Application for quotation of securities – WBC

This appendix is available as an online form
Only use this form if the online version is not available +Rule 2.8, 3.10.3A to 3.10.3D
+ See chapter 19 for defined terms
5 June 2021 Page 1
Appendix 2A
Application for quotation of +securities
Information or documents not available now must be given to ASX as soon as available. Information
and documents given to ASX become ASX’s property and may be made public.
If you are an entity incorporated outside Australia and you are seeking quotation of a new class of
+securities other than CDIs, you will need to obtain and provide an International Securities
Identification Number (ISIN) for that class. Further information on the requirement for the notification of
an ISIN is available from the Create Online Forms page. ASX is unable to create the new ISIN for non-
Australian issuers.
*Denotes minimum information required for first lodgement of this form, with exceptions provided in
specific notes for certain questions. The balance of the information, where applicable, must be
provided as soon as reasonably practicable by the entity.
Part 1 – Entity and announcement details
Question
no
Question Answer
1.1 *Name of entity
We (the entity here named) apply for
+quotation of the following +securities and
agree to the matters set out in
Appendix 2A of the ASX Listing Rules.
1

Westpac Banking Corporation (“Westpac”)
1.2 *Registration type and number
Please supply your ABN, ARSN, ARBN, ACN or
another registration type and number (if you supply
another registration type, please specify both the type
of registration and the registration number).
ABN 33 007 457 141
1.3 *ASX issuer code WBC
1.4 *This announcement is
Tick whichever is applicable.
☒ A new announcement
☐ An update/amendment to a previous
announcement
☐ A cancellation of a previous
announcement
1.4a *Reason for update
Answer this question if your response to Q 1.4 is an
update/amendment to previous announcement.
N/A
1.4b *Date of previous announcement to this
update
Answer this question if your response to Q 1.4 is an
update/amendment to previous announcement.
N/A
1.4c *Reason for cancellation
Answer this question if your response to Q 1.4 is “A
cancellation of a previous announcement”
N/A

1
Appendix 2A of the Listing Rules includes a warranty that an offer of the securities for sale within 12 months after their issue
will not require disclosure under section 707(3) or 1012C(6) of the Corporations Act. If you are in any doubt as to the
application of, or the entity’s capacity to give, this warranty, please see ASIC Regulatory Guide 173 Disclosure for on-sale of
securities and other financial products and consult your legal adviser.

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 2
1.4d *Date of previous announcement to this
cancellation
Answer this question if your response to Q 1.4 is “A
cancellation of a previous announcement”
N/A
1.5 *Date of this announcement 6 September 2022
Part 2 – Type of issue
Question
No.
Question Answer
2.1 *The +securities to be quoted are:
Select whichever item is applicable.
If you wish to apply for quotation of different types of
issues of securities, please complete a separate
Appendix 2A for each type of issue.
☐ +Securities issued as part of a
transaction or transactions previously
announced to the market in an
Appendix 3B
☐ +Securities issued under a +dividend or
distribution plan
☐ +Securities issued, transferred or re-
classified as a result of options being
exercised or other +convertible
securities being converted
☐ Unquoted partly paid +securities that
have been fully paid up and are now to
become quoted fully paid +securities
Note: there is no need to apply for quotation of
the fully paid securities if the partly paid securities
were already quoted
☐ +Restricted securities where the escrow
period has expired or is about to expire
☐ +Securities previously issued under an
+employee incentive scheme where the
restrictions on transfer have ceased or
are about to cease
☐ +Securities issued under an +employee
incentive scheme that are not subject to
a restriction on transfer or that are to be
quoted notwithstanding there is a
restriction on transfer
☒ Other [please specify]
If you have selected ‘other’ please explain the
circumstances of the issue here:
Please refer to 2.2h.3.
2.1a
*Have the +securities to be quoted been
issued yet?
No
2.1a.1 *What was their date of issue?
Answer this question if your response to Q2.1a is
“Yes”.
N/A
2.1a.2 *What is their proposed date of issue?
Answer this question if your response to Q2.1a is “No”.
7 September 2022
2.2a.1 *Date of Appendix 3B notifying the market
of the proposed issue of +securities for
which quotation is now being sought
Answer this question if your response to Q2.1 is
“Securities issued as part of a transaction or
transactions previously announced to the market in an
Appendix 3B”
N/A

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 3
2.2a.2 *Are there any further issues of +securities
yet to take place to complete the
transaction(s) referred to in the
Appendix 3B?
Answer this question if your response to Q2.1 is
“Securities issued as part of a transaction or
transactions previously announced to the market in an
Appendix 3B”.
N/A
2.2a.2.1 *Please provide details of the further issues
of +securities yet to take place to complete
the transaction(s) referred to in the
Appendix 3B
Answer this question if your response to Q2.1 is
“Securities issued as part of a transaction or
transactions previously announced to the market in an
Appendix 3B” and your response to Q2.2a.2 is “Yes”.
Please provide details of the proposed dates and
number of securities for the further issues. This may
be the case, for example, if the Appendix 3B related to
an accelerated pro rata offer with an institutional
component being quoted on one date and a retail
component being quoted on a later date.
N/A
2.2b.1 Date of Appendix 3A.1 lodged with ASX in
relation to the underlying +dividend or
distribution
Answer this question if your response to Q2.1 is
“Securities issued under a dividend or distribution
plan”.
N/A
2.2c.1 Please state the number and type of
options that were exercised or other
+convertible securities that were converted
(including their ASX security code)
Answer this question if your response to Q2.1 is
“Securities issued, transferred or re-classified as a
result of options being exercised or other convertible
securities being converted”.
N/A
2.2c.2 And the date the options were exercised or
other +convertible securities were
converted
Answer this question if your response to Q2.1 is
“Securities issued, transferred or re-classified as a
result of options being exercised or other convertible
securities being converted”.
Note: If this occurred over a range of dates, enter the
first date and last date of the period in which the
options were exercised or convertible securities were
converted.
N/A
2.2c.3 Is this all of the options or other
+convertible securities on issue of that type
(ie have all of those options now been
exercised or have all of those convertible
securities now been converted)?
Answer this question if your response to Q2.1 is
“Securities issued, transferred or re-classified as a
result of options being exercised or other convertible
securities being converted”.
N/A
Note: If you have answered “No”, consider whether
you need to lodge an Appendix 3H with ASX notifying
ASX of the cessation of some or all of the remaining
options or other convertible securities under Listing
Rule 3.10.E. This may the case, for example, if options
have lapsed because they have passed their expiry
date without being exercised, or convertible debt
securities have been repaid or redeemed without
being converted.

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 4
2.2c.4 The right of the holder of the options or
other +convertible securities to receive the
+underlying securities is being satisfied by:
Answer this question if your response to Q2.1 is
“Securities issued, transferred or re-classified as a
result of options being exercised or other convertible
securities being converted”.
☐ An issue of new +securities
☐ A transfer of existing +securities
☐ A reclassification of the +convertible
securities as securities in the same
class as the +underlying securities

N/A
2.2c.5 The underlying securities being received by
the holder are:
Answer this question if your response to Q2.1 is
“Securities issued, transferred or re-classified as a
result of options being exercised or other convertible
securities being converted”.
☐ Already quoted by ASX
☐ Intended to be, but are not yet, quoted
by ASX
☐ Are not, and are not intended to be,
quoted by ASX

N/A
2.2c.6 Were the options being exercised or other
+convertible securities being converted
issued under an +employee incentive
scheme?
Answer this question if your response to Q2.1 is “Securities
issued, transferred or re-classified as a result of options
being exercised or other convertible securities being
converted”.
N/A
2.2c.7 *Are any of the options being exercised or
other +convertible securities being
converted held by +key management
personnel (KMP) or an +associate?
Answer this question if your response to Q2.1 is “Securities
issued, transferred or re-classified as a result of options
being exercised or other convertible securities being
converted” and your response to Q2.2c.6 is “Yes”.
N/A
2.2c.7.a
*Provide details of the KMP or +associates who are exercising options or converting
convertible securities.
Answer this question if your response to Q2.1 is “Securities issued, transferred or re-classified as a result of
options being exercised or other convertible securities being converted”, your response to Q2.2c.6 is “Yes” and
your response to Q2.2c.7 is “Yes”. Repeat the detail in the table below for each KMP involved. If the options or
other convertible securities are held by the KMP, repeat the name of the KMP or insert “Same” in “Name of
registered holder”. If the options or other convertible securities are held by an associate of a KMP, insert the
name of the associate in “Name of registered holder”.

