5bn with $5.9m

in spend towards Indigenous-

owned businesses

— Delivering on our 2023 Human

Rights Action Plan and working

to eliminate risk of modern

slavery across our business

operations and supply chain

Supporting the transition

to a climate resilient future.


$10.1bn lending to climate

change solutions

— Climate Change Position

Statement and 2023 Action Plan

Support local communities.

— Over

$150m in community

investment

3


— 1m+ participants in

financial education

— Westpac Foundation

4

grants to

social enterprises helped create

719 jobs

5

for vulnerable Australians

Creating an environment

where the best people

want to work.

— Paid over

$5.0bn


to 40,225 employees

— 50% women

in leadership roles

2

— Recognised by the

Bloomberg Gender

Equality Index for the

4th consecutive year

Generating appropriate returns

over the long-term, including for

families who directly own almost

half of our total shares on issue.

— Our strong balance sheet

positions us to manage the

downturn and deliver

long-term shareholder value

— Earnings per share 63.7 cents,

or 72.5 cents (cash earning

basis); dividends 31 cents

per share

Delivering financial services

to consumers, businesses and

institutions in Australia and

New Zealand.

— Trusted with over $555bn

in customer deposits

— Supported over $693bn

in lending

Supporting the financial system

Banks play an important role in supporting

the economy through lending, deposits,

and the efficient flow of funds.

Supporting Australia and New Zealand

— Supported customers through COVID-19:

around 175,000 mortgage deferrals and

around

40,000

businesses with deferrals

— One of the first banks to enable access to

data as part of the 'Open Banking' initiative

— A major contributor of New Payments

Platform transactions

One of Australia's largest tax payers

— Westpac paid over

$4bn

6

globally in various

taxes during 2020, 99.7% of which were paid

in Australia and New Zealand (including the

Major Bank Levy).

— Our effective tax rate for 2020 was

46%

or 56% including the Major Bank Levy.

Perform

Simplify

Fix

Helping

Australians and

New Zealanders

succeed.

Our

purpose

Banking for Australian

and New Zealand

consumers, businesses

and institutional

customers.

Our

focus

OUR STRATEGYDELIVERING FOR OUR STAKEHOLDERS

1

Our strategy supports

our purpose, harnesses

our strengths and refocuses

where change is required.

We have sharpened the

markets and products in

which we operate,

returning to banking,

and our home markets of

Australia and New Zealand

leveraging our portfolio

of brands.

Our focus is on consumers,

businesses and institutional

– segments we know well.

Our three priorities

recognise our need to

address our shortcomings,

reshape the business to

concentrate on our core

businesses and markets

while lifting service and

creating a stronger

performance ethic. This

will help us to become a

simpler, stronger bank.

16

WESTPAC GROUP 2020 ANNUAL REPORT

3943 Westpac AR20 Cov-p33_V40.indd 163943 Westpac AR20 Cov-p33_V40.indd 1631/10/20 4:45 pm31/10/20 4:45 pm

— Risk management

— Culture, including

risk culture

— Customer remediation

— IT complexity

— Reduce customer

pain points

— Exit non-core businesses

and consolidate

international locations

— Rationalise products

— Implement Line of

Business operating model

— Transform using digital

and data

— Customer service –

market leading

— Mortgage growth

— Enhance returns,

optimise capital

— Strong balance sheet

— Re-set cost base

1 All figures for FY20.

2 Proportion of women (permanent and maximum term) in leadership roles

across the Group, including the CEO, Group Executives, General Managers,

senior leaders with significant influence on business outcomes (direct reports

to General Managers and their direct reports), large (3+) team people leaders

three levels below General Manager, and Bank and Assistant Bank Managers.

3 Excludes commercial sponsorships.

4 Westpac Foundation is administered by Westpac Community Limited (ABN 34

086 862 795) as trustee for Westpac Community Trust (ABN 53 265 036 982).

The Westpac Community Trust is a Public Ancillary Fund, endorsed by the ATO as

a Deductible Gift Recipient. None of Westpac Foundation, Westpac Community

Trust Limited nor the Westpac Community Trust are pa

rt of Westpac Group.

Westpac provides administrative support, skilled volunteering, donations and

funding for operational costs of Westpac Foundation.

5 Jobs created through the Westpac Foundation job creation grants to social

enterprises are for the year ended 30 June 2020.

6 The majority (76%) of the tax paid comprises corporate income tax. Other taxes

paid include the Major Bank Levy, non-recoverable GST, payroll tax and fringe

benefits tax.

Addressing our

shortcomings by materially

improving our management

of risk and risk culture,

reducing customer pain

points, completing historical

customer remediation

program, and reducing

the complexity of our

technology.

Returning to our core

businesses of banking in

Australia and New Zealand,

including exiting some

businesses and international

locations. Rationalising

products and simplifying

processes to make it easier

for customers.

Improving performance by

building customer loyalty

and growth through service,

sharpening our focus on

returns, and resetting our

cost base. A strong balance

sheet and engaged

workforce form the

foundations of performance.

WHAT THIS

MEANS

OUR

PRIORITIES

WHAT IT

INVOLVES

CUSTOMERS EMPLOYEESSHAREHOLDERSTHE ECONOMY

COMMUNITIES

THE

ENVIRONMENT

SUPPLIERS

OUR VALUES –

WHAT YOU CAN

EXPECT

HELPFUL

ETHICAL

LEADING CHANGE

PERFORMING

SIMPLE

Passionate about

providing a great

customer experience

Trusted to do the

right thing

Determined to make it

better and be better

Accountable

to get it done

Inspired to keep it

simple and easy

Choosing suppliers responsibly

and paying them on time.

— Procured goods and services

worth

$6.5bn with $5.9m

in spend towards Indigenous-

owned businesses

— Delivering on our 2023 Human

Rights Action Plan and working

to eliminate risk of modern

slavery across our business

operations and supply chain

Supporting the transition

to a climate resilient future.


$10.1bn lending to climate

change solutions

— Climate Change Position

Statement and 2023 Action Plan

Support local communities.

— Over

$150m in community

investment

3


— 1m+ participants in

financial education

— Westpac Foundation

4

grants to

social enterprises helped create

719 jobs

5

for vulnerable Australians

Creating an environment

where the best people

want to work.

— Paid over

$5.0bn


to 40,225 employees

— 50% women

in leadership roles

2

— Recognised by the

Bloomberg Gender

Equality Index for the

4th consecutive year

Generating appropriate returns

over the long-term, including for

families who directly own almost

half of our total shares on issue.

— Our strong balance sheet

positions us to manage the

downturn and deliver

long-term shareholder value

— Earnings per share 63.7 cents,

or 72.5 cents (cash earning

basis); dividends 31 cents

per share

Delivering financial services

to consumers, businesses and

institutions in Australia and

New Zealand.

— Trusted with over $555bn

in customer deposits

— Supported over $693bn

in lending

Supporting the financial system

Banks play an important role in supporting

the economy through lending, deposits,

and the efficient flow of funds.

Supporting Australia and New Zealand

— Supported customers through COVID-19:

around 175,000 mortgage deferrals and

around

40,000

businesses with deferrals

— One of the first banks to enable access to

data as part of the 'Open Banking' initiative

— A major contributor of New Payments

Platform transactions

One of Australia's largest tax payers

— Westpac paid over

$4bn

6

globally in various

taxes during 2020, 99.7% of which were paid

in Australia and New Zealand (including the

Major Bank Levy).

— Our effective tax rate for 2020 was

46%

or 56% including the Major Bank Levy.

Perform

Simplify

Fix

Helping

Australians and

New Zealanders

succeed.

Our

purpose

Banking for Australian

and New Zealand

consumers, businesses

and institutional

customers.

Our

focus

OUR STRATEGYDELIVERING FOR OUR STAKEHOLDERS

1

Our strategy supports

our purpose, harnesses

our strengths and refocuses

where change is required.

We have sharpened the

markets and products in

which we operate,

returning to banking,

and our home markets of

Australia and New Zealand

leveraging our portfolio

of brands.

Our focus is on consumers,

businesses and institutional

– segments we know well.

Our three priorities

recognise our need to

address our shortcomings,

reshape the business to

concentrate on our core

businesses and markets

while lifting service and

creating a stronger

performance ethic. This

will help us to become a

simpler, stronger bank.

17

WESTPAC GROUP 2020 ANNUAL REPORT

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

3943 Westpac AR20 Cov-p33_V40.indd 173943 Westpac AR20 Cov-p33_V40.indd 1731/10/20 4:45 pm31/10/20 4:45 pm

Fix
Addressing our shortcomings

by materially improving our

management of risk and risk

culture, reducing customer pain

points, completing our historical

customer remediation program

and reducing the complexity of

our technology systems.

James Grant,

Westpac Group

Financial Controller

18

WESTPAC GROUP 2020 ANNUAL REPORT

OUR PRIORITIES

3943 Westpac AR20 Cov-p33_V40.indd 183943 Westpac AR20 Cov-p33_V40.indd 1831/10/20 4:45 pm31/10/20 4:45 pm

19

WESTPAC GROUP 2020 ANNUAL REPORT

In the past, Westpac’s management of

risk has been considered a strength,

particularly in our management of capital,

funding, liquidity, and credit risk.

While we retain a strong balance sheet,

several inquiries, including the Royal

Commission into Misconduct in the

Banking, Superannuation and Financial

Services Industry, the AUSTRAC

proceedings and our own assessments have

highlighted weaknesses in our management

of risk; particularly non-financial risk.

Our weaknesses were initially highlighted in

our Culture Governance and Accountability

self-assessment (CGA self-assessment)

completed in 2018. Our CGA self-

assessment included 45 recommendations

and a program to respond commenced

soon after. However, following the

AUSTRAC proceedings, APRA asked

Westpac to reassess these plans to ensure

that they remained ‘fit for purpose’.

We released our reassessment (CGA

reassessment) on 17 July 2020, reinforcing

the initial findings but also identifying that

our risk culture was reactive and immature

and that the three lines of defence

model (model defining risk management

responsibilities) was not well understood.

It was also clear that we had become too

complex and where issues were uncovered

we were slow to act.

The Group has been exposed to compliance

failures, regulatory breaches, customer

remediation and legal actions. See pages

22 to 23 for a detailed account of the

AUSTRAC matters.

We have accepted our shortcomings and

are seeking to materially lift our standards

and fix the issues identified.

The first step has been to refine our

operating structure. A new function for

Financial Crime, Conduct and Compliance

has been created to increase the focus

and resources devoted to this important

area. The Group Executive for this division

reports directly to the CEO. We have also

enhanced our risk management framework

(for identifying, assessing and managing

risk), and increased our risk management

resources.

Following the CGA reassessment we

established the Customer Outcomes and

Risk Excellence (CORE) program. The

program is designed to improve non-

financial risk oversight (including from our

initial CGA self-assessment), lift risk culture,

and strengthen our risk management

framework. The program has 14 streams

of work under three categories:

1. Direction and tone set by Board and

Group Executive – initiatives that set

clear tone and direction from leadership

to promote a proactive risk culture.

2. Clear risk boundaries for decision-

making – simplifying risk management

frameworks and increasing capability

and resources in the Risk function.

3. Accountable and empowered people –

providing additional training and support

for employees to help them understand

they all have a role in managing risk

and driving clearer accountability and

decision-making.

Progress over the year includes

400+

new Risk, Compliance and

Financial Crime employees

We have accepted our

shortcomings and have

commenced a number

of programs that seek

to materially lift our

standards and fix the

issues identified.”

Enhanced risk

management

framework

A new function for

Financial Crime,

Compliance &

Conduct was created

CORE program

underway

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

3943 Westpac AR20 Cov-p33_V40.indd 193943 Westpac AR20 Cov-p33_V40.indd 1931/10/20 4:45 pm31/10/20 4:45 pm

Fix
Addressing our shortcomings

by materially improving our

management of risk and risk

culture, reducing customer pain

points, completing our historical

customer remediation program

and reducing the complexity of

our technology systems.

James Grant,

Westpac Group

Financial Controller

18

WESTPAC GROUP 2020 ANNUAL REPORT

OUR PRIORITIES

3943 Westpac AR20 Cov-p33_V40.indd 183943 Westpac AR20 Cov-p33_V40.indd 1831/10/20 4:45 pm31/10/20 4:45 pm

19

WESTPAC GROUP 2020 ANNUAL REPORT

In the past, Westpac’s management of

risk has been considered a strength,

particularly in our management of capital,

funding, liquidity, and credit risk.

While we retain a strong balance sheet,

several inquiries, including the Royal

Commission into Misconduct in the

Banking, Superannuation and Financial

Services Industry, the AUSTRAC

proceedings and our own assessments have

highlighted weaknesses in our management

of risk; particularly non-financial risk.

Our weaknesses were initially highlighted in

our Culture Governance and Accountability

self-assessment (CGA self-assessment)

completed in 2018. Our CGA self-

assessment included 45 recommendations

and a program to respond commenced

soon after. However, following the

AUSTRAC proceedings, APRA asked

Westpac to reassess these plans to ensure

that they remained ‘fit for purpose’.

We released our reassessment (CGA

reassessment) on 17 July 2020, reinforcing

the initial findings but also identifying that

our risk culture was reactive and immature

and that the three lines of defence

model (model defining risk management

responsibilities) was not well understood.

It was also clear that we had become too

complex and where issues were uncovered

we were slow to act.

The Group has been exposed to compliance

failures, regulatory breaches, customer

remediation and legal actions. See pages

22 to 23 for a detailed account of the

AUSTRAC matters.

We have accepted our shortcomings and

are seeking to materially lift our standards

and fix the issues identified.

The first step has been to refine our

operating structure. A new function for

Financial Crime, Conduct and Compliance

has been created to increase the focus

and resources devoted to this important

area. The Group Executive for this division

reports directly to the CEO. We have also

enhanced our risk management framework

(for identifying, assessing and managing

risk), and increased our risk management

resources.

Following the CGA reassessment we

established the Customer Outcomes and

Risk Excellence (CORE) program. The

program is designed to improve non-

financial risk oversight (including from our

initial CGA self-assessment), lift risk culture,

and strengthen our risk management

framework. The program has 14 streams

of work under three categories:

1. Direction and tone set by Board and

Group Executive – initiatives that set

clear tone and direction from leadership

to promote a proactive risk culture.

2. Clear risk boundaries for decision-

making – simplifying risk management

frameworks and increasing capability

and resources in the Risk function.

3. Accountable and empowered people –

providing additional training and support

for employees to help them understand

they all have a role in managing risk

and driving clearer accountability and

decision-making.

Progress over the year includes

400+

new Risk, Compliance and

Financial Crime employees

We have accepted our

shortcomings and have

commenced a number

of programs that seek

to materially lift our

standards and fix the

issues identified.”

Enhanced risk

management

framework

A new function for

Financial Crime,

Compliance &

Conduct was created

CORE program

underway

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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20
WESTPAC GROUP 2020 ANNUAL REPORT

Strengthening risk culture

The strength of risk management in a

company is underpinned by its risk culture.

A strong risk culture is an environment

where everyone can identify the risks they

are responsible for, are alert to changing

or new risks and pro-actively address risks

when they emerge. It also includes being

clear on accountability and feeling safe

to speak up.

Strengthening risk culture is a focus for

the Group and a key element of our CORE

program. Our new Lines of Business

operating model is establishing end-to-

end responsibility for customer outcomes

and improving our risk culture by clarifying

accountabilities. In addition, our 3LOD

model is supporting these structural

changes by lifting risk capability and

bench-strength across the Group.

Other changes to improve risk culture

include:

—New risk culture framework to better

define risk roles and responsibilities;

—Launch of an online tool to assess

a division’s current risk culture and

compare to our target, helping us identify

and prioritise areas for improvement;

—New Risk Fundamentals training program

being rolled out to all employees – to

ensure everyone understands the risk

culture we are seeking to develop;

—Risk culture dashboard to consistently

measure our progress; and

—Updating our Code of Conduct

reinforcing the importance of

speaking up.

Remediating customers

We have continued to review our products,

processes and policies where we have not

got it right for customers. Where problems

have been identified, we have committed

to fix them and refund customers. This task

is significant as it often involves individual

customers over many years. The Group

incurred an after-tax cost of $440 million

for provisions for estimated customer

refunds and payments, and litigation and

associated costs in FY2020. Major items

included:

—Certain business customers who were

provided with business loans where

they should have been provided loans

covered by the National Consumer

Credit Protection Act and the National

Credit Code;

—Compensation to platform customers

who were not advised of certain

corporate actions, and may have

been able to benefit; and

—Where certain wealth fees were

inadequately disclosed.


2m+

customers received over

$280 million in refunds in FY20

A strong risk culture includes

being clear on accountability

and creating an environment

where it is safe to speak up.”

Updated Code of

Conduct rolled out

3943 Westpac AR20 Cov-p33_V40.indd 203943 Westpac AR20 Cov-p33_V40.indd 2031/10/20 4:45 pm31/10/20 4:45 pm

21

WESTPAC GROUP 2020 ANNUAL REPORT

TRANSFORMING OUR COMPLAINTS PROCESS

This year we launched ‘Resolve’, a new centralised customer complaints

management platform that brings together nine systems into one and makes

it easier for our people to log and resolve complaints.

In 2018, we changed the way we think about complaints to improve the way

we identify, manage and resolve them. However, our multiple legacy systems

were holding us back. Resolve has changed that by creating a single platform

and an intuitive dashboard for bankers.

“This has been a huge opportunity to significantly improve the customer

experience”, says Lisa Pogonoski, Westpac’s General Manager of Customer

Solutions. “Having our people work on one system provides a common view

of complaints and a single source of data.”

From 2021, customers will have direct access to the system, enabling them to

log and track the progress of their complaint. Over time, we will apply artificial

intelligence to help bankers and customers navigate through the complaints

process to reach a guided resolution that will be much faster.

“Resolve supports the fundamental change to how we think about complaints,”

says Lisa. “Its simple and comprehensive functionality allows employees to

own complaints and supports them to get the best outcome for customers.”

This year we have halved the time it takes to fix long dated complaints and

with Resolve we are planning for another step down.

CASE

STUDY

Reducing customer pain points

In 2018, we centralised the management

of complaints to improve how they are

identified, logged and resolved. This

included a shift in culture to see complaints

as an opportunity to learn and do better.

This heightened focus has contributed to

an increase in the number of complaints we

capture, while making significant progress

on improving how they are managed. In

FY20, we received 169,674 complaints, a

145% increase on FY19. In addition, we have:

—Reduced average time to resolution

for complaints to 6.5 days, from 9 days

in FY19;

—Reduced the number of long

dated complaints (45+ days old)

from 288 to 21 at 30 September 2020;

and

—Solved 63% of complaints on the same

day in September 2020 compared to

56% in September 2019.

Importantly, insights from better complaint

management have led to a number of

process improvements – reducing pain

points for customers.

Redoubling our efforts to remove

IT complexity

We started a program to reduce complexity

some years ago, which prioritised the

upgrade of our technology infrastructure

while commencing the development of our

customer service hub (which will become

the consumer bank’s central product

on-boarding platform). At the same time,

we have sought to ensure our customer

interface has kept pace with customer

demands. This program has successfully

strengthened the stability, speed and

security of our systems and helped ensure

the bank remained open for business

through the COVID-19 pandemic and

support customers via digital channels.

Having upgraded much of our technology

infrastructure, in 2020 we developed a

detailed technology roadmap for the next

phase of our transformation to build a

single, multi-brand operating environment.

That roadmap extends for over multiple

years, recognising that technology will

change and we must be flexible. Significant

work is still required but our development

plan is clear.

93%

reduction of long

dated complaints

74%

Australian Banking

1


complaints resolved

in 5 days compared

to 68% in FY19

1 Australian Banking includes Consumer and Business division products.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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20
WESTPAC GROUP 2020 ANNUAL REPORT

Strengthening risk culture

The strength of risk management in a

company is underpinned by its risk culture.

A strong risk culture is an environment

where everyone can identify the risks they

are responsible for, are alert to changing

or new risks and pro-actively address risks

when they emerge. It also includes being

clear on accountability and feeling safe

to speak up.

Strengthening risk culture is a focus for

the Group and a key element of our CORE

program. Our new Lines of Business

operating model is establishing end-to-

end responsibility for customer outcomes

and improving our risk culture by clarifying

accountabilities. In addition, our 3LOD

model is supporting these structural

changes by lifting risk capability and

bench-strength across the Group.

Other changes to improve risk culture

include:

—New risk culture framework to better

define risk roles and responsibilities;

—Launch of an online tool to assess

a division’s current risk culture and

compare to our target, helping us identify

and prioritise areas for improvement;

—New Risk Fundamentals training program

being rolled out to all employees – to

ensure everyone understands the risk

culture we are seeking to develop;

—Risk culture dashboard to consistently

measure our progress; and

—Updating our Code of Conduct

reinforcing the importance of

speaking up.

Remediating customers

We have continued to review our products,

processes and policies where we have not

got it right for customers. Where problems

have been identified, we have committed

to fix them and refund customers. This task

is significant as it often involves individual

customers over many years. The Group

incurred an after-tax cost of $440 million

for provisions for estimated customer

refunds and payments, and litigation and

associated costs in FY2020. Major items

included:

—Certain business customers who were

provided with business loans where

they should have been provided loans

covered by the National Consumer

Credit Protection Act and the National

Credit Code;

—Compensation to platform customers

who were not advised of certain

corporate actions, and may have

been able to benefit; and

—Where certain wealth fees were

inadequately disclosed.


2m+

customers received over

$280 million in refunds in FY20

A strong risk culture includes

being clear on accountability

and creating an environment

where it is safe to speak up.”

Updated Code of

Conduct rolled out

3943 Westpac AR20 Cov-p33_V40.indd 203943 Westpac AR20 Cov-p33_V40.indd 2031/10/20 4:45 pm31/10/20 4:45 pm

21

WESTPAC GROUP 2020 ANNUAL REPORT

TRANSFORMING OUR COMPLAINTS PROCESS

This year we launched ‘Resolve’, a new centralised customer complaints

management platform that brings together nine systems into one and makes

it easier for our people to log and resolve complaints.

In 2018, we changed the way we think about complaints to improve the way

we identify, manage and resolve them. However, our multiple legacy systems

were holding us back. Resolve has changed that by creating a single platform

and an intuitive dashboard for bankers.

“This has been a huge opportunity to significantly improve the customer

experience”, says Lisa Pogonoski, Westpac’s General Manager of Customer

Solutions. “Having our people work on one system provides a common view

of complaints and a single source of data.”

From 2021, customers will have direct access to the system, enabling them to

log and track the progress of their complaint. Over time, we will apply artificial

intelligence to help bankers and customers navigate through the complaints

process to reach a guided resolution that will be much faster.

“Resolve supports the fundamental change to how we think about complaints,”

says Lisa. “Its simple and comprehensive functionality allows employees to

own complaints and supports them to get the best outcome for customers.”

This year we have halved the time it takes to fix long dated complaints and

with Resolve we are planning for another step down.

CASE

STUDY

Reducing customer pain points

In 2018, we centralised the management

of complaints to improve how they are

identified, logged and resolved. This

included a shift in culture to see complaints

as an opportunity to learn and do better.

This heightened focus has contributed to

an increase in the number of complaints we

capture, while making significant progress

on improving how they are managed. In

FY20, we received 169,674 complaints, a

145% increase on FY19. In addition, we have:

—Reduced average time to resolution

for complaints to 6.5 days, from 9 days

in FY19;

—Reduced the number of long

dated complaints (45+ days old)

from 288 to 21 at 30 September 2020;

and

—Solved 63% of complaints on the same

day in September 2020 compared to

56% in September 2019.

Importantly, insights from better complaint

management have led to a number of

process improvements – reducing pain

points for customers.

Redoubling our efforts to remove

IT complexity

We started a program to reduce complexity

some years ago, which prioritised the

upgrade of our technology infrastructure

while commencing the development of our

customer service hub (which will become

the consumer bank’s central product

on-boarding platform). At the same time,

we have sought to ensure our customer

interface has kept pace with customer

demands. This program has successfully

strengthened the stability, speed and

security of our systems and helped ensure

the bank remained open for business

through the COVID-19 pandemic and

support customers via digital channels.

Having upgraded much of our technology

infrastructure, in 2020 we developed a

detailed technology roadmap for the next

phase of our transformation to build a

single, multi-brand operating environment.

That roadmap extends for over multiple

years, recognising that technology will

change and we must be flexible. Significant

work is still required but our development

plan is clear.

93%

reduction of long

dated complaints

74%

Australian Banking

1


complaints resolved

in 5 days compared

to 68% in FY19

1 Australian Banking includes Consumer and Business division products.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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22
WESTPAC GROUP 2020 ANNUAL REPORT

AUSTRAC PROCEEDINGS EXPLAINED

AUSTRAC proceedings

overview

The AUSTRAC proceedings have

been discussed in various parts of our

Annual Report. With this overview we

aim to provide a snapshot of what

happened, the issues highlighted and

what we’re doing to fix them.

The issues highlighted by AUSTRAC in their

Statement of Claim in November 2019 deeply

disappointed shareholders, customers, and the

community, as well as Westpac’s employees.

The proceedings have become a catalyst for change

at Westpac. We have acknowledged our failings

and are deeply sorry for what occurred. We have

investigated the issues and are determined to fix

our shortcomings. A broader change program is

underway to address the root causes.

Following the AUSTRAC Statement of Claim and

recognising the seriousness of the issues:

—The former CEO stepped down and the Board

determined to forfeit all of his unvested equity;

—The former Chairman brought forward his

retirement; and

—A former Non-executive Director and Chairman of

the Board Risk & Compliance Committee did not

seek re-election.

On 24 September 2020, we reached an agreement

with AUSTRAC to resolve the proceedings, subject

to Court approval. The resolution involved the filing

of a Statement of Agreed Facts and Admissions

(SAFA) with the Court, which on 21 October 2020

approved the payment of a civil penalty of $1.3 billion

for the admitted contraventions of the Anti-Money

Laundering and Counter-Terrorism Financing Act

2006 (Cth) (AML/CTF Act).

What happened

On 20 November 2019, AUSTRAC commenced

civil proceedings in the Federal Court of Australia

against Westpac in relation to alleged contraventions

of the AML/CTF Act. The SAFA filed with the

Court is available on our website. In summary, it

acknowledged that we had not:

—Maintained an AML/CTF Program that

fully complied with the requirements of the

AML/CTF Rules;

—Reported over 19.5 million International

Funds Transfer Instructions (IFTIs) on time;

—Included all required information about the

payer in relation to over 76,000 IFTIs that

were reported on time;

—Passed on all relevant information in relation

to approximately 10,500 IFTIs;

—Kept appropriate records relating to over

3.5 million IFTIs;

—Appropriately assessed the risks posed by

our correspondent banks; and

—Appropriately monitored a number of customers’

transactions for child exploitation risk.

While we failed in our obligations, the SAFA

acknowledged that the contraventions were not

the result of any deliberate intention to breach the

AML/CTF Act.

We carried out a review of these matters to be clear

on what had occurred, understand the root cause,

and determine accountability. We also commissioned

a review by an external Advisory Panel into Board

Governance of AML/CTF obligations. The outcomes

of these reviews, including the Advisory Panel report,

were released in June 2020 and are also available on

our website.

The main findings of the reviews were that some

areas of AML/CTF risk were not sufficiently

understood; there were unclear end-to-end

accountabilities for managing AML/CTF compliance;

and there was a lack of sufficient AML/CTF expertise

and resourcing.

The Advisory Panel found that the way the Board

organised its general governance responsibilities

was mainstream and fit for purpose. They noted that,

with the benefit of hindsight, and noting the Board’s

escalating focus in the area, Directors could have

recognised earlier the systemic nature of some of the

financial crime issues Westpac was facing. They also

found that reporting to the Board on financial crime

matters was at times unintentionally incomplete

and inaccurate.

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23

WESTPAC GROUP 2020 ANNUAL REPORT

$24m

committed to two

significant partnerships

to reduce the human

impact of financial crime

Established a Board Legal,

Regulatory & Compliance

Committee

Monitoring and assessing transactions

One of the most serious allegations made by

AUSTRAC related to the way we monitored

transactions for potential child exploitation risks.

In summary, Westpac is required to monitor

transactions and submit suspicious matter reports

to AUSTRAC if it identifies that certain patterns of

transactions are indicative of child exploitation.

While we had monitoring in place, we should

have implemented more robust monitoring of

transactions for this risk earlier than we did.

Since the AUSTRAC proceedings, we have

further updated our monitoring, reassessed prior

transactions and submitted additional suspicious

matter reports to AUSTRAC.

Taking accountability

A range of remuneration consequences were

applied to 38 individuals, totalling over $20 million

1

.

This included cancelling 2020 short-term variable

reward (STVR) for the Group Executive team and,

in some instances, adjusting prior year awards that

had yet to vest. Consequences were not able to be

applied to some individuals as they had already left

the organisation and had no deferred remuneration

outstanding.

Fixing our mistakes

Within days of AUSTRAC’s allegations, we released

a Response Plan which detailed our areas of focus.

Immediate fixes: This included closing the two

products that were the main source of our failings

and reporting a small number of outstanding IFTIs

to AUSTRAC.

Lifting anti-money laundering and risk management

standards: We commenced a program to elevate

the importance of financial crime across the Group,

with more resources, increased seniority, and

greater oversight. We also updated our transaction

monitoring rules and enhanced oversight of the

processes.

Developments include:

—Establishing a Board Legal, Regulatory &

Compliance Committee;

—Elevating the Financial Crime, Compliance and

Conduct function, with the Group Executive

reporting directly to the CEO;

—Increasing risk resources, including adding over

200 additional employees to our financial crime

team; and

—Strengthening the management of financial crime

risks including our policies, data feeding systems,

processes and controls.

In addition, our broader plans to improve risk

management across the organisation will complement

the improved capability we are building in financial

crime, including enhancing our risk culture.

Safer Children, Safer Communities

We have also established a Safer Children, Safer

Communities work program to help reduce the human

impact of financial crime with a particular focus on

child safeguarding, guided by experts in human rights,

child safety, online safety and law enforcement. This

year, we established multi-year funding partnerships

with International Justice Mission and Save the Children

(Australia), and launched a new Impact Grants program.

For more about this, see page 40.

The AUSTRAC proceedings

have become a catalyst for

change at Westpac.”

1 Refer to explanation in Remuneration Report in the Directors’ Report.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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22
WESTPAC GROUP 2020 ANNUAL REPORT

AUSTRAC PROCEEDINGS EXPLAINED

AUSTRAC proceedings

overview

The AUSTRAC proceedings have

been discussed in various parts of our

Annual Report. With this overview we

aim to provide a snapshot of what

happened, the issues highlighted and

what we’re doing to fix them.

The issues highlighted by AUSTRAC in their

Statement of Claim in November 2019 deeply

disappointed shareholders, customers, and the

community, as well as Westpac’s employees.

The proceedings have become a catalyst for change

at Westpac. We have acknowledged our failings

and are deeply sorry for what occurred. We have

investigated the issues and are determined to fix

our shortcomings. A broader change program is

underway to address the root causes.

Following the AUSTRAC Statement of Claim and

recognising the seriousness of the issues:

—The former CEO stepped down and the Board

determined to forfeit all of his unvested equity;

—The former Chairman brought forward his

retirement; and

—A former Non-executive Director and Chairman of

the Board Risk & Compliance Committee did not

seek re-election.

On 24 September 2020, we reached an agreement

with AUSTRAC to resolve the proceedings, subject

to Court approval. The resolution involved the filing

of a Statement of Agreed Facts and Admissions

(SAFA) with the Court, which on 21 October 2020

approved the payment of a civil penalty of $1.3 billion

for the admitted contraventions of the Anti-Money

Laundering and Counter-Terrorism Financing Act

2006 (Cth) (AML/CTF Act).

What happened

On 20 November 2019, AUSTRAC commenced

civil proceedings in the Federal Court of Australia

against Westpac in relation to alleged contraventions

of the AML/CTF Act. The SAFA filed with the

Court is available on our website. In summary, it

acknowledged that we had not:

—Maintained an AML/CTF Program that

fully complied with the requirements of the

AML/CTF Rules;

—Reported over 19.5 million International

Funds Transfer Instructions (IFTIs) on time;

—Included all required information about the

payer in relation to over 76,000 IFTIs that

were reported on time;

—Passed on all relevant information in relation

to approximately 10,500 IFTIs;

—Kept appropriate records relating to over

3.5 million IFTIs;

—Appropriately assessed the risks posed by

our correspondent banks; and

—Appropriately monitored a number of customers’

transactions for child exploitation risk.

While we failed in our obligations, the SAFA

acknowledged that the contraventions were not

the result of any deliberate intention to breach the

AML/CTF Act.

We carried out a review of these matters to be clear

on what had occurred, understand the root cause,

and determine accountability. We also commissioned

a review by an external Advisory Panel into Board

Governance of AML/CTF obligations. The outcomes

of these reviews, including the Advisory Panel report,

were released in June 2020 and are also available on

our website.

The main findings of the reviews were that some

areas of AML/CTF risk were not sufficiently

understood; there were unclear end-to-end

accountabilities for managing AML/CTF compliance;

and there was a lack of sufficient AML/CTF expertise

and resourcing.

The Advisory Panel found that the way the Board

organised its general governance responsibilities

was mainstream and fit for purpose. They noted that,

with the benefit of hindsight, and noting the Board’s

escalating focus in the area, Directors could have

recognised earlier the systemic nature of some of the

financial crime issues Westpac was facing. They also

found that reporting to the Board on financial crime

matters was at times unintentionally incomplete

and inaccurate.

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23

WESTPAC GROUP 2020 ANNUAL REPORT

$24m

committed to two

significant partnerships

to reduce the human

impact of financial crime

Established a Board Legal,

Regulatory & Compliance

Committee

Monitoring and assessing transactions

One of the most serious allegations made by

AUSTRAC related to the way we monitored

transactions for potential child exploitation risks.

In summary, Westpac is required to monitor

transactions and submit suspicious matter reports

to AUSTRAC if it identifies that certain patterns of

transactions are indicative of child exploitation.

While we had monitoring in place, we should

have implemented more robust monitoring of

transactions for this risk earlier than we did.

Since the AUSTRAC proceedings, we have

further updated our monitoring, reassessed prior

transactions and submitted additional suspicious

matter reports to AUSTRAC.

Taking accountability

A range of remuneration consequences were

applied to 38 individuals, totalling over $20 million

1

.

This included cancelling 2020 short-term variable

reward (STVR) for the Group Executive team and,

in some instances, adjusting prior year awards that

had yet to vest. Consequences were not able to be

applied to some individuals as they had already left

the organisation and had no deferred remuneration

outstanding.

Fixing our mistakes

Within days of AUSTRAC’s allegations, we released

a Response Plan which detailed our areas of focus.

Immediate fixes: This included closing the two

products that were the main source of our failings

and reporting a small number of outstanding IFTIs

to AUSTRAC.

Lifting anti-money laundering and risk management

standards: We commenced a program to elevate

the importance of financial crime across the Group,

with more resources, increased seniority, and

greater oversight. We also updated our transaction

monitoring rules and enhanced oversight of the

processes.

Developments include:

—Establishing a Board Legal, Regulatory &

Compliance Committee;

—Elevating the Financial Crime, Compliance and

Conduct function, with the Group Executive

reporting directly to the CEO;

—Increasing risk resources, including adding over

200 additional employees to our financial crime

team; and

—Strengthening the management of financial crime

risks including our policies, data feeding systems,

processes and controls.

In addition, our broader plans to improve risk

management across the organisation will complement

the improved capability we are building in financial

crime, including enhancing our risk culture.

Safer Children, Safer Communities

We have also established a Safer Children, Safer

Communities work program to help reduce the human

impact of financial crime with a particular focus on

child safeguarding, guided by experts in human rights,

child safety, online safety and law enforcement. This

year, we established multi-year funding partnerships

with International Justice Mission and Save the Children

(Australia), and launched a new Impact Grants program.

For more about this, see page 40.

The AUSTRAC proceedings

have become a catalyst for

change at Westpac.”

1 Refer to explanation in Remuneration Report in the Directors’ Report.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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24
WESTPAC GROUP 2020 ANNUAL REPORT

Simplify

Returning to our core businesses

of banking in Australia and New

Zealand, including exiting some

businesses and international

locations. Rationalising products

and simplifying processes to make

it easier for customers to bank

with us.

24

WESTPAC GROUP 2020 ANNUAL REPORT

OUR PRIORITIES

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25

WESTPAC GROUP 2020 ANNUAL REPORT

We are clear on the

locations, markets and

businesses in which we

will operate.”

Becoming a simpler bank

Complexity has been the source of many

of our issues. We expanded into areas

where we did not have a competitive

advantage or scale to compete effectively

and we lost traction in some of our core

businesses.

At the same time, our operating model

became too diffused. That is, decision

making was unclear, and we tended to

manage via committee and businesses

were not run end-to-end. This inclusive

management approach, while collaborative,

tended to dilute accountability and slow

decision making.

Fundamental change is underway, and we

are now clear on the locations, markets

and businesses in which we will operate.

Changes include:

—Setting up the Specialist Businesses

division to hold the businesses which we

do not view ourselves as the long-term

owners of;

—Consolidating our international

operations to focus more on the areas

where we can best support customers.

As a result, we will exit operations in

Beijing, Shanghai, Hong Kong, Mumbai

and Jakarta; and

—Moving to a Lines of Business operating

model. Under this model, each line (a

major customer offering) has end-to-

end responsibility for that business.

For example, in our Mortgages Line

of Business a Managing Director is

responsible for the entire mortgage

process from origination, pricing, credit

assessment and service.

