Shareholder resolutions for consideration at ANZ’s 2021 AGM

Australia and New Zealand Banking Group Limited
9/833 Collins Street Docklands Victoria 3008 Australia
ABN 11 005 357 522
8 October 2021


Shareholder resolutions for consideration
at ANZ’s 2021 AGM

As required by ASX Listing Rule 3.17A, ANZ advises that it has received the two resolutions
shown on the following page under section 249N “Members’ resolutions” of the Corporations
Act 2001 for consideration at its AGM which is scheduled to be held on 16 December 2021.

The accompanying statements requisitioning the resolutions will be distributed with the
Notice of Annual General Meeting in accordance with section 249P of the Corporations Act
2001 along with the ANZ Board’s recommendation on each resolution.

The resolutions are proposed by shareholders represented by the group Market Forces.
Shareholders represented by Market Forces also proposed resolutions at ANZ’s 2019 and
2020 Annual General Meetings, which were not approved by shareholders.

At its ESG Market Briefing on 16 September 2021, ANZ disclosed information relevant to the
resolutions, including its progress against climate-related targets and flagging that it
expects to release an updated climate statement and targets prior to its Annual General
Meeting.


For media enquiries contact:

Stephen Ries, +61 409 655 551

For analyst enquiries contact:

Jill Campbell, +61 3 8654 7749
Cameron Davis, +61 3 8654 7716

Authorised for distribution by ANZ’s Continuous Disclosure Committee

Resolution 1 – Amendment to the Constitution (special resolution)

Insert into the Constitution in clause 13 ‘Meetings of members’ the following new sub-clause
13.5A ‘Advisory resolutions’: “The Company in general meeting may by ordinary resolution
express an opinion or request information about the way in which a power of the Company
partially or exclusively vested in the Directors has been or should be exercised. Such a
resolution must relate to a material risk identified by the Directors or the Company and
cannot advocate action that would violate any law or relate to any personal claim or
grievance. Such a resolution is advisory only and does not bind the Directors or the
Company.”

Resolution 2 – Transition Planning Disclosure (ordinary resolution)

Shareholders note the Company’s stated support for the goal of achieving net-zero
emissions globally by 2050,
1
along with the publication of the International Energy Agency’s
Net Zero by 2050 scenario.
2
Shareholders therefore request the Company disclose, in
subsequent annual reporting, information demonstrating how the Company will manage its
Fossil Fuel
3
exposure in accordance with a scenario in which global emissions reach net-zero
by 2050. This information should include:
• A commitment to no longer provide Banking and Financing
4
where proceeds would be
used for new Fossil Fuel projects; and
• Targets to reduce Fossil Fuel exposure consistent with net-zero by 2050.


1
2020 Annual Report, Australia and New Zealand Banking Group, p.34
2
‘Net Zero by 2050’, International Energy Agency, May 2021
3
Upstream, midstream and downstream oil and gas; coal mining and transport (including haulage and
ports); coal, oil and gas power generation
4
Advisory services, project financing, loan syndications, leveraged and acquisition financing,
structured asset finance, structured export finance, and sustainable finance, as listed by ANZ:
https://www.anz.com/corporate/solutions/corporate-finance/