Name of KMP
[200 characters]
Name of registered holder
[200 characters]
Number of options
being exercised or
other +convertible
securities being
converted
[16 characters]
N/A N/A N/A

2.2d.1 Please state the number and type of
unquoted partly paid +securities (including
their ASX security code) that have been
fully paid up and that are now to become
quoted on ASX
Answer this question if your response to Q2.1 is “Partly
paid securities that have been fully paid up and are
now to become quoted fully paid securities”.
N/A

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 5
2.2d.2
And the date the
+
securities were fully paid
up
Answer this question if your response to Q2.1 is “Partly
paid securities that have been fully paid up and are
now to become quoted fully paid securities”.
Note: If this occurred over a range of dates, enter the
date the last of the securities was fully paid up.
N/A
2.2d.3
Is this all of the partly paid +securities on
issue of that type (ie have all of those partly
paid securities now been fully paid up)?
Answer this question if your response to Q2.1 is
“Unquoted partly paid securities that have been fully
paid up and are now to become quoted fully paid
securities”.
N/A
Note: If you have answered “No”, consider whether
you need to lodge an Appendix 3H with ASX notifying
ASX of the cessation of some or all of the remaining
partly paid securities under Listing Rule 3.10.E. This
may the case, for example, if partly paid securities that
have not had the call paid by the due date will be
cancelled. If you are an NL company, consider also
whether you have notification obligations in relation to
any forfeiture of the partly paid securities not paid up
under Listing Rule 3.12.
2.2e.1 Please state the number and type of
+restricted securities (including their ASX
security code) where the escrow period has
expired or is about to expire
Answer this question if your response to Q2.1 is
“Restricted securities where the escrow period has
expired or is about to expire”.
N/A
2.2e.2 And the date the escrow restrictions have
ceased or will cease
Answer this question if your response to Q2.1 is
“Restricted securities where the escrow period has
expired or is about to expire”.
Note: If this occurred over a range of dates, enter the
date the last of the escrow restrictions has ceased or
will cease.
N/A
2.2f.1 Please state the number and type of
+securities (including their ASX security
code) previously issued under the
+employee incentive scheme where the
restrictions on transfer have ceased or are
about to cease
Answer this question if your response to Q2.1 is
“Securities previously issued under an employee
incentive scheme where the restrictions on transfer
have ceased or are about to cease”.
N/A
2.2f.2 And the date the restrictions on transfer
have ceased or will cease:
Answer this question if your response to Q2.1 is
“Securities previously issued under an employee
incentive scheme where the restrictions on transfer
have ceased or are about to cease”.
Note: If this occurred over a range of dates, enter the
date the last of the restrictions on transfer has ceased
or will cease.
N/A

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 6
2.2g.1 Please state the number and type of
+securities (including their ASX security
code) issued under the +employee
incentive scheme that are not subject to a
restriction on transfer or that are to be
quoted notwithstanding there is a restriction
on transfer
Answer this question if your response to Q2.1 is
“Securities issued under an employee incentive
scheme that are not subject to a restriction on transfer
or that are to be quoted notwithstanding there is a
restriction on transfer”.
N/A
2.2g.2 *Please attach a document or provide
details of a URL link for a document lodged
with ASX detailing the terms of the
+employee incentive scheme or a summary
of the terms.
Answer this question if your response to Q2.1 is
“Securities issued under an employee incentive
scheme that are not subject to a restriction on transfer
or that are to be quoted notwithstanding there is a
restriction on transfer”.
N/A
2.2g.3 *Are any of these +securities being issued
to +key management personnel (KMP) or
an +associate
Answer this question if your response to Q2.1 is
“Securities issued under an employee incentive
scheme that are not subject to a restriction on transfer
or that are to be quoted notwithstanding there is a
restriction on transfer”.
N/A


2.2g.3.a *Provide details of the KMP or +associates being issued +securities.
Answer this question if your response to Q2.1 is “Securities issued under an employee incentive scheme that are
not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer”
and your response to Q2.2g.3 is “Yes”. Repeat the detail in the table below for each KMP involved in the issue. If
the securities are being issued to the KMP, repeat the name of the KMP or insert “Same” in “Name of registered
holder”. If the securities are being issued to an associate of a KMP, insert the name of the associate in “Name of
registered holder”.

Name of KMP
[200 characters]
Name of registered holder
[200 characters]
Number of +securities
[16 characters]
N/A N/A N/A

2.2h.1 *Were the +securities issued for a cash
consideration?
Answer this question if your response to Q2.1 is
“Other”.
If the securities are being issued for nil cash
consideration, answer this question “No”.
Yes
2.2h.1.a
*In what currency was the cash
consideration paid?
Answer this question if your response to Q2.1 is
“Other” and your response to Q2.2h.1 is “Yes”.
For example, if the consideration is being paid in
Australian Dollars, state AUD.
Singapore Dollars (“SGD”)

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 7
2.2h.1.b *What was the issue price per +security
Answer this question if your response to Q2.1 is
“Other” and your response to Q2.2h.1 is “Yes”, and by
reference to the issue currency provided in your
response to Q2.2h.1.a.
Note: you cannot enter a nil amount here. If the
securities are being issued for nil cash consideration,
answer Q2.2h.1 as “No” and complete Q2.2h.1.c.
SGD250,000 per Calculation Amount
2.2h.1.c
Please describe the consideration provided
for the +securities
Answer this question if your response to Q2.1 is
“Other” and your response to Q2.2h.1 is “No”.
SGD450,000,000
2.2h.1.d Please provide an estimate (in AUD) of the
value of the consideration provided per
+security for the +securities to be quoted
Answer this question if your response to Q2.1 is
“Other” and your response to Q2.2h.1 is “No”.
N/A
2.2h.2 *The purpose(s) for which the entity is
issuing the +securities is:
Answer this question if your response to Q2.1 is
“Other”.
You may select one or more of the items in the list.
☐ To raise additional working capital
☐ To fund the retirement of debt
☐ To pay for the acquisition of an asset
[provide details below]
☐ To pay for services rendered
[provide details below]
☒ Other [provide details below]

Additional details:

The net proceeds of the issue of the Fixed
Rate Reset Subordinated Instruments will
be used for general corporate purposes.

2.2h.3
*Please provide any further information
needed to understand the circumstances in
which you are applying to have these
+securities quoted on ASX, including why
the issue of the +securities has not been
previously announced to the market in an
Appendix 3B
You must answer this question if your response to
Q2.1 is “Other”. If there is no other information to
provide, please answer “Not applicable” or “N/A”.
As the decision to quote the Fixed Rate
Reset Subordinated Instruments is made at
the same time as this Appendix 2A is
lodged, an Appendix 3B is not necessary.
2.2i
*Have these +securities been offered under
a +disclosure document or +PDS?
Answer this question if your response to Q2.1 is
“Other”.
No
2.2i.1 *Date of +disclosure document or +PDS?
Answer this question if your response to Q2.1 is
“Other” and your response to Q2.2i is “Yes”.
Under the Corporations Act, the entity must apply for
quotation of the securities within 7 days of the date of
the disclosure document or PDS.
N/A

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 8
2.3 *Any on-sale of the +securities to be quoted
within 12 months of their date of issue will
comply with the secondary sale provisions
in sections 707(3) and 1012C(6) of the
Corporations Act by virtue of:
Answer this question if your response to Q2.1 is
“Other” and your response to Q2.2i is “No”.
Note: Under Appendix 2A of the Listing Rules, when
the entity applies for quotation of securities, it gives a
warranty that an offer of the securities for sale within
12 months after their issue will not require disclosure
under section 707(3) or 1012C(6) of the Corporations
Act.
If you are in any doubt as to the application of, or the
entity’s capacity to give, this warranty, please see
ASIC Regulatory Guide 173 Disclosure for on-sale of
securities and other financial products and consult
your legal adviser.
☐ The publication of a +disclosure
document or +PDS for the +securities
to be quoted
☐ The publication of a cleansing notice
under section 708A(5), 708AA(2)(f),
1012DA(5) or 1012DAA(2)(f)
☐ The publication of a +disclosure
document or +PDS involving the same
class of securities as the +securities to
be quoted that meets the requirements
of section 708A(11) or 1012DA(11)
☒ An applicable ASIC instrument or class
order
☐ Not applicable – the entity has
arrangements in place with the holder
that ensure the securities cannot be on-
sold within 12 months in a manner that
would breach section 707(3) or
1012C(6)
Note: Absent relief from ASIC, a listed entity can only
issue a cleansing notice where trading in the relevant
securities has not been suspended for more than
5 days during the shorter of: (a) the period during
which the class of securities are quoted; and (b) the
period of 12 months before the date on which the
relevant securities under the offer were issued.

2.4 *The +securities to be quoted are:
Tick whichever is applicable
☐ Additional +securities in a class that is
already quoted on ASX ("existing
class")
☒ New +securities in a class that is not yet
quoted on ASX ("new class")

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 9
Part 3A – number and type of +securities to be quoted (existing class or
new class) where issue has previously been notified to ASX in
an Appendix 3B
Answer the questions in this Part if your response to Q2.1 is “Securities issued as part of a transaction or transactions
previously announced to the market in an Appendix 3B”.
Question
No.
Question Answer
3A.1 *ASX security code & description N/A
3A.2 *Number of +securities to be quoted N/A
3A.3 Any other information the entity wishes to
provide about the +securities to be quoted
N/A
3A.4 *Provide a distribution schedule for the new +securities according to the categories set out
in the left hand column – including the number of recipients and the total percentage of the
new +securities held by the recipients in each category.
Number of +securities held Number of holders Total percentage of
+securities held
1 – 1,000 N/A N/A
1,001 – 5,000 N/A N/A
5,001 – 10,000 N/A N/A
10,001 – 100,000 N/A N/A
100,001 and over N/A N/A
Answer this question only if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt Listings do not
have to answer this question), your response to Q2.4 is “new class” and the securities to be quoted have already
been issued.
Note: if the securities to be quoted have not yet been issued, under listing rule 3.10.5, you will need to provide to
ASX a list of the 20 largest recipients of the new securities, and the number and percentage of the new securities
received by each of those recipients, and a distribution schedule for the securities when they are issued.