1 Cash earnings excluding notable items.

Specialist Businesses

revenue contribution

to Group

1

8%

NEW OPERATING MODEL – LINES OF BUSINESS

CONSUMER

Customer

engagement

Mortgages

Everyday Banking

Consumer Finance

BUSINESS

Customer

engagement

Business Lending

Cash Management

Private Wealth

WIB

Customer

engagement

Corporate and Institutional

Banking

Financial Markets

Global Transactional Services

SPECIALIST BUSINESSES

Customer

engagement

Insurance

Superannuation, Platforms

and Investments

Auto and Vendor Finance

Westpac Pacific

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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24
WESTPAC GROUP 2020 ANNUAL REPORT

Simplify

Returning to our core businesses

of banking in Australia and New

Zealand, including exiting some

businesses and international

locations. Rationalising products

and simplifying processes to make

it easier for customers to bank

with us.

24

WESTPAC GROUP 2020 ANNUAL REPORT

OUR PRIORITIES

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25

WESTPAC GROUP 2020 ANNUAL REPORT

We are clear on the

locations, markets and

businesses in which we

will operate.”

Becoming a simpler bank

Complexity has been the source of many

of our issues. We expanded into areas

where we did not have a competitive

advantage or scale to compete effectively

and we lost traction in some of our core

businesses.

At the same time, our operating model

became too diffused. That is, decision

making was unclear, and we tended to

manage via committee and businesses

were not run end-to-end. This inclusive

management approach, while collaborative,

tended to dilute accountability and slow

decision making.

Fundamental change is underway, and we

are now clear on the locations, markets

and businesses in which we will operate.

Changes include:

—Setting up the Specialist Businesses

division to hold the businesses which we

do not view ourselves as the long-term

owners of;

—Consolidating our international

operations to focus more on the areas

where we can best support customers.

As a result, we will exit operations in

Beijing, Shanghai, Hong Kong, Mumbai

and Jakarta; and

—Moving to a Lines of Business operating

model. Under this model, each line (a

major customer offering) has end-to-

end responsibility for that business.

For example, in our Mortgages Line

of Business a Managing Director is

responsible for the entire mortgage

process from origination, pricing, credit

assessment and service.

1 Cash earnings excluding notable items.

Specialist Businesses

revenue contribution

to Group

1

8%

NEW OPERATING MODEL – LINES OF BUSINESS

CONSUMER

Customer

engagement

Mortgages

Everyday Banking

Consumer Finance

BUSINESS

Customer

engagement

Business Lending

Cash Management

Private Wealth

WIB

Customer

engagement

Corporate and Institutional

Banking

Financial Markets

Global Transactional Services

SPECIALIST BUSINESSES

Customer

engagement

Insurance

Superannuation, Platforms

and Investments

Auto and Vendor Finance

Westpac Pacific

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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26
WESTPAC GROUP 2020 ANNUAL REPORT

To improve customer service, we

must simplify the way we operate;

this includes streamlining our

products and digitising processes.”

Simplifying products for customers

To improve customer service, we must

simplify the way we operate; this includes

streamlining our products and digitising

processes.

One such initiative is the migration of

customers to newer and more flexible

products which will ultimately allow us

to close a raft of legacy products that

are no longer for sale.

Other initiatives contributing to simpler

and better customer experience in

FY20 include:

Consumer

—Implemented over 50 changes to

our mortgage process to streamline

applications; and

—Removed 40 fees (out of ~200)

from over 40 systems – 20 more

will go in FY21.

Business

—Migrated around 14,000 St.George

Everyday Banking accounts and

closed five products;

—Removed 11 fees across Westpac,

St.George, Bank of Melbourne

and Bank SA products; and

—Simplified our Merchant offering,

including the closure of 29 legacy

products.

WIB

—Simplifying our Global Transaction Service

product platform and refocusing on core

capabilities; and

—Reducing the number of correspondent

banks we transact with.

Westpac New Zealand

—Removed eight consumer products

including four discontinued home

loan products; and

—Migrated 12,000 credit card customers

from three discontinued products.

Wealth and insurance

—Continued to migrate customers and funds

from BT Wrap to the more modern and

flexible BT Panorama platform (transition

to be completed in FY21); and

—Moved 16 super products into our new

BT Super product (to be completed

by the end of 2021).

Inspired to keep it

simple and easy

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27

WESTPAC GROUP 2020 ANNUAL REPORT

NEW MOBILE APP BRINGS SIMPLICITY

Westpac’s new app launched to 240,000 customers at the end of the year. It

will be available to all customers who use iPhones in early 2021 and an Android

version is expected to be rolled out by the end of that year. The app simplifies

what customers do most and makes everything else easier. Developed in

collaboration with Apple and Google, customers can initiate payments without

opening the app via Apple’s intelligent assistant Siri. Other features include drag

and drop transfers, finding things quicker with ‘smart search’, start Apple Pay

setup with a single tap, establishing a ‘card hub’ that keeps track of plastic and

personalising the app with wallpapers. More features will be rolled out in 2021.

“Our Digital and GroupTech teams have listened to customers and reimagined

our mobile banking experience. Customers told us they wanted simpler and

faster banking. We’ve simplified the navigation and payments are faster to

friends and family,” says Martine Jager, Chief Digital & Marketing Officer. “This

is a significant leap for Westpac and sets a solid foundation for us to build on

in the future with more features and experiences.”

CASE

STUDY

We are using digital

to streamline and

automate processes

Transforming digital

We are modernising and simplifying our

technology, using digital to streamline

and automate processes and lift our data

capabilities to support risk management

and a better customer experience.

The events of this year have emphasised

the need to operate using online channels.

Our people have responded to a huge

increase in demand for online services.

Developments this year have included:

—Opening new accounts and providing

card access to elderly customers to avoid

having to enter a branch;

—Developing online forms to manage

customer demand for payment deferrals;

—Expanding the use of the new payments

platform for St.George customers;

—Introducing a COVID-19 chatbot to better

assist Australian customers with queries;

—Being one of the first banks to enable

access to data as part of the Open

Banking initiative;

—Launching (with other Australian banks)

a new blockchain technology to digitise

the bank guarantee process;

—Expanding WIB’s digital banking

platform – to make it easier for

corporates to manage their balance

sheets; and

—Creating new digital processes in

New Zealand including digital credit

submissions, complaints capture, and

online forms for COVID-19 related

assistance.

Central to our digital transformation has

been the need to improve data quality and

data management. We have established a

data quality and management assessment

dashboard, a series of metrics assessing

data quality and our data infrastructure. All

the metrics improved over the year due to:

—Introducing more central oversight to

data quality and management;

—Implementing data quality measurement

and monitoring across the Group; and

—Implementing a new data certification

process for new and changed processes.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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26
WESTPAC GROUP 2020 ANNUAL REPORT

To improve customer service, we

must simplify the way we operate;

this includes streamlining our

products and digitising processes.”

Simplifying products for customers

To improve customer service, we must

simplify the way we operate; this includes

streamlining our products and digitising

processes.

One such initiative is the migration of

customers to newer and more flexible

products which will ultimately allow us

to close a raft of legacy products that

are no longer for sale.

Other initiatives contributing to simpler

and better customer experience in

FY20 include:

Consumer

—Implemented over 50 changes to

our mortgage process to streamline

applications; and

—Removed 40 fees (out of ~200)

from over 40 systems – 20 more

will go in FY21.

Business

—Migrated around 14,000 St.George

Everyday Banking accounts and

closed five products;

—Removed 11 fees across Westpac,

St.George, Bank of Melbourne

and Bank SA products; and

—Simplified our Merchant offering,

including the closure of 29 legacy

products.

WIB

—Simplifying our Global Transaction Service

product platform and refocusing on core

capabilities; and

—Reducing the number of correspondent

banks we transact with.

Westpac New Zealand

—Removed eight consumer products

including four discontinued home

loan products; and

—Migrated 12,000 credit card customers

from three discontinued products.

Wealth and insurance

—Continued to migrate customers and funds

from BT Wrap to the more modern and

flexible BT Panorama platform (transition

to be completed in FY21); and

—Moved 16 super products into our new

BT Super product (to be completed

by the end of 2021).

Inspired to keep it

simple and easy

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27

WESTPAC GROUP 2020 ANNUAL REPORT

NEW MOBILE APP BRINGS SIMPLICITY

Westpac’s new app launched to 240,000 customers at the end of the year. It

will be available to all customers who use iPhones in early 2021 and an Android

version is expected to be rolled out by the end of that year. The app simplifies

what customers do most and makes everything else easier. Developed in

collaboration with Apple and Google, customers can initiate payments without

opening the app via Apple’s intelligent assistant Siri. Other features include drag

and drop transfers, finding things quicker with ‘smart search’, start Apple Pay

setup with a single tap, establishing a ‘card hub’ that keeps track of plastic and

personalising the app with wallpapers. More features will be rolled out in 2021.

“Our Digital and GroupTech teams have listened to customers and reimagined

our mobile banking experience. Customers told us they wanted simpler and

faster banking. We’ve simplified the navigation and payments are faster to

friends and family,” says Martine Jager, Chief Digital & Marketing Officer. “This

is a significant leap for Westpac and sets a solid foundation for us to build on

in the future with more features and experiences.”

CASE

STUDY

We are using digital

to streamline and

automate processes

Transforming digital

We are modernising and simplifying our

technology, using digital to streamline

and automate processes and lift our data

capabilities to support risk management

and a better customer experience.

The events of this year have emphasised

the need to operate using online channels.

Our people have responded to a huge

increase in demand for online services.

Developments this year have included:

—Opening new accounts and providing

card access to elderly customers to avoid

having to enter a branch;

—Developing online forms to manage

customer demand for payment deferrals;

—Expanding the use of the new payments

platform for St.George customers;

—Introducing a COVID-19 chatbot to better

assist Australian customers with queries;

—Being one of the first banks to enable

access to data as part of the Open

Banking initiative;

—Launching (with other Australian banks)

a new blockchain technology to digitise

the bank guarantee process;

—Expanding WIB’s digital banking

platform – to make it easier for

corporates to manage their balance

sheets; and

—Creating new digital processes in

New Zealand including digital credit

submissions, complaints capture, and

online forms for COVID-19 related

assistance.

Central to our digital transformation has

been the need to improve data quality and

data management. We have established a

data quality and management assessment

dashboard, a series of metrics assessing

data quality and our data infrastructure. All

the metrics improved over the year due to:

—Introducing more central oversight to

data quality and management;

—Implementing data quality measurement

and monitoring across the Group; and

—Implementing a new data certification

process for new and changed processes.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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28
WESTPAC GROUP 2020 ANNUAL REPORT

Perform

Improving performance by building

customer loyalty and growth

through service, sharpening our

focus on returns, and resetting our

cost base. A strong balance sheet

and engaged workforce form the

foundation of performance.

Holly Rogers,

Westpac Personal

Banking Advisor

28

WESTPAC GROUP 2020 ANNUAL REPORT

OUR PRIORITIES

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29

WESTPAC GROUP 2020 ANNUAL REPORT

DIGITAL ENHANCEMENTS DURING

COVID-19

The impact of COVID-19 was both

significant and rapid. Thousands of

customers needed urgent help when they

had to stop work or close their business.

The rise in requests led to increased

call wait times which was frustrating for

customers.

In response, we created a digital solution

for customers to apply for an immediate

repayment deferral online or via mobile,

giving instant cash flow relief. It also

allowed customers to exit or extend their

support package.

This new solution helped many Australians

find peace of mind in a time of immense

stress. It also freed up the time of our

people to support those customers with

more complex solutions.

“I’m incredibly proud of the way our people

rallied to help customers in need – it’s a

great example of how digital can simplify

and instantly make it easier for customers,”

says Dhiren Kulkarni – who leads our

Consumer Digital team.

Helping when it matters – a core

commitment

Helping Australians and New Zealanders

succeed has been behind our success for

over 200 years.

However, this year’s challenges and

uncertainties have tested us. While we

retained our number one service ranking in

Business Banking

1,2

against the other major

Australian banks, we remained at number

three in Consumer

3

. In New Zealand we are

fourth of the major banks in service but we

have been closing the gap this year.

Our people have been behind our success

in Business banking, responding to the

environment and working tirelessly to

support customers and businesses through

the ups and downs of the year.

Australian Consumer NPS has improved

over the year but our rank has not

increased. In part, this was because we

did not adequately keep up with increased

demands for assistance in our Contact

Centres. In addition, some of our offshore

partners were disrupted by lockdowns,

which impacted service in mortgages.

Supporting customers when it matters

most is one of our core commitments

and strengths. Our people stepped up to

the extraordinary events of the year, by

ensuring we remained open for business,

by supporting customers in their transition

to contactless banking and by helping

customers establish loan repayment

deferral arrangements.

We are focused on simplifying and

streamlining our operations so our people

can get on and do what they do best.

We are focused on

simplifying and streamlining

our operations so our

people can get on and do

what they do best, serve

customers.”

1 Net Promoter Score measures the net likelihood of recommendation to others

of the customer’s main financial institution for retail or business banking.

Net Promoter ScoreSMis a trademark of Bain & Co Inc., SatmetrixSystems,

Inc., and Mr Frederick Reichheld. Using a 11 point numerical scale where

10 is ‘Extremely likely’ and 0 is ‘Extremely unlikely’, Net Promoter Score

is calculated by subtracting the percentage of Detractors (0-6) from the

percentage of Promoters (9-10).

2 Source: DBM Consultants Business Atlas, March – August 2020, 6MMA.

MFI customers, all businesses.

3 Source: DBM Consultants Consumer Atlas, March – August 2020, 6MMA.

MFI Westpac Group customers.

#1

Business Banking

NPS ranking

2


#3

Consumer NPS

ranking

3


1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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28
WESTPAC GROUP 2020 ANNUAL REPORT

Perform

Improving performance by building

customer loyalty and growth

through service, sharpening our

focus on returns, and resetting our

cost base. A strong balance sheet

and engaged workforce form the

foundation of performance.

Holly Rogers,

Westpac Personal

Banking Advisor

28

WESTPAC GROUP 2020 ANNUAL REPORT

OUR PRIORITIES

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29

WESTPAC GROUP 2020 ANNUAL REPORT

DIGITAL ENHANCEMENTS DURING

COVID-19

The impact of COVID-19 was both

significant and rapid. Thousands of

customers needed urgent help when they

had to stop work or close their business.

The rise in requests led to increased

call wait times which was frustrating for

customers.

In response, we created a digital solution

for customers to apply for an immediate

repayment deferral online or via mobile,

giving instant cash flow relief. It also

allowed customers to exit or extend their

support package.

This new solution helped many Australians

find peace of mind in a time of immense

stress. It also freed up the time of our

people to support those customers with

more complex solutions.

“I’m incredibly proud of the way our people

rallied to help customers in need – it’s a

great example of how digital can simplify

and instantly make it easier for customers,”

says Dhiren Kulkarni – who leads our

Consumer Digital team.

Helping when it matters – a core

commitment

Helping Australians and New Zealanders

succeed has been behind our success for

over 200 years.

However, this year’s challenges and

uncertainties have tested us. While we

retained our number one service ranking in

Business Banking

1,2

against the other major

Australian banks, we remained at number

three in Consumer

3

. In New Zealand we are

fourth of the major banks in service but we

have been closing the gap this year.

Our people have been behind our success

in Business banking, responding to the

environment and working tirelessly to

support customers and businesses through

the ups and downs of the year.

Australian Consumer NPS has improved

over the year but our rank has not

increased. In part, this was because we

did not adequately keep up with increased

demands for assistance in our Contact

Centres. In addition, some of our offshore

partners were disrupted by lockdowns,

which impacted service in mortgages.

Supporting customers when it matters

most is one of our core commitments

and strengths. Our people stepped up to

the extraordinary events of the year, by

ensuring we remained open for business,

by supporting customers in their transition

to contactless banking and by helping

customers establish loan repayment

deferral arrangements.

We are focused on simplifying and

streamlining our operations so our people

can get on and do what they do best.

We are focused on

simplifying and streamlining

our operations so our

people can get on and do

what they do best, serve

customers.”

1 Net Promoter Score measures the net likelihood of recommendation to others

of the customer’s main financial institution for retail or business banking.

Net Promoter ScoreSMis a trademark of Bain & Co Inc., SatmetrixSystems,

Inc., and Mr Frederick Reichheld. Using a 11 point numerical scale where

10 is ‘Extremely likely’ and 0 is ‘Extremely unlikely’, Net Promoter Score

is calculated by subtracting the percentage of Detractors (0-6) from the

percentage of Promoters (9-10).

2 Source: DBM Consultants Business Atlas, March – August 2020, 6MMA.

MFI customers, all businesses.

3 Source: DBM Consultants Consumer Atlas, March – August 2020, 6MMA.

MFI Westpac Group customers.

#1

Business Banking

NPS ranking

2


#3

Consumer NPS

ranking

3


1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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30
WESTPAC GROUP 2020 ANNUAL REPORT

Helping customers

through COVID-19

and natural disasters

COVID-19 has changed many aspects of

life, including how we bank. Cities have

at times been deserted, the use of cash

has dramatically fallen, and demands

on our contact centres have escalated.

Vulnerable customers, many of whom

prefer face-to-face banking, have not

been able to visit branches. In short,

many customers are doing it tough.

We were the first major bank to offer

customers a COVID-19 relief package on

11 February 2020 and responded quickly

by redirecting resources to where they

were needed most; closing some branches,

and helping customers adopt to new ways

of banking.

We worked hard to help those in financial

difficulty by providing repayment deferrals

and bridging facilities for businesses ahead

of government support payments. Many

customers still need support and we will

continue to work constructively with them

to determine the most appropriate options.

Workplace COVID-19 hygiene and safety

measures in place, including temperature

checking stations

~40k

deferrals for

businesses

~175k

mortgage deferral

packages

1.5k

new employees

recruited to our

customer service teams

2

>90%

of branch network

remained open

1

~220k

early release

superannuation

applications paid

SUPPORTING CUSTOMERS

PROVIDING CRITICAL BANKING SERVICES AND INFRASTRUCTURE

Updated policies and standards to help protect

the physical and mental health of our people

~22k

(85%) employees

working from home

1

1.3m

masks provided

to employees

1m

+

hours of audio

and video calls

SUPPORTING EMPLOYEES TO WORK EFFECTIVELY

Maintained focus on

customers and communities

affected by bushfires

Supported local community

organisations and social enterprises

through Westpac Foundation grants

and other charitable donations

STANDING BEHIND THE ECONOMY AND COMMUNITIES

1 At the peak of the COVID-19 restrictions across Australia.

2 March to September 2020.

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31

WESTPAC GROUP 2020 ANNUAL REPORT

HELPING THROUGH BUSHFIRES

On New Year’s Eve in 2019, bushfires ravaged the NSW South

Coast and swept through the seaside village of Lake Conjola.

Many properties were taken, including the home of St.George

customers, Lyn and her 92-year-old mother, Sharon.

“We lost everything. All that was left of our family home of

25 years was a pile of ash and rubble. Our photos, our memories

– everything,” says Lyn.

Lyn has been a St.George customer since 1980, when she

bought her first home. Since then, Lyn and Sharon have kept

close ties with their local Ulladulla branch. As part of their

weekly trip to town, they stop in to see the team and branch

manager, Lloyd Pigram.

When Lloyd heard the news, he got straight in touch, and

arranged a $2,000 emergency grant to help the family

back onto their feet.

“Lloyd has been a great support, and the grant really helped

us through the early stages,” says Lyn.

Lyn and Sharon’s property has been cleared and they are

waiting for planning approval before building starts on their

new home.

“Like a number of other customers, Lyn and Sharon have been

through so much,” says Lloyd. “It’s been humbling to witness

their resilience. They deserve every second of happiness their

new home brings.”

Recovering from natural disasters

Over the year, many Australians faced the

impacts of prolonged drought as well as

devastating bushfires and storms. Large

areas of bushland, numerous farms, and

townships were severely affected. In some

cases, communities were evacuated and

homes and businesses destroyed.

We helped customers back onto their

feet through a range of customer support

packages, including:

Drought – extended our support to

customers under a new drought assistance

package; and a $100 million fund to provide

carry-on finance loans of up to $1 million

to existing eligible Westpac agribusiness

customers at a heavily discounted variable

interest rate.

Bushfires – provided $3.8 million in

emergency cash grants to customers; and

around 1,980 disaster relief packages.

We also received 603 home and contents

insurance claims, with total claims from

bushfires currently estimated at over

$37 million.

In addition, we donated over $1.4 million to

community groups and charities, including

Financial Counselling Australia, State-based

volunteer fire services and the Foundation

for Rural and Regional Renewal.

For more on our bushfire response, see our

Sustainability Performance section on page 37.

Many Australians faced

the impacts of prolonged

drought, devastating

bushfires and storms

over the year. We helped

customers through a range

of support packages.”

$2,000

emergency grant provided by St.George

Bank to help get back on their feet

CASE

STUDY

Lloyd Pigram, St.George

Ulladulla branch manager,

with customer, Lyn Grey, at

her Lake Conjola property

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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30
WESTPAC GROUP 2020 ANNUAL REPORT

Helping customers

through COVID-19

and natural disasters

COVID-19 has changed many aspects of

life, including how we bank. Cities have

at times been deserted, the use of cash

has dramatically fallen, and demands

on our contact centres have escalated.

Vulnerable customers, many of whom

prefer face-to-face banking, have not

been able to visit branches. In short,

many customers are doing it tough.

We were the first major bank to offer

customers a COVID-19 relief package on

11 February 2020 and responded quickly

by redirecting resources to where they

were needed most; closing some branches,

and helping customers adopt to new ways

of banking.

We worked hard to help those in financial

difficulty by providing repayment deferrals

and bridging facilities for businesses ahead

of government support payments. Many

customers still need support and we will

continue to work constructively with them

to determine the most appropriate options.

Workplace COVID-19 hygiene and safety

measures in place, including temperature

checking stations

~40k

deferrals for

businesses

~175k

mortgage deferral

packages

1.5k

new employees

recruited to our

customer service teams

2

>90%

of branch network

remained open

1

~220k

early release

superannuation

applications paid

SUPPORTING CUSTOMERS

PROVIDING CRITICAL BANKING SERVICES AND INFRASTRUCTURE

Updated policies and standards to help protect

the physical and mental health of our people

~22k

(85%) employees

working from home

1

1.3m

masks provided

to employees

1m

+

hours of audio

and video calls

SUPPORTING EMPLOYEES TO WORK EFFECTIVELY

Maintained focus on

customers and communities

affected by bushfires

Supported local community

organisations and social enterprises

through Westpac Foundation grants

and other charitable donations

STANDING BEHIND THE ECONOMY AND COMMUNITIES

1 At the peak of the COVID-19 restrictions across Australia.

2 March to September 2020.

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31

WESTPAC GROUP 2020 ANNUAL REPORT

HELPING THROUGH BUSHFIRES

On New Year’s Eve in 2019, bushfires ravaged the NSW South

Coast and swept through the seaside village of Lake Conjola.

Many properties were taken, including the home of St.George

customers, Lyn and her 92-year-old mother, Sharon.

“We lost everything. All that was left of our family home of

25 years was a pile of ash and rubble. Our photos, our memories

– everything,” says Lyn.

Lyn has been a St.George customer since 1980, when she

bought her first home. Since then, Lyn and Sharon have kept

close ties with their local Ulladulla branch. As part of their

weekly trip to town, they stop in to see the team and branch

manager, Lloyd Pigram.

When Lloyd heard the news, he got straight in touch, and

arranged a $2,000 emergency grant to help the family

back onto their feet.

“Lloyd has been a great support, and the grant really helped

us through the early stages,” says Lyn.

Lyn and Sharon’s property has been cleared and they are

waiting for planning approval before building starts on their

new home.

“Like a number of other customers, Lyn and Sharon have been

through so much,” says Lloyd. “It’s been humbling to witness

their resilience. They deserve every second of happiness their

new home brings.”

Recovering from natural disasters

Over the year, many Australians faced the

impacts of prolonged drought as well as

devastating bushfires and storms. Large

areas of bushland, numerous farms, and

townships were severely affected. In some

cases, communities were evacuated and

homes and businesses destroyed.

We helped customers back onto their

feet through a range of customer support

packages, including:

Drought – extended our support to

customers under a new drought assistance

package; and a $100 million fund to provide

carry-on finance loans of up to $1 million

to existing eligible Westpac agribusiness

customers at a heavily discounted variable

interest rate.

Bushfires – provided $3.8 million in

emergency cash grants to customers; and

around 1,980 disaster relief packages.

We also received 603 home and contents

insurance claims, with total claims from

bushfires currently estimated at over

$37 million.

In addition, we donated over $1.4 million to

community groups and charities, including

Financial Counselling Australia, State-based

volunteer fire services and the Foundation

for Rural and Regional Renewal.

For more on our bushfire response, see our

Sustainability Performance section on page 37.

Many Australians faced

the impacts of prolonged

drought, devastating

bushfires and storms

over the year. We helped

customers through a range

of support packages.”

$2,000

emergency grant provided by St.George

Bank to help get back on their feet

CASE

STUDY

Lloyd Pigram, St.George

Ulladulla branch manager,

with customer, Lyn Grey, at

her Lake Conjola property

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

3943 Westpac AR20 Cov-p33_V40.indd 313943 Westpac AR20 Cov-p33_V40.indd 3131/10/20 4:45 pm31/10/20 4:45 pm

32
WESTPAC GROUP 2020 ANNUAL REPORT

A motivated workforce with a

strong performance ethic

Great service is underpinned by a highly

motivated workforce who are capable,

engaged and driven by a set of clear values.

In responding to the challenges of the year,

our people have lived our values of being

helpful and ethical, caring for customers

in difficulty.

However, some elements of our culture

have held us back, particularly in the area

of risk. This was highlighted in our 2018

Culture, Governance and Accountability

(CGA) self-assessment.

This is now changing. We have commenced

a culture program that will build on our

strengths of helping when it matters, care

and empathy. The program focuses on

creating a simpler and stronger business

with high-performing teams where

everyone knows their role in delivering for

customers, and is able to constructively

challenge and raise issues early. At the

same time, it will help us to turn around

the aspects of our culture that are holding

us back, such as complexity, slow decision

making and diluted accountability.

Our new purpose and simplified values

and behaviours also support this cultural

change.

Despite the challenges faced over the year,

employee loyalty and support has been

little changed. Employee commitment was

73% at September 2020, up from 72% at

the end of FY19.

A clear purpose

In 2020, our people

developed a new

purpose, which has

been supported by a

refreshed set of values

and behaviours.

Our five values – helpful,

ethical, leading change,

performing, simple (or

HELPS) – guide the way and

help us achieve our purpose

‘Helping Australians and

New Zealanders succeed’.

A set of behaviours brings

these values to life, making

it clear for employees what

is expected of them.

Helping Australians and

New Zealanders succeed

HELPFUL

ETHICAL

LEADING CHANGE

PERFORMING

SIMPLE

Passionate about

providing a great

customer experience

Trusted to do the

right thing

Determined to make it

better and be better

Accountable

to get it done

Inspired to keep it

simple and easy

3943 Westpac AR20 Cov-p33_V40.indd 323943 Westpac AR20 Cov-p33_V40.indd 3231/10/20 4:45 pm31/10/20 4:45 pm

33

WESTPAC GROUP 2020 ANNUAL REPORT

SHIFTING FOCUS DURING COVID-19

Manly Spirits founders, Vanessa and David Whittaker (pictured), made

some fast decisions this year to keep their business operating. With a

tasting bar in Brookvale in Sydney’s northern beaches, the craft spirits

distillery has built a strong local following. Its spirits are also sold across

Australia through independent and large retailers with international exports

growing rapidly.

“Our customers love our products and that’s reflected in our rate of growth

over the last five years,” says David. “Before COVID-19 hit, we had just taken

on more bar staff and extended our business loan to expand the production

of dark spirits.”

With the pandemic came social distancing and bar closures and the

business shifted its focus to retail outlets. It also diverted resources to the

manufacture of sanitiser, supplying hospitals and the Rural Fire Service,

among others.

“Our capabilities in manufacturing and alcohol along with Westpac’s

financial support allowed us to pivot quickly,” says David. “This kept

our people employed and revenue flowing while meeting an important

community need.”

CASE

STUDY

Strong balance sheet and

improved capital efficiency

Maintaining the strength of our balance

sheet while improving capital efficiency

is critical in this environment. To maintain

capital strength, we had to make some

difficult decisions over the year including

raising capital in November 2019, and not

paying the 2020 interim dividend.

We recognise that many shareholders

rely on dividends, especially self-funded

retirees. However, given the environment

and circumstances at the time, this decision

was considered to be in the best long-term

interests of Westpac and of shareholders.

Our capital position is strong and our CET1

capital ratio was 11.13% at 30 September

2020. Funding and liquidity also remain

robust, and well above APRA’s minimums.

This solid foundation allows us to continue

supporting customers and the economy

through this challenging time.

Improved capital efficiency will also emerge

as we exit businesses in our Specialist

Businesses division. In addition to not being

core to our future, these activities typically

have capital returns below the Group

average. We are also reconsidering other

low-returning products/services where a

path to acceptable returns is difficult to

achieve.

Restoring mortgage growth

Since 2019, our mortgage portfolio has grown

below system. This is a result of several factors

including accelerated repayments, the early

implementation of expanded mortgage

assessment criteria in 2019, operational

issues in processing mortgages including

the shut-down of certain offshore partners.

Restoring mortgage growth is a priority and

our Mortgages Line of Business has helped to

identify issues in our processes. We are now

implementing the necessary changes which

aim to improve growth relative to system in

the year ahead.

Productivity – a continual focus

As growth slows, improving efficiency becomes

even more important. Over recent years we have

improved efficiency by between $300 million

and $500 million annually. In 2020, we saved

over $400 million of costs, although this was

offset by inflationary cost increases, higher risk

and compliance costs and additional resources

devoted to our COVID-19 response.

While our priority remains supporting customers

through this difficult time, we have not lost

sight of the need to reset our cost base and

fundamentally improve efficiency. In part,

efficiency will likely improve as we simplify our

business and reduce complexity. Additional

opportunities are also expected to emerge from

digital, and assessing opportunities to reduce

our corporate footprint. We plan to announce a

cost reset program in 2021.

Restoring mortgage

growth is a key

priority

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

3943 Westpac AR20 Cov-p33_V40.indd 333943 Westpac AR20 Cov-p33_V40.indd 3331/10/20 4:45 pm31/10/20 4:45 pm

32
WESTPAC GROUP 2020 ANNUAL REPORT

A motivated workforce with a

strong performance ethic

Great service is underpinned by a highly

motivated workforce who are capable,

engaged and driven by a set of clear values.

In responding to the challenges of the year,

our people have lived our values of being

helpful and ethical, caring for customers

in difficulty.

However, some elements of our culture

have held us back, particularly in the area

of risk. This was highlighted in our 2018

Culture, Governance and Accountability

(CGA) self-assessment.

This is now changing. We have commenced

a culture program that will build on our

strengths of helping when it matters, care

and empathy. The program focuses on

creating a simpler and stronger business

with high-performing teams where

everyone knows their role in delivering for

customers, and is able to constructively

challenge and raise issues early. At the

same time, it will help us to turn around

the aspects of our culture that are holding

us back, such as complexity, slow decision

making and diluted accountability.

Our new purpose and simplified values

and behaviours also support this cultural

change.

Despite the challenges faced over the year,

employee loyalty and support has been

little changed. Employee commitment was

73% at September 2020, up from 72% at

the end of FY19.

A clear purpose

In 2020, our people

developed a new

purpose, which has

been supported by a

refreshed set of values

and behaviours.

Our five values – helpful,

ethical, leading change,

performing, simple (or

HELPS) – guide the way and

help us achieve our purpose

‘Helping Australians and

New Zealanders succeed’.

A set of behaviours brings

these values to life, making

it clear for employees what

is expected of them.

Helping Australians and

New Zealanders succeed

HELPFUL

ETHICAL

LEADING CHANGE

PERFORMING

SIMPLE

Passionate about

providing a great

customer experience

Trusted to do the

right thing

Determined to make it

better and be better

Accountable

to get it done

Inspired to keep it

simple and easy

3943 Westpac AR20 Cov-p33_V40.indd 323943 Westpac AR20 Cov-p33_V40.indd 3231/10/20 4:45 pm31/10/20 4:45 pm

33

WESTPAC GROUP 2020 ANNUAL REPORT

SHIFTING FOCUS DURING COVID-19

Manly Spirits founders, Vanessa and David Whittaker (pictured), made

some fast decisions this year to keep their business operating. With a

tasting bar in Brookvale in Sydney’s northern beaches, the craft spirits

distillery has built a strong local following. Its spirits are also sold across

Australia through independent and large retailers with international exports

growing rapidly.

“Our customers love our products and that’s reflected in our rate of growth

over the last five years,” says David. “Before COVID-19 hit, we had just taken

on more bar staff and extended our business loan to expand the production

of dark spirits.”

With the pandemic came social distancing and bar closures and the

business shifted its focus to retail outlets. It also diverted resources to the

manufacture of sanitiser, supplying hospitals and the Rural Fire Service,

among others.

“Our capabilities in manufacturing and alcohol along with Westpac’s

financial support allowed us to pivot quickly,” says David. “This kept

our people employed and revenue flowing while meeting an important

community need.”

CASE

STUDY

Strong balance sheet and

improved capital efficiency

Maintaining the strength of our balance

sheet while improving capital efficiency

is critical in this environment. To maintain

capital strength, we had to make some

difficult decisions over the year including

raising capital in November 2019, and not

paying the 2020 interim dividend.

We recognise that many shareholders

rely on dividends, especially self-funded

retirees. However, given the environment

and circumstances at the time, this decision

was considered to be in the best long-term

interests of Westpac and of shareholders.

Our capital position is strong and our CET1

capital ratio was 11.13% at 30 September

2020. Funding and liquidity also remain

robust, and well above APRA’s minimums.

This solid foundation allows us to continue

supporting customers and the economy

through this challenging time.

Improved capital efficiency will also emerge

as we exit businesses in our Specialist

Businesses division. In addition to not being

core to our future, these activities typically

have capital returns below the Group

average. We are also reconsidering other

low-returning products/services where a

path to acceptable returns is difficult to

achieve.

Restoring mortgage growth

Since 2019, our mortgage portfolio has grown

below system. This is a result of several factors

including accelerated repayments, the early

implementation of expanded mortgage

assessment criteria in 2019, operational

issues in processing mortgages including

the shut-down of certain offshore partners.

Restoring mortgage growth is a priority and

our Mortgages Line of Business has helped to

identify issues in our processes. We are now

implementing the necessary changes which

aim to improve growth relative to system in

the year ahead.

Productivity – a continual focus

As growth slows, improving efficiency becomes

even more important. Over recent years we have

improved efficiency by between $300 million

and $500 million annually. In 2020, we saved

over $400 million of costs, although this was

offset by inflationary cost increases, higher risk

and compliance costs and additional resources

devoted to our COVID-19 response.

While our priority remains supporting customers

through this difficult time, we have not lost

sight of the need to reset our cost base and

fundamentally improve efficiency. In part,

efficiency will likely improve as we simplify our

business and reduce complexity. Additional

opportunities are also expected to emerge from

digital, and assessing opportunities to reduce

our corporate footprint. We plan to announce a

cost reset program in 2021.

Restoring mortgage

growth is a key

priority

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

3943 Westpac AR20 Cov-p33_V40.indd 333943 Westpac AR20 Cov-p33_V40.indd 3331/10/20 4:45 pm31/10/20 4:45 pm

BUILDING ASUSTAINABLE FUTURE
As one of Australia’s largest financial institutions, we recognise our role in helping to create

positive social, economic and environmental impact.

Every year, through our sustainability materiality assessment process, we identify the

business opportunities and challenges that matter most to our stakeholders. This helps

inform our approach to how we create long-term sustainable value for our customers,

employees, suppliers, shareholders and communities.

2020 most material sustainability topics

Founding bank and signatory

to the Principles for

Responsible Banking

announced in September 2019.

Supporter of the United

Nation’s Sustainable

Development Goals (SDGs)

and its agenda for action on

improving the wellbeing of

present and future generations.

Signatory to the Business

Coalition Statement on Climate

in 2015, which highlights our

support for the Paris Climate

Agreement to limit global

warming to less than two degrees

Celsius above pre-industrial levels.

Founding signatory to the United

Nations Global Compact and a

supporter of the UN’s ‘Protect,

Respect, Remedy’ framework.

Climate change reporting aligned

to the recommendations of the

Task Force on Climate-related

Financial Disclosures.

1 GRI Index available in 2020 Sustainability Appendix.

For more information on our sustainability performance and sustainability

materiality assessment process, including further commentary on our material

topics, see our 2020 Sustainability Performance Report.

Our 2018-2020 Sustainability Strategy

We update our sustainability strategy every three years. Our last

sustainability strategy was launched in 2017 and centred on three

priorities where we believed we could have the greatest impact

and create sustainable long-term value by:

The following pages assess our progress on this strategy in its

final year, ahead of the launch of our 2021-2023 Sustainability

Strategy. We have made good progress over the last three years

meeting or exceeding over 80% of the measures set in 2017

2

.

Helping people

make better

financial

decisions

CultureFundamentals

Helping people by

being there when it

matters most to

them

Helping people

create a prosperous

nation

Our approach to identifying our material sustainability topics is aligned to the Global Reporting Initiative

(GRI) Standards (2016)

1

and the AA1000 AccountAbility Principles Standard (2018).

