Westpac 2021 AGM Proxy Forms

ASX Release


1 November 2021

Westpac 2021 AGM Proxy Forms

Westpac Banking Corporation (“Westpac”) today provides the attached Westpac
2021 AGM Proxy Forms.










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

VOTING/PROXY FORM LODGEMENT
HOW TO COMPLETE THIS VOTING/PROXY FORM
DIRECT VOTING (BOX A)
If you mark Box A, you are indicating that you wish to vote directly. Please only
mark either ‘For’ or ‘Against’ for each item. If you mark the ‘Abstain’ box, your
vote will not be counted.
If no direction is given on an item, or if you complete both Box A and Box B, your
vote will be passed to the Chairman as your proxy.
Your direct vote will be cast for all of your shares unless you indicate only a portion
of your shares are to be voted on any item by inserting the percentage or number
of shares beside the relevant item of business.
If you lodge a direct vote and then participate in the meeting, your participation
may cancel your direct vote in circumstances where you elect to be issued a new
voting card.
Further guidelines about direct voting are in Westpac’s Direct Voting Rules,
available on Westpac’s website westpac.com.au/AGM.
APPOINTING A PROXY (BOX B)
If you wish to appoint the Chairman as your proxy, mark Box B in Step 1. If you
wish to appoint someone else as your proxy, please write the name of the person,
or body corporate. A proxy need not be a shareholder of Westpac.
DEFAULT TO CHAIRMAN OF THE MEETING
If you leave Box B blank, or your named proxy does not participate in the meeting,
the Chairman will be your proxy. If your named proxy participates in the virtual
meeting but does not vote on a poll on a resolution in accordance with your
directions, the Chairman will become your proxy in respect of that resolution. On
a poll, the Chairman will vote proxies as directed.
VOTES ON ITEMS OF BUSINESS – PROXY APPOINTMENT
You may direct your proxy how to vote by marking one of the boxes opposite each
item of business. All your shares will be voted in accordance with such a direction
unless you indicate only a portion of voting rights are to be voted on any item by
inserting the percentage or number of shares you wish to vote beside the relevant
item of business. If you do not mark any of the boxes on the items of business,
your proxy may vote as they choose, subject to any voting exclusions that apply
to your proxy. If you mark more than one box on an item, your vote on that item
will be invalid.
PROXY VOTING BY KEY MANAGEMENT PERSONNEL (KMP)
If you wish to appoint a Director (other than the Chairman) or other member of
Westpac’s KMP, or their closely related parties, as your proxy, you must specify
how they should vote on Items 2 and 3 by marking the appropriate box. If you do
not, your proxy will not be able to exercise your vote for these Items.
If the Chairman is or becomes your proxy but you do not direct him how to vote
on an item (you do not complete any of the boxes ‘For’, ‘Against’ or ‘Abstain’ for
that item), you will be expressly authorising the Chairman to vote as they see fit
on that item.
APPOINTMENT OF A SECOND PROXY
Shareholders entitled to cast two or more votes can appoint up to two persons as
proxies to participate in the meeting and vote. If you wish to appoint a second
proxy, an additional Voting/Proxy Form may be obtained by contacting Link, or
copying this form.
To appoint a second proxy you must:
(a) on each Voting/Proxy Form state the percentage of your voting rights or number
of shares applicable to that form. If the appointments do not specify the
percentage or number of votes that each proxy may exercise, each proxy may
exercise half your votes. Fractions of votes will be disregarded; and
(b) return both forms together.
SIGNING INSTRUCTIONS
You must sign this form as follows in the spaces provided:
Individual: where the holding is in one name, the holder must sign.
Joint Holding: where the holding is in more than one name, any shareholder may
sign.
Power of attorney: To be effective, a hard copy of the power of attorney, originally
certified as a true copy by statutory declaration, must be received by Link by 10:00 am
(Sydney time) on Monday, 13 December 2021 at the postal address above.
Companies: Where the company has a sole director who is also the sole company
secretary, this form must be signed by that person. If the company (pursuant to
section 204A of the Corporations Act 2001 (Cth)) does not have a company
secretary, a sole director can also sign alone. Otherwise this form must be signed
by a director jointly with either another director or a company secretary. Please
indicate the office held by signing in the appropriate place.
CORPORATE REPRESENTATIVES
If a representative of the corporation is to participate in the meeting the appropriate
‘Certificate of Appointment of Corporate Representative’ should be received by
Link before the commencement of the meeting in accordance with the Notice of
Meeting. A form of the certificate may be obtained from Link or online at
linkmarketservices.com.au.
LODGE YOUR VOTE/PROXY