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 10
Part 3B – number and type of +securities to be quoted (existing class)
where issue has not previously been notified to ASX in an
Appendix 3B
Answer the questions in this Part if your response to Q2.1 is anything other than “Securities issued as part of a transaction or
transactions previously announced to the market in an Appendix 3B” and your response to Q2.4 is “existing class”. If your
response to Q2.1 is “Securities issued, transferred or re-classified as a result of options being exercised or other convertible
securities being converted”, the questions in this part relate to the securities being issued, transferred or reclassified as a result
of the exercise of the options or the conversion of the convertible securities. If your response to Q2.1 is “Unquoted partly paid
securities that have been fully paid up and are now to become quoted fully paid securities”, the questions in this part relate to
the fully paid securities arising from that payment up. Otherwise, the questions in this part relate to the securities issued by the
entity which are to be quoted on ASX and which are described in the response to Q2.1.
Question
No.
Question Answer
3B.1 *ASX security code & description N/A
3B.2 *Number of +securities to be quoted N/A
3B.3a *Will the +securities to be quoted rank
equally in all respects from their issue date
with the existing issued +securities in that
class?
N/A

3B.3b *Is the actual date from which the
+securities will rank equally (non-ranking
end date) known?
Answer this question if your response to Q3B.3a is
“No”.
N/A

3B.3c *Provide the actual non-ranking end date
Answer this question if your response to Q3B.3a is
“No” and your response to Q3B.3b is “Yes”.
N/A
3B.3d *Provide the estimated non-ranking end
period
Answer this question if your response to Q3B.3a is
“No” and your response to Q3B.3b is “No”.
N/A
3B.3e *Please state the extent to which the
+securities do not rank equally:
• in relation to the next dividend,
distribution or interest payment; or
• for any other reason
Answer this question if your response to Q3B.3a is
“No”.
For example, the securities may not rank at all, or may
rank proportionately based on the percentage of the
period in question they have been on issue, for the
next dividend, distribution or interest payment; or they
may not be entitled to participate in some other event,
such as an entitlement issue.
N/A
3B.4 Any other information the entity wishes to
provide about the +securities to be quoted
N/A

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 11
Part 3C – number and type of +securities to be quoted (new class)
where issue has not previously been notified to ASX in an
Appendix 3B
Answer the questions in this Part if your response to Q2.1 is anything other than “Securities issued as part of a transaction or
transactions previously announced to the market in an Appendix 3B” and your response to Q2.4 is “new class”. If your response
to Q2.1 is “Securities issued, transferred or re-classified as a result of options being exercised or other convertible securities
being converted”, the questions in this part relate to the securities being issued, transferred or reclassified as a result of the
exercise of the options or the conversion of the convertible securities. If your response to Q2.1 is “Unquoted partly paid
securities that have been fully paid up and are now to become quoted fully paid securities”, the questions in this part relate to
the fully paid securities arising from that payment up. Otherwise, the questions in this part relate to the securities issued by the
entity which are to be quoted on ASX and which are described in the response to Q2.1.
Question
No.
Question Answer
3C.1 *Security description Tranche No. 1 of Series 1484
SGD450,000,000 Fixed Rate Reset
Subordinated Instruments due 7 September
2032
3C.2 *Security type
Select one item from the list that best describes the
securities the subject of this form. This will determine
more detailed questions to be asked about the
security later in this section. Select “ordinary fully or
partly paid shares/units” for stapled securities or CDIs.
For interest rate securities, please select the
appropriate choice from either “Convertible debt
securities” or “Non-convertible debt securities”. Select
“Other” for performance shares/units and performance
options/rights or if the selections available in the list
do not appropriately describe the security being
issued.
☐ Ordinary fully or partly paid shares/units
☐ Options
☐ +Convertible debt securities
☐ Non-convertible +debt securities
☐ Redeemable preference shares/units
☒ Wholesale debt securities
☐ Other


3C.3 ISIN code
Answer this question if you are an entity incorporated
outside Australia and you are seeking quotation of a
new class of securities other than CDIs. See also the
note at the top of this form.
XS2529229036
3C.4 *Number of +securities to be quoted
Aggregate principal amount/face value of
SGD450,000,000 issued in denominations
of SGD250,000

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 12
3C.5a *Will all the +securities issued in this class
rank equally in all respects from the issue
date?
Yes.

The Fixed Rate Reset Subordinated
Instruments will rank ahead for payment in a
winding up to holders of ordinary shares and
junior ranking capital instruments.

The Fixed Rate Reset Subordinated
Instruments will rank equal for payment in a
winding up to holders of other subordinated
instruments that have not been converted or
written-off and equal ranking instruments.

The Fixed Rate Reset Subordinated
Instruments will rank behind for payment in
a winding up to senior creditors.

However, the Fixed Rate Reset
Subordinated Instruments will be adversely
affected if a Non-Viability Trigger Event (as
defined in the Information Memorandum
dated 8 November 2021, as supplemented)
occurs.

3C.5b *Is the actual date from which the
+securities will rank equally (non-ranking
end date) known?
Answer this question if your response to Q3C.5a is
“No”.
N/A


3C.5c *Provide the actual non-ranking end date
Answer this question if your response to Q3C.5a is
“No” and your response to Q3C.5b is “Yes”.
N/A
3C.5d *Provide the estimated non-ranking end
period
Answer this question if your response to Q3C.5a is
“No” and your response to Q3C.5b is “No”.
N/A
3C.5e *Please state the extent to which the
+securities do not rank equally:
• in relation to the next dividend,
distribution or interest payment; or
• for any other reason
Answer this question if your response to Q3C.5a is
“No”.
For example, the securities may not rank at all, or may
rank proportionately based on the percentage of the
period in question they have been on issue, for the
next dividend, distribution or interest payment; or they
may not be entitled to participate in some other event,
such as an entitlement issue.
N/A

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 13
3C.6 Please attach a document or provide a
URL link for a document lodged with ASX
setting out the material terms of the
+securities to be quoted
You may cross-reference a disclosure document,
PDS, information memorandum, investor presentation
or other announcement with this information provided
it has been released to the ASX Market
Announcements Platform.
See the Information Memorandum dated 8
November 2021, released to the ASX
Market Announcements Platform on 9
November 2021,
(https://www.asx.com.au/asxpdf/20211109/p
df/452r3b7ng1hyt4.pdf) and the attached
Pricing Supplement dated 5 September
2022

3C.7
*Have you received confirmation from ASX
that the terms of the +securities are
appropriate and equitable under listing rule
6.1?
Answer this question only if you are an ASX Listing.
(ASX Foreign Exempt Listings and ASX Debt Listings
do not have to answer this question).
If your response is “No” and the securities have any
unusual terms, you should approach ASX as soon as
possible for confirmation under listing rule 6.1 that the
terms are appropriate and equitable.
N/A


3C.8 *Provide a distribution schedule for the new +securities according to the categories set out
in the left hand column – including the number of recipients and the total percentage of the
new +securities held by the recipients in each category.
Number of +securities held Number of holders Total percentage of
+securities held
1 – 1,000 N/A N/A
1,001 – 5,000 N/A N/A
5,001 – 10,000 N/A N/A
10,001 – 100,000 N/A N/A
100,001 and over N/A N/A
Answer this question only if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt Listings do not
have to answer this question) and the securities to be quoted have already been issued.
Note: if the securities to be quoted have not yet been issued, under listing rule 3.10.5, you will need to provide to
ASX a list of the 20 largest recipients of the new +securities, and the number and percentage of the new
+securities received by each of those recipients, and a distribution schedule for the securities when they are
issued.
3C.9a Ordinary fully or partly paid shares/units details
Answer the questions in this section if you selected this security type in your response to Question 3C.2.
*+Security currency
This is the currency in which the face amount of an
issue is denominated. It will also typically be the
currency in which distributions are declared.
N/A
*Will there be CDIs issued over the
+securities?
N/A

*CDI ratio
Answer this question if you answered “Yes” to the
previous question. This is the ratio at which CDIs can
be transmuted into the underlying security (e.g. 4:1
means 4 CDIs represent 1 underlying security
whereas 1:4 means 1 CDI represents 4 underlying
securities).
N/A


*Is it a partly paid class of +security? N/A

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 14
*Paid up amount: unpaid amount
Answer this question if answered “Yes” to the
previous question.
The paid up amount represents the amount of
application money and/or calls which have been paid
on any security considered ‘partly paid’
The unpaid amount represents the unpaid or yet to be
called amount on any security considered ‘partly paid’.
The amounts should be provided per the security
currency (e.g. if the security currency is AUD, then the
paid up and unpaid amount per security in AUD).
N/A


*Is it a stapled +security?
This is a security class that comprises a number of
ordinary shares and/or ordinary units issued by
separate entities that are stapled together for the
purposes of trading.
N/A


3C.9b Option details
Answer the questions in this section if you selected this security type in your response to Question 3C.2.
*+Security currency
This is the currency in which the exercise price is
payable.
N/A
*Exercise price
The price at which each option can be exercised and
convert into the underlying security.
The exercise price should be provided per the security
currency (i.e. if the security currency is AUD, the
exercise price should be expressed in AUD).
N/A
*Expiry date
The date on which the options expire or terminate.
N/A
*Details of the number and type of
+security (including its ASX security code if
the +security is quoted on ASX) that will be
issued if an option is exercised
For example, if the option can be exercised to receive
one fully paid ordinary share with ASX security code
ABC, please insert “One fully paid ordinary share
(ASX:ABC)”.
N/A
3C.9c Details of non-convertible +debt securities, +convertible debt securities, or
redeemable preference shares/units
Answer the questions in this section if you selected one of these security types in your response to Question
3C.2.
Refer to Guidance Note 34 and the “Guide to the Naming Conventions and Security Descriptions for ASX Quoted
Debt and Hybrid Securities” for further information on certain terms used in this section
*Type of +security
Select one item from the list
☐ Simple corporate bond
☐ Non-convertible note or bond
☐ Convertible note or bond
☐ Preference share/unit
☐ Capital note
☐ Hybrid security
☐ Other
N/A