Conduct and culture

Poor conduct has eroded public trust in

Westpac and the financial services sector.

In response, we have plans in place designed

to strengthen our culture, and improve our

processes to deliver better customer

outcomes.

Governance and risk management

We have enhanced our governance this year

and are building a stronger risk management

capability. This change is critical to the

reputation and financial strength of the Group.

Financial performance

Delivering sound financial performance and

a strong balance sheet underpins our ability

to support customers, the economy and the

Group’s long-term success.

Changing regulatory landscape

Supervision and regulation in the financial

services sector continues to evolve, creating

change and complexity in how we operate.

Customer satisfaction and experience

Customers want banking to be easier,

simpler and more efficient. At the same time,

customer needs are becoming more complex.

Customer vulnerability and hardship

Our ability to support customers in times

of hardship and anticipate when they are

vulnerable allows us to help when it

matters most.

Customer safety and access

Maintaining an environment where customers

can safely and conveniently access our

products and services.

Digital product and service

transformation

Digitisation creates opportunities to improve

efficiency and deliver new and improved services

where, how and when customers choose to

engage with us.

Information security and data privacy

Maintaining confidentiality and the security of

our systems and data is paramount in retaining

the trust and confidence of our stakeholders.

Workforce wellbeing and talent

retention

Maintaining a secure, flexible and supportive

workplace helps us attract, retain and develop

our people.

Climate change risks and opportunities

As a major financial institution, we have

an important role in managing the risks and

opportunities of climate change.

Supporting communities in need

As an integral service provider in the

communities in which we operate, we support

those in need including in times of emergency

and recovery. We also support initiatives that

address complex societal and economic issues.

Human rights business risk

We seek to positively impact human rights in our

value chain through our role as an employer in

fostering inclusion and diversity, our lending,

understanding our role in supporting Indigenous

communities, our investments in funds, and

through our supply chain.

2 To tal number of measures met divided by total number of measures.

34

WESTPAC GROUP 2020 ANNUAL REPORT

3943 Westpac AR20_34-55_V40.indd 343943 Westpac AR20_34-55_V40.indd 3431/10/20 4:46 pm31/10/20 4:46 pm

BUILDING ASUSTAINABLE FUTURE

As one of Australia’s largest financial institutions, we recognise our role in helping to create

positive social, economic and environmental impact.

Every year, through our sustainability materiality assessment process, we identify the

business opportunities and challenges that matter most to our stakeholders. This helps

inform our approach to how we create long-term sustainable value for our customers,

employees, suppliers, shareholders and communities.

2020 most material sustainability topics

Founding bank and signatory

to the Principles for

Responsible Banking

announced in September 2019.

Supporter of the United

Nation’s Sustainable

Development Goals (SDGs)

and its agenda for action on

improving the wellbeing of

present and future generations.

Signatory to the Business

Coalition Statement on Climate

in 2015, which highlights our

support for the Paris Climate

Agreement to limit global

warming to less than two degrees

Celsius above pre-industrial levels.

Founding signatory to the United

Nations Global Compact and a

supporter of the UN’s ‘Protect,

Respect, Remedy’ framework.

Climate change reporting aligned

to the recommendations of the

Task Force on Climate-related

Financial Disclosures.

1 GRI Index available in 2020 Sustainability Appendix.

For more information on our sustainability performance and sustainability

materiality assessment process, including further commentary on our material

topics, see our 2020 Sustainability Performance Report.

Our 2018-2020 Sustainability Strategy

We update our sustainability strategy every three years. Our last

sustainability strategy was launched in 2017 and centred on three

priorities where we believed we could have the greatest impact

and create sustainable long-term value by:

The following pages assess our progress on this strategy in its

final year, ahead of the launch of our 2021-2023 Sustainability

Strategy. We have made good progress over the last three years

meeting or exceeding over 80% of the measures set in 2017

2

.

Helping people

make better

financial

decisions

CultureFundamentals

Helping people by

being there when it

matters most to

them

Helping people

create a prosperous

nation

Our approach to identifying our material sustainability topics is aligned to the Global Reporting Initiative

(GRI) Standards (2016)

1

and the AA1000 AccountAbility Principles Standard (2018).

Conduct and culture

Poor conduct has eroded public trust in

Westpac and the financial services sector.

In response, we have plans in place designed

to strengthen our culture, and improve our

processes to deliver better customer

outcomes.

Governance and risk management

We have enhanced our governance this year

and are building a stronger risk management

capability. This change is critical to the

reputation and financial strength of the Group.

Financial performance

Delivering sound financial performance and

a strong balance sheet underpins our ability

to support customers, the economy and the

Group’s long-term success.

Changing regulatory landscape

Supervision and regulation in the financial

services sector continues to evolve, creating

change and complexity in how we operate.

Customer satisfaction and experience

Customers want banking to be easier,

simpler and more efficient. At the same time,

customer needs are becoming more complex.

Customer vulnerability and hardship

Our ability to support customers in times

of hardship and anticipate when they are

vulnerable allows us to help when it

matters most.

Customer safety and access

Maintaining an environment where customers

can safely and conveniently access our

products and services.

Digital product and service

transformation

Digitisation creates opportunities to improve

efficiency and deliver new and improved services

where, how and when customers choose to

engage with us.

Information security and data privacy

Maintaining confidentiality and the security of

our systems and data is paramount in retaining

the trust and confidence of our stakeholders.

Workforce wellbeing and talent

retention

Maintaining a secure, flexible and supportive

workplace helps us attract, retain and develop

our people.

Climate change risks and opportunities

As a major financial institution, we have

an important role in managing the risks and

opportunities of climate change.

Supporting communities in need

As an integral service provider in the

communities in which we operate, we support

those in need including in times of emergency

and recovery. We also support initiatives that

address complex societal and economic issues.

Human rights business risk

We seek to positively impact human rights in our

value chain through our role as an employer in

fostering inclusion and diversity, our lending,

understanding our role in supporting Indigenous

communities, our investments in funds, and

through our supply chain.

2 To tal number of measures met divided by total number of measures.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

35

WESTPAC GROUP 2020 ANNUAL REPORT

3943 Westpac AR20_34-55_V40.indd 353943 Westpac AR20_34-55_V40.indd 3531/10/20 4:46 pm31/10/20 4:46 pm

BUILDING ASUSTAINABLE FUTURE
As one of Australia’s largest financial institutions, we recognise our role in helping to create

positive social, economic and environmental impact.

Every year, through our sustainability materiality assessment process, we identify the

business opportunities and challenges that matter most to our stakeholders. This helps

inform our approach to how we create long-term sustainable value for our customers,

employees, suppliers, shareholders and communities.

2020 most material sustainability topics

Founding bank and signatory

to the Principles for

Responsible Banking

announced in September 2019.

Supporter of the United

Nation’s Sustainable

Development Goals (SDGs)

and its agenda for action on

improving the wellbeing of

present and future generations.

Signatory to the Business

Coalition Statement on Climate

in 2015, which highlights our

support for the Paris Climate

Agreement to limit global

warming to less than two degrees

Celsius above pre-industrial levels.

Founding signatory to the United

Nations Global Compact and a

supporter of the UN’s ‘Protect,

Respect, Remedy’ framework.

Climate change reporting aligned

to the recommendations of the

Task Force on Climate-related

Financial Disclosures.

1 GRI Index available in 2020 Sustainability Appendix.

For more information on our sustainability performance and sustainability

materiality assessment process, including further commentary on our material

topics, see our 2020 Sustainability Performance Report.

Our 2018-2020 Sustainability Strategy

We update our sustainability strategy every three years. Our last

sustainability strategy was launched in 2017 and centred on three

priorities where we believed we could have the greatest impact

and create sustainable long-term value by:

The following pages assess our progress on this strategy in its

final year, ahead of the launch of our 2021-2023 Sustainability

Strategy. We have made good progress over the last three years

meeting or exceeding over 80% of the measures set in 2017

2

.

Helping people

make better

financial

decisions

CultureFundamentals

Helping people by

being there when it

matters most to

them

Helping people

create a prosperous

nation

Our approach to identifying our material sustainability topics is aligned to the Global Reporting Initiative

(GRI) Standards (2016)

1

and the AA1000 AccountAbility Principles Standard (2018).

Conduct and culture

Poor conduct has eroded public trust in

Westpac and the financial services sector.

In response, we have plans in place designed

to strengthen our culture, and improve our

processes to deliver better customer

outcomes.

Governance and risk management

We have enhanced our governance this year

and are building a stronger risk management

capability. This change is critical to the

reputation and financial strength of the Group.

Financial performance

Delivering sound financial performance and

a strong balance sheet underpins our ability

to support customers, the economy and the

Group’s long-term success.

Changing regulatory landscape

Supervision and regulation in the financial

services sector continues to evolve, creating

change and complexity in how we operate.

Customer satisfaction and experience

Customers want banking to be easier,

simpler and more efficient. At the same time,

customer needs are becoming more complex.

Customer vulnerability and hardship

Our ability to support customers in times

of hardship and anticipate when they are

vulnerable allows us to help when it

matters most.

Customer safety and access

Maintaining an environment where customers

can safely and conveniently access our

products and services.

Digital product and service

transformation

Digitisation creates opportunities to improve

efficiency and deliver new and improved services

where, how and when customers choose to

engage with us.

Information security and data privacy

Maintaining confidentiality and the security of

our systems and data is paramount in retaining

the trust and confidence of our stakeholders.

Workforce wellbeing and talent

retention

Maintaining a secure, flexible and supportive

workplace helps us attract, retain and develop

our people.

Climate change risks and opportunities

As a major financial institution, we have

an important role in managing the risks and

opportunities of climate change.

Supporting communities in need

As an integral service provider in the

communities in which we operate, we support

those in need including in times of emergency

and recovery. We also support initiatives that

address complex societal and economic issues.

Human rights business risk

We seek to positively impact human rights in our

value chain through our role as an employer in

fostering inclusion and diversity, our lending,

understanding our role in supporting Indigenous

communities, our investments in funds, and

through our supply chain.

2 To tal number of measures met divided by total number of measures.

34

WESTPAC GROUP 2020 ANNUAL REPORT

3943 Westpac AR20_34-55_V40.indd 343943 Westpac AR20_34-55_V40.indd 3431/10/20 4:46 pm31/10/20 4:46 pm

BUILDING ASUSTAINABLE FUTURE

As one of Australia’s largest financial institutions, we recognise our role in helping to create

positive social, economic and environmental impact.

Every year, through our sustainability materiality assessment process, we identify the

business opportunities and challenges that matter most to our stakeholders. This helps

inform our approach to how we create long-term sustainable value for our customers,

employees, suppliers, shareholders and communities.

2020 most material sustainability topics

Founding bank and signatory

to the Principles for

Responsible Banking

announced in September 2019.

Supporter of the United

Nation’s Sustainable

Development Goals (SDGs)

and its agenda for action on

improving the wellbeing of

present and future generations.

Signatory to the Business

Coalition Statement on Climate

in 2015, which highlights our

support for the Paris Climate

Agreement to limit global

warming to less than two degrees

Celsius above pre-industrial levels.

Founding signatory to the United

Nations Global Compact and a

supporter of the UN’s ‘Protect,

Respect, Remedy’ framework.

Climate change reporting aligned

to the recommendations of the

Task Force on Climate-related

Financial Disclosures.

1 GRI Index available in 2020 Sustainability Appendix.

For more information on our sustainability performance and sustainability

materiality assessment process, including further commentary on our material

topics, see our 2020 Sustainability Performance Report.

Our 2018-2020 Sustainability Strategy

We update our sustainability strategy every three years. Our last

sustainability strategy was launched in 2017 and centred on three

priorities where we believed we could have the greatest impact

and create sustainable long-term value by:

The following pages assess our progress on this strategy in its

final year, ahead of the launch of our 2021-2023 Sustainability

Strategy. We have made good progress over the last three years

meeting or exceeding over 80% of the measures set in 2017

2

.

Helping people

make better

financial

decisions

CultureFundamentals

Helping people by

being there when it

matters most to

them

Helping people

create a prosperous

nation

Our approach to identifying our material sustainability topics is aligned to the Global Reporting Initiative

(GRI) Standards (2016)

1

and the AA1000 AccountAbility Principles Standard (2018).

Conduct and culture

Poor conduct has eroded public trust in

Westpac and the financial services sector.

In response, we have plans in place designed

to strengthen our culture, and improve our

processes to deliver better customer

outcomes.

Governance and risk management

We have enhanced our governance this year

and are building a stronger risk management

capability. This change is critical to the

reputation and financial strength of the Group.

Financial performance

Delivering sound financial performance and

a strong balance sheet underpins our ability

to support customers, the economy and the

Group’s long-term success.

Changing regulatory landscape

Supervision and regulation in the financial

services sector continues to evolve, creating

change and complexity in how we operate.

Customer satisfaction and experience

Customers want banking to be easier,

simpler and more efficient. At the same time,

customer needs are becoming more complex.

Customer vulnerability and hardship

Our ability to support customers in times

of hardship and anticipate when they are

vulnerable allows us to help when it

matters most.

Customer safety and access

Maintaining an environment where customers

can safely and conveniently access our

products and services.

Digital product and service

transformation

Digitisation creates opportunities to improve

efficiency and deliver new and improved services

where, how and when customers choose to

engage with us.

Information security and data privacy

Maintaining confidentiality and the security of

our systems and data is paramount in retaining

the trust and confidence of our stakeholders.

Workforce wellbeing and talent

retention

Maintaining a secure, flexible and supportive

workplace helps us attract, retain and develop

our people.

Climate change risks and opportunities

As a major financial institution, we have

an important role in managing the risks and

opportunities of climate change.

Supporting communities in need

As an integral service provider in the

communities in which we operate, we support

those in need including in times of emergency

and recovery. We also support initiatives that

address complex societal and economic issues.

Human rights business risk

We seek to positively impact human rights in our

value chain through our role as an employer in

fostering inclusion and diversity, our lending,

understanding our role in supporting Indigenous

communities, our investments in funds, and

through our supply chain.

2 To tal number of measures met divided by total number of measures.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

35

WESTPAC GROUP 2020 ANNUAL REPORT

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BUILDING A SUSTAINABLE FUTURE
Sustainability

performance

progress

Progress highlights in the

final year of our 2018-2020

Sustainability Strategy.

Helping people

make better

financial decisions

During the past year we delivered a range

of financial education programs reaching

an estimated one million individuals, as well

as businesses, not for-profit organisations

and community groups through Westpac’s

Davidson Institute in Australia and

the Managing Your Money program in

New Zealand. Together with the launch of

a new online platform, we introduced new

easy to understand content, including a

financial fitness course.

Other initiatives include financial capability

resources for young Australians via Year 13

and through our new Instagram TV channel;

women via Ruby Connection; and older

Australians via Starts at 60.

Alignment to the sustainable

development goals

New and simpler products and services

Customers want simpler, smarter and

smoother banking. We continue to

review our products and processes

to reduce complexity and improve

service. To improve the home ownership

experience, we now have digital tools to

help customers prepare for their first home

loan appointment, upload documents,

accept a loan offer in one click and track

their application via online banking through

to settlement, with reminders and alerts.

With 80% of digital customers using their

phone for banking, we are rolling out a new

Westpac personal banking app, designed

for a faster and easier experience, with more

intuitive navigation and quicker payments.

WESTPAC GROUP 2020 ANNUAL REPORT

36

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Helping people

by being there

when it matters

most to them

Our teams are working hard to support

customers, communities and the

economy throughout the COVID-19

pandemic. Our initial response focused

on protecting our people and customers

while remaining open for business and

putting in place a range of customer

support packages such as mortgage and

business loan deferrals. Our focus has now

shifted to working with customers who

need more individual support.

Before COVID-19, many customers and

communities were, and continue to be,

impacted by drought and last summer’s

devastating bushfires. Support packages

included mortgage and business loan

deferrals, emergency cash grants and

a $100 million fund to provide carry-on

finance loans of up to $1 million to existing

eligible drought affected agribusiness

customers at a discounted variable

interest rate.

We approved over 75,000 applications

for financial assistance from customers

experiencing financial hardship in FY20.

Helping those in need of extra care

We continue to improve support for

customers in vulnerable circumstances.

This year, we introduced an enterprise-

wide standard to help our people

support customers in vulnerable

circumstances. In addition, we developed

our Family or Domestic Violence Position

Statement, which outlines the principles

we apply when supporting affected

customers.

We offer a variety of resources to assist

customers and their families experiencing

challenging circumstances such as the

loss of a loved one, divorce or separation,

or elder financial abuse. Following

the COVID-19 restrictions, we offered

support for elderly customers and people

experiencing vulnerability to set up

contactless banking.

Remote banking support

Westpac Remote Services supports

Aboriginal and Torres Strait Islander

customers in remote communities who

may face geographic, language and cultural

barriers to accessing financial services.

First piloted in 2018, this year we

expanded Yuri Ingkarninthi, our Indigenous

Connection call centre, to customers

in all States and Territories, conducting

over 18,000 customer conversations to

support a variety of remote banking needs.

These included access to cards or cash,

establishing telephone and internet banking

and resolving issues related to scams

and fraud.

Alignment to the sustainable

development goals

Supporting more than

24,000 customers

experiencing

vulnerability through

our specialist teams

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

37

WESTPAC GROUP 2020 ANNUAL REPORT

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BUILDING A SUSTAINABLE FUTURE
Sustainability

performance

progress

Progress highlights in the

final year of our 2018-2020

Sustainability Strategy.

Helping people

make better

financial decisions

During the past year we delivered a range

of financial education programs reaching

an estimated one million individuals, as well

as businesses, not for-profit organisations

and community groups through Westpac’s

Davidson Institute in Australia and

the Managing Your Money program in

New Zealand. Together with the launch of

a new online platform, we introduced new

easy to understand content, including a

financial fitness course.

Other initiatives include financial capability

resources for young Australians via Year 13

and through our new Instagram TV channel;

women via Ruby Connection; and older

Australians via Starts at 60.

Alignment to the sustainable

development goals

New and simpler products and services

Customers want simpler, smarter and

smoother banking. We continue to

review our products and processes

to reduce complexity and improve

service. To improve the home ownership

experience, we now have digital tools to

help customers prepare for their first home

loan appointment, upload documents,

accept a loan offer in one click and track

their application via online banking through

to settlement, with reminders and alerts.

With 80% of digital customers using their

phone for banking, we are rolling out a new

Westpac personal banking app, designed

for a faster and easier experience, with more

intuitive navigation and quicker payments.

WESTPAC GROUP 2020 ANNUAL REPORT

36

3943 Westpac AR20_34-55_V40.indd 363943 Westpac AR20_34-55_V40.indd 3631/10/20 4:46 pm31/10/20 4:46 pm

Helping people

by being there

when it matters

most to them

Our teams are working hard to support

customers, communities and the

economy throughout the COVID-19

pandemic. Our initial response focused

on protecting our people and customers

while remaining open for business and

putting in place a range of customer

support packages such as mortgage and

business loan deferrals. Our focus has now

shifted to working with customers who

need more individual support.

Before COVID-19, many customers and

communities were, and continue to be,

impacted by drought and last summer’s

devastating bushfires. Support packages

included mortgage and business loan

deferrals, emergency cash grants and

a $100 million fund to provide carry-on

finance loans of up to $1 million to existing

eligible drought affected agribusiness

customers at a discounted variable

interest rate.

We approved over 75,000 applications

for financial assistance from customers

experiencing financial hardship in FY20.

Helping those in need of extra care

We continue to improve support for

customers in vulnerable circumstances.

This year, we introduced an enterprise-

wide standard to help our people

support customers in vulnerable

circumstances. In addition, we developed

our Family or Domestic Violence Position

Statement, which outlines the principles

we apply when supporting affected

customers.

We offer a variety of resources to assist

customers and their families experiencing

challenging circumstances such as the

loss of a loved one, divorce or separation,

or elder financial abuse. Following

the COVID-19 restrictions, we offered

support for elderly customers and people

experiencing vulnerability to set up

contactless banking.

Remote banking support

Westpac Remote Services supports

Aboriginal and Torres Strait Islander

customers in remote communities who

may face geographic, language and cultural

barriers to accessing financial services.

First piloted in 2018, this year we

expanded Yuri Ingkarninthi, our Indigenous

Connection call centre, to customers

in all States and Territories, conducting

over 18,000 customer conversations to

support a variety of remote banking needs.

These included access to cards or cash,

establishing telephone and internet banking

and resolving issues related to scams

and fraud.

Alignment to the sustainable

development goals

Supporting more than

24,000 customers

experiencing

vulnerability through

our specialist teams

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

37

WESTPAC GROUP 2020 ANNUAL REPORT

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THE BREAD AND BUTTER PROJECT
The Bread and Butter Project is

Australia’s first social enterprise bakery,

investing all its profits into training and

employment for refugees and asylum

seekers. As a wholesale bakery, the

closures of cafes and restaurants due

to COVID-19 initially resulted in a

60% loss in revenue.

With Westpac Foundation’s support,

the Project expanded its distribution to

Woolworths Metro stores. This helped

the bakery increase sales and keep its

bakers and trainees employed.

Helping create jobs for vulnerable

Australians

Westpac Foundation

1

paid $2.3 million in

grants to help organisations that provide

employment, education and training support

for some of Australia’s most vulnerable.

Given COVID-19’s impact, the Foundation

brought forward grant payments and

expanded its non-financial support, working

with industry partners to offer access to

pro bono skills.

This year, Westpac Foundation also

partnered with the Foundation for Rural

and Regional Renewal (FRRR) to award

grants to 50 community organisations in

rural, regional and remote communities

affected by drought, bushfires and

COVID-19.

Helping people

create a prosperous

nation

To help our people develop their skills, we

provide a range of structured and self-

paced learning experiences, including

virtual coaching support to help bankers

have great customer conversations and

deepen relationships.

We have also partnered with leading

universities to offer employees a range

of micro-credentials in disciplines such

as risk, lending and service.

1 Refer to footnote on page 17.

2 Jobs created through the Westpac Foundation job creation grants to social enterprises are for the year ended 30 June 2020.

3 Excludes commercial sponsorships.

CASE

STUDY

719 jobs

Westpac Foundation

1

grants to

social enterprises helped create

719 jobs

2

for vulnerable Australians

Delivered over $150 million

in community investment

3

38

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4 Westpac Scholars Trust (ABN 35 600 251 071) is administered by Westpac Scholars Limited (ABN 72 168 847 041) as trustee for the Westpac

Scholars Trust. Westpac Scholars Trust is a private charitable trust and neither the Trust nor the Trustee are part of Westpac Group. Westpac provides

administrative support, skilled volunteering, and funding for operational costs of Westpac Scholars Trust.

A QUANTUM ALPHABET

Quantum physicist and Westpac Scholar Dr Jacquiline

Romero believes the key to online security could lie in

a ‘quantum alphabet’ made not from letters, but from

different shapes of light. Dr Romero is exploring its

potential through her Westpac Research Fellowship

at The University of Queensland.

“I plan to use my Fellowship as an opportunity to

showcase what is possible and inspire young scientists

to follow their passion.”

“The Fellowship is expanding my network both inside

and outside of academia, which encourages a broader

conversation beyond physics. Talking to others in the

Westpac Scholars network, you get a sense that they

sincerely want to help you achieve your vision. That

backing helps me be bolder and more ambitious.”

CASE

STUDY

Tomorrow’s leaders

Westpac Scholars Trust

4

awards

100 scholarships each year to individuals

who have the ideas and drive to help shape

the future of Australia. Since beginning in

2014, Westpac Scholars Trust has awarded

scholarships valued at $24.6 million in

partnership with 22 universities across

Australia.

Westpac Scholars are talented Australians

focused on tackling a range of issues, from

finding treatments to rare diseases, to

creating innovative businesses that help

solve social problems. Today there are

almost 500 Westpac Scholars.

$3.9m

In full year 2020 Westpac Scholars

Trust awarded $3.9 million in

educational scholarships to the

next 64 Westpac Scholars

I plan to use my

Fellowship as an

opportunity to

showcase what is

possible and inspire

young scientists to

follow their passion.”

Dr Jacquiline Romero, Westpac Scholar

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

39

WESTPAC GROUP 2020 ANNUAL REPORT

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THE BREAD AND BUTTER PROJECT
The Bread and Butter Project is

Australia’s first social enterprise bakery,

investing all its profits into training and

employment for refugees and asylum

seekers. As a wholesale bakery, the

closures of cafes and restaurants due

to COVID-19 initially resulted in a

60% loss in revenue.

With Westpac Foundation’s support,

the Project expanded its distribution to

Woolworths Metro stores. This helped

the bakery increase sales and keep its

bakers and trainees employed.

Helping create jobs for vulnerable

Australians

Westpac Foundation

1

paid $2.3 million in

grants to help organisations that provide

employment, education and training support

for some of Australia’s most vulnerable.

Given COVID-19’s impact, the Foundation

brought forward grant payments and

expanded its non-financial support, working

with industry partners to offer access to

pro bono skills.

This year, Westpac Foundation also

partnered with the Foundation for Rural

and Regional Renewal (FRRR) to award

grants to 50 community organisations in

rural, regional and remote communities

affected by drought, bushfires and

COVID-19.

Helping people

create a prosperous

nation

To help our people develop their skills, we

provide a range of structured and self-

paced learning experiences, including

virtual coaching support to help bankers

have great customer conversations and

deepen relationships.

We have also partnered with leading

universities to offer employees a range

of micro-credentials in disciplines such

as risk, lending and service.

1 Refer to footnote on page 17.

2 Jobs created through the Westpac Foundation job creation grants to social enterprises are for the year ended 30 June 2020.

3 Excludes commercial sponsorships.

CASE

STUDY

719 jobs

Westpac Foundation

1

grants to

social enterprises helped create

719 jobs

2

for vulnerable Australians

Delivered over $150 million

in community investment

3

38

WESTPAC GROUP 2020 ANNUAL REPORT

3943 Westpac AR20_34-55_V40.indd 383943 Westpac AR20_34-55_V40.indd 3831/10/20 4:46 pm31/10/20 4:46 pm

4 Westpac Scholars Trust (ABN 35 600 251 071) is administered by Westpac Scholars Limited (ABN 72 168 847 041) as trustee for the Westpac

Scholars Trust. Westpac Scholars Trust is a private charitable trust and neither the Trust nor the Trustee are part of Westpac Group. Westpac provides

administrative support, skilled volunteering, and funding for operational costs of Westpac Scholars Trust.

A QUANTUM ALPHABET

Quantum physicist and Westpac Scholar Dr Jacquiline

Romero believes the key to online security could lie in

a ‘quantum alphabet’ made not from letters, but from

different shapes of light. Dr Romero is exploring its

potential through her Westpac Research Fellowship

at The University of Queensland.

“I plan to use my Fellowship as an opportunity to

showcase what is possible and inspire young scientists

to follow their passion.”

“The Fellowship is expanding my network both inside

and outside of academia, which encourages a broader

conversation beyond physics. Talking to others in the

Westpac Scholars network, you get a sense that they

sincerely want to help you achieve your vision. That

backing helps me be bolder and more ambitious.”

CASE

STUDY

Tomorrow’s leaders

Westpac Scholars Trust

4

awards

100 scholarships each year to individuals

who have the ideas and drive to help shape

the future of Australia. Since beginning in

2014, Westpac Scholars Trust has awarded

scholarships valued at $24.6 million in

partnership with 22 universities across

Australia.

Westpac Scholars are talented Australians

focused on tackling a range of issues, from

finding treatments to rare diseases, to

creating innovative businesses that help

solve social problems. Today there are

almost 500 Westpac Scholars.

$3.9m

In full year 2020 Westpac Scholars

Trust awarded $3.9 million in

educational scholarships to the

next 64 Westpac Scholars

I plan to use my

Fellowship as an

opportunity to

showcase what is

possible and inspire

young scientists to

follow their passion.”

Dr Jacquiline Romero, Westpac Scholar

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

39

WESTPAC GROUP 2020 ANNUAL REPORT

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Social and affordable housing
During the year we were joint lead

managers for National Housing Finance and

Investment Corporation (NHFIC) on two

social bonds, including the largest social

bond by an Australian issuer. Funds raised

by the bonds will support community

housing providers across New South Wales,

Queensland, South Australia, Tasmania,

Victoria and Western Australia, financing

over 4,700 properties, including over

1,100 new dwellings.

Our lending to the social and affordable

housing sector increased to $1.7 billion

6

.

This reflects a change in market dynamics,

with funding sources to the sector more

diversified. We continue to support

NHFIC and its clients.

Safer Children, Safer Communities

One of the commitments in our Response

Plan to the AUSTRAC proceedings was

to develop a program to help reduce

the human impact of financial crime.

The program involves a series of actions

and investments we intend to deliver in

Australia and across the Asia Pacific Region

over three years to make a meaningful

impact on child safety and protection.

To guide our approach, we established

the

Safer Children, Safer Communities

Roundtable

of experts in human rights,

child safety, online safety and law

enforcement.

5 Source: IJGlobal, September 2020.

6 Refers to the cumulative Total Approved Exposure to customers in the Social and Affordable Housing sector since 2013.

For full definition, see the 2020 Sustainability Appendix.

Progress this year included developing

strategic partnerships with International

Justice Mission to provide $18 million

over three years to tackle online sexual

exploitation of children in the Philippines,

and with Save the Children (Australia) to

provide $6 million over six years to support

the delivery of its ‘Protect Children –

Philippines’ project.

We are working with an international

non-government organisation to invest

$25 million in cross-industry data sharing

projects to better detect, monitor, report

and prevent harm to children associated

with financial crime.

Most recently, we launched a new Impact

Grants program, allocating $9.2 million to

support community organisations and not-

for-profits working across a range of child

safety and protection initiatives in Australia.

Principles for Responsible Banking

In 2017, we were a founding bank and

signatory to the Principles for Responsible

Banking (PRB), an initiative of the United

Nations Environment Programme Finance

Initiative (UNEP FI). Last year, we became

the first bank globally to report in

alignment with the draft principles.

For this year’s PRB Index, see the

2020 Sustainability Appendix.

Alignment to the sustainable

development goals

Australia’s largest

financier of greenfield

renewable energy

projects for the past

three years

5

- see

Climate change on

page 46 for more

information

40

WESTPAC GROUP 2020 ANNUAL REPORT

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A culture that is

caring, inclusive

and innovative

We are working to address the culture

shortcomings outlined in the Culture,

Governance and Accountability (CGA)

self-assessment, with a program that

builds on our strengths of caring and

empathy, while turning around aspects of

our culture which have held us back, such

as complexity and diluted accountability.

Our new purpose and simplified values

and behaviours are also supporting this

cultural change.

Promoting an inclusive society,

where our workforce reflects

our customers

Recognising and embracing the diversity

of our people helps us to create an

inclusive culture where employees feel

they belong, are encouraged to bring new

ideas and understand the diversity of the

communities we serve.

We have introduced a new Cultural

Diversity Leadership Shadowing Program,

with 210 employees participating in the

first year.

Westpac was included in the Bloomberg

Gender Equality Index for the fourth

consecutive year.

We welcomed 115 new Aboriginal or Torres

Strait Islander employees and increased

the regional footprint of our Aboriginal and

Torres Strait Islander traineeship program,

which provides paid full-time or school-

based traineeships to build experience in

financial services.

We also launched the second intake of

our Tailored Talent program for those

on the Autism spectrum. This program

received Autism Australia’s 2020 Aspect

Advancement Award.

7 Group Internal Dispute Resolution complaints excluding WIB complaints.

Average time to

resolution for

complaints

7

is

6.5 days, compared

to 9 days in 2019

Improving the way we resolve

customer issues

Over the past two years, we have made

significant changes to the management

of customer complaints, both in terms

of our processes and by identifying and

addressing root cause issues that lead

to complaints.

Initiatives include complaints skilling

sessions for bankers with a focus on first

point resolution, an updated Complaints

Management Standard and continuing

to make information on how to make a

complaint easier to find. We have also

rolled out a new complaints management

system to help improve the customer

experience and for better compliance

and reporting.

We also continue to refund customers

where we have not got it right through

our customer remediation programs.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

41

WESTPAC GROUP 2020 ANNUAL REPORT

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Social and affordable housing
During the year we were joint lead

managers for National Housing Finance and

Investment Corporation (NHFIC) on two

social bonds, including the largest social

bond by an Australian issuer. Funds raised

by the bonds will support community

housing providers across New South Wales,

Queensland, South Australia, Tasmania,

Victoria and Western Australia, financing

over 4,700 properties, including over

1,100 new dwellings.

Our lending to the social and affordable

housing sector increased to $1.7 billion

6

.

This reflects a change in market dynamics,

with funding sources to the sector more

diversified. We continue to support

NHFIC and its clients.

Safer Children, Safer Communities

One of the commitments in our Response

Plan to the AUSTRAC proceedings was

to develop a program to help reduce

the human impact of financial crime.

The program involves a series of actions

and investments we intend to deliver in

Australia and across the Asia Pacific Region

over three years to make a meaningful

impact on child safety and protection.

To guide our approach, we established

the

Safer Children, Safer Communities

Roundtable

of experts in human rights,

child safety, online safety and law

enforcement.

5 Source: IJGlobal, September 2020.

6 Refers to the cumulative Total Approved Exposure to customers in the Social and Affordable Housing sector since 2013.

For full definition, see the 2020 Sustainability Appendix.

Progress this year included developing

strategic partnerships with International

Justice Mission to provide $18 million

over three years to tackle online sexual

exploitation of children in the Philippines,

and with Save the Children (Australia) to

provide $6 million over six years to support

the delivery of its ‘Protect Children –

Philippines’ project.

We are working with an international

non-government organisation to invest

$25 million in cross-industry data sharing

projects to better detect, monitor, report

and prevent harm to children associated

with financial crime.

Most recently, we launched a new Impact

Grants program, allocating $9.2 million to

support community organisations and not-

for-profits working across a range of child

safety and protection initiatives in Australia.

Principles for Responsible Banking

In 2017, we were a founding bank and

signatory to the Principles for Responsible

Banking (PRB), an initiative of the United

Nations Environment Programme Finance

Initiative (UNEP FI). Last year, we became

the first bank globally to report in

alignment with the draft principles.

For this year’s PRB Index, see the

2020 Sustainability Appendix.

Alignment to the sustainable

development goals

Australia’s largest

financier of greenfield

renewable energy

projects for the past

three years

5

- see

Climate change on

page 46 for more

information

40

WESTPAC GROUP 2020 ANNUAL REPORT

3943 Westpac AR20_34-55_V40.indd 403943 Westpac AR20_34-55_V40.indd 4031/10/20 4:46 pm31/10/20 4:46 pm

A culture that is

caring, inclusive

and innovative

We are working to address the culture

shortcomings outlined in the Culture,

Governance and Accountability (CGA)

self-assessment, with a program that

builds on our strengths of caring and

empathy, while turning around aspects of

our culture which have held us back, such

as complexity and diluted accountability.

Our new purpose and simplified values

and behaviours are also supporting this

cultural change.

Promoting an inclusive society,

where our workforce reflects

our customers

Recognising and embracing the diversity

of our people helps us to create an

inclusive culture where employees feel

they belong, are encouraged to bring new

ideas and understand the diversity of the

communities we serve.

We have introduced a new Cultural

Diversity Leadership Shadowing Program,

with 210 employees participating in the

first year.

Westpac was included in the Bloomberg

Gender Equality Index for the fourth

consecutive year.

We welcomed 115 new Aboriginal or Torres

Strait Islander employees and increased

the regional footprint of our Aboriginal and

Torres Strait Islander traineeship program,

which provides paid full-time or school-

based traineeships to build experience in

financial services.

We also launched the second intake of

our Tailored Talent program for those

on the Autism spectrum. This program

received Autism Australia’s 2020 Aspect

Advancement Award.

7 Group Internal Dispute Resolution complaints excluding WIB complaints.

Average time to

resolution for

complaints

7

is

6.5 days, compared

to 9 days in 2019

Improving the way we resolve

customer issues

Over the past two years, we have made

significant changes to the management

of customer complaints, both in terms

of our processes and by identifying and

addressing root cause issues that lead

to complaints.

Initiatives include complaints skilling

sessions for bankers with a focus on first

point resolution, an updated Complaints

Management Standard and continuing

to make information on how to make a

complaint easier to find. We have also

rolled out a new complaints management

system to help improve the customer

experience and for better compliance

and reporting.

We also continue to refund customers

where we have not got it right through

our customer remediation programs.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

41

WESTPAC GROUP 2020 ANNUAL REPORT

3943 Westpac AR20_34-55_V40.indd 413943 Westpac AR20_34-55_V40.indd 4131/10/20 4:46 pm31/10/20 4:46 pm

SUSTAINABILITY-LINKED LOAN
Westpac NZ and Contact Energy

entered into a $50 million, four-year

sustainability-linked loan facility, one

of the first of its kind in New Zealand.

The loan’s incentive targets align with

continual improvement in Contact

Energy’s Environmental Social and

Governance (ESG) performance,

including assessment of its climate

strategy, electricity generation mix,

corporate governance and stakeholder

engagement.

Continuing to

make progress on

the sustainability

fundamentals

Health, safety and wellbeing

Our priority through COVID-19 has been

to protect our people while remaining

open for business. We have implemented

a range of measures to support the health

and wellbeing of employees, including

enhanced cleaning, providing personal

protective equipment, temperature

checks in larger sites and installation of

polycarbonate screens in branches. Where

possible, employees are working remotely,

with over 20,000 working from home. We

also introduced special leave provisions to

address illness, self-isolation and changing

childcare responsibilities.