ONLINE
vote.linkmarketservices.com/WBC
BY MOBILE
Use the QR code below

BY EMAIL
Email form to: vote@linkmarketservices.com.au

BY MAIL
Westpac Banking Corporation
C/- Link Market Services Limited
Locked Bag A6015
Sydney South NSW 1235 Australia


BY FAX
+61 2 9287 0309

ENQUIRIES
Telephone: +61 1800 804 255 (free call within Australia)
This Voting/Proxy Form (and any power of attorney or other authority under which it is signed) must be received at an address given above by 10:00am (Sydney time) on
Monday, 13 December 2021, being no later than 48 hours before the commencement of Westpac Banking Corporation’s (Westpac’s) 2021 Annual General Meeting (AGM).
Any Voting/Proxy Form received after that time will not be valid for the AGM. The AGM will be a virtual meeting in the manner described in the Notice of Meeting.
Voting/Proxy Forms may be lodged using one of the methods given above or:

ONLINE
vote.linkmarketservices.com/WBC
Log in to the Link Market Services Limited’s (Link) website using
your holding details. Select ‘Voting’ and follow the prompts to lodge
your vote. You will need your Securityholder Reference Number
(SRN) or Holder Identification Number (HIN) and the postcode for
your shareholding.
BY QR CODE
Lodge your vote by scanning the QR code adjacent with the
appropriate device. You will need your HIN or SRN and postcode
for your shareholding.
To scan the code you may need a QR code reader which can
be downloaded for free on your device.
QR Code

NAME SURNAME
ADDRESS LINE 1
ADDRESS LINE 2
ADDRESS LINE 3
ADDRESS LINE 4
ADDRESS LINE 5
ADDRESS LINE 6
Westpac Banking Corporation
ABN 33 007 457 141
SAMPLE

*X99999999999*
X99999999999
NAME SURNAME
ADDRESS LINE 1
ADDRESS LINE 2
ADDRESS LINE 3
ADDRESS LINE 4
ADDRESS LINE 5
ADDRESS LINE 6
STEP 3
This form should be signed by the shareholder. If a joint holding, any shareholder may sign. If signed by the shareholder’s attorney, the power of attorney must
have been previously lodged with the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance
with its Constitution and the Corporations Act 2001 (Cth).
Shareholder 1 (Individual)Joint Shareholder 2 (Individual)Joint Shareholder 3 (Individual)
Sole Director and Sole Company Secretary
Director/Company Secretary (Delete one)Director
SIGNATURE OF SHAREHOLDERS – THIS MUST BE COMPLETED
STEP 2

Voting can be completed in one of three ways:
1. Online to vote directly or appoint a proxy;
2. Use this form to vote directly or appoint a proxy; or
3. Participate in the AGM online via westpac.com.au/AGM, where shareholders can access the online webcast and click through to vote (refer to the Online
AGM Guide available at westpac.com.au/AGM).
To vote directly or appoint a proxy follow the three steps below, using the instructions overleaf. Forms will only be valid and accepted if they are
signed and received no later than 48 hours before the AGM.
As a shareholder of Westpac entitled to participate and vote at Westpac’s AGM to be held on Wednesday, 15 December 2021, and at any adjournment or
postponement of the meeting, I/we hereby:
VOTING/PROXY FORM