*+Security currency
This is the currency in which the face value of the
security is denominated. It will also typically be the
currency in which interest or distributions are paid.
N/A

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 15
Face value
This is the principal amount of each security.
The face value should be provided per the security
currency (i.e. if security currency is AUD, then the
face value per security in AUD).
N/A
*Interest rate type
Select one item from the list
Select the appropriate interest or dividend rate type
per the terms of the security. Definitions for each type
are provided in the Guide to the Naming Conventions
and Security Descriptions for ASX Quoted Debt and
Hybrid Securities
☐ Fixed rate
☐ Floating rate
☐ Indexed rate
☐ Variable rate
☐ Zero coupon/no interest or dividend
☐ Other
N/A
Frequency of coupon/interest/dividend
payments per year
Select one item from the list.
☐ Monthly
☐ Quarterly
☐ Semi-annual
☐ Annual
☐ No coupon/interest payments
☐ Other

N/A
First interest/dividend payment date
A response is not required if you have selected “No
coupon/interest payments” in response to the question
above on the frequency of coupon/interest payments
N/A
Interest/dividend rate per annum
Answer this question if the interest rate type is fixed.
N/A
*Is the interest/dividend rate per annum
estimated at this time?
Answer this question if the interest rate type is fixed.
N/A



If the interest/dividend rate per annum is
estimated, then what is the date for this
information to be announced to the market
(if known)
Answer this question if the interest rate type is fixed
and your response to the previous question is “Yes”.
Answer “Unknown” if the date is not known at this
time.
N/A
*Does the interest rate include a reference
rate, base rate or market rate (e.g. BBSW
or CPI)?
Answer this question if the interest rate type is floating
or indexed.
N/A


*What is the reference rate, base rate or
market rate?
Answer this question if the interest rate type is floating
or indexed and your response to the previous
question is “Yes”.
N/A
*Does the interest/dividend rate include a
margin above the reference rate, base rate
or market rate?
Answer this question if the interest rate type is floating
or indexed.
N/A

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 16
*What is the margin above the reference
rate, base rate or market rate (expressed
as a percent per annum)
Answer this question if the interest rate type is floating
or indexed and your response to the previous
question is “Yes”.
N/A

*S128F of the Income Tax Assessment Act
status applicable to the +security
Select one item from the list
For financial products which are likely to give rise to a
payment to which s128F of the Income Tax
Assessment Act applies, ASX requests issuers to
confirm the s128F status of the security:
• “s128F exempt” means interest payments are not
taxable to non-residents;
• “Not s128F exempt” means interest payments are
taxable to non-residents;
• “s128F exemption status unknown” means the
issuer is unable to advise the status;
• “Not applicable” means s128F is not applicable to
this security
☐ s128F exempt
☐ Not s128F exempt
☐ s128F exemption status unknown
☐ Not applicable

N/A
*Is the +security perpetual (i.e. no maturity
date)?
N/A


*Maturity date
Answer this question if the security is not perpetual
N/A
*Select other features applicable to the
+security
Up to 4 features can be selected. Further information
is available in the Guide to the Naming Conventions
and Security Descriptions for ASX Quoted Debt and
Hybrid Securities.
☐ Simple
☐ Subordinated
☐ Secured
☐ Converting
☐ Convertible
☐ Transformable
☐ Exchangeable
☐ Cumulative
☐ Non-Cumulative
☐ Redeemable
☐ Extendable
☐ Reset
☐ Step-Down
☐ Step-Up
☐ Stapled
☐ None of the above

N/A
*Is there a first trigger date on which a right
of conversion, redemption, call or put can
be exercised (whichever is first)?
N/A


*If yes, what is the first trigger date
Answer this question if your response to the previous
question is “Yes”.
N/A

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 17
Details of the number and type of +security
(including its ASX security code if the
+security is quoted on ASX) that will be
issued if the +securities to be quoted are
converted, transformed or exchanged (per
1 new +security)
Answer this question if the security features include
“converting”, “convertible”, “transformable” or
“exchangeable”.
For example, if the security can be converted into
1,000 fully paid ordinary shares with ASX security
code ABC, please insert “1,000 fully paid ordinary
shares (ASX:ABC)”.
N/A
3C.9d Details of wholesale debt securities
Answer the questions in this section if you selected this security type in your response to Question Q3C.2.
Refer to Guidance Note 34 and the “Guide to the Naming Conventions and Security Descriptions for ASX
Quoted Debt and Hybrid Securities” for further information on certain terms used in this section
CFI DTFUFB
FISN WESTPAC BANKING/1EMTN 20320907
*+Security currency
This is the currency in which the face value of the
security is denominated. It will also typically be the
currency in which interest or distributions are paid.
SGD
Total principal amount of class SGD450,000,000
Face value
This is the offer / issue price or value at which the
security was offered on issue.
SGD250,000 per Calculation Amount
Number of +securities
This should be the total principal amount of class
divided by the face value
Aggregate principal amount/face value of
SGD450,000,000 issued in denominations
of SGD250,000
*Interest rate type
Select the appropriate interest rate type per the terms
of the security. Definitions for each type are provided
in the Guide to the Naming Conventions and Security
Descriptions for ASX Quoted Debt and Hybrid
Securities.
☒ Fixed rate
☐ Floating rate
☐ Fixed to floating
☐ Floating to fixed


*Frequency of coupon/interest payments
per year
Select one item from the list. The number of interest
payments to be made per year for a wholesale debt
security.
☐ Monthly
☐ Quarterly
☒ Semi-annual
☐ Annual
☐ No payments


*First interest payment date
A response is not required if you have selected “No
payments” in response to the question above on the
frequency of coupon/interest payments.
7 March 2023

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 18
*Interest rate per annum
A response is not required if you have selected “No
payments” in response to the question above on the
frequency of coupon/interest payments. The rate
represents the total rate for the first payment period
which may include a reference or base rate plus a
margin rate and other adjustment factors where
applicable, stated on a per annum basis. If the rate is
only an estimate at this time please enter an indicative
rate and provide the actual rate once it has become
available.
4.65% per annum payable semi-annually in
arrear for the period from, and including, the
Issue Date, to but excluding, the Interest
Payment Date scheduled to fall on 7
September 2027 (the “Early Redemption
Date (Call)”).

If the subordinated instruments are not
redeemed, purchased and cancelled,
Converted or Written-Off by the Issuer by
the Early Redemption Date (Call), the rate
of interest payable for the period from and
including the Early Redemption Date (Call),
to but excluding the Maturity Date shall be
equal to the 5-year SORA Overnight
Indexed Swap rate plus the Spread of 1.751
per cent. per annum payable semi-annually
in arrear.


*Maturity date
The date on which the security matures.
7 September 2032
Class type description Tranche No. 1 of Series 1484
SGD450,000,000 Fixed Rate Reset
Subordinated Instruments due 7 September
2032
*S128F of the Income Tax Assessment Act
status applicable to the +security
Select one item from the list
For financial products which are likely to give rise to a
payment to which s128F of the Income Tax
Assessment Act applies, ASX requests issuers to
confirm the s128F status of the security:
• “s128F exempt” means interest payments are not
taxable to non-residents;
• “Not s128F exempt” means interest payments are
taxable to non-residents;
• “s128F exemption status unknown” means the
issuer is unable to advise the status;
“Not applicable” means s128F is not applicable to this
security
☒ s128F exempt
☐ Not s128F exempt
☐ s128F exemption status unknown
☐ Not applicable

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 19
3C.10 Any other information the entity wishes to
provide about the +securities to be quoted
Conversion of all or some of the Fixed
Rate Reset Subordinated Instruments may
be required upon a Non-Viability Trigger
Event (as that term is defined in the
Information Memorandum dated 8
November 2021) occurring.

If conversion does not occur within 5 ASX
Business Days after a Non-Viability Trigger
Event, such notes, or a percentage of the
outstanding principal amount of such notes
to be converted, will immediately and
irrevocably be written-off and terminated.

If converted, the Fixed Rate Reset
Subordinated Instruments will convert into
ordinary shares according to the following
formula:

Outstanding Principal Amount (translated
into Australian dollars) / (P x VWAP)

Where:

Outstanding Principal Amount has the
meaning given to it in Conditions 1.1 and
6.13 of the Information Memorandum
dated 8 November 2021.
P means 0.99.
VWAP means the VWAP during the period
of 5 ASX Business Days on which trading
in ordinary shares took place immediately
preceding (but not including) the Non-
Viability Trigger Event Date.

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 20
Part 4 – Issued capital following quotation

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 21
Following the quotation of the +securities the subject of this application, the issued capital of the entity
will comprise:
Note: the figures provided in the tables in sections 4.1 and 4.2 below are used to calculate the total
market capitalisation of the entity published by ASX from time to time. Please make sure you include in
the relevant table each class of securities issued by the entity.
If you have quoted CHESS Depository Interests (CDIs) issued over your securities, include them in the
table in section 4.1 and include in the table in section 4.2 any securities that do not have CDIs issued
over them (and therefore are not quoted on ASX).
Restricted securities should only be included in the table in section 4.1 if you are applying to have them
quoted because the escrow period for the securities has expired or is about to expire. Otherwise
include them in the table in section 4.2.