Over 2,000 leaders have completed training

in the early intervention and prevention of

mental ill-health, and the importance of

supportive leadership. Since COVID-19, we

have introduced new health and wellbeing

resources, including for parents and carers

balancing home and work commitments,

and for employees exposed to increased

risks of domestic and family violence.

Sustainable lending and investment

Many corporate and institutional customers

are moving to more sustainable business

models. We offer a range of sustainable

finance products and services to

support them in the transition, including

sustainability-linked loans that incentivise

borrowers to meet pre-determined

sustainability targets.

During the year, we updated our

Sustainability Risk Management Framework

and ESG Credit Risk Policy, developed tools

to support bankers when considering ESG

risks, and enhanced our position statements

including on climate and human rights.

Human rights

See Human rights on page 44.

42

WESTPAC GROUP 2020 ANNUAL REPORT

3943 Westpac AR20_34-55_V40.indd 423943 Westpac AR20_34-55_V40.indd 4231/10/20 4:46 pm31/10/20 4:46 pm

Environment

1

We are committed to reducing the climate

change impacts of our operations. We

achieved an 11% reduction in Scope 1 and

Scope 2 greenhouse gas emissions in 2020

compared to 2019, and a 27% reduction

since 2016

2

. The reduction over the last four

years has been driven by commercial and

retail site consolidation and refurbishments

as well as onsite solar installations. Reduced

staff numbers at corporate sites due to

the COVID-19 pandemic contributed

approximately 2% of the reported reduction

in Scope 1 and 2 emissions this year.

Responsible sourcing

We work with over 8,600 supplier partners

and during the year procured goods and

services worth $6.5 billion across Australia

and New Zealand.

In response to the Modern Slavery Act 2018

(Cth), we have published a new Responsible

Sourcing Code of Conduct, updated our

Responsible Sourcing assessment tool

to increase our ability to identify risks of

modern slavery and expanded the scope

of our assessment activities to suppliers in

high risk categories, outside of our Top 100

by spend. We have commenced a redesign

of the Responsible Sourcing Program to

enhance our methods of identifying ESG

risks and take steps to mitigate and manage

ESG risks across different industries and

deeper into our supply chain.

Maintained carbon

neutral status

C0

2

A+

A+ rating for BT’s

sustainable investment

strategy and governance

through the Principles

for Responsible

Investment (PRI)

75%

Renewable energy

represents 75% of

our lending to the

electricity sector

FIRST GREEN LOAN IN

SUPERANNUATION

This year, we launched Australia’s

first green loan developed for the

superannuation sector. Working with

Local Government Super, the $65 million

green loan was structured by determining

which buildings in its Local Government

Property Fund met international

standards for green buildings set

by the Climate Bonds Initiative.

1 Environmental footprint data as at 30 June 2020, unless otherwise stated.

2 FY16 Scope 1 and 2 baseline: 147,620 tCO

2

-e.

Our supplier inclusion and diversity

program has continued to grow with

$19 million spent with diverse suppliers

during the year, including $5.9 million

with Indigenous-owned businesses.

Community and social impact

Through our community programs,

we support our employees to make

a difference in the issues and causes

important to them. More than 3,000

employees participated in our volunteering

programs, sharing their skills or time to

support community partners and social

enterprises.

In addition, over $2.7 million was donated

to more than 780 charities through our

Matching Gifts program, which matches

employee donations to eligible Australian

charities dollar-for-dollar.

For more detailed information on our

sustainability approach, performance and metrics,

please visit westpac.com.au/sustainability or see

our 2020 Sustainability Performance Report and

Sustainability Appendix.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

43

WESTPAC GROUP 2020 ANNUAL REPORT

3943 Westpac AR20_34-55_V40.indd 433943 Westpac AR20_34-55_V40.indd 4331/10/20 4:46 pm31/10/20 4:46 pm

SUSTAINABILITY-LINKED LOAN
Westpac NZ and Contact Energy

entered into a $50 million, four-year

sustainability-linked loan facility, one

of the first of its kind in New Zealand.

The loan’s incentive targets align with

continual improvement in Contact

Energy’s Environmental Social and

Governance (ESG) performance,

including assessment of its climate

strategy, electricity generation mix,

corporate governance and stakeholder

engagement.

Continuing to

make progress on

the sustainability

fundamentals

Health, safety and wellbeing

Our priority through COVID-19 has been

to protect our people while remaining

open for business. We have implemented

a range of measures to support the health

and wellbeing of employees, including

enhanced cleaning, providing personal

protective equipment, temperature

checks in larger sites and installation of

polycarbonate screens in branches. Where

possible, employees are working remotely,

with over 20,000 working from home. We

also introduced special leave provisions to

address illness, self-isolation and changing

childcare responsibilities.

Over 2,000 leaders have completed training

in the early intervention and prevention of

mental ill-health, and the importance of

supportive leadership. Since COVID-19, we

have introduced new health and wellbeing

resources, including for parents and carers

balancing home and work commitments,

and for employees exposed to increased

risks of domestic and family violence.

Sustainable lending and investment

Many corporate and institutional customers

are moving to more sustainable business

models. We offer a range of sustainable

finance products and services to

support them in the transition, including

sustainability-linked loans that incentivise

borrowers to meet pre-determined

sustainability targets.

During the year, we updated our

Sustainability Risk Management Framework

and ESG Credit Risk Policy, developed tools

to support bankers when considering ESG

risks, and enhanced our position statements

including on climate and human rights.

Human rights

See Human rights on page 44.

42

WESTPAC GROUP 2020 ANNUAL REPORT

3943 Westpac AR20_34-55_V40.indd 423943 Westpac AR20_34-55_V40.indd 4231/10/20 4:46 pm31/10/20 4:46 pm

Environment

1

We are committed to reducing the climate

change impacts of our operations. We

achieved an 11% reduction in Scope 1 and

Scope 2 greenhouse gas emissions in 2020

compared to 2019, and a 27% reduction

since 2016

2

. The reduction over the last four

years has been driven by commercial and

retail site consolidation and refurbishments

as well as onsite solar installations. Reduced

staff numbers at corporate sites due to

the COVID-19 pandemic contributed

approximately 2% of the reported reduction

in Scope 1 and 2 emissions this year.

Responsible sourcing

We work with over 8,600 supplier partners

and during the year procured goods and

services worth $6.5 billion across Australia

and New Zealand.

In response to the Modern Slavery Act 2018

(Cth), we have published a new Responsible

Sourcing Code of Conduct, updated our

Responsible Sourcing assessment tool

to increase our ability to identify risks of

modern slavery and expanded the scope

of our assessment activities to suppliers in

high risk categories, outside of our Top 100

by spend. We have commenced a redesign

of the Responsible Sourcing Program to

enhance our methods of identifying ESG

risks and take steps to mitigate and manage

ESG risks across different industries and

deeper into our supply chain.

Maintained carbon

neutral status

C0

2

A+

A+ rating for BT’s

sustainable investment

strategy and governance

through the Principles

for Responsible

Investment (PRI)

75%

Renewable energy

represents 75% of

our lending to the

electricity sector

FIRST GREEN LOAN IN

SUPERANNUATION

This year, we launched Australia’s

first green loan developed for the

superannuation sector. Working with

Local Government Super, the $65 million

green loan was structured by determining

which buildings in its Local Government

Property Fund met international

standards for green buildings set

by the Climate Bonds Initiative.

1 Environmental footprint data as at 30 June 2020, unless otherwise stated.

2 FY16 Scope 1 and 2 baseline: 147,620 tCO

2

-e.

Our supplier inclusion and diversity

program has continued to grow with

$19 million spent with diverse suppliers

during the year, including $5.9 million

with Indigenous-owned businesses.

Community and social impact

Through our community programs,

we support our employees to make

a difference in the issues and causes

important to them. More than 3,000

employees participated in our volunteering

programs, sharing their skills or time to

support community partners and social

enterprises.

In addition, over $2.7 million was donated

to more than 780 charities through our

Matching Gifts program, which matches

employee donations to eligible Australian

charities dollar-for-dollar.

For more detailed information on our

sustainability approach, performance and metrics,

please visit westpac.com.au/sustainability or see

our 2020 Sustainability Performance Report and

Sustainability Appendix.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

43

WESTPAC GROUP 2020 ANNUAL REPORT

3943 Westpac AR20_34-55_V40.indd 433943 Westpac AR20_34-55_V40.indd 4331/10/20 4:46 pm31/10/20 4:46 pm

Our Human Rights
Position Statement

and 2023 Action

Plan:

Commits to 19 specific

actions over the next

three years; and

Sets out the principles

that guide our

approach and helps

stakeholders identify

the specific policies,

frameworks and other

documents where

those principles are

applied in practice.

Our commitment

to human rights

As a major financial institution, we

understand that through our activities we

may impact on human rights, whether in

our role as a financial services provider,

lender, purchaser of goods and services,

employer, or supporter of communities.

We recognise we have both a responsibility

to respect human rights, and opportunities

to positively impact human rights, across

our value chain. In particular, Westpac

acknowledges and has taken accountability

for its inadequate transaction monitoring

to help identify potential child exploitation.

Every three years, we review and update

our Human Rights Position Statement and

Action Plan (Human Rights Action Plan)

to lay out the principles that guide our

approach and help stakeholders identify

the specific policies, frameworks and other

documents where those principles are

applied in practice.

BUILDING A SUSTAINABLE FUTURE

In May, we published our third Human

Rights Position Statement since 2015,

together with our 2023 Action Plan.

This sets out nineteen specific actions to

be addressed over the next three years for

how we will more deeply embed respect

for human rights into our business and

business relationships, in line with the

UN Guiding Principles on Business and

Human Rights.

Governance and oversight

The Westpac Group Board has oversight

of our approach to human rights and our

management of human rights risks. Our

Human Rights Action Plan is reviewed by

the Executive Team and approved by the

Board every three years.

The Board Risk Committee considers and

approves Westpac’s Sustainability Risk

Management Framework (which includes

human rights risks) every two years.

The implementation and management

of Westpac’s approach to human rights

is led by Group Executives.

Human rights

Respecting and advancing human

rights helps us to achieve our

vision to help Australians and

New Zealanders succeed. It

reflects our belief that all people

are entitled to basic rights and

freedoms without discrimination.

44

WESTPAC GROUP 2020 ANNUAL REPORT

3943 Westpac AR20_34-55_V40.indd 443943 Westpac AR20_34-55_V40.indd 4431/10/20 4:46 pm31/10/20 4:46 pm

Managing human rights issues

This year, we took a number of important

steps to uplift our respect for human rights, in

line with the Human Rights Action Plan:

—delivered extra level of care and sensitivity

in the way we serve and support customers

experiencing vulnerability;

—progressed a significant multi-year program

of work to address management of financial

crime risks, including those associated with

child exploitation;

—commenced a series of actions and

investments in Australia and across the Asia

Pacific region through our Safer Children,

Safer Communities work program;

—updated our ESG Credit Risk Policy and

our position on certain sensitive sectors to

include further guidance on human rights

risks and to further embed the principle

of ‘risk to people’ as well as risk to the

business;

—supported the psychological health and

safety of our workforce, particularly in light

of bushfires and COVID-19; and

—published our Slavery and Human

Trafficking Statement for the 2019 financial

year in accordance with the

Modern Slavery

Act 2015

(UK) and made progress to meet

the requirements of the newly commenced

Australian

Modern Slavery Act 2018 (Cth).

Identifying our salient human rights issues

Salient human rights issues are the human rights at risk of the most severe negative

impact through a company’s activities and business relations. The following salient

human rights have been identified as key focus areas:

ROLESALIENT HUMAN RIGHTS

Financial services provider

—Customers experiencing vulnerability due to COVID-19,

serious illness and natural disasters, including bushfires

—Use of our services to adversely impact on human rights

—Access to services by Indigenous populations

—Information security and data privacy

Lender

—Labour rights and land-related human rights

Employer

—Work related mental ill-health

—Exclusion and discrimination

Purchaser of goods and

services

—Unfair wages and working conditions

—Modern slavery in our operations and supply chain

For more detailed information, see our 2020 Sustainability Performance Report,

Sustainability Appendix and Sustainability Datasheet.

TAKING ACTION ON MODERN

SLAVERY

In response to the Modern

Slavery Act 2018 (Cth), this year

we have taken steps to embed

its requirements across our

operations and supply chain.

These include:

—identifying ways to better

address modern slavery risk;

—conducting a modern slavery

risk assessment; and

—identifying areas for industry

collaboration.

Supported the

psychological health

and safety of our

workforce, particularly

in light of the impacts

of bushfires and

COVID-19

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

45

WESTPAC GROUP 2020 ANNUAL REPORT

3943 Westpac AR20_34-55_V40.indd 453943 Westpac AR20_34-55_V40.indd 4531/10/20 4:46 pm31/10/20 4:46 pm

Our Human Rights
Position Statement

and 2023 Action

Plan:

Commits to 19 specific

actions over the next

three years; and

Sets out the principles

that guide our

approach and helps

stakeholders identify

the specific policies,

frameworks and other

documents where

those principles are

applied in practice.

Our commitment

to human rights

As a major financial institution, we

understand that through our activities we

may impact on human rights, whether in

our role as a financial services provider,

lender, purchaser of goods and services,

employer, or supporter of communities.

We recognise we have both a responsibility

to respect human rights, and opportunities

to positively impact human rights, across

our value chain. In particular, Westpac

acknowledges and has taken accountability

for its inadequate transaction monitoring

to help identify potential child exploitation.

Every three years, we review and update

our Human Rights Position Statement and

Action Plan (Human Rights Action Plan)

to lay out the principles that guide our

approach and help stakeholders identify

the specific policies, frameworks and other

documents where those principles are

applied in practice.

BUILDING A SUSTAINABLE FUTURE

In May, we published our third Human

Rights Position Statement since 2015,

together with our 2023 Action Plan.

This sets out nineteen specific actions to

be addressed over the next three years for

how we will more deeply embed respect

for human rights into our business and

business relationships, in line with the

UN Guiding Principles on Business and

Human Rights.

Governance and oversight

The Westpac Group Board has oversight

of our approach to human rights and our

management of human rights risks. Our

Human Rights Action Plan is reviewed by

the Executive Team and approved by the

Board every three years.

The Board Risk Committee considers and

approves Westpac’s Sustainability Risk

Management Framework (which includes

human rights risks) every two years.

The implementation and management

of Westpac’s approach to human rights

is led by Group Executives.

Human rights

Respecting and advancing human

rights helps us to achieve our

vision to help Australians and

New Zealanders succeed. It

reflects our belief that all people

are entitled to basic rights and

freedoms without discrimination.

44

WESTPAC GROUP 2020 ANNUAL REPORT

3943 Westpac AR20_34-55_V40.indd 443943 Westpac AR20_34-55_V40.indd 4431/10/20 4:46 pm31/10/20 4:46 pm

Managing human rights issues

This year, we took a number of important

steps to uplift our respect for human rights, in

line with the Human Rights Action Plan:

—delivered extra level of care and sensitivity

in the way we serve and support customers

experiencing vulnerability;

—progressed a significant multi-year program

of work to address management of financial

crime risks, including those associated with

child exploitation;

—commenced a series of actions and

investments in Australia and across the Asia

Pacific region through our Safer Children,

Safer Communities work program;

—updated our ESG Credit Risk Policy and

our position on certain sensitive sectors to

include further guidance on human rights

risks and to further embed the principle

of ‘risk to people’ as well as risk to the

business;

—supported the psychological health and

safety of our workforce, particularly in light

of bushfires and COVID-19; and

—published our Slavery and Human

Trafficking Statement for the 2019 financial

year in accordance with the

Modern Slavery

Act 2015

(UK) and made progress to meet

the requirements of the newly commenced

Australian

Modern Slavery Act 2018 (Cth).

Identifying our salient human rights issues

Salient human rights issues are the human rights at risk of the most severe negative

impact through a company’s activities and business relations. The following salient

human rights have been identified as key focus areas:

ROLESALIENT HUMAN RIGHTS

Financial services provider

—Customers experiencing vulnerability due to COVID-19,

serious illness and natural disasters, including bushfires

—Use of our services to adversely impact on human rights

—Access to services by Indigenous populations

—Information security and data privacy

Lender

—Labour rights and land-related human rights

Employer

—Work related mental ill-health

—Exclusion and discrimination

Purchaser of goods and

services

—Unfair wages and working conditions

—Modern slavery in our operations and supply chain

For more detailed information, see our 2020 Sustainability Performance Report,

Sustainability Appendix and Sustainability Datasheet.

TAKING ACTION ON MODERN

SLAVERY

In response to the Modern

Slavery Act 2018 (Cth), this year

we have taken steps to embed

its requirements across our

operations and supply chain.

These include:

—identifying ways to better

address modern slavery risk;

—conducting a modern slavery

risk assessment; and

—identifying areas for industry

collaboration.

Supported the

psychological health

and safety of our

workforce, particularly

in light of the impacts

of bushfires and

COVID-19

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

45

WESTPAC GROUP 2020 ANNUAL REPORT

3943 Westpac AR20_34-55_V40.indd 453943 Westpac AR20_34-55_V40.indd 4531/10/20 4:46 pm31/10/20 4:46 pm

Climate change
Westpac recognises that climate

change is one of the most

significant issues that will impact

the long-term prosperity of the

global economy and our way of life.

Climate-related

financial disclosure

We are committed to managing our

business in alignment with the Paris

Agreement and the need to transition to

a net zero emissions economy by 2050.

There is continued development in the

climate change agenda and increasing

interest from investors, regulators,

customers and the community in our

approach to this issue. This year, we

further integrated management of climate

change impacts into our business.

Since 2018, the Group has published

disclosures in line with the

recommendations of the Task Force on

Climate-related Financial Disclosures

(TCFD) and our performance against these

recommendations is summarised below.

Bomen Solar Farm in Wagga Wagga, NSW

BUILDING A SUSTAINABLE FUTURE

46

WESTPAC GROUP 2020 ANNUAL REPORT

3943 Westpac AR20_34-55_V40.indd 463943 Westpac AR20_34-55_V40.indd 4631/10/20 4:46 pm31/10/20 4:46 pm

1 Progress and targets for lending to climate solutions are reported on an ‘as-at’, non-cumulative basis.

2 BT’s annual climate-related disclosure can be found at bt.com.au/sustainability.

3 FY16 Scope 1 and 2 baseline: 147,620 tCO

2

-e.

Climate change: Strategy

Key achievements from our 2020 Climate Action Plan over the year:

CLIMATE CHANGE SOLUTIONS

Provide finance to

back climate change

solutions

—Increased lending to climate change solutions, taking total committed

exposure to $10.1 billion, exceeding our target

1

of $10 billion by 2020; and

—Facilitated $4.8 billion for climate change solutions, exceeding our

2020 target of $3 billion.

SUPPORT BUSINESSES

Support businesses

that manage their

climate-related risks

—Reduced the emissions intensity of our lending to the electricity

generation sector from 0.36 tCO

2

-e/MWh in 2017 to 0.25 tCO

2

-e/MWh

exceeding our 2020 target of 0.30 tCO

2

-e/MWh;

—Maintained our commitment to stringent lending standards in the

thermal coal mining sector;

—Supported customers’ transition strategies through sustainable finance

structures, such as sustainability-linked loans – see case study page 42;

and

—Through BT

2

, continued our involvement in Climate Action 100+, an

investor-led initiative to engage systemically important greenhouse

gas emitters and help achieve the goals of the Paris Agreement.

HELP CUSTOMERS

Help individual

customers respond

to climate change

—Provided over 3,400 natural disaster relief packages to assist customers

affected by floods, bushfires and other disasters over the year – see

page 31 for further details; and

—Westpac New Zealand launched a Warm Up Home Loan, offering

up to NZ$10,000 interest-free, for five years, to make homes healthier

and more energy efficient.

IMPROVE DISCLOSURE

Improve and disclose

our climate change

performance

—Reduced Scope 1 and 2 emissions by 27% since 2016

3

exceeding our

reduction target of 9% by 2020;

—Commenced renewable electricity supply from Bomen Solar Farm

in Q4 2020. We expect to source over 45% of our annual electricity

requirement from renewables in 2021, and are on track to meet our

commitment of 100% by 2025;

—Westpac New Zealand became New Zealand’s first Toitū carbon zero

certified bank in 2020; and

—Released our updated Climate Change Position Statement and 2023

Action Plan.

POLICY ADVOCACY

Advocate for policies

that stimulate

investment in climate

change solutions

—Actively engaged in industry initiatives on key climate change themes,

including through the UN Principles for Responsible Banking, Australian

Sustainable Finance Initiative, Australian Business Roundtable for

Disaster Resilience and Safer Communities, and Climate Measurement

Standards Initiative (CMSI).

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

47

WESTPAC GROUP 2020 ANNUAL REPORT

3943 Westpac AR20_34-55_V40.indd 473943 Westpac AR20_34-55_V40.indd 4731/10/20 4:46 pm31/10/20 4:46 pm

Climate change
Westpac recognises that climate

change is one of the most

significant issues that will impact

the long-term prosperity of the

global economy and our way of life.

Climate-related

financial disclosure

We are committed to managing our

business in alignment with the Paris

Agreement and the need to transition to

a net zero emissions economy by 2050.

There is continued development in the

climate change agenda and increasing

interest from investors, regulators,

customers and the community in our

approach to this issue. This year, we

further integrated management of climate

change impacts into our business.

Since 2018, the Group has published

disclosures in line with the

recommendations of the Task Force on

Climate-related Financial Disclosures

(TCFD) and our performance against these

recommendations is summarised below.

Bomen Solar Farm in Wagga Wagga, NSW

BUILDING A SUSTAINABLE FUTURE

46

WESTPAC GROUP 2020 ANNUAL REPORT

3943 Westpac AR20_34-55_V40.indd 463943 Westpac AR20_34-55_V40.indd 4631/10/20 4:46 pm31/10/20 4:46 pm

1 Progress and targets for lending to climate solutions are reported on an ‘as-at’, non-cumulative basis.

2 BT’s annual climate-related disclosure can be found at bt.com.au/sustainability.

3 FY16 Scope 1 and 2 baseline: 147,620 tCO

2

-e.

Climate change: Strategy

Key achievements from our 2020 Climate Action Plan over the year:

CLIMATE CHANGE SOLUTIONS

Provide finance to

back climate change

solutions

—Increased lending to climate change solutions, taking total committed

exposure to $10.1 billion, exceeding our target

1

of $10 billion by 2020; and

—Facilitated $4.8 billion for climate change solutions, exceeding our

2020 target of $3 billion.

SUPPORT BUSINESSES

Support businesses

that manage their

climate-related risks

—Reduced the emissions intensity of our lending to the electricity

generation sector from 0.36 tCO

2

-e/MWh in 2017 to 0.25 tCO

2

-e/MWh

exceeding our 2020 target of 0.30 tCO

2

-e/MWh;

—Maintained our commitment to stringent lending standards in the

thermal coal mining sector;

—Supported customers’ transition strategies through sustainable finance

structures, such as sustainability-linked loans – see case study page 42;

and

—Through BT

2

, continued our involvement in Climate Action 100+, an

investor-led initiative to engage systemically important greenhouse

gas emitters and help achieve the goals of the Paris Agreement.

HELP CUSTOMERS

Help individual

customers respond

to climate change

—Provided over 3,400 natural disaster relief packages to assist customers

affected by floods, bushfires and other disasters over the year – see

page 31 for further details; and

—Westpac New Zealand launched a Warm Up Home Loan, offering

up to NZ$10,000 interest-free, for five years, to make homes healthier

and more energy efficient.

IMPROVE DISCLOSURE

Improve and disclose

our climate change

performance

—Reduced Scope 1 and 2 emissions by 27% since 2016

3

exceeding our

reduction target of 9% by 2020;

—Commenced renewable electricity supply from Bomen Solar Farm

in Q4 2020. We expect to source over 45% of our annual electricity

requirement from renewables in 2021, and are on track to meet our

commitment of 100% by 2025;

—Westpac New Zealand became New Zealand’s first Toitū carbon zero

certified bank in 2020; and

—Released our updated Climate Change Position Statement and 2023

Action Plan.

POLICY ADVOCACY

Advocate for policies

that stimulate

investment in climate

change solutions

—Actively engaged in industry initiatives on key climate change themes,

including through the UN Principles for Responsible Banking, Australian

Sustainable Finance Initiative, Australian Business Roundtable for

Disaster Resilience and Safer Communities, and Climate Measurement

Standards Initiative (CMSI).

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

47

WESTPAC GROUP 2020 ANNUAL REPORT

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Strategy update
In May, we released our updated Climate

Change Position Statement and 2023

Action Plan (Climate Action Plan)

1

. Our

updated Climate Action Plan describes

the principles that underpin our climate

change strategy, recognising that:

—a transition to a net zero emissions

economy is required by 2050;

—economic growth and emissions

reductions are complementary goals;

—addressing climate change creates

opportunities;

—climate-related risk is a financial risk; and

—collective action, transparency and

disclosure matter.

To address climate change risk and

opportunities, our Climate Action Plan

identifies three areas where we expect

to direct our attention over the short,

medium and long-term. We will:

—help customers and communities

respond to climate change;

—improve the climate change performance

of our operations; and

—support initiatives and policies to achieve

the goals of the Paris Agreement.

The Climate Action Plan also identifies

areas where we will continue to improve our

oversight, risk management and disclosure

of climate change risks and opportunities.

Oversight

The Board has oversight of the Group’s

approach to and management of climate

change and receives twice-yearly updates.

Our Climate Action Plan is approved by the

Board every three years. The Board Risk

Committee considers and approves our

Sustainability Risk Management Framework

(which includes climate change risks) every

two years.

The management of our response to

climate change is led by Group Executives.

The Sustainability Council (Council),

sponsored by the Group Executive,

Customer and Corporate Relations,

comprises senior leaders from across the

Group with responsibility for managing

Westpac’s sustainability agenda, including

climate change.

The Council meets at least quarterly and has

climate change as a standing agenda item.

The Council reports to the Executive Team

and Board through twice-yearly updates.

Various committees oversee different

elements of our climate change strategy:

—the Sustainable Finance Committee

coordinates initiatives to achieve

Westpac’s climate change solutions

targets. It reports to the Council;

—the Climate Change Risk Committee

oversees work to identify and manage the

potential impact on credit exposures from

climate change-related transition and

physical risks across the Group. It reports

to the Group Credit Risk Committee; and

—the Environment Management Committee

oversees strategies and initiatives to

reduce our environmental footprint,

particularly targets on energy and

emissions. It reports to the Council.

Divisional risk committees consider the

climate change dimensions of our business

activities as required.

During the year, the Board:

—attended a training workshop led by

industry experts to discuss climate

change risks, investor expectations

and directors’ duties;

—approved the Group’s fourth Climate

Action Plan in April 2020; and

—noted a summary of developments in

climate change in its six-monthly update.

To enhance oversight of climate change we:

—aligned the Climate Change Risk

Committee, chaired by the Group Chief

Credit Officer, to be a sub-committee

of the Group Credit Risk Committee to

improve oversight of climate-related

financial risks;

—implemented climate change updates to

risk forums for major customer-facing

divisions including Westpac Institutional

Bank (WIB), Business division, Consumer

division and Westpac New Zealand

Limited; and

—commenced work to enhance climate

change reporting to the Board.

1 Westpac’s Climate Change Position Statement and 2023 Action Plan does not apply to investments made where a Westpac Group entity is acting as a

trustee (for example Responsible Super Entity licensee or Responsible Entity) or insurer. The governance and strategies for ESG risk in these portfolios

(including climate change) are the responsibility of the relevant board and management of these entities.

Aim to provide

$3.5 billion new lending

to climate change

solutions by 2023 and

$15 billion by 2030

Climate change update (continued)

48

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CLIMATE CHANGE RISK COMMITTEE

We updated our Climate Change Risk Committee (CCRC) to improve oversight of

climate-related financial risks. The CCRC met three times during the year.

Now chaired by the Group Chief Credit Officer and reporting to the Group Credit

Risk Committee, the CCRC’s objectives are to:

—oversee identification, quantification and management of climate-related risks;

—integrate climate-related risks into risk management frameworks, lending policies

and lending guidelines;

—design, execute and integrate climate scenario analysis and portfolio resilience

testing;

—support climate change disclosures and reporting; and

—facilitate continuous improvement in climate-related risk management.

Managing climate-related risks

Climate change risks are managed within

the Group’s risk management framework.

We seek to understand the potential for

climate-related transition, physical and

litigation risks to impact our business, in

particular the possible impact on credit risk,

regulatory and reporting obligations, and

our reputation.

Through our Climate Action Plan, we set out

criteria for lending to emissions-intensive

and climate-vulnerable sectors, supporting

customers that are in, or reliant on, these

sectors and who assess the financial

implications of climate change on their

business, including how their strategies are

likely to perform under various forward-

looking scenarios, and demonstrate a

rigorous approach to governance, strategy

setting, risk management and reporting.

We review our Sustainability Risk

Management Framework, risk appetite

measures and policies ensuring the criteria

set out in the Climate Action Plan are

integrated. These criteria are applied at the

portfolio, customer and transaction level

where appropriate. Escalation of climate-

related risks to relevant divisional risk

committees occurs in accordance with the

Sustainability Risk Management Framework.

If the identified risks are not within risk

appetite then the application of conditions

to manage the risks may be considered, or

the transaction may be declined.

Risks associated

with climate change

have environmental,

social and economic

dimensions and are

predicted to impact all

aspects of society.

Bomen Solar Farm in Wagga Wagga, NSW

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

49

WESTPAC GROUP 2020 ANNUAL REPORT

3943 Westpac AR20_34-55_V40.indd 493943 Westpac AR20_34-55_V40.indd 4931/10/20 4:46 pm31/10/20 4:46 pm

Strategy update
In May, we released our updated Climate

Change Position Statement and 2023

Action Plan (Climate Action Plan)

1

. Our

updated Climate Action Plan describes

the principles that underpin our climate

change strategy, recognising that:

—a transition to a net zero emissions

economy is required by 2050;

—economic growth and emissions

reductions are complementary goals;

—addressing climate change creates

opportunities;

—climate-related risk is a financial risk; and

—collective action, transparency and

disclosure matter.

To address climate change risk and

opportunities, our Climate Action Plan

identifies three areas where we expect

to direct our attention over the short,

medium and long-term. We will:

—help customers and communities

respond to climate change;

—improve the climate change performance

of our operations; and

—support initiatives and policies to achieve

the goals of the Paris Agreement.

The Climate Action Plan also identifies

areas where we will continue to improve our

oversight, risk management and disclosure

of climate change risks and opportunities.

Oversight

The Board has oversight of the Group’s

approach to and management of climate

change and receives twice-yearly updates.

Our Climate Action Plan is approved by the

Board every three years. The Board Risk

Committee considers and approves our

Sustainability Risk Management Framework

(which includes climate change risks) every

two years.

The management of our response to

climate change is led by Group Executives.

The Sustainability Council (Council),

sponsored by the Group Executive,

Customer and Corporate Relations,

comprises senior leaders from across the

Group with responsibility for managing

Westpac’s sustainability agenda, including

climate change.

The Council meets at least quarterly and has

climate change as a standing agenda item.

The Council reports to the Executive Team

and Board through twice-yearly updates.

Various committees oversee different

elements of our climate change strategy:

—the Sustainable Finance Committee

coordinates initiatives to achieve

Westpac’s climate change solutions

targets. It reports to the Council;

—the Climate Change Risk Committee

oversees work to identify and manage the

potential impact on credit exposures from

climate change-related transition and

physical risks across the Group. It reports

to the Group Credit Risk Committee; and

—the Environment Management Committee

oversees strategies and initiatives to

reduce our environmental footprint,

particularly targets on energy and

emissions. It reports to the Council.

Divisional risk committees consider the

climate change dimensions of our business

activities as required.

During the year, the Board:

—attended a training workshop led by

industry experts to discuss climate

change risks, investor expectations

and directors’ duties;

—approved the Group’s fourth Climate

Action Plan in April 2020; and

—noted a summary of developments in

climate change in its six-monthly update.

To enhance oversight of climate change we:

—aligned the Climate Change Risk

Committee, chaired by the Group Chief

Credit Officer, to be a sub-committee

of the Group Credit Risk Committee to

improve oversight of climate-related

financial risks;

—implemented climate change updates to

risk forums for major customer-facing

divisions including Westpac Institutional

Bank (WIB), Business division, Consumer

division and Westpac New Zealand

Limited; and

—commenced work to enhance climate

change reporting to the Board.

1 Westpac’s Climate Change Position Statement and 2023 Action Plan does not apply to investments made where a Westpac Group entity is acting as a

trustee (for example Responsible Super Entity licensee or Responsible Entity) or insurer. The governance and strategies for ESG risk in these portfolios

(including climate change) are the responsibility of the relevant board and management of these entities.

Aim to provide

$3.5 billion new lending

to climate change

solutions by 2023 and

$15 billion by 2030

Climate change update (continued)

48

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CLIMATE CHANGE RISK COMMITTEE

We updated our Climate Change Risk Committee (CCRC) to improve oversight of

climate-related financial risks. The CCRC met three times during the year.

Now chaired by the Group Chief Credit Officer and reporting to the Group Credit

Risk Committee, the CCRC’s objectives are to:

—oversee identification, quantification and management of climate-related risks;

—integrate climate-related risks into risk management frameworks, lending policies

and lending guidelines;

—design, execute and integrate climate scenario analysis and portfolio resilience

testing;

—support climate change disclosures and reporting; and

—facilitate continuous improvement in climate-related risk management.

Managing climate-related risks

Climate change risks are managed within

the Group’s risk management framework.

We seek to understand the potential for

climate-related transition, physical and

litigation risks to impact our business, in

particular the possible impact on credit risk,

regulatory and reporting obligations, and

our reputation.

Through our Climate Action Plan, we set out

criteria for lending to emissions-intensive

and climate-vulnerable sectors, supporting

customers that are in, or reliant on, these

sectors and who assess the financial

implications of climate change on their

business, including how their strategies are

likely to perform under various forward-

looking scenarios, and demonstrate a

rigorous approach to governance, strategy

setting, risk management and reporting.

We review our Sustainability Risk

Management Framework, risk appetite

measures and policies ensuring the criteria

set out in the Climate Action Plan are

integrated. These criteria are applied at the

portfolio, customer and transaction level

where appropriate. Escalation of climate-

related risks to relevant divisional risk

committees occurs in accordance with the

Sustainability Risk Management Framework.

If the identified risks are not within risk

appetite then the application of conditions

to manage the risks may be considered, or

the transaction may be declined.

Risks associated

with climate change

have environmental,

social and economic

dimensions and are

predicted to impact all

aspects of society.

Bomen Solar Farm in Wagga Wagga, NSW

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

49

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This year we improved climate-related
risk management by:

—establishing ‘Sustainability’ as a Level 1

Risk in the Group Risk Taxonomy

to enhance our focus on material

sustainability risks including climate

change;

—realigning ownership of the Sustainability

Risk Management Framework from

Group Sustainability to Risk to improve

integration with Group-wide risk

approaches;

—initiating a review of our Sustainability

Risk Management Framework, Risk

Appetite Statements and ESG Credit

Policy to integrate the criteria set out

in our new Climate Action Plan;

—analysing the credit characteristics

of lending in industry sectors and

postcodes which may face higher risks

by 2050 under climate change scenarios

developed in 2018 and 2019;

—completing Westpac New Zealand’s first

climate risk disclosures in line with TCFD

recommendations; and

—conducting a physical risk assessment

of the impact of sea level rise on

coastal flooding and erosion on the

Westpac New Zealand residential

mortgage book.

Scenario analysis

Since 2016, Westpac has evolved its scenario

analysis to inform its assessment of climate-

related risks and opportunities over the short,

medium and long-term. The findings from

our scenario analysis informed our current

Climate Action Plan which outlines a range

of commitments to help customers and

communities respond to climate change.

We continue to assess

1

:

—the resilience of our Australian Business

and Institutional

2

lending to transition risks

using 1.5 and 2-degrees scenarios; and

—the potential impact of climate-related

physical risks on the Australian mortgage

portfolio

3

arising from global warming

scenarios of both 2 and 4-degrees.

As at 30 September 2020:

—the share of our current Australian Business

and Institutional portfolio exposed

to sectors which may face relatively

higher growth constraints

4

at 2030 and

2050 under climate change transition

scenarios (1.5-degrees and 2-degrees) is

shown below:

20302050

1.5-degrees scenario

1.9%3.4%

2-degrees scenario

0.9%2.8%

—the share of our current Australian

mortgage portfolio in postcodes which

by 2050 are likely to be exposed to

higher physical risks under a 4-degrees

scenario is approximately 1.7%.

As part of our Climate Action Plan, further

work underway includes:

—assessing climate-related physical risks

on our Australian agribusiness portfolio

and how we can continue to support our

customers to respond;

—updating our assessment of physical risk in

our Australian mortgage book and how we

can help customers become more climate-

resilient;

—integrating climate change considerations

into our stress-testing capability; and

—analysing lending across the energy sector,

including a ‘deep dive’ on the oil and gas

sector under Paris-aligned scenarios –

see next page.

Westpac has long understood that

climate-related risk is a financial risk.

This is one of the reasons why we

have been taking action on this issue

for over a decade.

1 Using scenarios developed in 2018 and 2019 – for further details see pages 118-120 of our 2019 Annual Report.

2 Excludes retail, sovereign and bank exposures.

3 Excludes RAMS and Equity Access.

4 Sectors whose medium (2030) and long-term (2050) performance under a scenario deviated by more than one standard deviation below average

GDP growth were classified as ‘higher risk’.

50

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5 All figures are Total Committed Exposures (TCE) at 30 September 2020 for WIB only.