STEP 1
Please mark either A or B
appoint the
Chairman of the
AGM (mark box
T
)
elect to lodge my vote
directly (mark box
T
)
VOTE DIREC TLY
OR
APPOINT A PROXY
If voting directly, only mark either
‘For’ or ‘Against’ for each item. If you
mark the ‘Abstain’ box, your vote for
that item will not be counted.
BA
If no name is provided, or if the person does not participate in the meeting, the Chairman will act as your proxy. In
each case, your proxy will act generally and vote in accordance with the following directions (or if no directions have
been given, and to the extent permitted by law, as the proxy sees fit), on your behalf at the AGM and at any adjournment
or postponement of the AGM.
The meeting will be a virtual meeting and you can participate by logging in via westpac.com.au/AGM. Please refer
to details in the Online AGM Guide and the Notice of Meeting. You can view and download those at
westpac.com.au/AGM.
Exercise of proxies by the Chairman for Item 2 (Remuneration Report) and Item 3 (Grant of Equity to Managing
Director and Chief Executive Officer). If the Chairman is your proxy (or becomes your proxy by default), you
expressly authorise the Chairman to vote on Items 2 and 3, even though Items 2 and 3 are connected directly or
indirectly with the remuneration of a member of the KMP of Westpac.
(Note: You may direct the Chairman how to vote on Items 2 and 3, by marking the appropriate box below.)
OR - if you are NOT appointing the Chairman of the AGM as your proxy, please
write the name and email of the person or body corporate you are appointing
(excluding the registered shareholder) as your proxy.
Name
* If you mark the Abstain box for a particular Item, you are directing your proxy not to vote on your behalf and your votes will not be counted.
Email
The Chairman of the AGM intends to vote all available proxies in FAVOUR of Items 2, 3, 4a, 4b, 4c, 4d and 5.
The Chairman of the AGM intends to vote all available proxies AGAINST Items 6a and 6b.
Please read the voting instructions overleaf before marking any boxes with an T
VOTING/PROXY DIRECTIONS
2 Remuneration Report
3 Grant of Equity to Managing Director and Chief Executive Officer
4a To re-elect Nerida Caesar as a Director
4b To re-elect Margaret Seale as a Director
Items of Business
4c To elect Dr Nora Scheinkestel as a Director
For
AgainstAbstain*
4d To elect Audette Exel AO as a Director
6a Amendment to the Constitution
FOR
FOR
FOR
FOR
FOR
FOR
FOR
Board
Recommendation
6b Transition Planning Disclosure
AGAINST
AGAINST
5 To approve and adopt amendments to the Westpac Constitution
RESOLUTIONS REQUISITIONED BY SHAREHOLDERS
Note: Item 6b will only be put to the meeting if the condition described in the Notice of Meeting is satisfied.
WBC PRX2101N
*WBC PRX2101N*
SAMPLE