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 22
4.1 *Quoted +securities (total number of each +class of +securities quoted on ASX following
the +quotation of the +securities the subject of this application)
ASX security code and description Total number of +securities
on issue
WBC (Fully Paid Ordinary Shares) 3,501,127,694

WBCHBN (Series 2015-20 Fully Paid Senior Fixed Rate
Medium Term Notes)
4,250
WBCHCC (Series 2017-5 Fully Paid Senior Floating
Rate Medium Term Notes)
23,750
WBCHCD (Series 2017-6 Fully Paid Senior Fixed Rate
Medium Term Notes)
3,000
WBCHCF (Series 2018-1 Fully Paid Subordinated
Floating Rate Medium Term Notes)
2,500
WBCHCH (Series 2018-2 Fully Paid Senior Floating
Rate Medium Term Notes)
23,500
WBCHCI (Series 2018-3 Fully Paid Senior Fixed Rate
Medium Term Notes)
2,500
WBCHCJ (Series 2018-4 Fully Paid Senior Fixed Rate
Medium Term Notes)
500
WBCHCK (Series 2018-5 Fully Paid Subordinated
Floating Rate Medium Term Notes)
7,250
WBCHCL (Series 2018-6 Fully Paid Senior Fixed Rate
Medium Term Notes)
500
WBCHCO (Series 2018-9 Fully Paid Senior Fixed Rate
Medium Term Notes)
3,000
WBCHCP (Series 2018-10 Fully Paid Senior Floating
Rate Medium Term Notes)
24,500
WBCHCQ (Series 2019-1 Fully Paid Senior Fixed Rate
Medium Term Notes)
400
WBCHCR (Series 2019-2 Fully Paid Senior Floating
Rate Medium Term Notes)
19,000
WBCHCS (Series 2019-3 Fully Paid Senior Fixed Rate
Medium Term Notes)
3,500
WBCHCU (Series 2019-5 Fully Paid Senior Floating
Rate Medium Term Notes)
17,000
WBCHCV (Series 2019-6 Fully Paid Senior Fixed Rate
Medium Term Notes)
3,000
WBCHCW (Series 2019-7 Fully Paid Subordinated
Floating Rate Medium Term Notes)
10,000
WBCHDA (Series 2020-3 Fully Paid Senior Floating
Rate Medium Term Notes)
500
WBCHDB (Series 2020-4 Fully Paid Senior Floating
Rate Medium Term Notes)
500
WBCHDC (Series 2020-5 Fully Paid Senior Floating
Rate Medium Term Notes)
500
WBCHDD (Series 2020-6 Fully Paid Senior Floating
Rate Medium Term Notes)
1,000

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 23
WBCHDE (Series 2020-7 Fully Paid Senior Floating
Rate Medium Term Notes)
500
WBCPE (Westpac Capital Notes 2) 6,214,825
WBCPH (Westpac Capital Notes 5) 16,903,383
WBCPI (Westpac Capital Notes 6) 14,230,580
WBCPJ (Westpac Capital Notes 7) 17,229,363
WBCPK (Westpac Capital Notes 8) 17,500,000
WBCPL (Westpac Capital Notes 9) 15,090,880
WBCHBO (Series 1227 USD100,000,000 Fixed Rate Subordinated Instruments) –
due February 2046
WBCHBT (Series 1267 JPY10,000,000,000 Fixed Rate Subordinated Instruments) – due
June 2026
WBCHBU (Series 1269 AUD175,000,000 Fixed Rate Subordinated Instruments) –
due June 2028
WBCHCA (Series 1333 AUD350,000,000 Fixed Rate Subordinated Instruments) –
due August 2029
WBCHCE (Series 1361 AUD185,000,000 Fixed Rate Subordinated Instruments) –
due February 2048
WBCHCG (Series 1371 AUD130,000,000 Fixed Rate Subordinated Instruments) –
due March 2048
WBCHDF (Series 1462 EUR1,000,000,000 Fixed Rate Subordinated Instruments) – due
May 2031
WBCHDG (Series 1484 SGD 450,000,000 Fixed Rate Reset Subordinated Instruments)
– due September 2032

4.2
*Unquoted +securities (total number of each +class of +securities issued but not quoted
on ASX):

ASX security code and description Total number of +securities on issue
Westpac Performance Plan

Westpac Long Term Variable Reward Plan
789,696

3,777,179
USD1.25 billion 5.00% Fixed Rate Resetting Perpetual
Subordinated Contingent Convertible Securities


Part 5 – Other Listing Rule requirements
The questions in this Part should only be answered if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt
Listings do not need to complete this Part) and your response to Q2.1 is:
- “Securities issued under a dividend/distribution plan”;
- “Securities issued under an employee incentive scheme that are not subject to a restriction on transfer or that are to be
quoted notwithstanding there is a restriction on transfer”; or
- “Other”.
Note that if your response to Q2.1 is “Securities issued as part of a transaction or transactions previously announced to the
market in an Appendix 3B”, it is assumed that you will have provided the information referred to in this Part in the Appendix 3B.

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 24
Question
No.
Question Answer
5.1 *Are the +securities being issued under an
exception in Listing Rule 7.2 and therefore
the issue does not need any security holder
approval under Listing Rule 7.1?
N/A


5.1a Enter the number of the applicable
exception in Listing Rule 7.2
Answer this question is your response to Q5.1 is “Yes”
Note this should be a number between 1 and 17.
N/A

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 25
5.1a.1 *Does the +dividend or distribution plan
meet the requirement of listing rule 7.2
exception 4 that it does not impose a limit
on participation?
Answer this question if your response to Q5.1 is “Yes”
and your response to Q5.1a is “4”.
Note: Exception 4 only applies where security holders
are able to elect to receive all of their dividend or
distribution as securities. For example, Exception 4
would not apply in the following circumstances: 1) The
entity has specified a dollar limit on the level of
participation e.g. security holders can only participate
to a maximum value of $x in respect of their
entitlement, or 2) The entity has specified a maximum
number of securities that can participate in the plan
e.g. security holders can only receive securities in lieu
of dividend payable for x number of securities.
N/A


5.2 *Has the entity obtained, or is it obtaining,
+security holder approval for the issue
under listing rule 7.1?
Answer this question if the response to Q5.1 is “No”.
N/A


5.2a *Date of meeting or proposed meeting to
approve the issue under listing rule 7.1
Answer this question if the response to Q5.1 is “No”
and the response to Q5.2 is “Yes”.
N/A
5.2b *Are any of the +securities being issued
without +security holder approval using the
entity’s 15% placement capacity under
listing rule 7.1?
Answer this question if the response to Q5.1 is “No”
and the response to Q5.2 is “No”.
N/A


5.2b.1 *How many +securities are being issued
without +security holder approval using the
entity’s 15% placement capacity under
listing rule 7.1?
Answer this question if the response to Q5.1 is “No”,
the response to Q5.2 is “No” and the response to
Q5.2b is “Yes”.
If the response to Q5.2b is “Yes”, please complete and
separately send by email to your ASX listings
compliance adviser a work sheet in the form of
Annexure B to Guidance Note 21 confirming the entity
has the available capacity under listing rule 7.1 to
issue that number of securities.
N/A
5.2c *Are any of the +securities being issued
without +security holder approval using the
entity’s additional 10% placement capacity
under listing rule 7.1A (if applicable)?
Answer this question if the response to Q5.1 is “No”
and the response to Q5.2 is “No”.
N/A

This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 26
5.2c.1 *How many +securities are being issued
without +security holder approval using the
entity’s additional 10% placement capacity
under listing rule 7.1A?
Answer this question if the response to Q5.1 is “No”,
the response to Q5.2 is “No” and the response to
Q5.2c is “Yes”.
If the response to Q5.2c is “Yes”, please complete and
separately send by email to your ASX listings
compliance adviser a work sheet in the form of
Annexure C to Guidance Note 21 confirming the entity
has the available capacity under listing rule 7.1A to
issue that number of securities.
N/A
Introduced 01/12/19; amended 31/01/20; 05/06/21