6 Australia and New Zealand only. Customers with operations across several sectors are attributed across those activities based on business segment

contribution.

7 Coal exposures within diversified miners are apportioned by the percentage EBITDA contribution of coal in their latest annual financial statements.

Thermal coal exposures within diversified miners are immaterial.

Energy sector focus

Our focus on the energy sector recognises its critical role in the transition to a low carbon economy and our

role in supporting this change. During the year we undertook further analysis to expand disclosure of our total

committed exposure to the energy sector value chain in WIB

5

.

In addition to the criteria for financing activities in the energy sector set out in our Climate Action

Plan, we have commenced work to further understand the role of oil and gas in the transition to a low

carbon economy. More extensive climate change disclosures can be found in our 2020 Sustainability

Performance Report.

Mining and

Extraction

TransportElectricity

Generation

6

Oil and Gas

Refining

$2.02 billion

Oil and Gas

Extraction

$2.22 billion

Exploration

$0.56 billion

Coal


Metallurgical

coal

$0.21 billion

Metallurgical

coal in diversified

miners

7


$0.03 billion

Thermal coal

$0.30 billion

Uranium

$0.03 billion


LNG Terminal

$0.57 billion

Coal

Rail

$0.28 billion

Port

$0.44 billion

Gas

$0.67 billion

Black coal

$0.27 billion

Brown coal

$0.03 billion

Liquid fuel

$0.12 billion

Hydro

$1.30 billion

Other renewables

$1.89 billion

Distribution

and Retail

Electricity

and Gas

6

Networks

$4.53 billion

Retailers

$0.77 billion

Oil and Gas

$1.32 billion

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

51

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This year we improved climate-related
risk management by:

—establishing ‘Sustainability’ as a Level 1

Risk in the Group Risk Taxonomy

to enhance our focus on material

sustainability risks including climate

change;

—realigning ownership of the Sustainability

Risk Management Framework from

Group Sustainability to Risk to improve

integration with Group-wide risk

approaches;

—initiating a review of our Sustainability

Risk Management Framework, Risk

Appetite Statements and ESG Credit

Policy to integrate the criteria set out

in our new Climate Action Plan;

—analysing the credit characteristics

of lending in industry sectors and

postcodes which may face higher risks

by 2050 under climate change scenarios

developed in 2018 and 2019;

—completing Westpac New Zealand’s first

climate risk disclosures in line with TCFD

recommendations; and

—conducting a physical risk assessment

of the impact of sea level rise on

coastal flooding and erosion on the

Westpac New Zealand residential

mortgage book.

Scenario analysis

Since 2016, Westpac has evolved its scenario

analysis to inform its assessment of climate-

related risks and opportunities over the short,

medium and long-term. The findings from

our scenario analysis informed our current

Climate Action Plan which outlines a range

of commitments to help customers and

communities respond to climate change.

We continue to assess

1

:

—the resilience of our Australian Business

and Institutional

2

lending to transition risks

using 1.5 and 2-degrees scenarios; and

—the potential impact of climate-related

physical risks on the Australian mortgage

portfolio

3

arising from global warming

scenarios of both 2 and 4-degrees.

As at 30 September 2020:

—the share of our current Australian Business

and Institutional portfolio exposed

to sectors which may face relatively

higher growth constraints

4

at 2030 and

2050 under climate change transition

scenarios (1.5-degrees and 2-degrees) is

shown below:

20302050

1.5-degrees scenario

1.9%3.4%

2-degrees scenario

0.9%2.8%

—the share of our current Australian

mortgage portfolio in postcodes which

by 2050 are likely to be exposed to

higher physical risks under a 4-degrees

scenario is approximately 1.7%.

As part of our Climate Action Plan, further

work underway includes:

—assessing climate-related physical risks

on our Australian agribusiness portfolio

and how we can continue to support our

customers to respond;

—updating our assessment of physical risk in

our Australian mortgage book and how we

can help customers become more climate-

resilient;

—integrating climate change considerations

into our stress-testing capability; and

—analysing lending across the energy sector,

including a ‘deep dive’ on the oil and gas

sector under Paris-aligned scenarios –

see next page.

Westpac has long understood that

climate-related risk is a financial risk.

This is one of the reasons why we

have been taking action on this issue

for over a decade.

1 Using scenarios developed in 2018 and 2019 – for further details see pages 118-120 of our 2019 Annual Report.

2 Excludes retail, sovereign and bank exposures.

3 Excludes RAMS and Equity Access.

4 Sectors whose medium (2030) and long-term (2050) performance under a scenario deviated by more than one standard deviation below average

GDP growth were classified as ‘higher risk’.

50

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5 All figures are Total Committed Exposures (TCE) at 30 September 2020 for WIB only.

6 Australia and New Zealand only. Customers with operations across several sectors are attributed across those activities based on business segment

contribution.

7 Coal exposures within diversified miners are apportioned by the percentage EBITDA contribution of coal in their latest annual financial statements.

Thermal coal exposures within diversified miners are immaterial.

Energy sector focus

Our focus on the energy sector recognises its critical role in the transition to a low carbon economy and our

role in supporting this change. During the year we undertook further analysis to expand disclosure of our total

committed exposure to the energy sector value chain in WIB

5

.

In addition to the criteria for financing activities in the energy sector set out in our Climate Action

Plan, we have commenced work to further understand the role of oil and gas in the transition to a low

carbon economy. More extensive climate change disclosures can be found in our 2020 Sustainability

Performance Report.

Mining and

Extraction

TransportElectricity

Generation

6

Oil and Gas

Refining

$2.02 billion

Oil and Gas

Extraction

$2.22 billion

Exploration

$0.56 billion

Coal


Metallurgical

coal

$0.21 billion

Metallurgical

coal in diversified

miners

7


$0.03 billion

Thermal coal

$0.30 billion

Uranium

$0.03 billion


LNG Terminal

$0.57 billion

Coal

Rail

$0.28 billion

Port

$0.44 billion

Gas

$0.67 billion

Black coal

$0.27 billion

Brown coal

$0.03 billion

Liquid fuel

$0.12 billion

Hydro

$1.30 billion

Other renewables

$1.89 billion

Distribution

and Retail

Electricity

and Gas

6

Networks

$4.53 billion

Retailers

$0.77 billion

Oil and Gas

$1.32 billion

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

51

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CORPORATE GOVERNANCE
Our corporate

governance

approach

Corporate governance is the framework

of systems, policies and processes by

which we operate, make decisions and

hold people to account.

The framework establishes the roles

and responsibilities of Westpac’s Board

and management. It also establishes

the systems, policies and processes

for monitoring and evaluating Board

and management performance and

the practices for corporate reporting,

disclosure, remuneration, risk management

and engagement of security holders.

Our approach to corporate governance is

based on a set of values and behaviours

that underpin our day-to-day activities and

are designed to promote transparency, fair

dealing and the protection of stakeholder

interests. It includes aspiring to the highest

standards of corporate governance,

which Westpac sees as fundamental to

the sustainability of our business and

our performance.

WESTPAC’S BOARD AND BOARD COMMITTEE STRUCTURE

Board

Independent AssuranceChief Executive Officer

External

Auditors

Group

Audit

Legal or other

professional advice

Group Executives

Board Committees

Nominations

& Governance

RemunerationAuditRiskTechnology

Legal, Regulatory

& Compliance

Sub-Committee

Provide relevant periodic assurances

and reports (as appropriate)

Provide relevant reports (as appropriate)

Provide assurance

on the remuneration

disclosures in the

Remuneration Report

Provide assurance on

risk components of

the annual report and

interim/annual financial

results announcements

Delegation

Assurance,

Oversight through

Reporting

Accountability

Accountability

Delegation

Delegation

52

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Board’s areas of focus in FY20

This has been a significant year for Westpac,

and has included an investigation by Westpac

into its anti-money laundering and counter-

terrorism financing (AML/CTF) compliance

failures following the filing of AUSTRAC’s

Statement of Claim and the reassessment of

our Culture, Governance and Accountability

program as required by APRA. One of the

main conclusions of the reassessment was that

aspects of our non-financial risk culture were

‘immature and reactive’. These events have led

to a number of changes across the Company.

The Group is focused on improving its risk

management capability and risk culture,

including through its Customer Outcomes

and Risk Excellence (CORE) program. The

Board is responsible for the governance of the

program, with oversight of the CORE program

workstreams by the Board Legal, Regulatory

& Compliance Committee. Further information

on the CORE program can be found on

page 19 and 20.

Much of the Board’s focus in 2020 (with

assistance from its Committees) stemmed

from these developments and included

seeking to understand the root cause of

issues, applying appropriate consequences

and overseeing the program of actions to

address the matters raised by AUSTRAC

in its Statement of Claim including by:

—establishing a Board Financial Crime

Committee

1

to oversee the implementation

of Westpac’s enhanced financial crime

program;

—appointing Promontory Australia to

undertake an external assurance review

of Westpac’s management accountability

review and a separate external review of

Westpac’s financial crime program;

—appointing an independent Advisory Panel

to review the Board’s governance relating

to the Group’s AML/CTF obligations; and

—determining accountability and applying

remuneration consequences for the issues

identified in AUSTRAC’s Statement of

Claim.

The Board also established a Board Legal,

Regulatory & Compliance Committee as

a new sub-committee of the Board Risk

Committee to assist with overseeing

management of financial crime risk, material

litigation and regulatory investigations,

customer remediation activities, compliance

and conduct risk.

In addition, the Board is overseeing broader

change across the Company, which in FY20

included:

—appointing a new CEO and overseeing

changes to, and succession planning of,

the Executive Team, including the creation

of three new Group Executive roles;

—overseeing the Group’s response to the

COVID-19 pandemic;

—overseeing the establishment of the

Specialist Businesses division which has

undertaken a strategic review of certain

businesses to simplify Westpac’s portfolio;

—overseeing the implementation of a new

Lines of Business operating model to

clarify responsibilities and accountability

for end-to-end performance;

—reviewing the findings of the reassessment

of the Culture, Governance and

Accountability program and overseeing

the CORE program that has been set up to

address, among other things, weaknesses

in our management of risk and our risk

culture; and

—approving a Code of Conduct, a new

purpose ‘Helping Australians and

New Zealanders succeed’, a new set of

values ‘Helpful, Ethical, Leading Change,

Performing and Simple’ and a set of

behaviours to bring those values to life.

1 The Board Financial Crime Committee was established and dissolved during the reporting period,

with its remaining responsibilities assumed by the Board Legal, Regulatory & Compliance Committee.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

53

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CORPORATE GOVERNANCE
Our corporate

governance

approach

Corporate governance is the framework

of systems, policies and processes by

which we operate, make decisions and

hold people to account.

The framework establishes the roles

and responsibilities of Westpac’s Board

and management. It also establishes

the systems, policies and processes

for monitoring and evaluating Board

and management performance and

the practices for corporate reporting,

disclosure, remuneration, risk management

and engagement of security holders.

Our approach to corporate governance is

based on a set of values and behaviours

that underpin our day-to-day activities and

are designed to promote transparency, fair

dealing and the protection of stakeholder

interests. It includes aspiring to the highest

standards of corporate governance,

which Westpac sees as fundamental to

the sustainability of our business and

our performance.

WESTPAC’S BOARD AND BOARD COMMITTEE STRUCTURE

Board

Independent AssuranceChief Executive Officer

External

Auditors

Group

Audit

Legal or other

professional advice

Group Executives

Board Committees

Nominations

& Governance

RemunerationAuditRiskTechnology

Legal, Regulatory

& Compliance

Sub-Committee

Provide relevant periodic assurances

and reports (as appropriate)

Provide relevant reports (as appropriate)

Provide assurance

on the remuneration

disclosures in the

Remuneration Report

Provide assurance on

risk components of

the annual report and

interim/annual financial

results announcements

Delegation

Assurance,

Oversight through

Reporting

Accountability

Accountability

Delegation

Delegation

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Board’s areas of focus in FY20

This has been a significant year for Westpac,

and has included an investigation by Westpac

into its anti-money laundering and counter-

terrorism financing (AML/CTF) compliance

failures following the filing of AUSTRAC’s

Statement of Claim and the reassessment of

our Culture, Governance and Accountability

program as required by APRA. One of the

main conclusions of the reassessment was that

aspects of our non-financial risk culture were

‘immature and reactive’. These events have led

to a number of changes across the Company.

The Group is focused on improving its risk

management capability and risk culture,

including through its Customer Outcomes

and Risk Excellence (CORE) program. The

Board is responsible for the governance of the

program, with oversight of the CORE program

workstreams by the Board Legal, Regulatory

& Compliance Committee. Further information

on the CORE program can be found on

page 19 and 20.

Much of the Board’s focus in 2020 (with

assistance from its Committees) stemmed

from these developments and included

seeking to understand the root cause of

issues, applying appropriate consequences

and overseeing the program of actions to

address the matters raised by AUSTRAC

in its Statement of Claim including by:

—establishing a Board Financial Crime

Committee

1

to oversee the implementation

of Westpac’s enhanced financial crime

program;

—appointing Promontory Australia to

undertake an external assurance review

of Westpac’s management accountability

review and a separate external review of

Westpac’s financial crime program;

—appointing an independent Advisory Panel

to review the Board’s governance relating

to the Group’s AML/CTF obligations; and

—determining accountability and applying

remuneration consequences for the issues

identified in AUSTRAC’s Statement of

Claim.

The Board also established a Board Legal,

Regulatory & Compliance Committee as

a new sub-committee of the Board Risk

Committee to assist with overseeing

management of financial crime risk, material

litigation and regulatory investigations,

customer remediation activities, compliance

and conduct risk.

In addition, the Board is overseeing broader

change across the Company, which in FY20

included:

—appointing a new CEO and overseeing

changes to, and succession planning of,

the Executive Team, including the creation

of three new Group Executive roles;

—overseeing the Group’s response to the

COVID-19 pandemic;

—overseeing the establishment of the

Specialist Businesses division which has

undertaken a strategic review of certain

businesses to simplify Westpac’s portfolio;

—overseeing the implementation of a new

Lines of Business operating model to

clarify responsibilities and accountability

for end-to-end performance;

—reviewing the findings of the reassessment

of the Culture, Governance and

Accountability program and overseeing

the CORE program that has been set up to

address, among other things, weaknesses

in our management of risk and our risk

culture; and

—approving a Code of Conduct, a new

purpose ‘Helping Australians and

New Zealanders succeed’, a new set of

values ‘Helpful, Ethical, Leading Change,

Performing and Simple’ and a set of

behaviours to bring those values to life.

1 The Board Financial Crime Committee was established and dissolved during the reporting period,

with its remaining responsibilities assumed by the Board Legal, Regulatory & Compliance Committee.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

53

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SKILLS AND EXPERIENCEDESCRIPTIONNUMBER OF DIRECTORS
Strategic

and

commercial

acumen

An ability to define strategic objectives,

constructively question business plans and

implement strategy using commercial judgement

Financial

services

experience

Experience working in, or advising, the banking

and financial services industry (including wealth

management), with strong knowledge of its

economic drivers and global business perspectives

Financial

acumen

Highly proficient in accounting or related financial

management and reporting for businesses of

significant size

Risk

Experience in anticipating, recognising and

managing risks, including regulatory, financial

and non-financial risks, and monitoring risk

management frameworks and controls

Technology

Experience in developing or overseeing the

application of technology in large complex

businesses, with particular reference to innovation

and the Group’s digital transformation strategic

priority

Governance

Commitment to, and knowledge of, governance,

environmental and social issues, with particular

reference to the legal, compliance, regulatory and

voluntary frameworks applicable to listed entities

and highly regulated industries

People,

culture and

conduct

Experience in people matters including workplace

cultures, morale, management development,

succession and remuneration, with particular

reference to the Group’s talent retention and

development initiatives and the ability to consider

and respond to matters relating to inclusion and

diversity

Executive

leadership

Being appointed as CEO or a similar senior

leadership role in a large complex organisation, and

having experience in that position in managing the

business through periods of significant change

Listed

company

experience

Held two or more Non-executive Directorships on

Australian or international listed companies

International

Senior leadership experience involving

responsibility for operations across borders, and

exposure to a range of political, cultural, regulatory

and business environments in that position

Customer

focus

Experience in developing and overseeing the

embedding of a strong customer-focused culture in

large complex organisations, and a demonstrable

commitment to achieving customer outcomes

10/10

7/10

8/10

8/10

8/10

10/10

9/10

7/10

6/10

8/10

9/10

BOARD SKILLS, EXPERIENCE AND ATTRIBUTES (AS AT 30 SEPTEMBER 2020)

Board skills, diversity and tenure

Westpac seeks to maintain a Board of Directors with a broad range of financial and other skills, experience and

knowledge necessary to guide the business of the Group. The Board uses a skills matrix to illustrate the key skills and

experience the Westpac Board is seeking to achieve in its membership collectively, and the number of Directors with

each skill and experience.

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0-3 years 60% 3-6 years 20% 6-9 years 20%

AVERAGE BOARD TENURE

2.8 years

FEMALE DIRECTORS

30%

BOARD DIVERSITY

For FY20, the Board had a target of maintaining at least 30% women on the Westpac Board.

The Board gender diversity as at 30 September 2020 is set out below.

Number of female Directors of the Board (3 out of 10).

BOARD TENURE

The Board tenure as at 30 September 2020 is set out below. The length of service of each

Director is set out in Section 1 of the Directors’ Report.

Corporate Governance Statement

Westpac’s 2020 Corporate Governance Statement describes our corporate governance

framework, policies and practices as at 1 November 2020 and is available on our website

at www.westpac.com.au/corpgov. The website contains copies and summaries of charters,

principles and policies referred to in the Corporate Governance Statement.

In October 2020, the Board Nominations & Governance Committee approved a revised target

of at least 40% women on the Westpac Board.

Westpac’s performance against the revised target will vary at any given time depending on the

timing of Board composition changes.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

55

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SKILLS AND EXPERIENCEDESCRIPTIONNUMBER OF DIRECTORS
Strategic

and

commercial

acumen

An ability to define strategic objectives,

constructively question business plans and

implement strategy using commercial judgement

Financial

services

experience

Experience working in, or advising, the banking

and financial services industry (including wealth

management), with strong knowledge of its

economic drivers and global business perspectives

Financial

acumen

Highly proficient in accounting or related financial

management and reporting for businesses of

significant size

Risk

Experience in anticipating, recognising and

managing risks, including regulatory, financial

and non-financial risks, and monitoring risk

management frameworks and controls

Technology

Experience in developing or overseeing the

application of technology in large complex

businesses, with particular reference to innovation

and the Group’s digital transformation strategic

priority

Governance

Commitment to, and knowledge of, governance,

environmental and social issues, with particular

reference to the legal, compliance, regulatory and

voluntary frameworks applicable to listed entities

and highly regulated industries

People,

culture and

conduct

Experience in people matters including workplace

cultures, morale, management development,

succession and remuneration, with particular

reference to the Group’s talent retention and

development initiatives and the ability to consider

and respond to matters relating to inclusion and

diversity

Executive

leadership

Being appointed as CEO or a similar senior

leadership role in a large complex organisation, and

having experience in that position in managing the

business through periods of significant change

Listed

company

experience

Held two or more Non-executive Directorships on

Australian or international listed companies

International

Senior leadership experience involving

responsibility for operations across borders, and

exposure to a range of political, cultural, regulatory

and business environments in that position

Customer

focus

Experience in developing and overseeing the

embedding of a strong customer-focused culture in

large complex organisations, and a demonstrable

commitment to achieving customer outcomes

10/10

7/10

8/10

8/10

8/10

10/10

9/10

7/10

6/10

8/10

9/10

BOARD SKILLS, EXPERIENCE AND ATTRIBUTES (AS AT 30 SEPTEMBER 2020)

Board skills, diversity and tenure

Westpac seeks to maintain a Board of Directors with a broad range of financial and other skills, experience and

knowledge necessary to guide the business of the Group. The Board uses a skills matrix to illustrate the key skills and

experience the Westpac Board is seeking to achieve in its membership collectively, and the number of Directors with

each skill and experience.

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0-3 years 60% 3-6 years 20% 6-9 years 20%

AVERAGE BOARD TENURE

2.8 years

FEMALE DIRECTORS

30%

BOARD DIVERSITY

For FY20, the Board had a target of maintaining at least 30% women on the Westpac Board.

The Board gender diversity as at 30 September 2020 is set out below.

Number of female Directors of the Board (3 out of 10).

BOARD TENURE

The Board tenure as at 30 September 2020 is set out below. The length of service of each

Director is set out in Section 1 of the Directors’ Report.

Corporate Governance Statement

Westpac’s 2020 Corporate Governance Statement describes our corporate governance

framework, policies and practices as at 1 November 2020 and is available on our website

at www.westpac.com.au/corpgov. The website contains copies and summaries of charters,

principles and policies referred to in the Corporate Governance Statement.

In October 2020, the Board Nominations & Governance Committee approved a revised target

of at least 40% women on the Westpac Board.

Westpac’s performance against the revised target will vary at any given time depending on the

timing of Board composition changes.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

55

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DIRECTORS’ REPORT
Directors’

report

Includes Board and Executive Team

biographies, report on the business,

Directors’ interests, environmental and

human rights supply chain disclosures,

political engagement, Directors’

meetings and Remuneration Report.

Our Directors present their report

together with the financial statements

of the Group for the financial year ended

30 September 2020.

Directors

The names of the persons who have been

Directors, or appointed as Directors, during

the period since 1 October 2019 and up to

the date of this report are: John McFarlane

(Director from 17 February 2020), Peter King

(Director from 2 December 2019), Lindsay

Maxsted (appointed as a Director on 1 March

2008 and retired as a Director on 31 March

2020), Brian Hartzer (appointed as a Director

on 2 February 2015 and retired as a Director on

2 December 2019), Nerida Caesar, Ewen Crouch

AM (appointed as a Director on 1 February 2013

and retired as a Director on 12 December 2019

following the completion of the 2019 Annual

General Meeting), Catriona Alison Deans (Alison

Deans), Craig Dunn, Yuen Mei Anita Fung (Anita

Fung) (appointed as a Director on 1 October

2018 and retired as a Director on 31 March

2020), Steven Harker, Peter Marriott, Peter

Nash, Margaret Seale and Christopher Lynch

(appointed as a Director on 1 September 2020).

Particulars of the skills, experience, expertise

and responsibilities of the Directors at the

date of this report, including all directorships

of other listed companies held by a Director

at any time in the three years immediately

before 30 September 2020, and the period

for which each directorship has been held,

are set out in the following pages.

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57
WESTPAC GROUP 2020 ANNUAL REPORT

CHAIRMAN AND INDEPENDENT NON-EXECUTIVE DIRECTOR

Appointed: Director since February 2020 and Chairman since April 2020.

Board Committees: Chairman of the Board Nominations & Governance Committee.

Experience: John is a senior figure in global banking and financial services and has 45 years of

experience in the sector. He was formerly Chairman of Barclays plc, Aviva plc and FirstGroup

plc, and Chairman of The City UK. He was also a Non-executive Director of Westfield Group/

Westfield Corporation, The Royal Bank of Scotland Group, Capital Radio plc and was a council

member of The London Stock Exchange.

John served as Chief Executive Officer of Australia and New Zealand Banking Group Limited

from 1997 to 2007, and as Group Executive Director at Standard Chartered. He also held senior

positions at Citicorp including as Managing Director of Citicorp Investment Bank Ltd and Head

of Citicorp and Citibank in the UK and Ireland. He began his career at Ford Motor Co.

Directorships of listed entities over the past three years: Unibail-Rodamco-Westfield SE

(since June 2018), Barclays plc (January 2015 to May 2019) and Westfield Corporation Limited

(July 2014 to June 2018).

Other principal directorships and interests: Director of Old Oak Holdings Ltd.

MANAGING DIRECTOR AND CHIEF EXECUTIVE OFFICER

Appointed: Director since December 2019.

Board Committees: Member of the Board Technology Committee.

Experience: Peter was appointed Westpac Group Chief Executive Officer in April 2020.

Peter previously held this role on an acting basis between December 2019 and March 2020.

Since joining the Westpac Group in 1994, Peter also held senior finance roles including

Chief Financial Officer with responsibility for Westpac’s Finance, Tax, Treasury and Investor

Relations functions. Prior to this, he was Deputy Chief Financial Officer for three years. He has

also held senior positions across the Group including in Group Finance, Business and Consumer

Banking, Business and Technology Services, Treasury and Financial Markets. Peter commenced

his career at Deloitte Touche Tohmatsu. He has a Bachelor of Economics from Sydney

University and completed the Advanced Management Programme at INSEAD. He is a Fellow of

the Institute of Chartered Accountants.

Directorships of listed entities over the past three years: Nil.

Other principal directorships and interests: Director of Australian Banking Association

Incorporated and Institute of International Finance.

INDEPENDENT NON-EXECUTIVE DIRECTOR

Appointed: Director since September 2017.

Board Committees: Member of the Board Legal, Regulatory and Compliance and Board

Technology Committees.

Experience: Nerida has over 33 years of broad ranging commercial and business management

experience, with particular depth in technology led businesses. Nerida was Group Managing

Director and Chief Executive Officer, Australia and New Zealand, of Equifax (formerly the

ASX-listed Veda Group Limited) and was also a former director of Genome.One Pty Ltd and

Stone and Chalk Limited. Before joining Equifax, Nerida held several senior management roles

at Telstra, including Group Managing Director, Enterprise and Government and Group Managing

Director, Wholesale. Nerida also held several Executive and senior management positions with

IBM within Australia and internationally, including as Vice President of IBM’s Intel Server Division

for the Asia Pacific region.

Directorships of listed entities over the past three years: Nil.

Other principal directorships and interests: Chairman of Workplace Giving Australia Limited

and Director of Spark Investment Holdco Pty Ltd. Member of the Advisory Board of IXUP

Limited. Advisor to Equifax Australia and New Zealand and Carla Zampatti Pty Ltd.

JOHN M

C

FARLANE

MA, MBA

Age: 73

PETER KING

BEc, FCA.

Age: 50

NERIDA CAESAR

BCom, MBA, GAICD

Age: 56

BOARD OF DIRECTORS

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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58
WESTPAC GROUP 2020 ANNUAL REPORT

INDEPENDENT NON-EXECUTIVE DIRECTOR

Appointed: Director since June 2015.

Board Committees: Chairman of the Board Remuneration Committee. Member of the Board

Nominations & Governance and Board Risk Committees.

Experience: Craig has more than 20 years’ experience in financial services, including as CEO

of AMP Limited. He was formerly a director of Financial Literacy Australia Limited, and a Board

member of the Australian Japanese Business Cooperation Committee, Jobs for New South

Wales, and the New South Wales Government’s Financial Services Knowledge Hub. Craig was

Chairman of Stone and Chalk Limited and of the Investment and Financial Services Association

(now the Financial Services Council). He was also a member of the Financial Services Advisory

Committee, the Australian Financial Centre Forum, the Consumer and Financial Literacy

Taskforce and a Panel member of the Australian Government’s Financial System Inquiry.

Directorships of listed entities over the past three years: Telstra Corporation Limited (since

April 2016).

Other principal directorships and interests: Chairman of The Australian Ballet, Chairman

of the International Standards Technical Committee on Blockchain and Distributed Ledger

Technologies (ISO/TC 307), and consultant to King & Wood Mallesons.

INDEPENDENT NON-EXECUTIVE DIRECTOR

Appointed: Director since April 2014.

Board Committees: Chairman of the Board Technology Committee. Member of the Board

Nominations & Governance, Board Remuneration and Board Risk Committees.

Experience: Alison has more than 20 years’ experience in senior executive roles focused on

building digital businesses and digital transformation across e-commerce, media and financial

services. She has served as the CEO of eCorp Limited, CEO of Hoyts Cinemas and CEO of

eBay, Australia and New Zealand. Most recently, she was CEO of technology-based investment

company netus Pty Ltd, which was acquired by Fairfax Media Limited in 2012.

Directorships of listed entities over the past three years: Cochlear Limited (since January 2015),

Ramsay Health Care Limited (since November 2018), and Insurance Australia Group Limited

(February 2013 to October 2017).

Other principal directorships and interests: Director of SCEGGS Darlinghurst Limited,

The Observership Program Limited and Deputy Group Pty Ltd. Senior Advisor to McKinsey

& Company and Investment Committee member of the CSIRO Innovation Fund (Main

Sequence Ventures).

ALISON DEANS

BA, MBA, GAICD

Age: 52

CRAIG DUNN

BCom, FCA

Age: 57

INDEPENDENT NON-EXECUTIVE DIRECTOR

Appointed: Director since March 2019.

Board Committees: Member of the Board Audit and Board Legal, Regulatory & Compliance

Committees.

Experience: Steve has over 35 years’ experience in investment banking. He was formerly

Managing Director and Chief Executive Officer of Morgan Stanley Australia, and then Vice

Chairman until February 2019. Prior to joining Morgan Stanley, he spent 15 years with Barclays

de Zoete Wedd (BZW, now Barclays Investment Bank). Steve was Chairman and Director of

Australian Financial Markets Association Limited and a Director of Investa Property Group.

He also previously served on the Board of the Centre for International Finance and Regulation

and was a Guardian of the Future Fund of Australia.

Directorships of listed entities over the past three years: Nil.

Other principal directorships and interests: Chairman of the Investment and Executive

Committees at Future Now Ventures. Director of The Banking and Finance Oath Limited, The

Hunger Project Australia, ASX Refinitiv Charity Foundation, and New South Wales Golf Club

Foundation Limited.

INDEPENDENT NON-EXECUTIVE DIRECTOR

Appointed: Director since June 2013.

Board Committees: Chairman of the Board Risk Committee. Member of the Board Legal,

Regulatory & Compliance, Board Audit, Board Nominations & Governance and Board Technology

Committees.

Experience: Peter has over 30 years’ experience in senior management roles in the finance

industry, encompassing international banking, finance and auditing. He joined Australia and

New Zealand Banking Group Limited (ANZ) in 1993 and was Chief Financial Officer from July 1997

to May 2012. Prior to his career at ANZ, Peter was a banking and finance, audit and consulting

partner at KPMG Peat Marwick. Peter was formerly a Director of ANZ National Bank Limited in

New Zealand and various ANZ subsidiaries.

Directorships of listed entities over the past three years: ASX Limited (since July 2009).

Other principal directorships and interests: Director of ASX Clearing Corporation Limited,

ASX Settlement Corporation Limited and Austraclear Limited. Member of Monash University

Council and Chairman of the Monash University Council’s Resources and Finance Committee.

STEVEN HARKER

BEc (Hons.), LLB

Age: 65

PETER MARRIOTT

BEc (Hons.), FCA

Age: 63

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58
WESTPAC GROUP 2020 ANNUAL REPORT

INDEPENDENT NON-EXECUTIVE DIRECTOR

Appointed: Director since June 2015.

Board Committees: Chairman of the Board Remuneration Committee. Member of the Board

Nominations & Governance and Board Risk Committees.

Experience: Craig has more than 20 years’ experience in financial services, including as CEO

of AMP Limited. He was formerly a director of Financial Literacy Australia Limited, and a Board

member of the Australian Japanese Business Cooperation Committee, Jobs for New South

Wales, and the New South Wales Government’s Financial Services Knowledge Hub. Craig was

Chairman of Stone and Chalk Limited and of the Investment and Financial Services Association

(now the Financial Services Council). He was also a member of the Financial Services Advisory

Committee, the Australian Financial Centre Forum, the Consumer and Financial Literacy

Taskforce and a Panel member of the Australian Government’s Financial System Inquiry.

Directorships of listed entities over the past three years: Telstra Corporation Limited (since

April 2016).

Other principal directorships and interests: Chairman of The Australian Ballet, Chairman

of the International Standards Technical Committee on Blockchain and Distributed Ledger

Technologies (ISO/TC 307), and consultant to King & Wood Mallesons.

INDEPENDENT NON-EXECUTIVE DIRECTOR

Appointed: Director since April 2014.

Board Committees: Chairman of the Board Technology Committee. Member of the Board

Nominations & Governance, Board Remuneration and Board Risk Committees.

Experience: Alison has more than 20 years’ experience in senior executive roles focused on

building digital businesses and digital transformation across e-commerce, media and financial

services. She has served as the CEO of eCorp Limited, CEO of Hoyts Cinemas and CEO of

eBay, Australia and New Zealand. Most recently, she was CEO of technology-based investment

company netus Pty Ltd, which was acquired by Fairfax Media Limited in 2012.

Directorships of listed entities over the past three years: Cochlear Limited (since January 2015),

Ramsay Health Care Limited (since November 2018), and Insurance Australia Group Limited

(February 2013 to October 2017).

Other principal directorships and interests: Director of SCEGGS Darlinghurst Limited,

The Observership Program Limited and Deputy Group Pty Ltd. Senior Advisor to McKinsey

& Company and Investment Committee member of the CSIRO Innovation Fund (Main

Sequence Ventures).

ALISON DEANS

BA, MBA, GAICD

Age: 52

CRAIG DUNN

BCom, FCA

Age: 57

INDEPENDENT NON-EXECUTIVE DIRECTOR

Appointed: Director since March 2019.

Board Committees: Member of the Board Audit and Board Legal, Regulatory & Compliance

Committees.

Experience: Steve has over 35 years’ experience in investment banking. He was formerly

Managing Director and Chief Executive Officer of Morgan Stanley Australia, and then Vice

Chairman until February 2019. Prior to joining Morgan Stanley, he spent 15 years with Barclays

de Zoete Wedd (BZW, now Barclays Investment Bank). Steve was Chairman and Director of

Australian Financial Markets Association Limited and a Director of Investa Property Group.

He also previously served on the Board of the Centre for International Finance and Regulation

and was a Guardian of the Future Fund of Australia.

Directorships of listed entities over the past three years: Nil.

Other principal directorships and interests: Chairman of the Investment and Executive

Committees at Future Now Ventures. Director of The Banking and Finance Oath Limited, The

Hunger Project Australia, ASX Refinitiv Charity Foundation, and New South Wales Golf Club

Foundation Limited.

INDEPENDENT NON-EXECUTIVE DIRECTOR

Appointed: Director since June 2013.

Board Committees: Chairman of the Board Risk Committee. Member of the Board Legal,

Regulatory & Compliance, Board Audit, Board Nominations & Governance and Board Technology

Committees.

Experience: Peter has over 30 years’ experience in senior management roles in the finance

industry, encompassing international banking, finance and auditing. He joined Australia and

New Zealand Banking Group Limited (ANZ) in 1993 and was Chief Financial Officer from July 1997

to May 2012. Prior to his career at ANZ, Peter was a banking and finance, audit and consulting

partner at KPMG Peat Marwick. Peter was formerly a Director of ANZ National Bank Limited in

New Zealand and various ANZ subsidiaries.

Directorships of listed entities over the past three years: ASX Limited (since July 2009).

Other principal directorships and interests: Director of ASX Clearing Corporation Limited,

ASX Settlement Corporation Limited and Austraclear Limited. Member of Monash University

Council and Chairman of the Monash University Council’s Resources and Finance Committee.

STEVEN HARKER

BEc (Hons.), LLB

Age: 65

PETER MARRIOTT

BEc (Hons.), FCA

Age: 63

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59

WESTPAC GROUP 2020 ANNUAL REPORT

INDEPENDENT NON-EXECUTIVE DIRECTOR

Appointed: Director since March 2019.

Board Committees: Member of the Board Remuneration and Board Legal, Regulatory &

Compliance Committees.

Experience: Margie has more than 25 years’ experience in senior executive roles in Australia

and overseas, including in consumer goods, global publishing, sales and marketing, and the

successful transition of traditional business models to digital environments. Prior to her non-

executive career, Margie was the Managing Director of Random House Australia and New

Zealand and President, Asia Development for Random House Inc. Margie was a Director and

then Chair of Penguin Random House Australia Pty Limited, and a Director of Ramsay Health

Care Limited, Bank of Queensland Limited and the Australian Publishers’ Association. She also

served on the Boards of Chief Executive Women (chairing its Scholarship Committee), the

Powerhouse Museum, and the Sydney Writers Festival.

Directorships of listed entities over the past three years: Telstra Corporation Limited

(since May 2012), Scentre Group Limited (since February 2016), Ramsay Health Care Limited

(April 2015 to October 2018) and Bank of Queensland Limited (January 2014 to June 2018).

Other principal directorships and interests: Nil.

INDEPENDENT NON-EXECUTIVE DIRECTOR

Appointed: Director since September 2020.

Board Committees: Member of the Board Audit and Board Risk Committees.

Experience: Chris has significant experience in mineral resources and infrastructure, having

spent over 30 years working in these fields globally. Chris was formerly the Global Chief

Financial Officer of Rio Tinto Group, based in London, and an Executive Director. Prior to this,

he was a Non-executive Director of Rio Tinto Group. Chris was the Chief Executive Officer of

Transurban Group, an international toll road developer and manager with interests in Australia

and North America from 2008 to 2012. His executive career also included seven years at BHP

Billiton where he was Chief Financial Officer and then Executive Director and Group President

– Carbon Steel Materials. Chris spent 20 years with Alcoa Inc. where he held a number of

executive positions, including Vice-President and Chief Information Officer based in Pittsburgh,

USA and Chief Financial Officer of Alcoa Europe in Switzerland. He was also managing director

of KAAL Australia Limited, a joint venture company formed by Alcoa and Kobe Steel. Chris was

formerly a Commissioner of the Australian Football League from 2008 until 2014.

Directorships of listed entities over the past three years: Rio Tinto Group (September 2011 to

September 2018).

