Shareholder resolutions for consideration at ANZ’s 2022 AGM

Australia and New Zealand Banking Group Limited
9/833 Collins Street Docklands Victoria 3008 Australia
ABN 11 005 357 522
10 October 2022


Shareholder resolutions for consideration
at ANZ’s 2022 AGM

As required by ASX Listing Rule 3.17A, ANZ advises that it has received the two resolutions
shown on the following page under section 249N “Members’ resolutions” of the Corporations
Act 2001 for consideration at its AGM which is scheduled to be held on 15 December 2022.

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

The resolutions are proposed by shareholders holding approximately 0.01% of ANZ’s
ordinary shares on issue, represented by the group Market Forces. Shareholders
represented by Market Forces also proposed resolutions at ANZ’s 2019, 2020 and 2021
Annual General Meetings, which were not approved by shareholders.

ANZ will disclose information relevant to the resolutions in its end of year reporting and, in
particular, in its 2022 Climate-related Financial Disclosure, its sixth report that will be
available at anz.com/annualreport prior to the Annual General Meeting.


For media enquiries contact:

Stephen Ries, +61 409 655 551

For analyst enquiries contact:

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

Authorised for distribution by ANZ’s Continuous Disclosure Committee

Resolution 1 – Amendment to the Constitution (special resolution)

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


Resolution 2 – Climate Risk Safeguarding (ordinary resolution)

Shareholders recognise the substantial transitional and physical risks of climate change and
their potential financial impacts on our company. We also note our company’s support for
the Paris climate change agreement and the goal of net-zero emissions by 2050.
Shareholders therefore request the company disclose, in subsequent annual reporting,
information demonstrating how the company’s financing
1
will not be used for the purposes
of new or expanded fossil fuel projects.


1
Advisory services, project financing, loan syndications, leveraged and acquisition financing,
structured asset finance, structured export finance, and sustainable finance, as listed by ANZ:
https://www.anz.com/corporate/solutions/corporate-finance/