PROHIBITION OF SALES TO EEA RETAIL INVESTORS – The Subordinated Instruments are not intended
to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made
available to any retail investor in the European Economic Area (the “EEA”). For these purposes, a retail
investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of
Directive 2014/65/EU (as amended, “MiFID II”); or (ii) a customer within the meaning of Directive (EU)
2016/97, where that customer would not qualify as a professional client as defined in point (10) of Article
4(1) of MiFID II. Consequently, no key information document required by Regulation (EU) No 1286/2014
(as amended, the “EU PRIIPs Regulation”) for offering or selling the Subordinated Instruments or otherwise
making them available to retail investors in the EEA has been prepared and therefore offering or selling the
Subordinated Instruments or otherwise making them available to any retail investor in the EEA may be
unlawful under the EU PRIIPs Regulation.
PROHIBITION OF SALES TO UK RETAIL INVESTORS – The Subordinated Instruments are not intended
to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made
available to any retail investor in the United Kingdom (the “UK”). For these purposes, a retail investor means
a person who is one (or more) of: (i) a retail client, as defined in point (8) of Article 2 of Regulation (EU) No
2017/565 as it forms part of domestic law in the UK by virtue of the European Union (Withdrawal) Act 2018,
as amended by the European Union (Withdrawal Agreement) Act 2020 (the “EUWA”); or (ii) a customer
within the meaning of the provisions of the UK’s Financial Services and Markets Act 2000, as amended (the
“FSMA”) and any rules or regulations made under the FSMA to implement Directive (EU) 2016/97 in the
UK, where that customer would not qualify as a professional client, as defined in point (8) of Article 2(1) of
Regulation (EU) No 600/2014 as it forms part of domestic law in the UK by virtue of the EUWA.
Consequently, no key information document required by Regulation (EU) No 1286/2014 as it forms part of
domestic law in the UK by virtue of the EUWA (the “UK PRIIPs Regulation”) for offering or selling the
Subordinated Instruments or otherwise making them available to retail investors in the UK has been
prepared and therefore offering or selling the Subordinated Instruments or otherwise making them available
to any retail investor in the UK may be unlawful under the UK PRIIPs Regulation.
NOTIFICATION UNDER SECTION 309B(1) OF THE SECURITIES AND FUTURES ACT 2001 OF
SINGAPORE, AS MODIFIED OR AMENDED FROM TIME TO TIME (THE “SFA”) – The Subordinated
Instruments are prescribed capital markets products (as defined in the Securities and Futures (Capital
Markets Products) Regulations 2018) and Excluded Investment Products (as defined in MAS Notice SFA
04-N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16: Notice on Recommendations
on Investment Products).
THIS PRICING SUPPLEMENT HAS BEEN ISSUED IN RESPECT OF INSTRUMENTS WHICH ARE NOT
ADMITTED TO THE OFFICIAL LIST OF THE UK FINANCIAL CONDUCT AUTHORITY OR TO ANY
EUROPEAN ECONOMIC AREA REGULATED MARKET, OR OFFERED TO THE PUBLIC IN THE
EUROPEAN ECONOMIC AREA FOR THE PURPOSES OF REGULATION (EU) 2017/1129 (AS
AMENDED) (THE “EU PROSPECTUS REGULATION”) OR IN THE UK FOR THE PURPOSES OF THE
FSMA. THIS PRICING SUPPLEMENT HAS NOT BEEN REVIEWED OR APPROVED BY THE UK
FINANCIAL CONDUCT AUTHORITY AND DOES NOT CONSTITUTE A BASE PROSPECTUS FOR THE
PURPOSES OF THE EU PROSPECTUS REGULATION OR REGULATION (EU) 2017/1129 AS IT FORMS
PART OF THE DOMESTIC LAW IN THE UK BY VIRTUE OF THE EUWA.

2
PRICING SUPPLEMENT
Series No.: 1484
Tranche No.: 1
WESTPAC BANKING CORPORATION ABN 33 007 457 141
Programme for the Issuance of Debt Instruments
Issue of
SGD450,000,000
Fixed Rate Reset Subordinated Instruments due 7
September 2032
by Westpac Banking Corporation
Legal Entity Identifier (LEI): EN5TNI6CI43VEPAMHL14
This document constitutes the Pricing Supplement relating to the issue of Subordinated Instruments
described herein. Terms used herein shall be deemed to be defined as such for the purposes of the Terms
and Conditions (the “Terms and Conditions”) set forth in the Information Memorandum dated 8 November
2021 and any supplement to the Information Memorandum prepared by the Issuer from time to time
(together, the “Information Memorandum”). This Pricing Supplement must be read in conjunction with the
Information Memorandum.
Full information on the Issuer and the Subordinated Instruments described herein is only available on the
basis of a combination of this Pricing Supplement and the Information Memorandum. The Information
Memorandum is available for viewing at Camomile Court, 23 Camomile Street, London EC3A 7LL, United
Kingdom and copies may be obtained from the Specified Offices of the Paying Agents.
Where interest, discount income, prepayment fee, redemption premium or break cost is derived from any
of the Subordinated Instruments by any person who is not resident in Singapore and who carries on any
operations in Singapore through a permanent establishment in Singapore, the tax exemption available for
qualifying debt securities (subject to certain conditions) under the Income Tax Act 1947 of Singapore (the
“ITA”) shall not apply if such person acquires such Subordinated Instruments using the funds and profits of
such person’s operations through a permanent establishment in Singapore. Any person whose interest,
discount income, prepayment fee, redemption premium or break cost derived from the Subordinated
Instruments is not exempt from tax (including for the reasons described above) shall include such income
in a return of income made under the ITA.
Part A: Contractual Terms
The Subordinated Instruments being purchased have the following terms:
1. Issuer:
Westpac Banking Corporation, acting through its
head office

3
2. Date of Board Approval of the
Issuer:
Not applicable, save as discussed in paragraph 2 of
the “General Information” section of the Information
Memorandum.
3. Status: Subordinated
The primary method of loss absorption is
Conversion, subject to possible Write-off in
accordance with Condition 5.3.
For the purposes of:
• Condition 6.1, the formula to be used for
calculating the Conversion Number, P is
0.99; and
• Condition 6.10(b), the Clearing System Cut-
off Date is 10 ASX Business Days prior to the
Non-Viability Trigger Event Date.
4. Specified Currency:
(i) of denomination:
(ii) of payment:

Singapore Dollars (“SGD”)
SGD
5. Aggregate Principal Amount of
Tranche:
SGD450,000,000
6.
Aggregate Principal Amount of
Series:
SGD450,000,000
7. If interchangeable with existing
Series, Series No.:
Not applicable
8. Issue Date: 7 September 2022
9. Interest Commencement Date: Issue Date
10. Issue Price:
100 per cent. of the Aggregate Principal Amount of
Tranche
11. Maturity Date: 7 September 2032, subject to adjustment in
accordance with the Business Day Convention
specified in paragraph 21(vi i).
12. Total Expenses related to
admission to trading:
AUD5,000
13. Form of Subordinated Instruments: Bearer

4
(i) Initially represented by a
Temporary Global Instrument or
Permanent Global Instrument:
Temporary Global Instrument
(ii) Temporary Global Instrument
exchangeable for a Permanent
Global Instrument or for
Definitive Subordinated
Instruments:
Yes. The Exchange Date shall be no earlier than 40
days after the Issue Date.
(iii) Specify date (if any) from which
exchanges for Registered
Subordinated Instruments will be
made:
Not applicable
(iv) Permanent Global Instrument
exchangeable at the option of the
bearer for Definitive
Subordinated Instruments:
No. Permanent Global Instruments are only
exchangeable for Definitive Subordinated
Instruments in the limited circumstances set out in
Conditions 2.5(a) and (b).
(v) Talons for future Coupons to be
attached to Definitive
Subordinated Instruments:
No
14. If issued in registered form: Not applicable
15. Denomination: SGD250,000
16. Calculation Amount: SGD250,000
17. Type of Subordinated
Instrument(s):
Fixed Rate Reset Subordinated Instruments
18. Interest: 4.65 per cent. per annum Fixed Rate subject to the
Reset Rate. Further details are specified in
paragraph 21.
19. Change of interest basis: Not applicable
20. Fixed Rate Subordinated
Instruments:
Not applicable
21.
Fixed Rate Reset Subordinated
Instruments Provisions:
Applicable
(i) Initial Rate of Interest:
4.65 per cent. per annum payable semi-annually in
arrear for the period from, and including, the Issue
Date to, but excluding, the Interest Payment Date
scheduled to fall on 7 September 2027 (the “Early

5
Redemption Date (Call)”).
(ii) Fixed Rate Reset Date: Early Redemption Date (Call)
(iii) Reset Rate: A fixed rate per annum equal to the sum of (a) the
Reset Reference Rate and (b) the Reset Reference
Rate Spread payable semi-annually in arrear for the
period from, and including, the Early Redemption
Date (Call) to, but excluding, the Maturity Date.
(iv) Reset Reference Rate:
The 5-year SORA Overnight Indexed Swap rate (“5-
year SORA OIS”) appearing on the Relevant Screen
Page at the Reset Rate Time on the Reset
Determination Date.
- Relevant Screen Page: The 5-year SORA OIS available on the “OTC SGD
OIS” page on Bloomberg under the “BGN” panel and
the column headed “Ask”, or such other page as may
be determined by the Calculation Agent for the
purposes of displaying comparable rates.

- Reset Reference Rate
Spread:
1.751 per cent. per annum, being the difference
between the Initial Rate of Interest and the 5-year
SORA OIS of 2.899 per cent. per annum determined
at the time of pricing on 30 August 2022.
(v) Interest Payment Dates: 7 March and 7 September of each year commencing
on 7 March 2023 up to and including the Maturity
Date, subject in each case to adjustment in
accordance with the Business Day Convention
specified in paragraph 21(vii).