Other principal directorships and interests: Director of Business for Millennium Development

Ltd, Chairman of the National Water Grid Authority Advisory Board.

MARGARET (MARGIE)

SEALE

BA, FAICD

Age: 60

CHRIS LYNCH

BCom, MBA, FCPA

Age: 67

INDEPENDENT NON-EXECUTIVE DIRECTOR

Appointed: Director since March 2018.

Board Committees: Chairman of the Board Audit and Board Legal, Regulatory & Compliance

Committees. Member of the Board Risk and Board Nominations & Governance Committees.

Experience: Peter was formerly a Senior Partner with KPMG, having been admitted to the

Australian partnership in 1993. He served as the National Chairman of KPMG Australia and

served on KPMG’s Global and Regional Boards. His previous positions with KPMG included

Regional Head of Audit for Asia Pacific, National Managing Partner for Audit in Australia and

head of KPMG Financial Services. Peter has worked in geographically diverse and complex

operating environments providing advice on a range of topics including business strategy,

risk management, internal controls, business processes and regulatory change. He has also

provided financial and commercial advice to many State and Federal Government businesses.

Peter is a former member of the Business Council of Australia and its Economic and Regulatory

Committee.

Directorships of listed entities over the past three years: Johns Lyng Group Limited (Chairman

since October 2017), Mirvac Group (since November 2018) and ASX Limited (since June 2019).

Other principal directorships and interests: Director of Reconciliation Australia Limited and

Golf Victoria Limited. Board member of the Koorie Heritage Trust.

PETER NASH

BCom, FCA, F Fin

Age: 58

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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60
WESTPAC GROUP 2020 ANNUAL REPORT

Company Secretary

Our Company Secretary as at 30 September 2020 was Tim Hartin.

COMPANY SECRETARY

Tim was appointed Company Secretary in November 2011. Before that appointment, Tim was

Head of Legal – Risk Management & Workouts, Counsel & Secretariat and prior to that, he was

Counsel, Corporate Core. Before joining Westpac in 2006, Tim was a Consultant with Gilbert

+ Tobin, where he provided corporate advisory services to ASX-listed companies. Tim was

previously a lawyer at Henderson Boyd Jackson W.S. in Scotland and in London in Herbert

Smith’s corporate and corporate finance division.

TIM HARTIN

LLB (Hons.)

Age: 45

Executive Team

As at 30 September 2020 our Executive Team was:

NAMEPOSITION

YEAR

JOINED

GROUP

YEAR

APPOINTED

TO POSITION

Peter King

Managing Director & Chief Executive Officer19942020

Richard Burton

Acting Chief Executive, Consumer 20102020

Rebecca Lim

Group General Counsel & Enterprise Executive20022020

Guilherme (Guil) Lima

Chief Executive, Business20192019

Carolyn McCann

Group Executive, Customer & Corporate Relations20132018

David McLean

Chief Executive Officer, Westpac New Zealand19992015

Christine Parker

Group Executive, Human Resources20072011

Michael Rowland

Chief Financial Officer20202020

David Stephen

Chief Risk Officer20182018

Gary Thursby

Chief Information Officer (Acting) 20082020

Les Vance

Group Executive, Financial Crime, Compliance & Conduct20082020

Alastair Welsh

Acting Group Executive, Enterprise Services19922019

Jason Yetton

Chief Executive, Specialist Businesses, Strategy & Transformation20202020

Curt Zuber

Acting Chief Executive, Westpac Institutional Bank1995 2020

There are no family relationships between or among any of our Directors or Executive Team members.

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CHIEF EXECUTIVE, BUSINESS DIVISION
Guilherme (Guil) joined Westpac Group as Chief Executive, Business Division in December

2019. The division supports Australia’s small business, commercial, agribusiness and private

wealth customers providing a wide range of banking services across the Westpac, St.George,

BankSA and Bank of Melbourne brands.

Guil has 22 years’ experience in banking and consulting in Hong Kong, Brazil, UK, US, Spain

and the Netherlands. Prior to his appointment, Guil was Group Head of Wealth Management

at HSBC Hong Kong. He started at HSBC as Group Head of Strategy in London in 2010 after a

career totalling 10 years at McKinsey & Co.

Guil holds a Bachelor of Business Administration in General Management and Finance from

Fundação Getulio Vargas (FGV) in Brazil and a Master of Business Administration in Strategy,

Corporate Finance and Investment Management from Harvard Business School.

RICHARD BURTON

BSc Mathematics (Hons)

Age: 48

REBECCA LIM

B Econ, LLB (Hons)

Age: 48

GUILHERME (GUIL)

LIMA

MBA, BBA

Age: 46

61

WESTPAC GROUP 2020 ANNUAL REPORT

EXECUTIVE TEAM AS AT 30 SEPTEMBER 2020

PETER KING

BEc, FCA

Age: 50

MANAGING DIRECTOR AND CHIEF EXECUTIVE OFFICER, WESTPAC GROUP

Peter was appointed Westpac Group Chief Executive Officer in April 2020, after holding the

role on an acting basis between December 2019 and March 2020.

In his 25 years at Westpac, Peter has held senior finance roles including Chief Financial Officer

with responsibility for Westpac’s Finance, Group Audit, Tax, Treasury and Investor Relations

functions. Prior to this he was Deputy Chief Financial Officer for three years and worked in

senior positions across the Group including in Group Finance, Business and Consumer Banking,

Business and Technology Services, Treasury and Financial Markets.

Peter commenced his career at Deloitte Touche Tohmatsu. He has a Bachelor of Economics

from Sydney University and completed the Advanced Management Programme at INSEAD.

He is a Fellow of the Institute of Chartered Accountants.

GROUP GENERAL COUNSEL & ENTERPRISE EXECUTIVE

Rebecca is responsible for leading Westpac’s legal function globally, as well as leading the

CEO’s office.

Rebecca joined Westpac in 2002 and has held a variety of other senior leadership roles

including General Manager, Human Resources for St.George Bank and General Manager,

St.George Private Clients.

Rebecca began her career at Blake Dawson Waldron (now Ashurst) before joining the US firm

Skadden Arps where she worked in both New York and London. Rebecca then moved into an

in-house role in investment banking at Goldman Sachs in London before returning to Australia

and joining Westpac.

Rebecca is a member of Chief Executive Women.

ACTING CHIEF EXECUTIVE, CONSUMER DIVISION

Richard was appointed Acting Chief Executive, Consumer Division in June 2020. The division

provides a wide range of retail banking, lending and consumer finance services across the

Westpac, St.George, BankSA, Bank of Melbourne and RAMS brands.

In his 10 years at Westpac, Richard has held senior finance roles spanning consumer, business

and Group functions including Chief Financial Officer of the Consumer Division, Chief Financial

Officer of the Business Division, Acting General Manager, Group Finance and Acting Deputy

Chief Financial Officer. During this time, Richard led large teams of finance professionals while

driving performance, optimising investment to generate positive customer experiences and

managing all aspects of financial reporting.

Prior to joining Westpac, Richard held senior roles in financial services in Australia and the UK

including Head of Business Performance at Challenger Financial Services Group and Head of

Performance Management at National Australia Bank. Richard also led an advisory team for

KPMG in the UK.

Richard holds a Bachelor of Science in Mathematics with Honours, from the University of

Bristol.

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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62
WESTPAC GROUP 2020 ANNUAL REPORT

CHIEF EXECUTIVE OFFICER, WESTPAC NEW ZEALAND LIMITED

David was appointed Chief Executive Officer, Westpac New Zealand Limited in February 2015.

Since joining Westpac in February 1999, he has held a number of senior roles including Head

of Debt Capital Markets New Zealand, General Manager, Private, Wealth and Insurance New

Zealand and Head of Westpac Institutional Bank New Zealand, and most recently, Managing

Director of the Westpac New York branch.

Before joining Westpac, David was Director, Capital Markets at Deutsche Morgan Grenfell from

1994. He also established the New Zealand branch of Deutsche Bank and was New Zealand

Resident Branch Manager. In 1988, David joined Southpac/National Bank as a Capital Markets

Executive. Prior to this, David worked as a lawyer in private practice and served as in-house

counsel for NatWest NZ from 1985.

GROUP EXECUTIVE, HUMAN RESOURCES

Christine was appointed to Westpac Group’s Executive Team in October 2011. As Group Executive,

Human Resources, Christine leads the HR function for the Group, responsible for strengthening

our service oriented and inclusive culture, attracting and retaining the best talent, developing

and helping our workforce to grow skills for the future, rewarding and recognising our people

and ensuring their health and wellbeing. Christine has responsibility for the office of the Banking

Executive Accountability Regime (BEAR) and also supports the CEO and Board on culture and

conduct. Since joining Westpac in 2007, Christine has held a variety of senior leadership roles

including Group General Manager, Human Resources and General Manager, Human Resources

for Westpac New Zealand Limited. Before joining Westpac, Christine held senior HR roles in a

number of high-profile organisations and across a range of industries, including Carter Holt Harvey

and Restaurant Brands New Zealand. Christine is currently Chair of the St.George Foundation, a

member of the Chief Executive Women and was previously a Director of Women’s Community

Shelters and member of the Veterans’ Employment Industry Advisory Committee.

CHIEF FINANCIAL OFFICER

Michael joined Westpac Group as Chief Financial Officer in September 2020. He is responsible

for Westpac’s Finance, Group Audit, Investor Relations, Tax and Treasury functions.

Before joining Westpac, Michael was a Partner in Management Consulting at KPMG. Before that

he held a number of senior executive positions at ANZ from 1999 to 2013. This included CFO

Institutional Banking, CFO Wealth, CFO New Zealand, CFO Personal Financial Services, and

business leadership roles as CEO Pacific, Managing Director Mortgages and General Manager,

Transformation. Michael commenced his career at KPMG, where he was promoted to become a

Tax Partner in 1993.

Michael holds a Bachelor of Commerce, University of Melbourne and a Graduate Diploma of

Taxation Law, Monash University. He is a Fellow of the Institute of Chartered Accountants in

Australia and New Zealand.

CHIEF RISK OFFICER

David was appointed Chief Risk Officer in October 2018, with responsibility for risk management

across the Group.

Prior to this, David was the Chief Risk Officer for Royal Bank of Scotland (RBS) from 2013,

having joined in 2010 as the Deputy Chief Risk Officer. David has also previously held other

senior roles at both retail and investment banks in the UK, USA, Hong Kong and Australia,

including serving as Chief Risk Officer at ANZ and Chief Credit Officer at Credit Suisse

Financial Products.

David has a Bachelor of Business in Banking and Finance from Monash University and is a

Board member of the International Financial Risk Institute.

DAVID M

C

LEAN

LLB (Hons.)

Age: 62

CHRISTINE PARKER

BGDipBus (HRM)

Age: 60

MICHAEL ROWLAND

B.Comm, FCA

Age: 59

DAVID STEPHEN

BBus

Age: 56

GROUP EXECUTIVE, CUSTOMER & CORPORATE RELATIONS

Carolyn was appointed as Westpac’s Group Executive responsible for customer and corporate

relations in May 2018. This division originally brought together management of the Group’s

customer resolution of complaints, alongside the functions responsible for reputation, corporate

affairs, communications and sustainability. During the year, Carolyn assumed responsibility for

the Customer Advocate function as well as the Group’s Customer Outcomes and Risk Excellence

Program, a program to improve risk culture, governance and accountability. From 1 November

2020, the division will also include Westpac Group’s customer remediation function. Carolyn joined

Westpac in 2013, as General Manager, Corporate Affairs and Sustainability.

Prior to joining Westpac, Carolyn spent 13 years at Insurance Australia Group in various positions,

including Group General Manager, Corporate Affairs and Investor Relations. She began her career in

consulting and has extensive in-house and consulting experience in financial services.

CAROLYN M

C

CANN

BBus (Com), BA,

GradDipAppFin, GAICD

Age: 48

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63
WESTPAC GROUP 2020 ANNUAL REPORT

GROUP EXECUTIVE, FINANCIAL CRIME, COMPLIANCE AND CONDUCT

Les was appointed Group Executive, Financial Crime, Compliance and Conduct in June 2020.

In this newly created role, Les is responsible for overseeing and strengthening the governance

and management of these risks.

Les has over 25 years’ executive experience across transformation and program delivery, risk

and governance, operations and line management. Joining Westpac in 2008, Les has held a

variety of senior roles including Chief Operating Officer, Consumer Division and Chief Risk

Officer, BT Financial Group. Prior to Westpac, Les was Group Executive for External Funds at

Investa Property Group and Chief Executive for Gaming at TAB Limited. Les commenced his

career as a solicitor at the legal firm Freehills.

Les holds a Bachelor of Commerce and a Bachelor of Laws with Honours, both from

University of Queensland.

ACTING GROUP EXECUTIVE, ENTERPRISE SERVICES

Alastair was appointed Acting Group Executive, Enterprise Services in December 2019. His role

is designed to accelerate the delivery of the Group’s Service Revolution and provides services

to support the Group’s operating businesses. Alastair’s responsibility also includes banking

operations, advice and group remediation, procurement, property and enterprise investments.

Alastair holds more than 30 years’ experience in banking in the UK, New Zealand and Australia.

Since joining Westpac NZ in 1992, he has held a variety of roles from relationship management

through to leadership positions for BT Financial Group, Group Customer Transformation and

Business Banking.

Prior to his current appointment, Alastair was Acting Chief Executive, Business.

CHIEF EXECUTIVE, SPECIALIST BUSINESSES, STRATEGY & TRANSFORMATION

Jason was appointed Chief Executive, Specialist Businesses in May 2020.

He is responsible for Group Strategy, Transformation Office and Corporate & Business

Development. He is also accountable for the Strategic Reviews and potential divestments of the

Group’s Specialist Businesses. Specialist Businesses support customers with wealth needs including

Life and General Insurance, Superannuation and Platforms and Investments as well as Auto Finance

and Pacific banking. Most recently, Jason was Chief Executive Officer NewCo, CBA, where he was

appointed to lead the demerger of its wealth management and mortgage broking businesses. Prior

to that, he was Chief Executive Officer & Managing Director, SocietyOne, an early financial services

disrupter and consumer finance marketplace lender. Jason was previously with the Westpac Group

for more than 20 years, holding a number of senior positions including Group Executive, Westpac

Retail & Business Banking, and a range of senior executive positions in BT Financial Group.

ACTING CHIEF EXECUTIVE, WESTPAC INSTITUTIONAL BANK

Curt was appointed Acting Chief Executive, Westpac Institutional Bank in July 2020. He is

responsible for Westpac’s global relationships with corporate, institutional and government clients

as well as all products across financial and capital markets, transactional banking, structured

finance and working capital payments. He is also responsible for Westpac’s offices and branches

in Asia, London and New York. Curt joined Westpac in 1995 and was appointed Group Treasurer

in 2004 where he oversaw treasury operations, Group liquidity and Global wholesale funding

across all products, including securitisation, covered bonds and other structured products,

capital securities and unsecured issuance. He was also responsible for all on-balance-sheet risk

management, as well as management of the Group’s balance sheet, including capital planning and

execution and meeting the Group’s liquidity and funding regulatory requirements. Prior to this,

Curt held several roles including Deputy Group Treasurer and Head of Treasury Risk. Before joining

Westpac, Curt spent seven years at Household International in Chicago and Sydney in various

treasury-related roles, including risk management, funding and asset and liability management.

LES VANCE

BCom, LLB (Hons)

Age: 50

ALASTAIR WELSH

MBA, BCA, CA

Age: 55

JASON YETTON

B.Comm (Finance &

Mktg), GradDipAppFin

Age: 49

CURT ZUBER

BA, MBA

Age: 55

CHIEF INFORMATION OFFICER (ACTING)

Gary has held a number of Group Executive roles across the Group. He was appointed Chief

Information Officer (Acting) in 2020. Before this, he was Chief Financial Officer (Acting) from

December 2019 to August 2020. He has also held the roles of Chief Operating Officer and

Group Executive, Strategy & Enterprise Services.

Before joining Westpac in 2008, Gary held several senior finance roles at Commonwealth

Bank of Australia (CBA) including Deputy CFO and CFO Retail Bank. He has over 20 years’

experience in financial services, covering finance, M&A and large-scale program delivery.

He commenced his career at Deloitte Touche Tohmatsu.

Gary has a Bachelor of Economics and a Post Graduate Diploma in Accounting from Flinders

University of South Australia and is a Fellow of the Institute of Chartered Accountants.

GARY THURSBY

BEc, DipAcc, FCA

Age: 58

1 STRATEGIC REVIEW

2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

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64WESTPAC GROUP 2020 ANNUAL REPORT
Directors’ report

3. Operating and financial review

a) Principal activities

The principal activities of the Group during the

financial year ended 30 September 2020 were the

provision of financial services including lending, deposit

taking, payments services, investment platforms,

superannuation and funds management, insurance

services, leasing finance, general finance, interest rate

risk management and foreign exchange services.

From 30 June 2019 and 30 September 2019 respectively,

Westpac ceased to provide personal financial advice

through its salaried BT Financial Group planners or its

authorised representatives. Other than this change, there

have been no significant changes in the nature of the

principal activities of the Group during 2020.

b) Operations and financial performance

The net profit attributable to owners of Westpac

Banking Corporation for 2020 was $2,290 million, a

decrease of $4,494 million or 66% compared to 2019.

Key features of this result were:

• Net interest income decreased $211 million or 1%

compared to 2019 predominantly due to a decrease

in net interest margin of 9 basis points to 2.03%.

The movement in net interest income is attributable

to the impact of:

–lower rates on average interest earning assets

exceeding benefits from the decrease in

the Group’s funding costs, which includes

movements in economic hedges; and

–lower charges for estimated customer refunds

and payments than in 2019.

• In aggregate, non-interest income decreased

$255 million compared to 2019 mainly due to:

–a decrease in net wealth and insurance income

due to lower rates, asset impairment and severe

weather events resulting in higher claims; and

–a decrease in net fee income from lower

customer activities and fee waivers; partially

offset by

–a lower charge for estimated customer refunds

and payments compared to 2019; and

–the realisation of a gain upon the derecognition

of an associate.

• Operating expenses increased $2,633 million or

26% compared to 2019. The rise was mainly due to:

–costs associated with AUSTRAC proceedings

including a provision for penalty;

–customer service costs associated with

responding to COVID-19; and

–asset impairments, and an increase in

amortisation and impairment of capitalised

software; partially offset by provisions for Wealth

restructuring in 2019.

• Impairment charges were $2,384 million higher

compared to 2019 reflecting the deterioration in

the economy as a result of the COVID-19 pandemic

which has led to a significant increase in the

expected credit losses. Asset quality deteriorated,

with stressed exposures as a percentage of total

committed exposures at 1.91%, up 71 basis points

compared to 2019.

The effective tax rate of 46.3% was higher than 2019’s

effective tax rate of 30.4% predominantly due to both

the provision for the AUSTRAC penalty and goodwill

impairment being non deductible.

A review of the operations of the Group and its

divisions and their results for the financial year

ended 30 September 2020 is set out in Section 2

of the Annual Report under the sections ‘Review of

Group operations’ (see pages 117 to 130), ‘Divisional

performance’ (see pages 131 to 143) and ‘Risk and risk

management’ (see pages 144 to 163), which form part

of this report.

Further information about our financial position and

financial results is included in the financial statements in

Section 3 of this Annual Report (see pages 167 to 320),

which form part of this report.

c) Dividends

Since 30 September 2020, Westpac has announced a

final ordinary dividend of 31 cents per Westpac ordinary

share, totalling approximately $1,120 million for the year

ended 30 September 2020. The dividend will be fully

franked and will be paid on 18 December 2020.

No interim ordinary dividend was paid for the half year

ended 31 March 2020.

Further, in respect of the year ended 30 September

2019, a fully franked final dividend of 80 cents per

ordinary share totalling $2,791 million was paid on

20 December 2019. The payment comprised direct cash

disbursements of $2,518 million with $273 million, being

reinvested by participants through the DRP.

New shares were issued under the DRP for the 2019

final ordinary dividend.

Directors’ report

1 STRATEGIC REVIEW
2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

65WESTPAC GROUP 2020 ANNUAL REPORT

Directors’ report

d) Significant changes in state of affairs and events

during and since the end of the 2020 financial year

Throughout the financial year ended 30 September

2020, the Group has operated in a challenging

environment, including as a result of the COVID-19

pandemic which has had a significant and adverse

impact on the Australian and global economy and our

business, financial performance, customers and people,

as well as AUSTRAC’s Statement of Claim and matters

relating to those proceedings (refer to ‘AUSTRAC

proceedings overview’ section for more details (see

page 22)).

In this environment, significant changes in the state of

affairs of the Group were:

• implementing a range of initiatives to support

certain customers impacted by the COVID-19

pandemic, such as lowering interest rates on

certain products, waiving certain fees, providing

special loans to support customers to manage their

cash flow and granting deferrals of mortgage and

business loan repayments;

• modifying our operations in response to the material

restrictions which have been implemented by the

Australian, State and Territory governments as a

result of the COVID-19 pandemic;

• the filing of proceedings by AUSTRAC against

Westpac in November 2019 in relation to alleged

contraventions of the Anti-Money Laundering

and Counter-Terrorism Financing Act 2006 (Cth),

reaching an agreement with AUSTRAC to resolve

these proceedings and raising a provision for

a penalty of $1.3 billion. ASIC also continues to

conduct an extensive investigation into matters

related to the AUSTRAC proceedings;

• reassessing our Culture, Governance and

Accountability assessment at the request of APRA

and commencing the CORE program;

• implementing a number of multi-year programs (in

addition to the CORE program) that seek to address

identified shortcomings and significantly improve

Westpac’s management of risks;

• making changes to the Westpac Board and

Executive Team, including the appointment of a new

Chairman and Chief Executive Officer;

• establishing the Specialist Businesses division

which has completed a strategic review of certain

businesses to simplify Westpac’s portfolio;

• launching our new Lines of Business operating

model to clarify responsibility and accountability for

end-to-end performance; and

• ongoing regulatory changes and developments,

which have included changes relating to financial

services, access to data, hardship reporting

requirements and other regulatory requirements.

For a discussion of these matters, please refer to

‘Significant developments’ in Section 1 of the Annual

Report, which forms part of this report (see pages

102 to 108).

Other than set out above, the Directors are not aware

of any other matter or circumstance that has occurred

since 30 September 2020 that has significantly affected

or may significantly affect the operations of the Group,

the results of these operations or the state of affairs of

the Group in subsequent financial years.

e) Business strategies, developments and expected

results

Our business strategies, prospects and likely major

developments in the Group’s operations in future

financial years and the expected results of those

operations are discussed in the Strategic report (see

pages 1 to 55 and in ‘Significant developments’ in

Section 1 of the Annual Report (see pages 102 to 108),

which forms part of this report.

Further information on our business strategies and

prospects for the future financial years and likely

developments in our operations and the expected

results of operations have not been included in this

report because the Directors believe it would be likely

to result in unreasonable prejudice to us.

f) Risks to our financial performance, position and

our operations

Our financial position, our future financial results, our

operations and the success of our strategy are subject

to a range of risks. These risks are set out and discussed

in Section 2 of this Annual Report under the section

‘Risk and risk management’, which forms part of this

report (see pages 144 to 163).

66WESTPAC GROUP 2020 ANNUAL REPORT
Directors’ report

4. Directors’ interests

a) Directors’ interests in securities

The following particulars for each Director are set out in the Remuneration Report in Section 10 of the Directors’

report for the year ended 30 September 2020 and in the tables below:

• their relevant interests in our shares or the shares of any of our related bodies corporate;

• their relevant interests in debentures of, or interests in, a registered scheme made available by us or any of our

related bodies corporate;

• their rights or options over shares in, debentures of, or interests in, any registered scheme made available by us

or any of our related bodies corporate; and

• any contracts:

–to which the Director is a party or under which they are entitled to a benefit; and

–that confer a right to call for or deliver shares in, debentures of, or interests in, a registered scheme made

available by us or any of our related bodies corporate.

Directors’ interests in Westpac and related bodies corporate as at 1 November 2020

Number of Relevant

Interests in Westpac

Ordinary Shares

Number of Westpac

Share Rights

Westpac Banking Corporation

Current Directors

John McFarlane10,000-

Peter King131,886

1

346,795

2

Nerida Caesar13,583-

Alison Deans15,632-

Craig Dunn15,009-

Steven Harker11,605-

Chris Lynch13,090

3

-

Peter Marriott22,110-

Peter Nash15,260-

Margaret Seale22,960

4

-

Former Directors

Lindsay Maxsted25,592

5

-

5

Brian Hartzer130,545

6

-

6

Ewen Crouch79,690

7

-

7

Anita Fung-

8

-

8

1. Peter King’s interest in Westpac ordinary shares includes 23,697 restricted shares held under the Restricted Share Plan.

2. Share rights issued under the Long Term Variable Reward Plan.

3. Chris Lynch and his related bodies corporate also hold relevant interests in 1,137 Westpac Capital Notes 5.

4. Margaret Seale and her related bodies corporate also hold relevant interests in 3,220 Westpac Capital Notes 2.

5. Figure displayed is as at Lindsay Maxsted’s retirement date of 31 March 2020.

6. Figure displayed is as at Brian Hartzer’s retirement date of 2 December 2019.

7. Figure displayed is as at Ewen Crouch’s retirement date of 12 December 2019. Ewen Crouch and his related bodies corporate also held

relevant interests in 250 Westpac Capital Notes 2 as at 12 December 2019.

8. Figure displayed is at Anita Fung’s retirement date of 31 March 2020.

Note: Certain subsidiaries of Westpac offer a range of registered schemes. The Directors from time to time invest in these schemes and are

required to provide a statement to the ASX when any of their interests in these schemes change. ASIC has exempted each Director from

the obligation to notify the ASX of a relevant interest in a security that is an interest in BT Cash Management Trust (ARSN 087 531 539),

BT Premium Cash Fund (ARSN 089 299 730), Westpac Cash Management Trust (ARSN 088 187 928) or Advance Cash Multi-Blend Fund

(ARSN 094 113 050).

1 STRATEGIC REVIEW
2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

67WESTPAC GROUP 2020 ANNUAL REPORT

Directors’ report

b) Indemnities and insurance

Under the Westpac Constitution, unless it is forbidden

or would be made void by statute, we indemnify any

person who is or has been a Director or Company

Secretary of Westpac and of each of our related bodies

corporate (except related bodies corporate listed on

a recognised stock exchange), any person who is or

has been an employee of Westpac or our subsidiaries

(except subsidiaries listed on a recognised stock

exchange), and any person who is or has been acting as

a responsible manager under the terms of an Australian

Financial Services Licence of any of Westpac’s wholly-

owned subsidiaries against every liability (other than a

liability for legal costs) incurred by each such person

in their capacity as director, company secretary,

employee or responsible manager, as the case may be;

and all legal costs incurred in defending or resisting

(or otherwise in connection with) proceedings, whether

civil or criminal or of an administrative or investigatory

nature, in which the person becomes involved because

of that capacity.

Each of the Directors named in this Directors’ report

and the Company Secretary of Westpac has the benefit

of this indemnity.

Consistent with shareholder approval at the 2000

Annual General Meeting, Westpac has entered into

a Deed of Access and Indemnity with each of the

Directors, which includes indemnification in identical

terms to that provided in the Westpac Constitution.

Westpac also executed a deed poll in September 2009

providing indemnification equivalent to that provided

under the Westpac Constitution to individuals who are

or have been acting as:

• statutory officers (other than as a director) of

Westpac;

• directors and other statutory officers of wholly-

owned subsidiaries of Westpac; and

• directors and statutory officers of other nominated

companies as approved by Westpac in accordance

with the terms of the deed poll and Westpac’s

Contractual Indemnity Policy.

Some employees of Westpac’s related bodies corporate

and responsible managers of Westpac and its related

bodies corporate are also currently covered by a deed

poll that was executed in November 2004, which is on

similar terms to the September 2009 deed poll.

The Westpac Constitution also permits us, to the extent

permitted by law, to pay or agree to pay premiums for

contracts insuring any person who is or has been a

Director or Company Secretary of Westpac or any of

its related bodies corporate against liability incurred by

that person in that capacity, including a liability for legal

costs, unless:

• we are forbidden by statute to pay or agree to pay

the premium; or

• the contract would, if we paid the premium, be

made void by statute.

Under the September 2009 deed poll, Westpac also

agrees to provide directors’ and officers’ liability

insurance to Directors of Westpac and Directors of

Westpac’s wholly-owned subsidiaries (except wholly-

owned subsidiaries listed on a recognised stock

exchange).

For the year ended 30 September 2020, the Group has

insurance cover which, in certain circumstances, will

provide reimbursement for amounts which we have to

pay under the indemnities set out above. That cover

is subject to the terms and conditions of the relevant

insurance, including but not limited to the limit of

indemnity provided by the insurance. The insurance

policies prohibit disclosure of the premium payable and

the nature of the liabilities covered.

c) Share rights outstanding

As at the date of this report there are 3,154,553 share

rights outstanding in relation to Westpac ordinary

shares. The latest dates for exercise of the share rights

range between 1 October 2021 and 1 July 2035.

Holders of outstanding share rights in relation to

Westpac ordinary shares do not have any rights under

the share rights to participate in any share issue or

interest of Westpac or any other body corporate.

d) Proceedings on behalf of Westpac

No application has been made and no proceedings have

been brought or intervened in, on behalf of Westpac

under section 237 of the Corporations Act.

68WESTPAC GROUP 2020 ANNUAL REPORT
Directors’ report

5. Environmental disclosure

As part of our 2020 Sustainability Strategy, we have set

targets for our environmental performance to 2020.

The Westpac Group’s environmental framework is made

up of:

• our Westpac Group Environment Policy;

• our Sustainability Risk Management Framework;

• our Climate Change Position Statement and 2023

Action Plan;

• our Responsible Sourcing Code of Conduct; and

• public reporting of our environmental performance.

We also participate in a number of voluntary initiatives

including the Dow Jones Sustainability Index, CDP

(formerly known as the Climate Disclosure Project),

the Equator Principles, the Principles for Responsible

Banking, the Principles for Responsible Investment, the

United Nations Global Compact, the RE100 and the

Australian Government Climate Active Carbon Neutral

Standard.

The National Greenhouse and Energy Reporting Act

2007 (NGER) came into effect in September 2007.

TheGroup reports on greenhouse gas emissions, energy

consumption and production under the NGER for the

period 1 July through 30 June each year.

Our operations are not subject to any other significant

environmental regulation under any law of the

Commonwealth of Australia or of any state or territory

of Australia. We may, however, become subject to

environmental regulation as a result of our lending

activities in the ordinary course of business and we

have policies in place to ensure that this potential risk is

addressed as part of our normal processes.

We are not aware of the Group incurring any material

liability (including for rectification costs) under any

environmental legislation.

Westpac has reported its performance against its

2020 Sustainability Strategy and provides an update

in the section titled ‘climate change’ in Section 1 of this

Annual Report. This section also includes disclosures

aligned to the recommendations of the Task Force on

climate-related Financial Disclosures (TCFD) (see pages

34 to 51).

Additional information about our environmental

performance, including information on our climate

change approach, details of our greenhouse gas

emissions profile and environmental footprint, and

progress against our environmental targets and carbon

neutral program are available on our website at https://

www.westpac.com.au/about-westpac/sustainability/.

6. Human rights supply chain disclosure

Westpac’s overall approach to human rights is set out in

our Human Rights Position Statement. Our Responsible

Sourcing Program, including the Responsible Sourcing

Code of Conduct and risk assessment methodology is

the primary framework for managing human rights in

our supply chain.

The Group is subject to the United Kingdom’s

Transparency in Supply Chains provisions under the

Modern Slavery Act 2015, which came into effect in

March 2015. Westpac publishes an annual statement

for the year ended 30 September to disclose the steps

taken during the year to help prevent modern slavery

from occurring within the Group’s operations and

supply chain.

The Group is subject to the Commonwealth of

Australia’s Modern Slavery Act 2018 (Cth), with the first

reporting year being 2020 and the first report being

due six months from the end of 30 September 2020.

Reporting under the Australia’s Modern Slavery Act

2018 (Cth) will satisfy our requirements to report under

the UK’s Modern Slavery Act 2015.

7. Rounding of amounts

Westpac is an entity to which ASIC Corporations

Instrument 2016/191 dated 24 March 2016, relating

to the rounding of amounts in directors’ reports and

financial reports, applies. Pursuant to this Instrument,

amounts in this Directors’ report and the accompanying

financial report have been rounded to the nearest

million dollars, unless indicated to the contrary.

8. Political engagement

In line with Westpac policy, no cash donations were

made to political parties during the financial year ended

30 September 2020.

In Australia, political expenditure for the financial year

ended 30 September 2020 was $141,495. This relates

to payment for participation in legitimate political

activities where they were assessed to be of direct

business relevance to Westpac. Such activities include

business observer programs attached to annual party

conferences, policy dialogue forums and other political

functions, such as speeches and events with industry

participants.

In New Zealand, political expenditure for the financial

year ended 30 September 2020 was NZD$9,175.

1 STRATEGIC REVIEW
2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

69WESTPAC GROUP 2020 ANNUAL REPORT

Directors’ report

9. Directors’ meetings

Each Director attended the following meetings of the Board and Committees of the Board during the financial

year ended 30 September 2020. This table shows membership of standing Committees of the Board that operated

during the year ended 30 September 2020. From time to time the Board may form other committees or request

Directors to undertake specific extra duties.

Notes

Board

(Scheduled)

Board

(Un-

scheduled)

1

Audit

Committee

Risk

Committee

2

Legal,

Regulatory

&

Compliance

Committee

2

Nominations

&

Governance

Committee

3

Remuneration

Committee

Technology

Committee

Financial

Crime

Committee

4

Number of meetings

held during the year

DirectorABABABABABABABABAB

John McFarlane5441010n/an/a22n/an/a22n/an/an/an/an/an/a

Peter King6661212n/an/an/an/an/an/an/an/an/an/a33n/an/a

Nerida Caesar7772019n/an/a4433n/an/an/an/a4488

Alison Deans8772020n/an/a55

n/an/a446644n/an/a

Craig Dunn9772019n/an/a55n/an/a4466n/an/an/an/a

Steven Harker10772020554433n/an/an/an/an/an/a88

Christopher Lynch111133n/an/an/an/an/an/an/an/an/an/an/an/an/an/a

Peter Marriott1277202055553344n/an/a44n/an/a

Peter Nash1377202055553333n/an/an/an/a88

Margaret Seale14772020n/an/a4433n/an/a66n/an/a88

Former DirectorABA

BABABABABABABAB

Lindsay Maxsted154411112233n/an/a22n/an/an/an/an/an/a

Brian Hartzer161188n/an/an/an/an/an/an/an/an/an/a11n/an/a

Ewen Crouch1722991111n/an/a1111n/an/an/an/a

Anita Fung18431110n/an/a32n/an/an/an/an/an/an/an/an/an/a

A – Meetings eligible to attend as a member B – Meetings attended as a member

Unless otherwise stated, each Director has been a member, or the Chairman, of the relevant Committee for the

whole of the period from 1 October 2019.

1 Out of cycle Board meetings typically called for a special purpose that do not form part of the Board’s forward agenda.

2 Prior to 1 June 2020, the Board Risk Committee was known as the Board Risk & Compliance Committee. On 1 June 2020, the roles and

responsibilities of the Board Risk & Compliance Committee were revised, and the committee was renamed the Board Risk Committee.

At the same time, the Board established the Board Legal, Regulatory and Compliance Committee, which is a sub-committee of the

Board Risk Committee.

3 On 1 July 2020, the roles and responsibilities of the Board Nominations Committee were revised, and the committee was renamed the

Board Nominations & Governance Committee.

4 The Board Financial Crime Committee was established on 27 November 2019 and was dissolved on 1 June 2020 with its responsibilities

assumed by the Board Legal, Regulatory & Compliance Committee.

5 John McFarlane was appointed as a Director and member of the Board Risk Committee on 17 February 2020. He was appointed as

Board Chairman and Chairman of the Board Nominations & Governance Committee on 1 April 2020. He ceased as a member of the

Board Risk Committee on 1 June 2020.

6 Peter King was appointed as a Director and a member of the Board Technology Committee on 2 December 2019.

7 Nerida Caesar was appointed a member of the Board Financial Crime Committee on 27 November 2019. Nerida was also appointed

a member of the Board Legal, Regulatory & Compliance Committee on 1 June 2020 and ceased as a member of both the Board Risk

Committee and Board Financial Crime Committee on 1 June 2020. Member of the Board Technology Committee.

8 Chairman of the Board Technology Committee. Member of the Board Nominations & Governance Committee, Board Remuneration

Committee and the Board Risk Committee.

9 Chairman of the Board Remuneration Committee. Member of the Board Risk Committee and the Board Nominations &

Governance Committee.

10 Steven Harker was appointed a member of the Board Financial Crime Committee on 27 November 2019. He was also appointed a

member of the Board Legal, Regulatory & Compliance Committee and ceased as a member of both the Board Risk Committee and

Board Financial Crime Committee on 1 June 2020. Member of the Board Audit Committee.

11 Christopher Lynch was appointed as a Director and member of the Board Risk Committee and Board Audit Committee on

1 September 2020.

12 Peter Marriott ceased as Chairman of the Board Audit Committee on 12 December 2019. He was appointed as Chairman of the Board

Risk Committee on 12 December 2019. He was also appointed a member of the Board Legal, Regulatory & Compliance Committee on

1 June 2020. Member of Board Technology Committee and Board Nominations & Governance Committee.

13 Peter Nash was appointed as Chairman of the Board Financial Crime Committee on 27 November 2019. Peter Nash was appointed as

Chairman of the Board Audit Committee and a member of the Board Nominations & Governance Committee on 12 December 2019.