VOTING/PROXY FORM LODGEMENT
HOW TO COMPLETE THIS VOTING/PROXY FORM
DIRECT VOTING (BOX A)
If you mark Box A, you are indicating that you wish to vote directly. Please only
mark either ‘For’ or ‘Against’ for each item. If you mark the ‘Abstain’ box, your
vote will not be counted.
If no direction is given on an item, or if you complete both Box A and Box B, your
vote will be passed to the Chairman as your proxy.
Your direct vote will be cast for all of your shares unless you indicate only a portion
of your shares are to be voted on any item by inserting the percentage or number
of shares beside the relevant item of business.
If you lodge a direct vote and then participate in the meeting, your participation
may cancel your direct vote in circumstances where you elect to be issued a new
voting card.
Further guidelines about direct voting are in Westpac’s Direct Voting Rules,
available on Westpac’s website westpac.com.au/AGM.
APPOINTING A PROXY (BOX B)
If you wish to appoint the Chairman as your proxy, mark Box B in Step 1. If you
wish to appoint someone else as your proxy, please write the name of the person,
or body corporate. A proxy need not be a shareholder of Westpac.
DEFAULT TO CHAIRMAN OF THE MEETING
If you leave Box B blank, or your named proxy does not participate in the meeting,
the Chairman will be your proxy. If your named proxy participates in the virtual
meeting but does not vote on a poll on a resolution in accordance with your
directions, the Chairman will become your proxy in respect of that resolution. On
a poll, the Chairman will vote proxies as directed.
VOTES ON ITEMS OF BUSINESS – PROXY APPOINTMENT
You may direct your proxy how to vote by marking one of the boxes opposite each
item of business. All your shares will be voted in accordance with such a direction
unless you indicate only a portion of voting rights are to be voted on any item by
inserting the percentage or number of shares you wish to vote beside the relevant
item of business. If you do not mark any of the boxes on the items of business,
your proxy may vote as they choose, subject to any voting exclusions that apply
to your proxy. If you mark more than one box on an item, your vote on that item
will be invalid.
PROXY VOTING BY KEY MANAGEMENT PERSONNEL (KMP)
If you wish to appoint a Director (other than the Chairman) or other member of
Westpac’s KMP, or their closely related parties, as your proxy, you must specify
how they should vote on Items 2 and 3 by marking the appropriate box. If you do
not, your proxy will not be able to exercise your vote for these Items.
If the Chairman is or becomes your proxy but you do not direct him how to vote
on an item (you do not complete any of the boxes ‘For’, ‘Against’ or ‘Abstain’ for
that item), you will be expressly authorising the Chairman to vote as they see fit
on that item.
APPOINTMENT OF A SECOND PROXY
Shareholders entitled to cast two or more votes can appoint up to two persons as
proxies to participate in the meeting and vote. If you wish to appoint a second
proxy, an additional Voting/Proxy Form may be obtained by contacting Link, or
copying this form.
To appoint a second proxy you must:
(a) on each Voting/Proxy Form state the percentage of your voting rights or number
of shares applicable to that form. If the appointments do not specify the
percentage or number of votes that each proxy may exercise, each proxy may
exercise half your votes. Fractions of votes will be disregarded; and
(b) return both forms together.
SIGNING INSTRUCTIONS
You must sign this form as follows in the spaces provided:
Individual: where the holding is in one name, the holder must sign.
Joint Holding: where the holding is in more than one name, any shareholder may
sign.
Power of attorney: To be effective, a hard copy of the power of attorney, originally
certified as a true copy by statutory declaration, must be received by Link by 10:00 am
(Sydney time) on Monday, 13 December 2021 at the postal address above.
Companies: Where the company has a sole director who is also the sole company
secretary, this form must be signed by that person. If the company (pursuant to
Companies Act 1993 (NZ)) does not have a company secretary, a sole director can
also sign alone. Otherwise this form must be signed by a director jointly with either
another director or a company secretary. Please indicate the office held by signing
in the appropriate place.
CORPORATE REPRESENTATIVES
If a representative of the corporation is to participate in the meeting the appropriate
‘Certificate of Appointment of Corporate Representative’ should be received by
Link before the commencement of the meeting in accordance with the Notice of
Meeting. A form of the certificate may be obtained from Link or online at
linkmarketservices.com.au.
This Voting/Proxy Form (and any power of attorney or other authority under which it is signed) must be received at an address given above by 10:00am (Sydney time) on
Monday, 13 December 2021, being no later than 48 hours before the commencement of Westpac Banking Corporation’s (Westpac’s) 2021 Annual General Meeting (AGM).
Any Voting/Proxy Form received after that time will not be valid for the AGM. The AGM will be a virtual meeting in the manner described in the Notice of Meeting.
Voting/Proxy Forms may be lodged using one of the methods given above or:

ONLINE
vote.linkmarketservices.com/WBC
Log in to the Link Market Services Limited’s (Link) website using
your holding details. Select ‘Voting’ and follow the prompts to lodge
your vote. You will need your Common Shareholder Number (CSN)
or Holder Number and your Faster Identification Number (FIN) for
your shareholding.
BY QR CODE
Lodge your vote by scanning the QR code adjacent with the
appropriate device. You will need your CSN or Holder Number,
and your FIN for your shareholding.
To scan the code you may need a QR code reader which can
be downloaded for free on your device.
QR Code

NAME SURNAME
ADDRESS LINE 1
ADDRESS LINE 2
ADDRESS LINE 3
ADDRESS LINE 4
ADDRESS LINE 5
ADDRESS LINE 6
LODGE YOUR VOTE/PROXY

ONLINE
vote.linkmarketservices.com/WBC
BY MOBILE
Use the QR code below

BY EMAIL
Scan and email to: meetings@linkmarketservices.com

BY MAIL
Westpac Banking Corporation
C/- Link Market Services Limited
PO Box 91976
Victoria Street West, Auckland 1142

ENQUIRIES
Telephone: 0800 002 727 (free call within New Zealand)
Westpac Banking Corporation
ABN 33 007 457 141
SAMPLE