(vi) Interest Period End Date(s):
7 March and 7 September of each year commencing
on 7 March 2023 up to and including 7 September
2032, subject in each case to adjustment in
accordance with the Business Day Convention
specified in paragraph 21(vii).
(vii) Applicable Business Day
Convention:

– for Interest Payment Dates:
– for Interest Period End
Dates:
– for Maturity Date:
– any other date:
Modified Following Business Day Convention
Modified Following Business Day Convention

Modified Following Business Day Convention
No adjustment

6
(viii) Additional Business Centre(s): London, Singapore, New York and Sydney

(ix) Fixed Coupon Amount up to
(but excluding) the Fixed Rate
Reset Date:
Not Applicable
(x) Broken Amount(s): Not applicable
(xi) Day Count Fraction: Actual/365 (Fixed)
(xii) Reset Determination Date: The second Singapore Business Day immediately
preceding the Early Redemption Date (Call), where
“Singapore Business Day” means a day on which
commercial banks and foreign exchange markets
settle payments and are open for general business
(including dealing in foreign exchange and foreign
currency deposits) in Singapore.
(xiii) Reset Rate Time: 4.00 pm (Singapore time)
22. Floating Rate Subordinated
Instruments Provisions:
Not applicable
23. Benchmark Replacement: Benchmark Replacement (General)
24. Final Redemption Amount of each
Subordinated Instrument:
SGD250,000 per Calculation Amount
25.
Early Redemption at the option of
the Issuer (Call):
Condition 8.3 is applicable, but only in respect of the
Interest Payment Date scheduled to fall on 7
September 2027
(i) Early Redemption Date (Call):
Interest Payment Date scheduled to fall on 7
September 2027
(ii) Early Redemption Amount (Call)
of each Subordinated Instrument:
SGD250,000 per Calculation Amount
(iii) Series redeemable in part: The Issuer may redeem all or some Subordinated
Instruments at its discretion under Condition 8.3
(iv) Notice period(s): As set out in Condition 8.7
(v) Specify any additional conditions
to exercise of the call option:
Not applicable
26.
Early Redemption (Adverse Tax
Event)
Condition 8.4 is applicable

(i) Early Redemption Amount
(Adverse Tax Event) of each
SGD250,000 per Calculation Amount

7
Subordinated Instrument:
(ii) Series redeemable in part: Not applicable
(iii) Notice period(s): As set out in Condition 8.7
(iv) Specify any additional conditions
to exercise of option:
Not applicable
27. Early Redemption (Regulatory
Event)
Condition 8.5 is applicable

(i) Early Redemption Amount
(Regulatory Event) of each
Subordinated Instrument:
SGD250,000 per Calculation Amount
(ii) Series redeemable in part: Not applicable
(iii) Notice period(s): As set out in Condition 8.7
(iv) Specify any additional conditions
to exercise of option:
Not applicable
28. Early Termination (Event of Default): Condition 11 is applicable
Early Termination Amount: SGD250,000 per Calculation Amount
29. Taxation: Condition 10.1 is applicable
30. Other terms and conditions: Not applicable
31. Lead Managers: DBS Bank Ltd.
The Hongkong and Shanghai Banking Corporation
Limited, Singapore Branch
Oversea-Chinese Banking Corporation Limited
Standard Chartered Bank
United Overseas Bank Limited
Westpac Banking Corporation
32. Relevant Dealers: Lead Managers
33. Paying Agent(s): As set out in the Information Memorandum
34. Calculation Agent: Fiscal Agent
35. Notices: Condition 16 applies

8
36. U.S. selling restrictions: Regulation S Category 2 restrictions apply to the
Subordinated Instruments
Not Rule 144A eligible
TEFRA D Rules apply to the Subordinated
Instruments

WESTPAC BANKING CORPORATION
By:
Name: Emily Blythe
Date: 5 September 2022

9
Part B: Other Information
1. Listing:
Ye s . It is intended that the Subordinated
Instruments will be listed on the Australian
Securities Exchange’s wholesale Interest Rate
Securities Market.
2. Ratings:
3.
Interests of natural and legal persons
involved in the issue:

Save as discussed in the “Subscription and
Sale” section of the Information Memorandum,
so far as the Issuer is aware, no person involved
in the offer of the Subordinated Instruments has
an interest material to the offer.
4. Reasons for the offer:

10
Reasons for the offer and use of
proceeds:
General corporate purposes
5. Operational Information:
(i) Trade Date: 30 August 2022
(ii) ISIN: XS2529229036
(iii) Common Code: 252922903
(iv) CFI: DTFUFB
(v) FISN: WESTPAC BANKING/1EMTN 20320907
(vi) Common Depository/Lodging
Agent
The Bank of New York Mellon

(vii) Any Clearing System other than
Euroclear and Clearstream,
Luxembourg:
Not applicable
(viii) CMU Service Instrument Number: Not applicable
(ix) Settlement procedures: Customary medium term note settlement and
payment procedures apply
6. Other
(i) Distribution of Information
Memorandum:
See pages 1 to 4 and the “Subscription and
Sale” section of the Information Memorandum.
(ii) Other selling restrictions:
See the “Subscription and Sale” section of the
Information Memorandum.
(iii) Stabilisation Manager: Not applicable
(iv) Other amendments: Not applicable
(v) Additional disclosure: See the Annexure to this Pricing Supplement.

11
ANNEXURE TO THE PRICING SUPPLEMENT
The Information Memorandum is hereby supplemented with the following information, which shall be
deemed to be incorporated in, and to form part of, the Information Memorandum. Save as otherwise
defined herein, terms defined in the Information Memorandum have the same meaning when used in
this Annexure.
Amendment to Information Memorandum
All references in the Information Memorandum to “Securities and Futures Act (Chapter 289) of
Singapore” and “Securities and Futures Act, Chapter 289 of Singapore” shall be deemed to be deleted
and replaced with “Securities and Futures Act 2001 of Singapore”.
Holders of Subordinated Instruments may be exposed to risks relating to Singapore taxation
The Subordinated Instruments are intended to be qualifying debt securities (“QDS”) for the purposes
of the Income Tax Act 1947 of Singapore (“ITA”), subject to the fulfilment of certain conditions more
particularly described in the section titled “Singapore Taxation”.
However, there is no assurance that the conditions for QDS will be met or that the Subordinated
Instruments would continue to enjoy the tax concessions for QDS should the relevant tax laws be
amended or revoked at any time, or should the required conditions cease to be fulfilled.
In addition, the tax concessions for QDS may not be available for the Subordinated Instruments if the
Inland Revenue Authority of Singapore (“IRAS”) does not regard the Subordinated Instruments as
debt securities for Singapore income tax purposes.
Interim Financial Report
On 9 May 2022, Westpac released its interim financial report for the six-month period ended 31
March 2022 (“Interim Financial Report”) containing the unaudited consolidated interim financial
statements (including the auditor’s review report thereon and the notes thereto) as at and for the six-
month period ended 31 March 2022, as set out on pages 97 to 136 (inclusive) of the Interim
Financial Report. By virtue of this Pricing Supplement, pages 97 to 136 (inclusive) of the Interim
Financial Report are incorporated in and form part of this Pricing Supplement, and are thereby
incorporated in and form part of the Information Memorandum.
Any information in the Interim Financial Report which is not incorporated in and does not form part of
this Pricing Supplement and therefore is not incorporated in and does not form part of the
Information Memorandum is not relevant for investors or is contained elsewhere in the Information
Memorandum.
Singapore Taxation
The statements below are general in nature and are based on certain aspects of current tax laws in
Singapore and administrative guidelines and circulars issued by the IRAS and the Monetary
Authority of Singapore (“MAS") in force as at the date of this Pricing Supplement and are subject to
any changes in such laws, administrative guidelines or circulars, or the interpretation of those laws,
administrative guidelines or circulars, occurring after such date, which changes could be made on a
retroactive basis. These laws, administrative guidelines and circulars are also subject to various

12
interpretations and the relevant tax authorities or the courts could later disagree with the
explanations or conclusions set out below. Neither these statements nor any other statements in this
Pricing Supplement are intended or are to be regarded as advice on the tax position of any holder of
the Subordinated Instruments or of any person acquiring, selling or otherwise dealing with the
Subordinated Instruments or on any tax implications arising from the acquisition, sale or other
dealings in respect of the Subordinated Instruments. The statements made herein do not purport to
be a comprehensive or exhaustive description of all the tax considerations that may be relevant to a
decision to subscribe for, purchase, own or dispose of the Subordinated Instruments and do not
purport to deal with the tax consequences applicable to all categories of investors, some of which
(such as dealers in securities or financial institutions in Singapore which have been granted the
relevant Financial Sector Incentive(s)) may be subject to special rules or tax rates. The statements
should not be regarded as advice on the tax position of any person and should be treated with
appropriate caution. Prospective holders and holders of the Subordinated Instruments are advised to
consult their own professional tax advisers as to the Singapore or other tax consequences of the
acquisition, ownership of or disposal of the Subordinated Instruments, including, in particular, the
effect of any foreign, state or local tax laws to which they are subject. It is emphasised that none of
the Issuer, the Relevant Dealers and any other persons involved in the issuance of the Subordinated
Instruments accepts responsibility for any tax effects or liabilities resulting from the subscription for,
purchase, holding or disposal of the Subordinated Instruments.
In addition, the disclosure below is on the assumption that the IRAS regards the Subordinated
Instruments, which are intended to be "qualifying debt securities" for the purposes of the ITA, as
“debt securities” for the purposes of the ITA and that distribution payments made under the
Subordinated Instruments will be regarded as interest payable on indebtedness and holders thereof
may therefore enjoy the tax concessions and exemptions available for qualifying debt securities,
provided that the other conditions for the qualifying debt securities scheme are satisfied. An advance
tax ruling will be requested from the IRAS to confirm, amongst other things, whether the IRAS would
regard the Subordinated Instruments as "debt securities" for the purposes of the ITA and the
distributions made under the Subordinated Instruments as interest payable on indebtedness. There
is no guarantee that a favourable ruling will be obtained from the IRAS. In addition, no assurance is
given that the Issuer can provide all information or documents requested by the IRAS for the
purpose of the ruling request, and a ruling may not therefore be issued.
If the Subordinated Instruments are not regarded as “debt securities” for the purposes of the ITA, the
distributions made under the Subordinated Instruments are not regarded as interest payable on
indebtedness and/or holders thereof are not eligible for the tax concessions under the qualifying debt
securities scheme, the tax treatment to holders may differ. No assurance, warranty or guarantee is
given on the tax treatment to holders of the Subordinated Instruments in respect of the distributions
payable to them. Investors and holders of the Subordinated Instruments should consult their own
accounting and tax advisers regarding the Singapore income tax consequences of their acquisition,
holding and disposal of the Subordinated Instruments.
1. Interest and Other Payments
On the basis that more than half of the Subordinated Instruments are distributed by DBS Bank Ltd.,
The Hongkong and Shanghai Banking Corporation Limited, Singapore Branch, Oversea-Chinese
Banking Corporation Limited and United Overseas Bank Limited, each of which is a Financial Sector
Incentive (Bond Market) Company, Financial Sector Incentive (Capital Market) Company or Financial
Sector Incentive (Standard Tier) Company (as defined in the ITA) at such time and assuming that the