He was also appointed as Chairman of the Board Legal, Regulatory & Compliance Committee and ceased as Chairman of the Board

Financial Crime Committee on 1 June 2020 when that Committee was dissolved.

14 Margaret Seale was appointed a member of the Board Financial Crime Committee on 27 November 2019. She was also appointed a

member of the Board Legal, Regulatory & Compliance Committee and ceased as a member of both the Board Risk Committee and

Board Financial Crime Committee on 1 June 2020. Member of the Remuneration Committee.

15 Lindsay Maxsted retired from the Board and its Committees on 31 March 2020.

16 Brian Hartzer retired from the Board and its Committees on 2 December 2019.

17 Ewen Crouch retired from the Board and its Committees on 12 December 2019 at the completion of the 2019 Annual General Meeting.

18 Anita Fung retired from the Board and its Committees on 31 March 2020.

70WESTPAC GROUP 2020 ANNUAL REPORT
Directors’ report

Remuneration consequences for the AUSTRAC

matters

In June 2020, Westpac released the results of its

investigation into the Anti-Money Laundering and

Counter-Terrorism Financing (AML/CTF) compliance

issues that related to the AUSTRAC Statement of Claim

in November 2019. The consequences for the issues

included remuneration impacts and disciplinary actions.

While most remuneration consequences were applied

after the review of management accountability, there

were also remuneration adjustments applied in 2019

prior to the receipt of the AUSTRAC Statement of Claim

based on the information known by the Board at the

time.

As communicated to shareholders last year, we

implemented enhanced remuneration adjustment

guidelines as part of our response to the first strike.

These guidelines were used to support the Board’s

decision making during the year.

In summary, remuneration consequences were

applied to 38 individuals reflecting the level of direct

management responsibility or accountability and the

level of culpability for the compliance failures.

In addition, as the issues took place over many years, a

number of relevant individuals had since left Westpac’s

employment. For most of these former employees, a

remuneration adjustment was not possible as they did

not have unvested deferred variable reward on foot.

In aggregate, the amount of remuneration

consequences applied was $20.1 million

1

. This included

cancelling 2020 short term variable reward (STVR)

for the Group Executive team and, in some instances,

adjusting prior year awards that had yet to vest. Further

detail is set out in Section 3.1 of the Report.

10. Remuneration Report

Letter from the Chairman of the Board Remuneration Committee

Directors’ report

Dear shareholders,

On behalf of the Board, I am pleased to present

Westpac’s 2020 Remuneration Report.

Group performance and strategic priorities

2020 was a challenging year for Westpac, our

shareholders, employees, customers and the

communities in which we operate.

In particular, the sharp contraction in economic activity,

low interest rates and higher impairment charges

resulting from COVID-19 have impacted earnings. In

addition, the AUSTRAC matters and other remediation

costs further impacted financial performance.

The Board acknowledges the impact on shareholders

including the reduction in dividends. We recognise that

you felt deeply let down by the AUSTRAC matters. We

have taken action in response and we are committed to

doing better.

While the impacts of COVID-19 continue, the measures

we have put in place have allowed us to help our

customers and to keep credit flowing. Despite the

ongoing uncertainty, our balance sheet remains strong

and we have maintained our capital position and

liquidity ratios above regulatory requirements.

Importantly, the Group’s purpose and strategy have

been reset and clear priorities have been established.

Our transformation plans are underway with refreshed

leadership, changes in strategy and a detailed

program to address the Group’s shortcomings in risk

management.

Remuneration decisions will continue to play a key role

in supporting the changes underway.

2020 was

a challenging

year and we are

committed to

doing better

1. Includes the forfeiture of unvested STVR and LTVR for the former CEO as well as a range of downward remuneration adjustments, in

part or in full, to current and former executives and employees. Equity-based awards were valued using the five day volume weighted

average price (VWAP) of a Westpac share up to and including the date of receipt of the AUSTRAC Statement of Claim on 20 November

2019 ($26.20) and applying a 50% discount for LTVR subject to performance conditions. The cancellation of 2020 STVR for the CEO

and Group Executives was valued at 50% of target opportunity as at 2 April 2020.

1 STRATEGIC REPORT
2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

71WESTPAC GROUP 2020 ANNUAL REPORT

Directors’ report

Directors’ report

2020 remuneration outcomes

This year’s remuneration decisions, and the discretion

applied by the Board, reflect performance and risk

outcomes along with the outcomes experienced by

our stakeholders and feedback from the second strike

against the 2019 Remuneration Report.

In summary, key remuneration outcomes for 2020

include:

• Reductions in the value of 2020 Long Term

Variable Reward (LTVR) opportunity for the CEO

and Group Executives reflecting the change in

allocation methodology from a fair value to a face

value approach when determining the quantum of

performance share rights;

• The new CEO’s total target remuneration is 10.7%

lower than that of his predecessor whose total

target remuneration was reduced by 23% in October

2019;

• The cancellation of 2020 STVR for the CEO and

Group Executives to demonstrate collective

accountability for the financial crime outcomes in

Westpac’s businesses that led to the AUSTRAC

proceedings;

• Additional remuneration consequences were

applied to four Group Executives, including current

and former executives, for the AUSTRAC matters,

in addition to a range of other remuneration

consequences for other current and former

employees;

• The 2020 variable reward pool for the Group was

reduced by $139 million year on year, noting the

2019 pool was also significantly reduced;

• 2020 STVR for General Managers was cancelled in

light of performance and a challenging environment

created by COVID-19; and

• The 2017 LTVR lapsed in full for the fifth consecutive

year.

Second strike

At the 2019 Annual General Meeting, 35.9% of

shareholder votes were cast against the 2019

Remuneration Report resulting in a strike for a second

year in a row.

The second strike was a disappointing outcome

for the Board, particularly in light of the changes

made in response to the first strike against the 2018

Remuneration Report.

These included reducing total target remuneration

by 23% for the former CEO and 12.5% for Group

Executives for 2020 to reflect changes in the LTVR

allocation methodology, as well as applying downward

remuneration adjustments in light of material risk and

compliance matters.

In addition, the CEO’s 2019 STVR outcome was zero

as was the case for the former Chief Executive, BT

Financial Group and the former Chief Executive,

Consumer. Non-executive Director base fees for 2019

were also reduced by 20% as a one-off measure.

While most shareholders voted in favour of the report,

feedback we received from shareholders in relation to

the 2019 Remuneration Report included:

• discontent with the AUSTRAC Statement of Claim;

• negative sentiment following the reduction

in dividends in 2019 and overall poor Group

performance, including significant remediation

provisions for 2019; and

• a lack of support for 2019 STVR outcomes.

In 2020, the Chairman and I continued our consultation

with shareholders and shareholder advisory groups to

better understand shareholder views and to act on their

feedback.

This feedback has informed the decisions we have

made on remuneration outcomes throughout the year.

Leadership renewal

The leadership of the Group has changed significantly

since 2019.

Board changes

Lindsay Maxsted, Ewen Crouch, and Anita Fung retired

as Directors during the year and Alison Deans will retire

following the 2020 Annual General Meeting.

Chris Lynch and Michael Hawker were appointed to the

Board, in September and November 2020 respectively,

and we expect to appoint two more Board Directors in

the new year. All four appointments will diversify and

add to the Board’s skills.

The Board made changes to the structure of

its Committees. This included establishing a

Board Financial Crime Committee to oversee the

implementation of Westpac’s enhanced financial crime

program. The Board Legal, Regulatory & Compliance

Committee then replaced the Board Financial Crime

Committee.

Executive changes

Following Brian Hartzer stepping down from the role of

CEO, Peter King was appointed as Acting CEO effective

2 December 2019. Peter King was later appointed as

Managing Director & CEO on a permanent basis on 2

April 2020.

There have also been changes to executive Key

Management Personnel (KMP) including:

• Permanent appointments: Guil Lima (Chief

Executive, Business), Michael Rowland (Chief

Financial Officer), Les Vance (Group Executive,

Financial Crime, Compliance & Conduct) and Jason

Yetton (Chief Executive, Specialist Businesses,

Strategy & Transformation);

• Acting appointments and other changes: Richard

Burton (Acting Chief Executive, Consumer); Gary

Thursby (Acting Chief Financial Officer and later

the Acting Chief Information Officer); Alastair Welsh

(Acting Group Executive, Enterprise Services); Curt

Zuber (Acting Chief Executive, Westpac Institutional

Bank) and Rebecca Lim (Group General Counsel &

Enterprise Executive);

• Resignations: Craig Bright (Chief Information

Officer) and David Lindberg (Chief Executive,

Consumer); and

• Retirement: Lyn Cobley (Chief Executive, Westpac

Institutional Bank).

72WESTPAC GROUP 2020 ANNUAL REPORT
Directors’ report

A summary of remuneration decisions and outcomes

for 2020 is set out following this letter, along with

a summary of executive appointment and exit

arrangements.

In addition, we announced executive changes for 2021

including:

• Anthony Miller was appointed as Chief Executive,

Westpac Institutional Bank and Curt Zuber will retire;

• Chris de Bruin was appointed as Chief Executive,

Consumer;

• Scott Collary was appointed as Chief Operating

Officer and will bring together the Group Operations

and Group Technology divisions; and

• Gary Thursby will act as Chief Information Officer

until Scott Collary commences.

Other changes for 2021

The Board reviewed the LTVR performance hurdle

for 2021 and determined to reduce the number of

companies in the comparator group from 10 to 8

companies to provide a more focused and equally

weighted peer group.

In line with market practice, a percentile ranking vesting

schedule will also replace the composite index. Further

detail is set out in Section 4.2 of the Report.

Review of the executive remuneration structure

The Group commenced a review of the executive

remuneration structure and intends to implement

changes in 2022.

In addition to complying with APRA’s proposed

Prudential Standard CPS 511 (Remuneration), the key

objective supporting the review is to place greater

emphasis on rewarding long term, rather than

short term, achievement. The need to focus on the

longer term outcomes was highlighted during the

Royal Commission and aligns with feedback from

shareholders and regulators.

It is also important that the new structure assists in

attracting and retaining executive talent to deliver

on Westpac’s strategy in an intensely competitive

international market. We look forward to engaging with

shareholders in 2021 on the review.

On behalf of the Board, I invite you to read our

Remuneration Report and welcome your feedback. I

hope you find the summaries on the following pages to

be a useful reference when reading the broader Report.

Craig Dunn, Chairman

Board Remuneration Committee

In this Report

1. Key Management Personnel 75

2. Summary of the 2020 executive remuneration framework 76

3. 2020 remuneration outcomes and alignment to performance 78

4. Further detail on the executive variable reward structure 85

5. Remuneration governance 88

6. Non-executive Director remuneration 90

7. Statutory remuneration details 92

1 STRATEGIC REPORT
2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

73WESTPAC GROUP 2020 ANNUAL REPORT

Directors’ report

Chief

Executive

Officer

• As part of his permanent appointment, the CEO’s target remuneration package for 2020 included fixed

remuneration of $2,400,000, target STVR of $2,400,000 (which may be awarded at between 0% and

150% of target depending on performance) and LTVR of $3,200,000. This represents a 10.7% reduction

relative to the former CEO, whose total target remuneration was reduced by 23% in October 2019.

• The CEO’s 2020 STVR outcome is zero.

• The 2017 LTVR outcome is zero. The LTVR lapsed in full because the relative TSR and cash ROE

performance hurdles were not achieved.

• In 2020, the CEO received $2.12 million in fixed remuneration and $0.29 million in deferred STVR

awarded in prior years that vested during the year, equalling $2.41 million in total realised remuneration

(i.e. take home pay). This outcome is 44% of the maximum remuneration he could have received for

the year.

Group

Executives

• No Group Executive will receive a STVR award for 2020, reflecting collective accountability for the

financial crime outcomes in Westpac’s businesses that led to the AUSTRAC proceedings. This applies

to Group Executives who joined the Group during the year and Acting Group Executives.

• The Board’s assessment of accountability and responsibility for the allegations in the AUSTRAC

Statement of Claim also resulted in two current Group Executives having their 2019 STVR outcome

reduced. One former Group Executive had all of their STVR from 2019 and prior years reduced to

zero, while another former Group Executive had all of their unvested STVR and LTVR reduced to zero.

• In addition, adjustments were made to a former Group Executive for other material risk and

compliance matters via reductions to unvested LTVR from prior years.

• A total target remuneration increase of 19% was approved for Carolyn McCann in line with the

increased scope and accountability associated with her expanded role, including the Customer

Outcomes and Risk Excellence program and remediation. Christine Parker's pay mix was also changed

to align to a control function pay mix.

• Temporary increases in total target remuneration were also approved for individuals in Acting Group

Executive roles.

• 2021 LTVR awards for the CEO and Group Executives will be granted at target levels in line with the

relevant target remuneration mix.

Non-

executive

Directors

• John McFarlane commenced as Chairman during the year and receives an annual fee of $890,000.

• The Board approved the fee structure for the Board Financial Crime Committee which was later

replaced by the Board Legal, Regulatory & Compliance Committee. All other Board fees remain

unchanged.

All

employees

• The 2020 variable reward pool was reduced by $139 million from 2019 to align with performance

and having regard to the challenging economic environment created by COVID-19. The 2019 pool

was also significantly reduced.

• The Board considered cancelling the variable reward pool altogether, however believed it was

important to respond to key retention concerns and reward the outstanding contribution of our

most critical employees to support the delivery of our strategy.

• 2020 STVR for General Managers was cancelled in light of performance and the challenging

environment created by COVID-19.

• In addition to the remuneration adjustments for Group Executives, downward remuneration

adjustments were approved for a range of current and former employees in response to the

AUSTRAC matters, as well as other material risk and compliance matters impacting the Group,

ranging from 10% to 100% of STVR.

• The Group managed 1,070 employee conduct matters in Australia in 2020, of which 108 employees

exited the business and 427 employees were subject to formal disciplinary outcomes.

Summary of remuneration decisions and actions

74WESTPAC GROUP 2020 ANNUAL REPORT
Directors’ report

Summary of appointment and exit arrangements

The tables below summarise the appointment and exit arrangements for executives as approved by the Board

during the year. Further details are provided in the Report.

New ExecutiveAppointment arrangements

Guil Lima

Chief Executive, Business

• Total target remuneration of $4,392,500 comprised of 26.5% fixed remuneration,

26.5% STVR and 47% LTVR.

• Pro rata 2020 LTVR grant.

• Buy out award

1

comprising cash and equity components totalling $1,693,151.

• Relocation benefits.

Michael Rowland

Chief Financial Officer

• Total target remuneration of $3,800,000 comprised of 32% fixed remuneration,

24% STVR and 44% LTVR.

• Not eligible for 2020 STVR or 2020 LTVR.

• Relocation benefits.

Les Vance

Group Executive, Financial

Crime, Compliance &

Conduct

• Total target remuneration of $2,800,000 comprised of 32% fixed remuneration,

24% STVR and 44% LTVR.

• Pro rata 2020 LTVR grant.

Jason Yetton

Chief Executive, Specialist

Businesses, Strategy &

Transformation

• Total target remuneration of $4,375,000 comprised of 26% fixed remuneration,

26% STVR and 48% LTVR.

• Pro rata 2020 LTVR grant.

Former ExecutiveExit arrangements

2

Brian Hartzer

Former Managing

Director & Chief

Executive Officer

• Received contractual requirements after stepping down from the role of

Managing Director & Chief Executive Officer.

• Unvested equity lapsed.

• Not eligible for 2020 STVR.

Craig Bright

Former Chief Information

Officer

• Served a mutually agreed reduced notice period.

• Unvested equity lapsed.

• Not eligible for 2020 STVR.

Lyn Cobley

Former Chief Executive,

Westpac Institutional

Bank

• Received contractual requirements in line with retirement.

• Unvested equity remains on foot.

• 2020 STVR cancelled.

David Lindberg

Former Chief Executive,

Consumer

• Served a mutually agreed reduced notice period.

• Unvested equity lapsed.

• 2020 STVR cancelled.

1. Provided in exceptional circumstances to compensate external hires for remuneration foregone from their previous employer on

resignation to join Westpac. Awards reflect the vesting profile at the previous employer and are subject to continued service and

adjustment.

2. Refer to Section 5.4 for an overview of employment agreements including termination provisions.

1 STRATEGIC REPORT
2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

75WESTPAC GROUP 2020 ANNUAL REPORT

Directors’ report

1. Key Management Personnel

The remuneration of KMP is disclosed in the Report. In 2020, KMP comprised the CEO, Group Executives and

Non-executive Directors as set out in the table below. Disclosures related to former KMP that ceased in 2019 are

included in the 2019 Annual Report.

KMP is defined as those persons having authority and responsibility for planning, directing and controlling the

activities of an entity, directly or indirectly, including any director (whether executive or otherwise) of that entity.

NamePositionTerm as KMP

Managing Director & Chief Executive Officer

Peter King

1

Managing Director & Chief Executive OfficerFull Year

Group Executives

Rebecca Lim

2

Group General Counsel & Enterprise ExecutiveCeased in KMP role on 18 May 2020

Guil LimaChief Executive, BusinessCommenced in KMP role on 2 December 2019

Carolyn McCann

3

Group Executive, Customer & Corporate RelationsFull Year

David McLeanChief Executive Officer, Westpac New ZealandFull Year

Christine ParkerGroup Executive, Human ResourcesFull Year

Michael RowlandChief Financial OfficerCommenced in KMP role on 1 September 2020

David StephenChief Risk OfficerFull Year

Gary Thursby

4

Acting Chief Information OfficerFull Year

Les VanceGroup Executive, Financial Crime, Compliance & ConductCommenced in KMP role on 15 June 2020

Jason Yetton

5

Chief Executive, Specialist Businesses, Strategy & TransformationCommenced in KMP role on 4 May 2020

Acting Group Executives

Richard BurtonActing Chief Executive, ConsumerCommenced in KMP role on 15 June 2020

Alastair Welsh

6

Acting Group Executive, Enterprise ServicesFull Year

Curt Zuber

7

Acting Chief Executive, Westpac Institutional BankCommenced in KMP role on 1 July 2020

Former CEO and Group Executives

Brian HartzerManaging Director & Chief Executive OfficerCeased in KMP role on 2 December 2019

Craig BrightChief Information OfficerCeased in KMP role on 25 September 2020

Lyn CobleyChief Executive, Westpac Institutional BankCeased in KMP role on 1 July 2020

David LindbergChief Executive, ConsumerCeased in KMP role on 15 June 2020

Current Non-executive Directors

John McFarlane

8

ChairmanCommenced in KMP role on 17 February 2020

Nerida CaesarDirectorFull Year

Alison Deans

9

DirectorFull Year

Craig DunnDirectorFull Year

Steven HarkerDirectorFull Year

Chris Lynch

10

DirectorCommenced in KMP role on 1 September 2020

Peter MarriottDirectorFull Year

Peter NashDirectorFull Year

Margaret SealeDirectorFull Year

Former Non-executive Directors

Lindsay MaxstedChairmanRetired on 31 March 2020

Ewen CrouchDirectorRetired on 12 December 2019 following the

2019 Annual General Meeting

Anita FungDirectorRetired on 31 March 2020

1. Peter King was the Chief Financial Officer until 2 December 2019 when he was appointed as the Managing Director & Acting Chief

Executive Officer. Peter King was appointed as the Managing Director & Chief Executive Officer on 2 April 2020.

2. Rebecca Lim was the Group Executive, Legal & Secretariat until 16 December 2019 when she was appointed Enterprise Legal Counsel

focusing on AUSTRAC matters. Rebecca Lim resumed her Group General Counsel role when she was appointed the Group General

Counsel & Enterprise Executive on 18 May 2020.

3. Carolyn McCann's role and accountability was expanded during the year. This included accountability for the Customer Outcomes and

Risk Excellence program and remediation.

4. Gary Thursby was the Chief Operating Officer until 2 December 2019 when he was appointed as the Acting Chief Financial Officer. Gary

Thursby was appointed as the Acting Chief Information Officer on 25 September 2020.

5. Jason Yetton commenced as a Group Executive on 4 May and was appointed the Chief Executive, Specialist Businesses on 18 May.

Jason Yetton assumed additional responsibility from 1 September 2020 for strategy and transformation across the Group.

6. Alastair Welsh was the Acting Chief Executive, Business until 2 December 2019 when he was appointed as the Acting Group Executive,

Enterprise Services.

7. Curt Zuber will retire in 2021.

8. John McFarlane was appointed as a Non-executive Director on 17 February 2020 and was appointed as Chairman on 1 April 2020.

9. Alison Deans will retire from the Board following the 2020 Annual General Meeting.

10. Chris Lynch was appointed as a Non-executive Director on 1 September 2020.

76WESTPAC GROUP 2020 ANNUAL REPORT
Directors’ report

2. Summary of the 2020 executive remuneration framework

Our purpose and strategy are supported by our remuneration strategy, principles and frameworks.

Westpac’s purpose and strategy

Westpac’s purpose is to help Australians and New Zealanders succeed. Our strategy seeks to deliver on our

purpose by building deep and enduring customer relationships, being a leader in the community, being a place

where the best people want to work and, in so doing, delivering sustainable returns for shareholders.

Remuneration strategy

Westpac’s remuneration strategy is designed to attract and retain talented employees by rewarding them for

achieving high performance and delivering superior long-term results for our customers and shareholders, while

adhering to sound risk management and governance principles.

Remuneration principles

The remuneration strategy is underpinned by the following principles:

• align remuneration with customer and shareholder interests;

• support an appropriate risk culture and employee conduct;

• differentiate pay for behaviour and performance in line with our vision and strategy;

• provide market competitive and fair remuneration;

• enable recruitment and retention of talented employees;

• provide the ability to risk-adjust remuneration; and

• be simple, flexible and transparent.

Executive remuneration framework

Fixed remunerationSTVRLTVR

Purpose

Attract and retain high quality

executives through market

competitive and fair remuneration.

Ensure a portion of remuneration

is variable, at-risk and linked to the

delivery of agreed plan targets for

financial and non-financial measures

that support Westpac’s strategic

priorities. The STVR outcome can

range from 0% to 100% of target

depending on performance relative

to targets agreed at the beginning

of the year, or exceed 100% (up to a

maximum of 150% of target) when

exceptional performance is achieved.

Align executive accountability and

remuneration with the long-term

interests of shareholders by rewarding

the delivery of sustained Group

performance over the long term.

Delivery

Comprises cash salary, salary

sacrificed items and superannuation

contributions.

Awarded in cash (50%) and restricted

shares

1

(50%) based on an assessment

of performance over the preceding

year. Restricted shares vest in equal

portions after one and two years

following grant subject to continued

service and adjustment.

Awarded in performance share rights

which vest after four years subject

to the achievement of a relative

Total Shareholder Return (TSR)

performance hurdle, continued service

and adjustment.

Alignment to performance

Set with reference to market

benchmarks in the financial services

industry in Australia and globally as

well as the size, responsibilities and

complexity of the role, and the skills

and experience of the executive.

Individual performance impacts fixed

remuneration adjustments.

Performance is assessed using a

scorecard comprising:

• financial and non-financial

measures linked to Westpac’s key

strategic priorities; and

• a modifier to support the

adjustment of the outcome,

upwards or downwards (including

to zero), for behaviour, risk

and reputation matters, people

management matters, and any

other matters as determined by

the Board.

Performance is assessed against

relative TSR which is a comparative

measure of Westpac’s performance

relative to that of peers (measured

over four years).

Alignment to shareholders

Minimum shareholding requirements

equivalent to five times annual

fixed remuneration excluding

superannuation for the CEO and $1.2

million for Group Executives. These

requirements must be satisfied within

five years of appointment as the CEO

or as a Group Executive.

Half of the STVR award is deferred

into equity for a period of up to two

years to support alignment with

shareholders over the medium term.

The LTVR is delivered in equity and

the relative TSR performance hurdle

is aligned to long-term shareholder

returns and value creation.

1. The Group Executive outside of Australia receives deferred STVR as unhurdled share rights.

1 STRATEGIC REPORT
2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

77WESTPAC GROUP 2020 ANNUAL REPORT

Directors’ report

2.1. Risk

Westpac’s remuneration arrangements are designed and managed to support effective risk management, the

generation of appropriate risk-based returns and the risk profile associated with our businesses which incorporate

products with varying complexity and maturity profiles.

• Remuneration outcomes: The performance of the Group and each division is reviewed and measured with

reference to how risk is managed in line with Westpac’s Risk Appetite Statement and the results influence

remuneration outcomes. The key risks that are considered include capital, credit, market, equity, liquidity,

insurance, risk culture, financial crime, reputation and sustainability, conduct, operational and compliance risk. In

addition, STVR outcomes are influenced by relevant risk-related matters through the Board’s application of the

scorecard modifier, which is informed by risk and compliance input independent of the business or functional

area.

• Variable reward pool: The Board determines the size of the variable reward pool each year. This is based on the

Group’s performance for the year and an assessment of how profit should be shared between shareholders and

employees while retaining sufficient capital for growth. The pool reflects financial performance. A broad range

of financial and non-financial risk measures and customer outcomes may also be taken into account when

allocating the pool.

• Mandatory risk and compliance requirements: Individuals are only eligible to receive a fixed remuneration

adjustment, STVR and LTVR where an individual has satisfied minimum requirement gates which require that

behaviours are in line with Westpac’s Values and Code of Conduct and that the individual has met the risk and

compliance requirements for their role and business.

• Remuneration adjustments for prior period matters: The Board may adjust all forms of unvested deferred

variable reward downward, including to zero, for matters arising from a prior period if circumstances or

information come to light which mean that in the Board’s view all or part of the award was not appropriate.

Having decided that a downward adjustment is appropriate and determined the amount of any adjustment,

typically the Board will first apply that adjustment against the STVR for the current performance period. In

instances where an adjustment to current year STVR is insufficient or unavailable, the Board may apply the

adjustment to unvested deferred variable reward. Clawback provides an additional mechanism to recover

vested deferred variable reward in certain limited circumstances for awards made in respect of performance

periods commencing on or after 1 October 2019. It is the Board’s current intention that clawback will only be

considered for relevant conduct that occurred on or after 1 October 2019.

2.2. 2020 target remuneration mix

1

30% fixed

remuneration

15% STVR

(cash component)

15% STVR

(deferred

component)

40% LTVR

Chief Executive Officer


26% fixed

remuneration

13% STVR

(cash component)

13% STVR

(deferred

component)

48% LTVR

Group Executives

2

1. Based on target STVR and LTVR (face value). Variation in the target remuneration mix by individual may apply.

2. Excludes Control Function Group Executives with a target remuneration mix comprised of 32% fixed remuneration, 24% STVR and

44% LTVR. This applies to the Group Executive, Customer & Corporate Relations, the Group Executive, Financial Crime, Compliance &

Conduct, the Chief Financial Officer, the Group Executive, Human Resources and the Chief Risk Officer.

2.3. Timeline of potential remuneration

20212022202320242020

Date eligible for vesting

Date granted

Date paid

Cash STVR award (50%)

Fixed remuneration

LTVR award subject to relative TSR performance (100%) – measured over 4 years

Deferred STVR award (25%)

Deferred STVR award (25%)

78WESTPAC GROUP 2020 ANNUAL REPORT
Directors’ report

3. 2020 remuneration outcomes and alignment to performance

3.1. Snapshot of 2020 remuneration outcomes

Remuneration

consequences

for the

AUSTRAC

matters

Remuneration consequences in response to information known by the Board, in relation to the

AUSTRAC matters at the time, were disclosed in the 2019 Remuneration Report. This included

consequences for the self-reported breaches to AUSTRAC which contributed to the zero 2019 STVR

outcome for the former CEO, the zero score for non-financial risk in 2019 STVR scorecards for Group

Executives, the downward adjustment to a portion of deferred STVR awarded in a prior year for a

former Group Executive and the 20% one off fee cut for Non-executive Directors in 2019.

Following the receipt of further information contained in the AUSTRAC Statement of Claim in

November 2019 (and release of the 2019 Remuneration Report), the Board determined to withhold 2019

STVR for Group Executives (and relevant General Managers and other employees), in part or in full,

while a review of management accountability associated with the allegations was completed.

While the AUSTRAC matters did not arise from any intentional wrong-doing or misconduct,

compliance failures did occur and it was appropriate that consequences be applied under the Westpac

Consequence Management Framework. This included further remuneration impacts and disciplinary

actions.

Remuneration consequences were applied in line with Westpac’s Remuneration Adjustment Guidelines.

The guidelines are designed to support consistency and fairness in determining remuneration

adjustments based on an assessment of the severity of the matter(s) as well as the level of individual

accountability or responsibility. Adjustments are then applied to individual’s at-risk remuneration based

on a pre-determined order of awards to ensure consistency and the ability to make further adjustments

in the future where required.

In summary, remuneration consequences were applied to 38 current and former employees via

reductions, either in part or in full, to:

• 2019 STVR;

• unvested equity awards granted in prior years; and

• if neither of the above were available for adjustment then adjustments were made to 2020 STVR.

In total, remuneration consequences amounted to $20.1 million¹. This included consequences applied

to prior year awards, including withheld 2019 STVR, of approximately $13.2 million and consequences

applied to 2020 STVR awards of approximately $6.9 million. Remuneration consequences for some

former employees were not possible given there was no deferred variable remuneration available to

adjust.

2020

STVR

The CEO recommended to the Board that he and the Group Executives receive no STVR for 2020 as a

consequence for the AUSTRAC matters as outlined above. The CEO and Board felt it was fundamental

that collective accountability for the financial crime outcomes in Westpac’s businesses which had led to

the action being taken by AUSTRAC be recognised.

The Board fully supported the CEO’s recommendation and determined that 2020 STVR be cancelled for

the CEO and Group Executives. In addition, 2020 STVR for General Managers was cancelled in light of

performance and the challenging environment created by COVID-19.

2017

LTVR

There is a zero vesting outcome under Westpac’s LTVR plan for the CEO and Group Executives in 2020.

The performance hurdles, comprising relative TSR and cash ROE

2

, were not achieved and the 2017 LTVR

award lapsed in full.

The table below shows the vesting outcome for the 2017 LTVR award to the CEO and Group Executives

that reached the end of its performance period in 2020.

Performance

hurdle

Performance

start dateTest date

Performance range

Outcome% Vested% LapsedThresholdMaximum

TSR

(50% of

award)

1 October

2016

1 October

2020

Equal to

composite TSR

index

Exceeds

composite TSR

index by 21.55

(i.e. 5% CAGR

3)

Westpac:

(27.35%)

Index:

(9.04%)

0%100%

ROE

(50% of

award)

1 October

2016

1 October

2020

4

13.50%14.50%12.47%0%100%

1. Includes the forfeiture of unvested STVR and LTVR for the former CEO as well as a range of downward remuneration adjustments,

in part or in full, to current and former executives and employees. Equity-based awards were valued using the five day VWAP of

a Westpac share up to and including the date of receipt of the AUSTRAC Statement of Claim on 20 November 2019 ($26.20) and

applying a 50% discount for LTVR subject to performance conditions. The cancellation of 2020 STVR for the CEO and Group

Executives was valued at 50% of target opportunity as at 2 April 2020.

2. Cash ROE is return on equity on a cash earnings basis. Cash earnings is not prepared in accordance with accounting standards and has

not been subject to audit. Refer to Note 2 to the Financial Statements for a description of cash earnings.

3. Compound annual growth rate.

4. The cash ROE hurdled performance share rights reached the end of their performance period on 30 September 2019 and were subject

to an additional one year holding lock through to 30 September 2020.

1 STRATEGIC REPORT
2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

79WESTPAC GROUP 2020 ANNUAL REPORT

Directors’ report

3.2. Group performance

The table below summarises the key performance indicators for the Group and variable reward outcomes over the

last five years.

Years ended 30 September

20202019201820172016

CEO STVR award (% of maximum)0%0%52%74%65%

Average Group Executive STVR (% of maximum)0%37%58%73%63%

LTVR award (% vested)0%0%0%0%0%

Cash earnings

1

($m)2,6086,8498,0658,0627,822

Statutory earnings ($m)2,2906,7848,0957,9907,445

Economic profit/(loss)

2

($m)(3,579)1,6193,4443,7743,774

Cash ROE

2

3.83%10.75%13.00%13.77%13.99%

TSR – three years(35.43%)15.33%8.27%11.79%15.24%

TSR – five years(27.87%)14.58%25.67%81.32%100.72%

Dividends per Westpac share (cents)31174188188188

Cash earnings per Westpac share

1

$0.73$1.98$2.36$2.40$2.35

Share price – high$29.81$30.05$33.68$35.39$33.74

Share price – low$13.47$23.30$27.24$28.92$27.57

Share price – close$16.84$29.64$27.93$31.92$29.51

Cash earnings and CEO STVR award (2016 to 2020)

0%

25%

50%

75%

100%

125%

150%

6,000

6,300

6,600

6,900

7,200

7,800

7,500

8,100

CEO STVR award

(% of maximum)

Cash earnings ($m)

2016

Cash earnings ($m)

CEO STVR award (% of maximum)

2017201820192020

Return on equity and LTVR vesting (2016 to 2020)

0%

20%

40%

60%

100%

80%

0%

2%

4%

6%

8%

10%

12%

14%

16%

LTVR award (% vested)

Return on equity

2016

Return on equity (%)LTVR award (% vested)

2017201820192020

Total shareholder return (from 1 October 2015 to 30 September 2020)

-40%

-20%

-10%

0%

10%

20%

40%

-30%

30%

Total shareholder return

Oct 15Oct 16Oct 17Oct 18Oct 19Oct 20

Peer 1Peer 2Peer 3Westpac

1. Cash earnings is not prepared in accordance with AAS and has not been subject to audit. Refer to Note 2 to the Financial Statements

for a description of cash earnings.

2. Economic profit and cash ROE is derived from cash earnings.

80WESTPAC GROUP 2020 ANNUAL REPORT
Directors’ report

3.3. Total realised remuneration – Chief Executive Officer and Group Executives (unaudited)

The charts below summarise the actual remuneration paid and the equity vested

1

to the CEO and Group Executives relative

to the maximum remuneration that could have been received in 2020. This includes:

• fixed remuneration, including cash salary and superannuation contributions and excluding contractual provisions on

termination, paid during the year;

• cash STVR awarded in respect of the year;

• other cash payments made during the year;

• deferred STVR awarded in prior years that vested during the year; and

• LTVR awarded in prior years that vested during the year.

The charts also reference the maximum value of total remuneration foregone in 2020, including cash STVR not awarded

in respect of the year (based on the maximum STVR opportunity being 150% of target) and deferred STVR and LTVR

awarded in prior years that was forfeited, adjusted or lapsed during the year. For former executives, this also includes

unvested equity on foot that was forfeited or lapsed on termination that was subject to vesting in future years.

The value of deferred STVR and LTVR is based on the number of restricted shares or share rights multiplied by the five

day VWAP up to and including the date of vesting, forfeiture or lapse (as relevant). The value of equity differs from the

disclosure in Section 7. Buy out awards paid or vested during 2020 are set out in Section 3.4.

Total realised remuneration ($000)

Fixed remunerationCash STVR

Vesting of prior year LTVR awards

Vesting of prior year deferred STVR awards

2020 maximum realisable remuneration

Other cash payments

1. Equity that vested on 1 October 2020 is included in the 2020 figures. Equity that vested on 1 October 2019 is included in the 2019 figures.

2. The information relates to the period the individual was a KMP. Refer to Section 1 for further details.

3. 2019 cash STVR values have been adjusted to reflect consequences for the AUSTRAC matters. The values differ from Section 7 which

are disclosed in line with accounting standards.

0

01,000

2,0003,0001,000

2,000

4,0005,000

3,000

6,000

4,000

2020 total remuneration

Managing Director and Chief Executive Officer

Group Executives

Realised: 969

Foregone (max): 726

Guil Lima

2

Chief Executive,

Business

2020

969

Realised: 817

Foregone (max): 1,362

Rebecca Lim

2,3

Group General

Counsel and

Enterprise

Executive

950188

2020

2019

409

601216

Peter King

Managing Director

and Chief

Executive O

cer

1,288

2,121

2020

2019

601

294

327

Realised: 963

Foregone (max): 452

Carolyn McCann

Group Executive,

Customer and

Corporate Relations

195

153

2020

2019

740

810

260

Realised: 1,381

Foregone (max): 1,926

David McLean

Chief Executive

Ocer,

Westpac

New Zealand

1,029

1,026

2020

2019

538427

355

Realised: 1,205

Foregone (max): 1,719

Christine Parker

Group Executive,

Human Resources

884

946

2020

2019

501315

259

Realised: 2,415

Foregone (max): 3,039

Realised: 101

Foregone (max): n/a

Michael Rowland

2


Chief Financial

Ocer

2020

101

Peter King

Managing Director

&

Chief Executive Officer

Rebecca Lim

2,3

Group General Counsel

&

Enterprise Executive

Carolyn McCann

Group Executive,

Customer &

Corporate Relations

David McLean

Chief Executive Officer,

Westpac New Zealand

Christine Parker

Group Executive,

Human Resources

Guil Lima

2

Chief Executive,

Business

Michael Rowland

2


Chief Financial Officer

1 STRATEGIC REPORT
2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

81WESTPAC GROUP 2020 ANNUAL REPORT

Directors’ report

01,0002,0003,0004,0002020 total remuneration

Former Chief Executive Officer and Group Executives

Realised: 822

Foregone (max): 6,040

David Lindberg

2

Chief Executive,

Consumer

2020

2019

1,124

822

516

125

Realised: 847

Foregone (max): 2,436

Realised: 1,547

Foregone (max): 1,763

Gary Thursby

Acting Chief

Information

Ocer

900

2020

2019

467315

1,179248

120

Realised: 263

Foregone (max): 147

Les Vance

2

Group Executive,

Financial Crime,

Compliance

and Conduct

00

2020

263

Realised: 463

Foregone (max): 358

Jason Yetton

2


Chief Executive,

Specialist Businesses,

Strategy and

Transformation

467

2020

463

Realised: 250

Foregone (max): 184

Richard Burton

2

Acting Chief

Executive,

Consumer

250

2020

467315

Realised: 296

Foregone (max): 282

Curt Zuber

2

Acting Chief

Executive,

Westpac

Institutional Bank

296

2020

Realised: 910

Foregone (max): 625

Alastair Welsh

Acting Group

Executive,

Enterprise Services

2020

2019

13576

402

834

Lyn Cobley

2,4

Chief Executive,

Westpac

Institutional Bank

2020

2019

1,122

847

582

0

1,0002,0003,0005,0004,000

Realised: 463

Foregone (max): 16,063

Realised: 1,971

Foregone (max): 1,012

David Stephen

Chief Risk

Ocer

2020

2019

1,800331

1,807164

Realised: 1,210

Foregone (max): 2,952

Craig Bright

2

Chief

Information

Ocer

2020

2019

1,008381

1,210

Brian Hartzer

2

Managing Director

& Chief Executive

O

cer

2,686

463

2020

2019

1,329

0

6,0003,0009,00012,00018,00015,000

6,000

4. 2020 other cash payments include the cash portion of a project bonus approved by the Board on 5 March 2020 and paid to Gary Thursby

following the successful divestment of part of the BT Financial Group and the Wealth Reset. This relates to work mostly completed in 2019 in

Gary Thursby's previous role as Chief Operating Officer.