*X99999999999*
X99999999999
NAME SURNAME
ADDRESS LINE 1
ADDRESS LINE 2
ADDRESS LINE 3
ADDRESS LINE 4
ADDRESS LINE 5
ADDRESS LINE 6
STEP 3
This form should be signed by the shareholder. If a joint holding, any shareholder may sign. If signed by the shareholder’s attorney, the power of attorney must
have been previously lodged with the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance
with its Constitution and the Companies Act 1993 (NZ).
Shareholder 1 (Individual)Joint Shareholder 2 (Individual)Joint Shareholder 3 (Individual)
Sole Director and Sole Company Secretary
Director/Company Secretary (Delete one)Director
SIGNATURE OF SHAREHOLDERS – THIS MUST BE COMPLETED
Voting can be completed in one of three ways:
1. Online to vote directly or appoint a proxy;
2. Use this form to vote directly or appoint a proxy; or
3. Participate in the AGM online via westpac.com.au/AGM, where shareholders can access the online webcast and click through to vote (refer to the Online
AGM Guide available at westpac.com.au/AGM).
To vote directly or appoint a proxy follow the three steps below, using the instructions overleaf. Forms will only be valid and accepted if they are
signed and received no later than 48 hours before the AGM.
As a shareholder of Westpac entitled to participate and vote at Westpac’s AGM to be held on Wednesday, 15 December 2021, and at any adjournment or
postponement of the meeting, I/we hereby:
VOTING/PROXY FORM

STEP 1
Please mark either A or B
appoint the
Chairman of the
AGM (mark box
T
)
elect to lodge my vote
directly (mark box
T
)
VOTE DIREC TLY
OR
APPOINT A PROXY
If voting directly, only mark either
‘For’ or ‘Against’ for each item. If you
mark the ‘Abstain’ box, your vote for
that item will not be counted.
BA
If no name is provided, or if the person does not participate in the meeting, the Chairman will act as your proxy. In
each case, your proxy will act generally and vote in accordance with the following directions (or if no directions have
been given, and to the extent permitted by law, as the proxy sees fit), on your behalf at the AGM and at any adjournment
or postponement of the AGM.
The meeting will be a virtual meeting and you can participate by logging in via westpac.com.au/AGM. Please refer
to details in the Online AGM Guide and the Notice of Meeting. You can view and download those at
westpac.com.au/AGM.
Exercise of proxies by the Chairman for Item 2 (Remuneration Report) and Item 3 (Grant of Equity to Managing
Director and Chief Executive Officer). If the Chairman is your proxy (or becomes your proxy by default), you
expressly authorise the Chairman to vote on Items 2 and 3, even though Items 2 and 3 are connected directly or
indirectly with the remuneration of a member of the KMP of Westpac.
(Note: You may direct the Chairman how to vote on Items 2 and 3, by marking the appropriate box below.)
OR - if you are NOT appointing the Chairman of the AGM as your proxy, please
write the name and email of the person or body corporate you are appointing
(excluding the registered shareholder) as your proxy.
Name
Email
STEP 2

* If you mark the Abstain box for a particular Item, you are directing your proxy not to vote on your behalf and your votes will not be counted.
The Chairman of the AGM intends to vote all available proxies in FAVOUR of Items 2, 3, 4a, 4b, 4c, 4d and 5.
The Chairman of the AGM intends to vote all available proxies AGAINST Items 6a and 6b.
Please read the voting instructions overleaf before marking any boxes with an T
VOTING/PROXY DIRECTIONS
2 Remuneration Report
3 Grant of Equity to Managing Director and Chief Executive Officer
4a To re-elect Nerida Caesar as a Director
4b To re-elect Margaret Seale as a Director
Items of Business
4c To elect Dr Nora Scheinkestel as a Director
For
AgainstAbstain*
4d To elect Audette Exel AO as a Director
6a Amendment to the Constitution
FOR
FOR
FOR
FOR
FOR
FOR
FOR
Board
Recommendation
6b Transition Planning Disclosure
AGAINST
AGAINST
5 To approve and adopt amendments to the Westpac Constitution
RESOLUTIONS REQUISITIONED BY SHAREHOLDERS
Note: Item 6b will only be put to the meeting if the condition described in the Notice of Meeting is satisfied.
WBC PRX2101N
*WBC PRX2101N*
SAMPLE