13
Subordinated Instruments are regarded as “debt securities” for the purposes of the ITA, the
Subordinated Instruments would be, pursuant to the ITA, QDS for the purposes of the ITA, to which
the following treatment shall apply.
Subject to certain prescribed conditions having been fulfilled (including the furnishing by the Issuer
or such other person as the MAS may direct, to the MAS of a return on debt securities in the
prescribed format for the Subordinated Instruments within one month of the date of issue of the
Subordinated Instruments or such period as the MAS may specify and such other particulars in
connection with the Subordinated Instruments as the MAS may require to MAS), interest, discount
income (not including discount income arising from secondary trading), prepayment fee, redemption
premium and break cost (collectively, the “Qualifying Income”) from the Subordinated Instruments
paid by the Issuer and derived by any company or body of persons (as defined in the ITA) in
Singapore is subject to income tax at a concessionary rate of 10.0% (except for holders of the
relevant Financial Sector Incentive(s) who may be taxed at different rates) under section 43H(1) of
the ITA.
Notwithstanding the foregoing:
A. if during the primary launch of the Subordinated Instruments, the Subordinated
Instruments are issued to fewer than four persons and 50.0% or more of the issue of the
Subordinated Instruments is beneficially held or funded, directly or indirectly, by related
parties of the Issuer, the Subordinated Instruments would not qualify as QDS; and
B. even though the Subordinated Instruments are QDS, if, at any time during the tenure of
the Subordinated Instruments, 50.0% or more of the Subordinated Instruments which
are outstanding at any time during the life of their issue is beneficially held or funded,
directly or indirectly, by any related party(ies) of the Issuer, Qualifying Income derived
from the Subordinated Instruments held by:
i. any related party of the Issuer; or
ii. any other person where the funds used by such person to acquire the Subordinated
Instruments are obtained, directly or indirectly, from any related party of the Issuer,
shall not be eligible for the tax exemption or concessionary rate of tax as described above.
The terms “break cost”, “prepayment fee”, “redemption premium” and “related party” are defined
in section 13(16) of the ITA as follows:
“break cost”, in relation to debt securities and qualifying debt securities, means any fee
payable by the issuer of the securities on the early redemption of the securities, the amount
of which is determined by any loss or liability incurred by the holder of the securities in
connection with such redemption;
“prepayment fee”, in relation to debt securities and qualifying debt securities, means any fee
payable by the issuer of the securities on the early redemption of the securities, the amount
of which is determined by the terms of the issuance of the securities;

14
“redemption premium”, in relation to debt securities and qualifying debt securities, means
any premium payable by the issuer of the securities on the redemption of the securities upon
their maturity; and
“related party”, in relation to a person, means any other person who, directly or indirectly,
controls that person, or is controlled, directly or indirectly, by that person, or where he and
that other person, directly or indirectly, are under the control of a common person.
References to “break cost”, “prepayment fee”, “redemption premium” and “related party” in this
Singapore tax disclosure have the same meaning as defined in the ITA.
All foreign-sourced income received in Singapore on or after 1 January 2004 by Singapore tax-
resident individuals will be exempt from income tax, provided such foreign-sourced income is not
received through a partnership in Singapore.
Where interest, discount income, prepayment fee, redemption premium or break cost (i.e. the
Qualifying Income) is derived from the Subordinated Instruments by any person who is not resident
in Singapore and who carries on any operations in Singapore through a permanent establishment in
Singapore, the tax exemption available for QDS under the ITA shall not apply if such person
acquires such Subordinated Instruments using the funds and profits of such person’s operations
through a permanent establishment in Singapore. Any person whose interest, discount income,
prepayment fee, redemption premium or break cost (i.e., the Qualifying Income) derived from the
Subordinated Instruments is not exempt from tax is required to include such income in a return of
income made under the ITA.
Singapore Tax Classification of Hybrid Instruments
The ITA currently does not contain specific provisions on how financial instruments that exhibit both
debt-like and equity-like features, i.e. hybrid instruments, should be treated for income tax purposes.
However, the IRAS has published the e-Tax Guide: Income Tax Treatment of Hybrid Instruments
(Second Edition) on 21 October 2019 (the “Hybrid Instruments e-Tax Guide”) which sets out the
income tax treatment of hybrid instruments, including the factors that the IRAS will generally use to
determine whether such instruments are debt or equity instruments for income tax purposes.
Among others, the IRAS has stated in the Hybrid Instruments e-Tax Guide that:
(a) whether or not a hybrid instrument will be treated as debt or equity instruments for income tax
purposes will firstly depend on its legal form, to be determined based on an examination of
the legal rights and obligations attached to the instrument;

(b) a hybrid instrument is generally characterised as equity if the legal terms of the instrument
indicate ownership interests in the issuer. If the legal form of a hybrid instrument is not
indicative of or does not reflect the legal rights and obligations, the facts and circumstances
surrounding the instrument and a combination of factors, not limited to the following, would
have to be examined to ascertain the nature of the instrument for income tax purposes.

These factors include (but are not limited to):
(i) nature of interest acquired;

15
(ii) investor’s right to participate in issuer’s business;

(iii) voting rights conferred by the instrument;

(iv) obligation to repay the principal amount;

(v) payout;

(vi) investor’s right to enforce payment;

(vii) classification by other regulatory authority; and

(viii) ranking for repayment in the event of liquidation or dissolution;

(c) if a hybrid instrument is characterised as a debt instrument for income tax purposes,
distributions from the issuer to the investors are regarded as interest; and

(d) if a hybrid instrument issued by a company or a REIT (as defined in the ITA) is characterised
as an equity instrument for income tax purposes, distributions from the issuer to the
investors are regarded as either dividends or distributions.
2. Capital Gains
Any gains considered to be in the nature of capital made from the sale of the Subordinated
Instruments will not be taxable in Singapore. However, any gains derived by any person from the
sale of the Subordinated Instruments which are gains from any trade, business, profession or
vocation carried on by that person, if accruing in or derived from Singapore, may be taxable as such
gains are considered revenue in nature.
Holders of the Subordinated Instruments who apply or who are required to apply Singapore
Financial Reporting Standard 39 (“FRS 39”), Financial Reporting Standard 109 Financial
Instruments (“FRS 109”) or Singapore Financial Reporting Standard (International) 9 (“SFRS(I) 9”)
(as the case may be), may for Singapore income tax purposes be required to recognise gains or
losses (not being gains or losses in the nature of capital) on the Subordinated Instruments,
irrespective of disposal, in accordance with FRS 39, FRS 109 or SFRS(I) 9 (as the case may be).
Please see the section below on “Adoption of FRS 39, FRS 109 or SFRS(I) 9 for Singapore Income
Tax Purposes”.
3. Adoption of FRS 39, FRS 109 or SFRS(I) 9 for Singapore Income Tax Purposes
Section 34A of the ITA provides for the tax treatment for financial instruments in accordance with
FRS 39 (subject to certain exceptions and “opt-out” provisions) to taxpayers who are required to
comply with FRS 39 for financial reporting purposes. The IRAS has also issued a circular entitled

16
“Income Tax Implications arising from the adoption of FRS 39 – Financial Instruments: Recognition
and Measurement”.
FRS 109 or SFRS(I) 9 (as the case may be) is mandatorily effective for annual periods beginning on
or after 1 January 2018, replacing FRS 39. Section 34AA of the ITA requires taxpayers who comply
or who are required to comply with FRS 109 or SFRS(I) 9 (as the case may be) for financial
reporting purposes to calculate their profit, loss or expense for Singapore income tax purposes in
respect of financial instruments in accordance with FRS 109 or SFRS(I) 9 (as the case may be),
subject to certain exceptions. The IRAS has also issued a circular entitled “Income Tax: Income Tax
Treatment Arising from Adoption of FRS 109 – Financial Instruments”.
Holders of the Subordinated Instruments who may be subject to the tax treatment under Sections
34A and 34AA of the ITA should consult their own accounting and tax advisers regarding the
Singapore income tax consequences of their acquisition, holding or disposal of the Subordinated
Instruments.
4. Estate Duty
Singapore estate duty has been abolished with respect to all deaths occurring on or after 15
February 2008.