5. 2020 fixed remuneration excludes contractual provisions on termination to 30 September 2020 paid after the executive ceased to be a KMP.

This includes $2.223 million for Brian Hartzer, $280,500 for Lyn Cobley and $290,000 for David Lindberg.

6. 2020 maximum remuneration foregone includes unvested equity forfeited or lapsed on termination that was subject to vesting in future years.

7. 2020 maximum remuneration foregone excludes adjustments to 2019 deferred STVR before it was granted as a result of the AUSTRAC

matters. 2020 maximum remuneration foregone includes adjustments to unvested STVR from prior years as a result of the AUSTRAC matters

and unvested LTVR adjusted as a result of other material risk and compliance matters. The values differ from Section 7 which are disclosed in

line with accounting standards.

Acting Group Executives

David Stephen³

Chief Risk Officer

Gary Thursby⁴

Acting Chief

Information Officer

Les Vance

2

Group Executive,

Financial Crime,

Compliance

& Conduct

Jason Yetton

2


Chief Executive,

Specialist Businesses,

Strategy &

Transformation

Richard Burton

2

Acting

Chief Executive,

Consumer

Curt Zuber

2


Acting Chief Executive,

Westpac Institutional

Bank

Brian Hartzer

2,5,6


Managing Director &

Chief Executive Officer

Craig Bright

2,6


Chief Information

Officer

Lyn Cobley

2,3,5,7


Chief Executive,

Westpac Institutional

Bank

David Lindberg

2,5,6


Chief Executive,

Consumer

Alastair Welsh

Acting Group

Executive,

Enterprise Services

82WESTPAC GROUP 2020 ANNUAL REPORT
Directors’ report

3.4. Buy out awards paid or vested during 2020

Buy out awards are provided in exceptional circumstances to compensate external hires for remuneration foregone

from their previous employer on resignation to join Westpac. These awards reflect the vesting profile at the

previous employer and are subject to continued service and adjustment.

In addition to the total remuneration realised in Section 3.3, the following buy out awards were paid or vested during the

year:

• Craig Bright had 9,152, 13,090, 8,538 and 9,748 restricted shares granted under the Restricted Share Plan which vested

in December 2019, February 2020, June 2020 and August 2020 respectively;

• David Stephen had 67,965 restricted shares granted under the Restricted Share Plan which vested in March 2020; and

• Guil Lima received a cash buy out award of $533,180.

3.5. 2020 short term variable reward and Group scorecard

The Group’s priorities are set out in the Group scorecard, which forms part of the CEO’s scorecard and is cascaded

to Group Executive scorecards in combination with other divisional or functional measures.

In April 2020, the CEO recommended to the Board that he and the Group Executives receive no STVR for 2020

to demonstrate collective accountability for the financial crime outcomes in Westpac’s businesses that led to the

AUSTRAC proceedings. The Board supported the CEO’s recommendation and determined that 2020 STVR be

cancelled for the CEO and Group Executives. Subsequently, 2020 STVR was also cancelled for General Managers in

light of performance and the challenging environment created by COVID-19.

Notwithstanding the zero outcomes for 2020 STVR, the Board completed an assessment of performance against

the 2020 Group scorecard. The overall outcome was 35% of target.

Performance measures and targets in the Group scorecard were not adjusted to reflect the impacts of COVID-19.

The Board’s preference is to make discretionary adjustments within each focus area of the scorecard where

the initial score is not considered to appropriately reflect performance. The discretion applied by the Board in

determining these adjustments reflect performance and risk outcomes for the year along with the outcomes

experienced by our stakeholders. A summary of the Group scorecard performance assessment is provided below.

Since the appointment of the new CEO, the Group’s purpose has been reset and clear priorities have been

established. Good progress has been made in relation to transformation plans with refreshed leadership, changes in

strategy and a detailed program to address the Group’s shortcomings in risk management.

Group scorecard - short term variable reward

Group financial performance (40%)

Performance measurement is based on cash earnings growth, core earnings growth

and cash ROE against plan.

• Cash ROE was 3.83%, down from 10.75% in 2019 and lower than the 11.11% target.

• Group Core Earnings growth was down 25% year on year and below the target

of 12.6%. Group Cash Earnings growth was down 62% year on year and below the

target of 10.4%.

• Financial performance was impacted by significant increases in impairment

charges, costs associated with the AUSTRAC matters, intangible write-downs,

lower economic activity and low interest rates.

[Non-financial]

0%100%150%

0% of target

Balance sheet risk management (10%)

Performance measurement is based on operating performance relative to the Risk

Appetite Statement as measured by capital, funding and liquidity management.

• Our Common Equity Tier 1 (CET1) ratio was 11.13%, the Net Stable Funding Ratio

was 122% and the Liquidity Coverage Ratio was 150%. These outcomes were above

target.

• While the CET1 result was above target, it was partly achieved through the raising

of capital and reduction in dividends. Given the impact of these decisions on

shareholders, the CET1 result was assessed as nil.

0%100%150%

0%100%150%

50% of target

TargetMaximumOutcome

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2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

83WESTPAC GROUP 2020 ANNUAL REPORT

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Risk management (20%)

Performance measurement is based on closing out the recommendations from

the Culture, Governance and Accountability (CGA) review, completing remediation

programs, improving risk management capability and culture, and strengthening

financial crime capability.

Progress was made on some key milestones to improve risk management:

• Implemented 37 of 45 recommendations from the CGA review;

• Mobilised the Customer Outcomes and Risk Excellence program following the

reassessment of the CGA review in light of the AUSTRAC Statement of Claim;

• Programs to improve the risk management of financial crime with early milestones

delivered;

• Improved tools and processes developed to support a stronger and more mature

risk culture; and

• Solid progress on remediation with substantial payments to customers,

notwithstanding an increase in provisions.

The overall result was adjusted downwards as the management of non-financial risk

was below expectations. The AUSTRAC matters resulted in the cancellation of 2020

STVR for the CEO and Group Executives.

0%100%150%

0%100%150%

35% of target

Customer franchise (10%)

Performance measurement is based on employee engagement, business simplification,

net promoter score (NPS) and progress on addressing the root causes of customer

pain points.

• Reduced products with a focus on simplification and automation.

• The Business division maintained the Number 1 ranking on NPS.

• The Consumer division maintained its Number 3 ranking on NPS with

improvements in mortgage processing required.

• Reduced average time to close complaints with 56% solved on the same day.

Reduced the number of long-dated complaints by 93%.

• Significant support provided to customers impacted by bushfires, floods and

COVID-19.

• Employee engagement reached the target level which was considered a strong

performance having regard to environmental factors.

[Non-financial]

0%100%150%

60% of target

Digital transformation (10%)

Performance measurement is based on the delivery of digital and data initiatives.

• Delivered customer benefits and improved strategic capability, including the

Customer Service Hub and the new mobile banking application.

• Improved system stability with major outages down more than 50% and a lift in

network speed.

• Rapid and effective response to COVID-19 including new working arrangements,

and digitising processes (such as mortgage deferral requests).

• Digitally active customers in the Consumer division up by 91,000 and 25% of all

sales in the Business division are through digital channels.

0%100%150%

70% of target

Operating model (10%)

Performance measurement is based on the delivery of the new operating model,

culture roadmap and digital partnership initiatives.

• Refreshed the Executive Team structure, roles and accountabilities.

• Commenced implementing a Lines of Business operating model.

• Developed a Culture Roadmap and refreshed the Group’s Purpose, Values and

Behaviours.

• Commenced the pilot of a new culture survey tool (Organisational Health Index).

• Digital and fintech investments delivered significant value.

0%100%150%

0%

100%150%


100%

of target

84WESTPAC GROUP 2020 ANNUAL REPORT
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3.6. Variable reward awarded for 2020 (unaudited)

The table below shows the variable reward awarded to the CEO and Group Executives for 2020, including:

• STVR outcomes for 2020 (including the cash and deferred equity components); and

• equity granted under the 2020 LTVR plan

1

.

2020 STVR for the CEO and Group Executives was cancelled to demonstrate collective accountability for the

financial crime outcomes in Westpac’s businesses that led to the AUSTRAC proceedings.

The final value of equity received will depend on the share price at the time of vesting and the number of

restricted shares or share rights that vest subject to performance hurdles (where applicable), continued service

and remuneration adjustments. The value of equity differs from the disclosure in Section 7 which provides the

annualised accounting value for unvested equity awards prepared in accordance with accounting standards.

2020 STVR award

2020 LTVR

award

Name

Target

STVR

opportunity

(pro rata)

Maximum

STVR

opportunity

(pro rata)

STVR

award (as %

of target)

STVR

award

(as % of

maximum)

STVR

outcome

Maximum

STVR

foregone

Face value

1


(pro rata)

Managing Director & Chief Executive Officer

Peter King 2,081,333 3,122,000 0%0%0 3,122,000 2,657,167

Group Executives

Rebecca Lim

2

Group General Counsel & Enterprise

Executive 468,750 703,125 0%0%0 703,125 1,318,750

Guil Lima

2

Chief Executive, Business 966,667 1,450,000 0%0%0 1,450,000 1,727,083

Carolyn McCann

Group Executive, Customer & Corporate

Relations 602,917 904,375 0%0%0 904,375 1,126,276

David McLean

Chief Executive Officer, Westpac New

Zealand 1,025,736 1,538,604 0%0%0 1,538,604 1,855,376

Christine Parker

Group Executive, Human Resources 850,000 1,275,000 0%0%0 1,275,000 1,562,000

Michael Rowland

2

Chief Financial Officer----- - -

David Stephen

Chief Risk Officer 1,350,000 2,025,000 0%0%0 2,025,000 2,559,375

Gary Thursby

3

Acting Chief Information Officer 1,004,167 1,506,250 0%0%0 1,506,250 1,809,896

Les Vance

2

Group Executive, Financial Crime, Compliance

& Conduct 195,417

293,125 0%0%0 293,126 358,750

Jason Yetton

2

Chief Executive, Specialist Businesses,

Strategy & Transformation 477,083 715,625 0%0%0 715,625 879,167

Acting Group Executives

Richard Burton

2

Acting Chief Executive, Consumer 245,000 367,500 0%0%0 367,500 45,208

Alastair Welsh

Acting Group Executive, Enterprise Services 833,333 1,250,000 0%0%0 1,250,000 416,667

Curt Zuber

2

Acting Chief Executive, Westpac Institutional

Bank 375,000 562,500 0%0%0 562,500 181,000

Former CEO and Group Executives

Brian Hartzer

2

Managing Director & Chief Executive Officer 447,667 671,500 --- 671,500 -

Craig Bright

2,4

Chief Information Officer 561,000 841,500 --- 841,500 2,214,000

Lyn Cobley

2

Chief Executive, Westpac Institutional Bank 841,500 1,262,250 0%0%0 1,262,250 2,029,500

David Lindberg

2,4

Chief Executive, Consumer 821,667 1,232,500 0%0%0 1,232,500 2,072,500

Average STVR award (%)0%0%

1. Calculated by multiplying the number of rights by the five day VWAP up to and including the grant date. The five day VWAP was $29.87

for awards made in December 2020 and $16.14 for awards made in July 2020. For Peter King, this excludes the additional 2020 LTVR

award of $200,000 following his appointment as CEO which is subject to shareholder approval at the 2020 Annual General Meeting.

2. The information relates to the period the individual was a KMP. Refer to Section 1 for further details.

3. Excludes Gary Thursby’s project bonus of $240,000 (50% cash and 50% deferred equity) approved by the Board on 5 March 2020 relating

to the successful divestment of part of the BT Financial Group and the Wealth Reset. This work was mostly completed in 2019 in Gary

Thursby's previous role as Chief Operating Officer.

4. Excludes adjustments to unvested 2020 LTVR, and other equity based awards, that were forfeited or lapsed on termination.

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85WESTPAC GROUP 2020 ANNUAL REPORT

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4. Further detail on the executive variable reward structure

This section provides further details of the 2020 STVR and LTVR plans.

4.1. Short term variable reward

The table below sets out the key design features of the 2020 STVR plan.

Short term variable reward plan

Plan structure50% of STVR is awarded in cash and 50% is deferred into equity in the form of restricted shares

(or unhurdled share rights for the Group Executive based outside Australia).

One restricted share provides the holder with one ordinary share at no cost subject to trading restrictions

until the time of vesting.

One unhurdled share right entitles the holder to one ordinary share at the time of vesting with no

exercise cost.

Dividends are paid on restricted shares from the grant date.

Target and maximum

opportunity

The target opportunity for the CEO and Group Executives is expressed as a percentage of fixed

remuneration. The target opportunity is set by the Board following recommendation from the Board

Remuneration Committee which considers a range of factors including market competitiveness and the

nature of the role.

Target STVR

(100% of fixed remuneration for the CEO and between

74% and 100% of fixed remuneration for Group Executives)

Maximum STVR

(150% of target STVR)

0%100%150%

Remuneration at-risk

Westpac’s STVR is designed to award the target opportunity on

delivery of agreed plan targets for financial and non-financial

measures that support Westpac’s strategic priorities. It is possible

for the outcome to fall below the target amount depending on

performance relative to targets agreed at the beginning of the

year. For 2020, STVR was cancelled for the CEO and Group

Executives.

Reward for exceptional

performance

There is the possibility to award

up to a maximum of 150% of

the STVR target

in circumstances where

exceptional outcomes are

achieved that are also in line

with the Group’s risk appetite

and where an individual

has acted in a manner that

exemplifies the encouraged

behaviours.

Performance measuresSTVR awards are determined based on performance against a scorecard which is designed to align

with shareholder interests by setting stretching measures and seeks to ensure that our customers’ and

employees’ needs are met and appropriate risk settings are maintained.

The scorecard is split into two sections:

• Focus areas: Performance is assessed against a balance of financial and non-financial measures that

are imperative to supporting the effective execution of Westpac’s strategy; and

• Modifier: The Board and Board Remuneration Committee recognise that performance measures may

not always appropriately reflect overall performance of the Group. The modifier supports adjustment

of the outcome, upwards or downwards (including to zero), for behaviour, risk and reputation matters,

people management matters, and any other matters that the Board feels are not fully reflected in the

focus areas.

Further information on the 2020 Group scorecard is provided in Section 3.5.

Deferred STVR awards recognise past performance and are subject to continued service and adjustment.

Deferral period50% of STVR is deferred into equity for a period of up to two years, which aligns executive remuneration

with shareholder interests and acts as a retention mechanism. The deferral period also allows the Board

to apply discretion to reduce deferred components where necessary.

Deferred STVR vests in equal portions one and two years after the grant date, subject to continued

service and adjustment.

Delayed vestingThe Board has discretion (subject to law) to delay vesting of equity-based awards if the individual is

under investigation for misconduct, the subject of, or implicated in legal or regulatory proceedings, if the

Board is considering an adjustment or if otherwise required by law.

Remuneration adjustments for

prior period matters

The Board has discretion to adjust current year STVR.

The Board may also adjust unvested deferred STVR downwards, including to zero, if circumstances

or information come to light which mean that in the Board’s view all or part of the award was not

appropriate. The Board will typically apply the adjustment to unvested STVR where an adjustment to

current year STVR is considered insufficient or unavailable.

Clawback applies, to the extent legally permissible and practicable, to deferred STVR awarded in respect

of performance periods commencing on or after 1 October 2019 for up to seven years from the date

of grant. Clawback may occur in circumstances of serious or gross misconduct, fraud, bribery, severe

reputational damage, and any other deliberate, reckless or unlawful conduct that may have a serious

adverse impact on Westpac, its customers or its people which has resulted in dismissal or the Board

considers at its discretion would have justified the dismissal of the relevant executive or where otherwise

required by law. It is the Board’s current intention that clawback will only be considered for relevant

conduct that occurred on or after 1 October 2019.

Changes for 2021There are no changes to the 2021 STVR plan.

86WESTPAC GROUP 2020 ANNUAL REPORT
Directors’ report

4.2. Long term variable reward

The table below sets out the key design features of the 2020 LTVR Plan awarded in December 2019 and changes

for the 2021 LTVR plan.

Long term variable reward plan

Plan structureLTVR is awarded in performance share rights which vest after four years subject to the achievement of

performance hurdles, continued service and adjustment.

One performance share right entitles the holder to one ordinary share at the time of vesting with no exercise

cost. Dividends are not accumulated on performance share rights.

Award opportunityThe value of LTVR awarded to the CEO and Group Executives is expressed as a percentage of fixed

remuneration. The value of LTVR is set by the Board following recommendation from the Board Remuneration

Committee which considers a range of factors including market competitiveness and the nature of the role.

The face value of the LTVR opportunity for the CEO for 2020 is 133% of fixed remuneration, and the face value

of LTVR opportunities for the Group Executives (excluding Acting Group Executives) range between 137% and

183% of fixed remuneration.

Allocation

methodology

The number of performance share rights each executive receives will be determined by dividing the dollar value

of the LTVR award by the face value of performance share rights. The face value is the five day VWAP up to the

commencement of the performance period (which is 1 October 2020 for the 2020 LTVR grant).

Performance hurdlesLTVR is subject to a relative TSR performance hurdle that aims to achieve long-term growth in shareholders’

value and support alignment between executive reward and shareholder interests.

Performance share rights only vest where Westpac’s TSR exceeds a composite index. Relative TSR is a measure

of the total return delivered to shareholders over the performance period assuming dividends are reinvested,

relative to that of peers.

The performance hurdle measures Westpac’s TSR performance over a four year period against a composite

index. The composite index is comprised of a group of 10 peers with more weight placed on the three other

major Australian banks.

At the end of the performance period, TSR performance of each index company is multiplied by its index

weighting, and the total of the 10 scores determines the composite TSR index. 50% will vest if Westpac’s TSR

performance equals the composite TSR index. For 100% to vest, Westpac’s TSR outcome must exceed the index

by 21.55% (i.e. 5% compound annual growth over the four year performance period) as outlined below. Vesting

occurs on a straight line basis between 50% and 100%.

Westpac’s TSR performanceIndicative vesting percentage

Composite TSR index exceeded by 21.55 or more

(i.e. 5% compound annual growth in TSR over the four year period)

100%

Equal to composite TSR index50%

Below composite TSR index0%

The comparator group of companies in the 2020 composite TSR index and their relative weightings are:

AMP (7.14%), ANZ Banking Group (16.67%), Bank of Queensland (7.14%), Bendigo and Adelaide Bank (7.14%),

Challenger (7.14%), Commonwealth Bank of Australia (16.67%), National Australia Bank (16.67%), Macquarie

Group (7.14%), Perpetual (7.14%) and Suncorp Group (7.14%).

Assessment of

performance

outcomes

The relative TSR result is calculated independently to ensure external objectivity before being provided to the

Board to determine the vesting outcome.

The Board may exercise discretion in determining the final vesting outcome, for example where relative TSR

performance hurdles have been met but the absolute TSR outcome is negative.

Performance share rights subject to relative TSR performance will be tested against the performance hurdle on

30 September 2024.

No re-testingThere is no re-testing. Awards that have not vested after the measurement period lapse immediately.

Early vestingUnvested awards may vest before a test date if the executive is no longer employed by the Group due to death

or disability (subject to law). In these cases, vesting is generally not subject to the performance hurdles being

met.

Delayed vestingThe Board has discretion (subject to law) to delay vesting of equity-based awards if the individual is under

investigation for misconduct, or the subject of or implicated in legal or regulatory proceedings, if the Board is

considering an adjustment or if otherwise required by law.

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3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

87WESTPAC GROUP 2020 ANNUAL REPORT

Directors’ report

Long term variable reward plan

Treatment of awards

on cessation of

employment

The Board has the discretion to determine the treatment of unvested performance share rights where the CEO

or a Group Executive resigns, retires or otherwise leaves the Group before vesting occurs.

The Board may choose to accelerate the vesting of performance share rights or leave the awards on foot for the

remainder of the performance period.

In exercising its discretion, the Board will consider relevant circumstances including those relating to the

departure.

The Board also has the ability to adjust the number of performance share rights downwards (including to zero)

in the event of misconduct resulting in significant financial and/or reputational impact to the Group and in other

circumstances considered appropriate.

Where an executive acts fraudulently or dishonestly, or is in material breach of their obligations under the

relevant equity plan, unexercised performance share rights (whether vested or unvested) will be forfeited unless

the Board determines otherwise.

Remuneration

adjustments for prior

period matters

The Board has discretion to adjust LTVR which is awarded on a prospective basis.

The Board may adjust unvested LTVR downwards, including to zero, if circumstances or information come to

light which mean that in the Board’s view all or part of the award was not appropriate. The Board will typically

apply the adjustment to unvested LTVR where an adjustment to current and deferred STVR is considered

insufficient or unavailable.

The Board may also determine to apply clawback to LTVR which has previously vested. Clawback applies, to

the extent legally permissible and practicable, to deferred LTVR awarded in respect of performance periods

commencing on or after 1 October 2019 for up to seven years from the date of grant. Clawback may occur

in circumstances of serious or gross misconduct, fraud, bribery, severe reputational damage, and any other

deliberate, reckless or unlawful conduct that may have a serious adverse impact on Westpac, its customers

or its people which has resulted in dismissal or the Board considers at its discretion would have justified the

dismissal of the relevant executive or where otherwise required by law. It is the Board’s current intention that

clawback will only be considered for relevant conduct that occurred on or after 1 October 2019.

Changes for 2021In line with market practice, a percentile ranking vesting schedule will replace the composite index to assess

relative TSR performance as follows:

Westpac’s TSR performanceIndicative vesting percentage

At the 75th percentile or higher100%

Between the median and the 75th percentilePro-rata vesting between 50% and 100%

At the median50%

Below the median0%

In addition, the number of companies in the comparator group will be reduced from 10 to 8 to provide a more

focused and equally weighted comparator group including AMP, ANZ Banking Group, Bank of Queensland,

Bendigo and Adelaide Bank, Commonwealth Bank of Australia, National Australia Bank, Macquarie Group and

Suncorp Group.

The table below details other LTVR awards currently on foot.

Vesting datePerformance hurdlesFurther detail

2018 LTVR award30 September 2021

• Relative TSR performance against a weighted composite

index of comparator companies (50%)

• Average cash ROE performance (50%)

Refer to the 2018

Annual Report

2019 LTVR award30 September 2022

• Relative TSR performance against a weighted composite

index of comparator companies (50%)

• Average cash ROE performance (50%)

Refer to the 2019

Annual Report

88WESTPAC GROUP 2020 ANNUAL REPORT
Directors’ report

5. Remuneration governance

5.1. Group Remuneration Policy and governance

The Group Remuneration Policy sets out the mandatory requirements to be reflected in the design and management

of remuneration arrangements across Westpac.

The policy supports Westpac’s vision by requiring the design and management of remuneration to align with

stakeholder interests, support long-term financial soundness and encourage prudent risk management. The policy is

supported by an established governance structure, plans and frameworks.

Board

The Board provides strategic guidance for the Group and has oversight of management’s implementation of

Westpac’s strategic initiatives. The Board has accountability for reviewing and approving remuneration for select

groups of employees.

Without limiting its role, the Board approves (following recommendation from the Board Remuneration

Committee where applicable) corporate goals and objectives relevant to the remuneration of the CEO, the size

of the variable reward pool, adjustments to variable reward (including forfeiture and clawback) in accordance

with the Group Remuneration Policy, remuneration (including variable reward targets and performance

outcomes) for the CEO, Group Executives, other executives who report directly to the CEO, any other

accountable persons under the Banking Executive Accountability Regime, other persons whose activities in the

Board’s opinion affect the financial soundness of the Group, any other person specified by APRA and any other

person the Board determines.

The Board has the discretion to defer, adjust or withdraw aggregate and individual variable reward.

Further detail is contained in the Board and Committee Charters which are available on Westpac’s website.

Board Remuneration Committee

The Board Remuneration Committee assists the Board to discharge its responsibility by overseeing

remuneration policies and practices of Westpac and its related bodies corporate in the context that these

policies and practices fairly and responsibly reward individuals having regard to performance, and reflect

Westpac’s risk management framework, the law and the highest standard of governance.

The Board Remuneration Committee reviews and makes recommendations to the Board in relation to the

Group Remuneration Policy, remuneration arrangements for the individuals and groups outlined above, the

remuneration structures for each category of persons covered by the Group Remuneration Policy, STVR and

LTVR plans and outcomes and adjustments (including forfeiture and clawback) for the Group Executives, any

other accountable persons under the Banking Executive Accountability Regime and any other person the Board

determines, as well as corporate goals and objectives relevant to the remuneration of the CEO and approving

any equity-based plans and overseeing general remuneration practices across Westpac.

In carrying out its duties, the Board Remuneration Committee accesses risk and financial control personnel

and engages external advisers who are independent of management. Members of the Board Remuneration

Committee are independent Non-executive Directors.

Further detail is contained in the Board Remuneration Committee Charter which is available on Westpac’s website.

Interaction with other Board CommitteesManagement remuneration oversight committees

Members of the Board Remuneration Committee are

members of either the Board Risk Committee or the

Board Legal, Regulatory & Compliance Committee.

The cross membership of those Committees supports

alignment between risk and reward.

The Board Remuneration Committee seeks feedback

from and considers matters raised by the Board

Risk Committee, the Board Legal, Regulatory

& Compliance Committee and the Board Audit

Committee with respect to remuneration outcomes,

adjustments to remuneration in light of relevant

matters and alignment of remuneration with the risk

management framework.

Divisional and functional remuneration oversight

committees consider areas of risk and consider

potential implications for remuneration. These

committees report to the Group Remuneration

Oversight Committee which in turn considers

consistency of remuneration across the Group and

provides information to the Board Remuneration

Committee and Board for review and decision making

as appropriate.

During the financial year, remuneration governance

arrangements were reviewed and minor changes

were made to enhance the Terms of Reference for the

Group Remuneration Oversight Committee.

Remuneration consultants

In 2020, the Board retained an independent adviser to provide specialist information on executive remuneration

and other remuneration matters. The services were provided directly to the Board Remuneration Committee

independent of management. The Chairman of the Board Remuneration Committee oversees the engagement

and associated costs. Work undertaken by the independent adviser included the provision of information

relating to the benchmarking of Non-executive Director, CEO and Group Executive remuneration as well as

modelling and analysis of alternative remuneration structures for the CEO and Group Executives.

In 2020, no remuneration recommendations, as prescribed under the Corporations Act 2001 (Cth) (Corporations

Act), were made by Board advisers.

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3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

89WESTPAC GROUP 2020 ANNUAL REPORT

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5.2. Executive minimum shareholding requirements and current compliance

The CEO and Group Executives are required to build and maintain a significant Westpac shareholding within five

years of their appointment to strengthen alignment with shareholder interests.

At 30 September 2020, the CEO and Group Executives comply with the requirement. The table below sets out the

minimum shareholding requirement for the CEO and Group Executives.

Minimum shareholding requirement

Chief Executive OfficerFive times annual fixed remuneration excluding superannuation, equivalent to $10.96 million

Group ExecutivesEquivalent to $1.2 million

The multiple for the CEO’s shareholding requirement is higher than that of his peers and reflects Westpac’s

approach to calculating the minimum shareholding requirement. Since 2006, this has included:

• shares held outright in the individual’s name either solely or jointly with another person;

• shares held in an employee share plan (including deferred STVR); and

• 50% of any unvested performance share rights (including LTVR).

The assessment approach has included shares held in a family trust or a self-managed superannuation fund since

2012.

5.3. Hedging policy

Participants in Westpac’s equity plans are prohibited from entering, either directly or indirectly, into hedging

arrangements for unvested awards in the STVR and LTVR plans. No financial products may be used to mitigate

the risk associated with these awards. Any attempt to hedge awards will result in forfeiture and the Board may

consider other disciplinary action. These restrictions satisfy the requirements of the Corporations Act which

prohibits hedging of unvested awards.

5.4. Employment agreements

The remuneration and other terms of employment for the CEO and Group Executives are formalised in their

employment agreements. Each agreement provides for the payment of fixed and variable reward, employer

superannuation contributions and other benefits such as death and disablement insurance cover.

The table below details the key terms including termination provisions of the employment agreements for the CEO

and Group Executives.

TermWhoConditions

Duration of agreementCEO and Group Executives

• Ongoing until notice given by either party

Notice (by the executive or the Group) to

terminate employment

CEO and Group Executives

• Twelve months

1

Termination payments on termination

without cause

2

CEO and Group Executives• Deferred STVR and LTVR awards vest

according to the applicable equity plan

rules

Termination for causeCEO and Group Executives

• Immediately for misconduct

• Three months' notice for poor

performance

Post-employment restraintsCEO and Group Executives

• Twelve month non-solicitation restraint

1. Payment in lieu of notice may in certain circumstances be approved by the Board for some or all of the notice period.

2. The maximum liability for termination benefits for the CEO and Group Executives at 30 September 2020 was $14.9 million (2019:

$16.0 million).

90WESTPAC GROUP 2020 ANNUAL REPORT
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6. Non-executive Director remuneration

6.1. Structure and policy

Westpac’s Non-executive Director remuneration strategy is designed to attract and retain experienced, qualified

Board members and provide appropriate remuneration for their time and expertise.

Non-executive Director fees are not related to Westpac’s results. Fees are paid in cash and no discretionary

payments are made for performance. Non-executive Directors are required to build and maintain a minimum

shareholding to align their interests with those of shareholders (refer to Section 6.4 for further details).

The table below sets out the components of Non-executive Director remuneration.

Non-executive Director remuneration

Base feesRelate to service on the Westpac Banking Corporation Board. The base fee for the Chairman covers all

responsibilities, including for Board Committees.

Committee feesAdditional fees are paid to Non-executive Directors (other than the Board Chairman) for chairing or

participating in Board Committees other than the Board Nominations & Governance Committee.

Employer superannuation

contributions

Reflects statutory superannuation contributions which are capped at the superannuation maximum

contributions base as prescribed under the Superannuation Guarantee legislation.

Subsidiary Board and Advisory

Board fees

Relates to service on Subsidiary Boards and Advisory Boards and are paid by the relevant subsidiary.

6.2. Non-executive Director remuneration in 2020

John McFarlane was appointed as a Non-executive Director on 17 February 2020 and Chairman on 1 April 2020.

The Chairman base fee was increased to $890,000 from $810,000.

The Board established the Board Financial Crime Committee as a special purpose committee to oversee the

implementation of Westpac's enhanced financial crime program. The Chairman of the Board Financial Crime

Committee received a fee of $4,000 and each member received $2,000 on a per diem basis.

The Board Financial Crime Committee later became the Board Legal, Regulatory & Compliance Committee to

enhance oversight of non-financial risk. The Chairman of the Board Legal, Regulatory & Compliance Committee

receives a fee of $67,500 and each member receives $30,000. The table below sets out the annual Board and

standing Committee fees and the changes for 2020.

Non-executive Director base fees have not increased since 1 October 2014 and the Non-executive Director fee

pool of $4.5 million per annum was approved by shareholders at the 2008 Annual General Meeting. Non-executive

Director base fees for 2019 were reduced by 20% as a one-off measure to recognise collective accountability for

customer outcomes highlighted by the Royal Commission, shareholder sentiment leading to the first strike against

the 2018 Remuneration Report and significant non-financial risk matters. For 2020, $3.66 million (81%) of the fee

pool was used. The fee pool includes employer superannuation contributions.

Base and Committee feesAnnual fee $Changes for 2020

Chairman890,000Fee increase to $890,000 (from $810,000)

effective 1 April 2020

Other Non-executive Directors225,000No change

Committee Chairman fees

Board Audit Committee70,400No change

Board Risk Committee90,000No change

Board Remuneration Committee63,800No change

Board Technology Committee35,200No change

Board Legal, Regulatory & Compliance Committee67,500New Committee for 2020

Committee membership fees

Board Audit Committee32,000No change

Board Risk Committee32,000No change

Board Remuneration Committee29,000No change

Board Technology Committee20,000No change

Board Legal, Regulatory & Compliance Committee30,000New Committee for 2020

Subsidiary Board and Advisory Board fees

During the reporting period, additional fees of $42,610 were paid to Anita Fung (former Non-executive Director) as

a member of the Westpac Asia Advisory Board.

1 STRATEGIC REPORT
2 GROUP PERFORMANCE

3 FINANCIAL STATEMENTS

4 SHAREHOLDER INFORMATION

91WESTPAC GROUP 2020 ANNUAL REPORT

Directors’ report

6.3. Changes to Board and Committee composition

On 27 November 2019, the Board Financial Crime Committee was established.

On 1 June 2020, the roles and responsibilities of the Board Risk & Compliance Committee were revised and the

Committee was renamed the Board Risk Committee. At the same time, the Board Legal, Regulatory & Compliance

Committee was established as a sub-committee of the Board Risk Committee. The Board Financial Crime

Committee was also dissolved, with its responsibilities assumed by the Board Legal, Regulatory & Compliance

Committee.

On 1 July 2020, the roles and responsibilities of the Board Nominations Committee were revised and the

Committee was renamed the Board Nominations & Governance Committee.

The table below outlines the changes that were made to the Board and Committee composition during the year

ended 30 September 2020

1

.

Name of Non-

executive DirectorChange in positionEffective date

John McFarlane• Appointed Non-executive Director17 February 2020

• Appointed Member of the Board Risk & Compliance Committee17 February 2020

• Appointed Chairman1 April 2020

• Appointed Chairman of the Board Nominations Committee (now the Board

Nominations & Governance Committee)

1 April 2020

• Ceased as Member of the Board Risk Committee (formerly the Board Risk &

Compliance Committee)

1 June 2020

Lindsay Maxsted

• Retired from the Board and its Committees31 March 2020

Nerida Caesar

• Appointed Member of the Board Financial Crime Committee27 November 2019

• Ceased as Member of the Board Financial Crime Committee1 June 2020

• Ceased as Member of the Board Risk Committee (formerly the Board Risk &

Compliance Committee)

1 June 2020

• Appointed Member of the Board Legal, Regulatory & Compliance Committee1 June 2020

Ewen Crouch

• Retired from the Board and its Committees

12 December 2019

2

Anita Fung• Retired from the Board and its Committees31 March 2020

Steven Harker

• Appointed Member of the Board Audit Committee1 October 2019

• Appointed Member of the Board Financial Crime Committee27 November 2019

• Ceased as Member of the Board Financial Crime Committee1 June 2020

• Ceased as Member of the Board Risk Committee (formerly the Board Risk &

Compliance Committee)

1 June 2020

• Appointed Member of the Board Legal, Regulatory & Compliance Committee1 June 2020

Chris Lynch

• Appointed Non-executive Director1 September 2020

• Appointed Member of the Board Audit Committee1 September 2020

• Appointed Member of the Board Risk Committee1 September 2020

Peter Marriott

• Ceased as Chairman of the Board Audit Committee

12 December 2019

2

• Appointed Chairman of the Board Risk & Compliance Committee (now the Board Risk

Committee)

12 December 2019

2

• Appointed Member of the Board Legal, Regulatory & Compliance Committee1 June 2020

Peter Nash

• Appointed Chairman of the Board Financial Crime Committee27 November 2019

• Appointed Chairman of the Board Audit Committee

12 December 2019

2

• Appointed Member of the Board Nominations Committee (now the Board

Nominations & Governance Committee)

12 December 2019

2

• Ceased as Chairman of the Board Financial Crime Committee1 June 2020

• Appointed Chairman of the Board Legal, Regulatory & Compliance Committee1 June 2020

Margaret Seale

• Appointed Member of the Board Remuneration Committee1 October 2019

• Appointed Member of the Board Financial Crime Committee27 November 2019

• Ceased as Member of the Board Financial Crime Committee1 June 2020

• Ceased as Member of the Board Risk Committee (formerly the Board Risk &

Compliance Committee)

1 June 2020

• Appointed Member of the Board Legal, Regulatory & Compliance Committe

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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.